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092209 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 11] AGENDA TEMECULA CITY COUNCIL A REGULAR MEETING CITY COUNCIL CHAMBERS 43200 BUSINESS PARK DRIVE SEPTEMBER 22, 2009 - 7:00 PM At approximately 9:45 P.M., the City Council will determine which of the remaining agenda items can be considered and acted upon prior to 10:00 P.M. and may continue all other items on which additional time is required until a future meeting. All meetings are scheduled to end at 10:00 P.M. Next in Order: Ordinance: 09-07 Resolution: 09-79 CALL TO ORDER: Mayor Maryann Edwards Prelude Music: Lyndsay Davies - pianist Invocation: Pastor Earl Stewart of Grace Presbyterian Church Flag Salute: Council Member Washington ROLL CALL: Comerchero, Naggar, Roberts, Washington, Edwards Business/ Industry Recognition Program - Higher Education PUBLIC COMMENTS A total of 30 minutes is provided so members of the public may address the Council on items that appear within the Consent Calendar or ones that are not listed on the agenda. Speakers are limited to two (2) minutes each. If you desire to speak to the Council on an item which is listed on the Consent Calendar or a matter not listed on the agenda, a pink "Request to Speak" form should be filled out and filed with the City Clerk. When you are called to speak, please come forward and state your name for the record. For all Public Hearing or Council Business matters on the agenda, a "Request to Speak" form must be filed with the City Clerk prior to the Council addressing that item. There is a five minute (5) time limit for individual speakers. 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 (10) minutes will be devoted to these reports. CONSENT CALENDAR NOTICE TO THE PUBLIC 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. 1 Standard Ordinance and Resolution Adoption Procedure RECOMMENDATION: 1.1 Motion to waive the reading of the text of all ordinances and resolutions included in the agenda. 2 Action Minutes RECOMMENDATION: 2.1 Approve the action minutes of September 8, 2009. 3 List of Demands RECOMMENDATION: 3.1 Adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 4 Financial Statements for the Fiscal Year Ended June 30, 2009 RECOMMENDATION: 4.1 Receive and file the Financial Statements for the Fiscal Year Ended June 30, 2009; 4.2 Approve a budget transfer of $13,000 to the Animal Control Budget from the Fire Department Budget. 2 Recovery Act Edward Byrne Memorial Justice Assistance Grant Fundinq RECOMMENDATION: 5.1 Increase estimated Recovery Act JAG Fund Revenue by $119,338; 5.2 Appropriate $119,338 to the Recovery Act JAG Fund. Approve the Sponsorship Requests and Funding Agreements for the 2009 Komen Inland Empire Race for the Cure and the 2009 Temecula Fall Rod Run RECOMMENDATION: 6.1 Approve the Event Sponsorship and Funding Agreement in the amount of $22,500 cash, city-support costs in the amount of approximately $16,635, and promotional services valued at $10,865 for the Komen Inland Empire Race for the Cure; 6.2 Approve the Event Sponsorship Agreement for actual city-support costs in the amount up to $39,100 for the 2009 Temecula Fall Rod Run and authorize the Mayor to execute the following agreement. Community Grant Aareement with the Temecula Sister City Association RECOMMENDATION: 7.1 Approve a grant in the amount of $7,500 for the Temecula Sister City Association for fiscal year 2009-2010. Support for the new Loma Linda University Medical Center (at the request of Mayor Edwards RECOMMENDATION: 8.1 Adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA TO SUPPORT THE NEW LOMA LINDA UNIVERSITY MEDICAL CENTER AND ALERT OUR ELECTED OFFICIALS TO LEGISLATION THAT COULD JEOPARDIZE THE OPENING OF THE NEW HOSPITAL Acceptance of Grant Deed for the remainder of Serena Hills Park RECOMMENDATION: 9.1 Authorize acceptance of the Grant Deed for the remainder area of Serena Hills Park and direct staff to proceed with the necessary actions to cause the deed to be recorded; 9.2 Approve the Development Impact Fee reimbursement to the developer in the amount of $265,815. 10 Amendment No. 1 to the Professional Services Agreement with Leighton Consulting, Inc. for additional Geotechnical and Material Testing Services associated with the Old Town Infrastructure Project - Parking Structure and Office Retail, PW06-07 (1 D) RECOMMENDATION: 10.1 Approve Amendment No. 1 to the Professional Services Agreement with Leighton Consulting, Inc. for additional services associated with geotechnical and special inspection services for the Old Town Infrastructure Project, Parking Structure, and Office/Retail in the amount of $62,988 and authorize the Mayor to execute the Amendment. 11 Authorize Temporary Street Closures for the 2009 Temecula Fall Rod Run Event (Old Town Front Street, between Moreno Road and Second Street, and other related streets) RECOMMENDATION: 11.1 Adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, AUTHORIZING STREET CLOSURES FOR THE 2009 TEMECULA FALL ROD RUN EVENT, AND AUTHORIZING THE CITY ENGINEER TO ISSUE A PERMIT FOR THIS SPECIFIC SPECIAL EVENT 12 Authorize Temporary Partial Street Closures for "Race for the Cure" Event October 18, 2009, in the Promenade Mall area (Winchester Road, Margarita Road, and Overland Drive) RECOMMENDATION: 12.1 Adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, AUTHORIZING PARTIAL STREET CLOSURES FOR THE SUSAN G. KOMEN "RACE FOR THE CURE" EVENT ON OCTOBER 18, 2009, AND AUTHORIZING THE CITY ENGINEER TO ISSUE A PERMIT FOR THIS SPECIFIC SPECIAL EVENT 13 Approval of Updated Street List for Proposition 1 B Funding; and Approval of the Bid Package and Authorization to Solicit Construction Bids for the Citywide Slurry Seal Project for Fiscal Year 2009-2010, Roripaugh Hills Estates, Campos Verdes, and Nicholas Valley Area, Project No. PW09-06 RECOMMENDATION: 13.1 Approve the additional streets selected for slurry seal in order to fully utilize the funding identified in the City's Proposition 1 B Spending Plan for Fiscal Year 2008- 09; 13.2 Approve the bid package and authorize the Department of Public Works to solicit construction bids for the Citywide Slurry Seal Project for Fiscal Year 2009-2010, Roripaugh Hills Estates, Campos Verdes, and Nicholas Valley Area, Project No. PW09-06. 14 Microsoft Software Licenses -Annual Renewal RECOMMENDATION: 14.1 Authorize the annual purchase of Microsoft Client Access Licenses (CAL), Windows Server 2003, and SQL database 2005 Software from CompuCom Systems Inc. for $68,565.77. TEMECULA COMMUNITY SERVICES DISTRICT MEETING CSD PUBLIC COMMENTS A total of 15 minutes is provided so members of the public may address the Board of Directors on items that are not listed on the agenda or on the Consent Calendar. Speakers are limited to two (2) minutes each. If you decide to speak to the Board of Directors on an item not on the agenda or on the Consent Calendar, a pink "Request to Speak" form should be filled out and filed with the City Clerk. When you are called to speak, please come forward and state your name for the record For all other agenda items, a "Request to Speak" form must be filed with the City Clerk Prior to the Board of Directors addressing that item. There is a five (5) minute time limit for individual speakers. Anyone wishing to address the Board of Directors should present a completed pink "Request to Speak" form to the City Clerk. When you are called to speak, please come forward and state your name for the record. CSD CONSENT CALENDAR 15 Action Minutes RECOMMENDATION 15.1 Approve the action minutes of September 8, 2009 16 Financial Statements for the Fiscal Year Ended June 30, 2009 RECOMMENDATION: 16.1 Receive and file the Financial Statements for the fiscal year ended June 30, 2009. 17 Approval of the Plans and Specifications and Authorization to Solicit Construction Bids for Temecula Community Center Expansion Phase 2 - Renovation of Historic Buildings, Project No. PW06-05 RECOMMENDATION: 17.1 Approve the plans and specifications and authorize the Department of Public Works to solicit construction bids for the Temecula Community Center Expansion Phase 2 - Renovation of Historical Buildings, Project No. PW06-05. CSD DEPARTMENTAL REPORT 18 Community Services Department Monthly Report CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGERS REPORT CSD BOARD OF DIRECTORS REPORTS CSD ADJOURNMENT TEMECULA REDEVELOPMENT AGENCY MEETING RDA PUBLIC COMMENTS A total of 15 minutes is provided so members of the public may address the Redevelopment Agency on items that are not listed on the agenda or on the Consent Calendar. Speakers are limited to two (2) minutes each. If you decide to speak to the Board of Directors on an item not on the agenda or on the Consent Calendar, a pink "Request to Speak" form should be filled out and filed with the City Clerk. When you are called to speak, please come forward and state your name for the record. For all other agenda items, a "Request to Speak" form must be filed with the City Clerk Prior to the Board of Directors addressing that item. There is a five (5) minute time limit for individual speakers. Anyone wishing to address the Board of Directors should present a completed pink "Request to Speak" form to the City Clerk. When you are called to speak, please come forward and state your name for the record. RDA CONSENT CALENDAR 19 Action Minutes RECOMMENDATION: 19.1 Approve the action minutes of September 8, 2009. 20 Financial Statements for the Fiscal Year Ended June 30. 2009 RECOMMENDATION: 20.1 Receive and file the Financial Statements for the Fiscal Year Ended June 30, 2009. RDA PUBLIC HEARING Any person may submit written comments to the Redevelopment Agency 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. 21 Owner Participation Agreement between the Redevelopment Agency of the City of Temecula and Summerhouse Housina Associates L.P., an affliliate of Bridge Housina Corporation ("Bridge"), for the development of 110 affordable housing units as part of the Summerhouse development located at 44155 Margarita Road, and approval of Parcel Map 36219 at the same location RECOMMENDATION: 21.1 Adopt a resolution entitled: RESOLUTION NO. RDA 09- A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING "AN OWNER PARTICIPATION AGREEMENT AND LOAN AGREEMENT" BETWEEN THE AGENCY AND SUMMERHOUSE HOUSING ASSOCIATES L.P. 21.2 Approve Parcel Map 36219, located at the northwest corner of Dartolo Road and Margarita Road. JOINT CITY COUNCILIREDEVELOPMENT PUBLIC HEARING 22 Purchase and Sale Agreement and Escrow Instructions between the Redevelopment Agency of the City of Temecula and Temecula Water Park L.P. . for the sale of Agency- owned property located at the northwest corner of Diaz Road and Dendy Parkway and approval of Parcel Map No. 36175 at the same location (APN 909-370-002) RECOMMENDATION: 22.1 That the City Council adopt a resolution entitled RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING A "PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS" BETWEEN THE TEMECULA REDEVELOPMENT AGENCY AND TEMECULA WATER PARK L.P., FOR THE SALE OF APPROXIMATELY 19.7 ACRES LOCATED AT THE NORTHWEST CORNER OF DIAZ ROAD AND DENDY PARKWAY (APN 909-370-002) 22.2 That the Temecula Redevelopment Agency adopt a resolution entitled RESOLUTION NO. RDA 09- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING A "PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS" BETWEEN THE TEMECULA REDEVELOPMENT AGENCY AND TEMECULA WATER PARK L.P., FOR THE SALE OF APPROXIMATELY 19.7 ACRES LOCATED AT THE NORTHWEST CORNER OF DIAZ ROAD AND DENDY PARKWAY (APN 909-370-002) 22.3 Approve Parcel Map 36175 in conformance with the Conditions of Approval; 22.4 Approve the Subdivision Improvement Agreement with Clearwater Development, the developer of the proposed water park, and accept the Faithful Performance Bond, and Labor and Material Bond, as security for the agreement; 22.5 Approve the Subdivision Monument Agreement with Clearwater Development and accept the Monument Bond as security for the agreement. RDA DEPARTMENTAL REPORT 23 Redevelopment Department Monthly Report RDA EXECUTIVE DIRECTORS REPORT RDA AGENCY MEMBERS REPORTS RDA ADJOURNMENT 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. DEPARTMENTAL REPORTS 24 Planning Department Monthly Report 25 City Council Travel/Conference Report - August 2009 26 Public Works Department Monthly Report CITY MANAGER REPORT CITY ATTORNEY REPORT ADJOURNMENT Next regular meeting: City Council Regular, Tuesday, October 13, 2009, at 5:30 P.M., for a Closed Session, with the regular session commencing at 7:00 PM, City Council Chambers, 43200 Business Park Drive, Temecula, California. NOTICE TO THE PUBLIC The agenda packet (including staff reports) will be available for viewing at the Main Reception at City Hall (43200 Business Park Drive, Temecula) or at the Temecula Library (30600 Pauba Road, Temecula) after 4:00 PM the Friday before the City Council meeting. At that time, the packet may as well be accessed on the City's website - www.cityoftemecula.org Supplemental material received after the posting of the Agenda Any supplemental material distributed to a majority of the City Council regarding any item on the Agenda, after the posting of the Agenda, will be available for public review at the Main Reception at City Hall (43200 Business Park Drive, Temecula - 8:00 - 5:00 PM). In addition, such material will be made available on the City's web - www.cityoftemecula.org - and will be available for public review at the respective meeting. If you have any questions regarding any item of business on the Agenda for this meeting, please contact City Clerk's Department - 951-694-6444. 9 PRESENTATIONS CONSENT CALENDAR ITEM NO. 1 ITEM NO. 2 ACTION MINUTES TEMECULA CITY COUNCIL A REGULAR MEETING CITY COUNCIL CHAMBERS 43200 BUSINESS PARK DRIVE SEPTEMBER 8, 2009 - 7:00 PM 6:00 P.M. - Closed Session of the City Council/Temecula Redevelopment Agency pursuant to Government Code Section: Conference with real property negotiators pursuant to Government Code Section 54956.8 regarding one parcel of real property owned by the Temecula Redevelopment Agency consisting of approximately 30 acres (APN 909-370- 002) located northwesterly of Diaz Road and Dendy Parkway. The parties to the negotiations for sale of this parcel are: Temecula Water Park L.P. (aka Clearwater Development) and the Temecula Redevelopment Agency. Negotiators for the Temecula Redevelopment Agency are: Bob Johnson, Patrick Richardson, and Luke Watson. Under negotiation are the price and terms of the sale of a portion of the parcel. 2. Conference with City Attorney pursuant to Government Code Section 54956.9(b) with respect to one matter of potential litigation. With respect to such matter, the City Attorney has determined that a point has been reached where there is a significant exposure to litigation involving the City and City related entities based on existing facts and circumstances. With respect to such matter, the City Council will also meet pursuant to Government Code Section 54956.9(c) to decide whether to initiate litigation. Public Information concerning existing litigation between the City and various parties may be acquired by reviewing the public documents held by the City Clerk. At 6:01 P.M., Council Member Washington moved to call the Closed Session to order. The motion was seconded by Council Member Naggar and voice vote reflected approval of those present (Council Members Comerchero and Roberts were absent at the time the Closed Session was called to order but were in attendance of the Closed Session). The City Council meeting convened at 7:00 P.M. CALL TO ORDER: Mayor Maryann Edwards Prelude Music: Tiffany Christensen and Saya Hazel Invocation: Reverend Pat Campbell of Temecula Valley Center for Spiritual Living Flag Salute: Council Member Naggar ROLL CALL: Comerchero, Naggar, Roberts, Washington, Edwards PRESENTATIONS/PROCLAMATIONS Certificate of Appreciation to Christopher Curran - was not in attendance of the meeting PTA Membership Month Proclamation South Coast Winery Golden Bear Award PUBLIC COMMENTS The following individuals spoke in support of the Summerhouse Project:/Bridge Housing Project: • Chelsey Harlan • James Nakakhara • Kelly Merlo • Dave Carreon • John Elzinga • Tarrgee Cargill • Kristian Blanchard • Shari Crall • Scott Coyle • Barbara McLean • Ginger Hitzke The following individuals spoke in opposition to the Summerhouse Project/Bridge Housing Project: • Ted Sawyer • Bridge Blanton • Fred Grindle • Bret Kelley • Haley Seino • Michael Feinberg • Patrice Lynis • Whitney Woods • Tom Vining • Kathy Vining • Rob House • Manisha Konicki • Carol Monroe CITY COUNCIL REPORTS 2 CONSENT CALENDAR 1 Standard Ordinance and Resolution Adoption Procedure - Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 1.1 Motion to waive the reading of the text of all ordinances and resolutions included in the agenda. 2 Action Minutes - Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 2.1 Approve the action minutes of August 20, 2009; 2.2 Approve the action minutes of August 25, 2009. 3 List of Demands - Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 3.1 Adopt a resolution entitled: RESOLUTION NO. 09-77 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 4 City Treasurer's Report as of July 31, 2009 - Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 4.1 Approve and file the City Treasurer's Report as of July 31, 2009. Edward Byrne Memorial Justice Assistance Grant - Approved Staff Recommendation (5- 0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 5.1 Approve the Edward Byrne Memorial Justice Assistance Grant Application for a proposed amount of $29,032. Authorization to execute the Supplemental Agreement for the use of Community Development Block Grant Funds for Fiscal Year 2009-2010 - Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 6.1 Authorize the Mayor to execute the Supplemental Agreement for the use of Community Development Block Grant Funds for Fiscal Year 2009-2010. Southern California Edison Rate Update - at the request of Council Member Washington - received and filed. RECOMMENDATION: 7.1 Receive and File Second Amendment to Aareement for Consultina Services between the Citv of Temecula and PlanNet Consulting for the Old Town Civic Center IS Master Plan- Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 8.1 Approve an amendment to the Agreement for consulting Services for the Old Town Civic Center IS Master Plan in the amount of $40,000 and authorize the Mayor to execute the amendment. Adoption of a Mitigated Negative Declaration for Western Bypass Bridge Project (PW06- 04) - Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 9.1 Adopt a resolution entitled RESOLUTION NO. 09-78 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ADOPTING A MITIGATED NEGATIVE DECLARATION FOR THE WESTERN BYPASS BRIDGE PROJECT (PW06-04) AND APPROVING THE PROJECT 10 Planning Application PA02-0311, Crowne Hill Reserve, Disbursement and Release Agreement by and between the City of Temecula and Crowne Hill Reserve Homeowners' Association - Approved Staff Recommendation (5-0-0) - Council Member Comerchero made the motion; it was seconded by Council Member Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 10.1 Approve Disbursement and Release Agreement ("Agreement") by and between the City of Temecula and Crowne Hill Reserve Homeowners' Association regarding disbursement of bond monies the City obtained from Insurance Company of the West in the amount of $1,168,000 and settlement agreement monies the City obtained from PFF Bank and Trust in the amount of $300,000 and authorize the City Manager to execute it on behalf of the City. At 8:50 P.M., the City Council convened as the Temecula Community Services District and the Redevelopment Agency. At 8:53 P.M., the City Council resumed with regular business. CITY COUNCIL BUSINESS 13 Public/Traffic Safety Commission Appointment - Appointed John-Paul Hannum to serve an unexpired term through October 10, 2010 (5-0-0) - Council Member Naggar made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 13.1 Appoint an applicant to serve an un-expired term on the Public/Traffic Safety Commission through October 10, 2010. CITY MANAGER REPORT CITY ATTORNEY REPORT With regard to the two Closed Session items, City Attorney Thorson advised that with respect to the real property item, the Council gave direction to staff and if negotiations are completed, the matter will be brought to the City Council for a public hearing and consideration. With regard to the potential litigation matter, Mr. Thorson noted that there was nothing to report. ADJOURNMENT At 9:00 P.M., the City Council meeting was formally adjourned to Tuesday, September 22, 2009, at 5:30 P.M. for a Closed Session with regular session commencing at 7:00 P.M., in the City Council Chambers, 43200 Business Park Drive, Temecula, California. Maryann Edwards, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] ITEM NO. 3 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Genie Roberts, Director of Finance DATE: September 22, 2009 SUBJECT: List of Demands PREPARED BY: Pascale Brown, Accounting Manager Jada Yonker, Accounting Specialist RECOMMENDATION: That the City Council: 1. Adopt a resolution entitled: RESOLUTION NO. 09- 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: Resolution List of Demands RESOLUTION NO. 09- 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 $5,163,678.29. 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 22nd day of September, 2009. Maryann Edwards, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA } I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 09- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 22nd day of September, 2009, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk CITY OF TEMECULA LIST OF DEMANDS 08/27/2009 TOTAL CHECK RUN: 09/04/2009 TOTAL CHECK RUN: 09/03/2009 TOTAL PAYROLL RUN: TOTAL LIST OF DEMANDS FOR 09/22/2009 COUNCIL MEETING: DISBURSEMENTS BY FUND CHECKS: $ 2,122,845.57 2,434,084.88 606,747.84 $ 5,163,678.29 001 GENERAL FUND $ 837,614.66 165 AFFORDABLE HOUSING 328,612.71 190 TEMECULA COMMUNITY SERVICES DISTRICT 256,908.43 192 TCSD SERVICE LEVEL B 135.03 193 TCSD SERVICE LEVEL"C" LANDSCAPE/SLOPE 78,448.26 194 TCSD SERVICE LEVEL D 1,327.65 195 TCSD SERVICE LEVEL R 11510.00 196 TCSD SERVICE LEVEL "L" LAKE PARK MAINT. 6,687.00 197 TEMECULA LIBRARY FUND 17,604.78 210 CAPITAL IMPROVEMENT PROJECTS FUND 370,415.73 280 REDEVELOPMENT AGENCY - CIP PROJECT 14,250.31 300 INSURANCE FUND 189,133.87 320 INFORMATION SYSTEMS 34,880.65 330 SUPPORT SERVICES 7,403.61 340 FACILITIES 22,091.76 375 SUNMIER YOUTH EMPLOYMENT PROGRAM 4,642.54 477 CFD- RORIPAUGH 2,360,377.84 700 CERBT CALIFORNIA EE RETIREE-GASB45 24,885.62 001 GENERAL FUND $ 350,278.20 165 AFFORDABLE HOUSING 11,116.87 190 TEMECULA COMMUNITY SERVICES DISTRICT 128,292.37 192 TCSD SERVICE LEVEL B 153.06 193 TCSD SERVICE LEVEL"C" LANDSCAPE/SLOPE 4,735.37 194 TCSD SERVICE LEVEL D 1,423.67 196 TCSD SERVICE LEVEL "L" LAKE PARK MAINT. 1,283.99 197 TEMECULA LIBRARY FUND 422.39 280 REDEVELOPMENT AGENCY - CIP PROJECT 4,539.83 300 INSURANCE FUND 1,345.77 320 INFORMATION SYSTEMS 23,700.56 330 SUPPORT SERVICES 5,415.15 340 FACILITIES 9,060.06 375 SUNNIER YOUTH EMPLOYMENT PROGRAM 32,842.67 700 CERBT CALIFORNIA EE RETIREE-GASB45 32,137.88 TOTAL BY FUND: 4,556,930.45 606,747.84 $ 5,163,678.29 apChkLst Final Check List Page: 1 0812712009 3:14:11PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor 1321 08/20/2009 005460 U S BANK 133474 08/27/2009 013114 BARNHART, INC. Description transfer special tax/amtrust escrow Settlement: manna landscape 133475 08/27/2009 012943 ALPHA MECHANICAL SERVICE HVAC svcs:city hall INC Senior Ctr HVAC prev maint 133476 08/27/2009 006209 ASSOCIATION OF CHILDREN'S mbrship dues:Gilliland, Robin 133477 08/27/2009 004262 BIO-TOX LABORATORIES 133478 08/27/2009 012583 BLANCAYPRICE 133479 08/27/2009 004176 BROADWING TELECOMMUNICATIONS 133480 08/27/2009 009082 C B C TECHNICAL INC 133481 08/27/2009 006908 C C & COMPANY INC DUI & drug lab testing svcs:police DUI & drug lab testing svcs:police DUI & drug lab testing svcs:police LDSCP PLAN CHECK/INSPEC: PLANNING- Aug:Long distance & internet svcs misc tech su ppli es:th eater misc tech su ppl ies:th eater entertainment: hot summer nights 133482 08/27/2009 005384 CALIF BAGEL BAKERY & DELI refresh m ents:city council meetings refresh ments:city council meetings 133483 08/27/2009 004971 CANON FINANCIAL SERVICES, Aug:copier lease agreement: Fire INC AUG:COPIER LEASE: CENTRAL SVCS 133484 08/27/2009 000442 COMPUTER ALERT SYSTEMS Alarm maint: roripaugh fire station alarm repair & maint: tv museum 133485 08/27/2009 000447 COMTRONIX OF HEMET Radios: PW staff Radio purchlnstall:patch truck PVV radio equipment: csd 133486 08/27/2009 010650 CRAFTSMEN PLUMBING & plumbing svcs: crc restrooms HVAC INC plumbing svcs:old twn theater 133487 08/27/2009 013111 CURRELL, CHRIS reimb:dinner...firefighter event fs84 133488 08/27/2009 004123 D L PHARES & ASSOCIATES Aug:storefront lease:police old town 133489 08/27/2009 012792 DKSASSOCIATES 133490 08/27/2009 004192 DOWNS COMMERCIAL FUELING INC 133491 08/27/2009 011202 E M H SPORTS & FITNESS 133492 08/27/2009 002390 EASTERN MUNICIPAL WATER DIST consulting svcs:nicolas vly preser. TRAFFIC IMPACT ANALYSIS:DIAZ PROP fuel for city vehicles:Code Enf fuel for city vehicles: Police fuel for city vehicles:tcsd/mc/pj fuel for city vehicles: W ndstar fuel for city vehicles: PW (MH) fuel for city vehicles: PW Traffic fuel for city vehicles: PW CI P/N PD ES fuel for city vehicles:PW Maint fuel for city vehicles: B&S TCSD instructor earnings TCSD instructor earnings Aug:190304-02 Seraphina Rd Amount Paid 1,689,219.79 175,000.00 1,075.00 235.00 885.00 631.09 1,121.00 1,295.00 1,650.00 741.00 254.26 187.37 350.00 167.14 246.87 182.55 4,744.84 161.89 238.13 3,615.94 1,583.80 790.61 447.50 201.81 92.29 2,763.09 10,220.00 5,427.00 593.59 99.00 2,001.43 116.04 61.72 267.21 578.67 876.55 332.25 630.00 336.00 528.78 Check Total 1,689,219.79 175,000.00 1,310.00 885.00 3,047.09 1,650.00 741.00 441.63 350.00 414.01 4,927.39 400.02 5,990.35 649.31 92.29 2,763.09 15,647.00 4,926.46 966.00 528.78 Page :1 apChkLst 0812712009 3:14:11PM Final Check List CITY OF TEMECULA Page: 2 Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133493 08/27/2009 004068 ECALDRE MANALILI-DE VILLA, TCSD Instructor Earnings 308.00 AILEEN TCSD Instructor Earnings 266.00 TCSD Instructor Earnings 168.00 TCSD Instructor Earnings 70.00 TCSD Instructor Earnings 350.00 TCSD Instructor Earnings 140.00 1,302.00 133494 08/27/2009 000164 ESGIL CORPORATION plan review svcs: B&S Dept 6,569.99 6,569.99 133495 08/27/2009 013109 ESPINOZA, PAM EE computer loan program :PE 960.21 960.21 133496 08/27/2009 004310 FEDEX GROUND INC 7/20-8/11:Express Mail Svc 876.39 express mail svc:theater 7/30 40.24 916.63 133497 08/27/2009 003347 FIRST BANKCARD CENTER 013112 SAN DIEGO VENTURE GROUP AA:SDVG Conf 7/22:GW 45.00 007551 OLD SPAGHETTI FACTORY, GB:WRCOG/RCTC mtg 8/4 55.23 THE 001048 ROSAS CANTINA RESTAURANT refresh m ents:city council mtg 7/28 159.80 002103 C A P I O AA:CAPIO annual dues TM 175.00 013112 SAN DIEGO VENTU RE GROUP AA:SDVG Conf 7/22 CID 45.00 011999 CONFERENCE MANAGER.COM RJ:conference call:Waterpark 27.28 011999 CONFERENCE MANAGER.COM RJ:conference call:Waterpark 37.40 011999 CONFERENCE MANAGER.COM RJ:conf call: summerhouse:rda 121.21 011999 CONFERENCE MANAGER.COM RJ:conference call:Waterpark 16.62 011999 CONFERENCE MANAGER.COM RJ:conf call: summerhouse:rda 58.35 011999 CONFERENCE MANAGER.COM RJ:conference call:Liberty Quarry 93.40 011999 CONFERENCE MANAGER.COM RJ:conference call:Liberty Quarry 109.11 943.40 133498 08/27/2009 010493 FOREST CITY COMMERCIAL July:lease pmts:police mall storefront 1,458.33 MGMT Aug:lease pmts:police mall storefront 1,458.33 SEPT:LEASE PMT POLICE MALL STOREF 1,458.33 4,374.99 133499 08/27/2009 009097 FULL COMPASS SYSTEMS elect supplies:youth media arts test 280.91 280.91 133500 08/27/2009 003946 G T ENTERTAINMENT program MC:hot summer rites 8/14,21 500.00 500.00 133501 08/27/2009 004514 G T S I CORP Batteries: Fire 862.54 862.54 133502 08/27/2009 012066 GEOCON INLAND EMPIRE INC GEOTECH SVC: PECHANGA PKWY II 777.50 777.50 133503 08/27/2009 002174 GROUP 1 PRODUCTIONS VIDEO SVC:ECO DEV:#12 TROLLEY 2,100.00 2,100.00 133504 08/27/2009 003299 HAYES,BARNEY ENTERTAINMENT: HOT SUMMER NITES 400.00 400.00 133505 08/27/2009 007792 HINTON, BEVERLY L. TCSD instructor earnings 357.70 357.70 133506 08/27/2009 010210 HOME DEPOT SUPPLY INC, hardware supplies: children's museum 108.62 108.62 THE 133507 08/27/2009 001407 INTER VALLEY POOL SUPPLY chemical supplies:aquatics pgrm 595.30 595.30 INC 133508 08/27/2009 003266 IRON MOUNTAIN OFFSITE storage & fees:City/IS backup tape 333.39 333.39 133509 08/27/2009 001186 IRWIN, JOHN TCSD instructor earnings 191.10 191.10 Page2 apChkLst 0812712009 3:14:11PM Final Check List CITY OF TEMECULA Page: 3 Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133510 08/27/2009 012793 ISCIENCE DVD, LLC videography svcs: Ch Museum 3,000.00 3,000.00 133511 08/27/2009 006381 JESUCRISTO ES LA, Refund:sec deposit:tcc 150.00 150.00 R ESPU ESTA 133512 08/27/2009 000380 LAIDLAW TRANSIT INC TRANSP SVCS:DAY CAMP EXCURSION 392.23 392.23 133513 08/27/2009 004412 LEANDER, KERRY D. TCSD instructor earnings 1,193.50 TCSD instructor earnings 885.50 TCSD instructor earnings 798.00 2,877.00 133514 08/27/2009 004905 LIEBERT, CASSIDY& Mar:HR legal svcs:TE060-#00009 6,818.96 WHITMORE June:HR legal svcs:TE060-#00001 162.00 June:HR legal svcs:TE060-#00009 4,404.75 July:HR legal svcs:TE060-#00001 135.00 July:HR legal svcs:TE060-#00009 1,979.60 13,500.31 133515 08/27/2009 008716 MAGEE, BILL entertainment: hot summer rites 8/28 650.00 650.00 133516 08/27/2009 003782 MAIN STREET SIGNS Signage:var park sites 734.06 Misc signs: PW Maint 940.42 1,674.48 133517 08/27/2009 004141 MAINTEX INC credit:billing adj./west wing-072037 -15.00 credit:billing adj./city hall-071452 -15.00 Misc custodial supplies:west wing 33.89 3.89 133518 08/27/2009 004307 MARINE BIOCHEMISTS Aug water maint swcs:Harv/Duck Pond 3,900.00 3,900.00 133519 08/27/2009 002666 MASON & MASON REAL Appraisal Services:F.V. Pkwy Intrchg 766.05 766.05 ESTATE 133520 08/27/2009 010974 MATRIX CONSULTING GROUP USER FEE& DIF STU DY: FINANCE 5,600.00 5,600.00 133521 08/27/2009 009541 MEYER AND ASSOCIATES Jun design swcs:tcc expansion 4,499.51 4,499.51 133522 08/27/2009 009835 MIRACLE PLAYGROUND SALES ADA picnic table: k hintergardt park 1,237.30 1,237.30 INC 133523 08/27/2009 000973 MIRACLE RECREATION PLAY STRUCTURE: KENT 54,995.93 54,995.93 EQUIPMENT HINTERGARDT PARK- 133524 08/27/2009 001892 MOBILE MODULAR 7/15-8/13 mobile modular lease:Pantry 1,042.91 1,042.91 133525 08/27/2009 013113 MUDD, MICHAEL Refund:crc rental 50.00 Refund:sec deposit:crc 150.00 200.00 133526 08/27/2009 010797 MUSSER, DAVID TCSD Instructor Earnings 42.00 TCSD Instructor Earnings 84.00 TCSD Instructor Earnings 105.00 TCSD Instructor Earnings 126.00 357.00 133527 08/27/2009 001986 MUZAK-SOUTHERN Aug television signal: FOC 101.66 CALIFORNIA Jul television signal: FOC 101.66 Sep music broadcast:Old Town 69.11 272.43 133528 08/27/2009 004508 NAGGAR, MICHAEL S. Reimb:Aug'09 Internet services 52.99 52.99 133529 08/27/2009 002925 NAPA AUTO PARTS Auto parts & supplies: Stn 84 22.77 22.77 133530 08/27/2009 000233 NELSON, SHAWN reimb:Aug'09 internet services 44.99 44.99 Pages apChkLst 0812712009 3:14:11PM Final Check List CITY OF TEMECULA Page: 4 Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133531 08/27/2009 010244 NO LIMITS SILK SCREEN Softball awards:sports pgnn 3,579.82 Softball avards:sports program 238.21 Softball avards:sports program 884.64 Softball avards:sports program 298.70 5,001.37 133532 08/27/2009 006140 NORTH JEFFERSON BUSINESS Jul-Sep assn dues:F.Vly lntrchg 415.13 PARK Jul-Sep assn dues:F.Vly lntrchg 564.02 979.15 133533 08/27/2009 002105 OLD TOWN TIRE&SERVICE City Vehicle Maint Svcs:TCSD 36.57 City Vehicle Maint Svcs:PW Maint 102.18 City Vehicle Maint Svcs:PW Maint 31.61 City Vehicle Maint Svcs:TCSD 36.57 206.93 133534 08/27/2009 001171 ORIENTAL TRADING COMPANY MISC SUPPLIES: RECREATION EVENTS 377.19 377.19 INC 133535 08/27/2009 012319 P C L CONSTRUCTION SRVCS JUL PRGS PMT OLD TOWN PARKING 4,048.54 INC STRUCTURE ret.w/h Jul pmt:old town infrstr prkg -404.85 3,643.69 133536 08/27/2009 010906 P C R SERVICES 6/16-7/31/09 CONSULTING: LIBERTY 1,055.00 1,055.00 CORPORATION QUARRY 133537 08/27/2009 002498 PETRA GEOTECHNICAL INC Jun geotech swcs:DePortola pave rehab 7,512.50 7,512.50 133538 08/27/2009 000249 PETTY CASH Petty Cash Reimbursement 402.54 402.54 133539 08/27/2009 011660 PLANNET CONSULTING Jul consult swcs: Civic Cntr Master 2,760.00 2,760.00 133540 08/27/2009 012689 POTTY TOTS LLC TCSD Instructor Earnings 139.65 139.65 133541 08/27/2009 004529 QUAID TEMECULA Jul veh repair& maint:pd motorcycles 1,473.45 1,473.45 HARLEY-DAVIDSON 133542 08/27/2009 009897 RAMIREZ, ELIGIO PAES res impw prgm: Cliff & Doris Elder 500.00 500.00 133543 08/27/2009 000262 RANCHO CALIF WATER Aug: 01-02-02001-0 rancho vista rd 560.38 DISTRICT Aug: 01-02-98010-0 FS#84 444.25 Aug:01-02-98000-0 FS#84 14.38 Aug:Vanous Water Meters:tcsd 34,062.14 35,081.15 133544 08/27/2009 000271 RBF CONSULTING Jun '09 plan check swc:Summerhouse 6,162.00 6,162.00 133545 08/27/2009 004584 REGENCY LIGHTING Misc electrical supplies:crc 387.91 Misc electrical supplies:c. museum 80.91 468.82 133546 08/27/2009 012288 RENT A CENTER #4086 furniture rental:rhythms teen dance 9/19 216.84 216.84 133547 08/27/2009 005736 SAN BERNARDINO CO motorcycle tmg instructor 9/7-18/09 1,159.00 1,159.00 SHERIFFS DEP 133548 08/27/2009 009213 SHERRY BERRY MUSIC Jazz @ the Merc 8/13/09 483.00 483.00 133549 08/27/2009 000697 SISTER CITIES FY 09/10 agency membership dues 680.00 680.00 INTERNATIONAL 133550 08/27/2009 000645 SMART & FINAL INC Misc supplies:aquatics pgrm 435.85 435.85 133551 08/27/2009 000537 SO CALIF EDISON Aug:2-28-904-7706 overland trail 147.75 Aug:2-21-981-4720 Hwy 79S 30.31 Aug:2-28-331-4847 Pauba rd 105.36 Aug:2-30-099-3847 ryecrest 78.70 362.12 Page:4 apChkLst 0812712009 3:14:11PM Final Check List CITY OF TEMECULA Page: 5 Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133552 08/27/2009 001212 SO CALIF GAS COMPANY Aug:091-024-9300-5 CRC 284.73 Aug:133-040-7373-0 Maint Fac 17.76 Aug:125-244-2108-3 Library 16.24 Aug: 021-725-0775-4 MPSC 59.82 Aug:026-671-2909-8 comm theater 24.73 Aug:181-383-8881-6 T. museum 12.37 Aug: 101-525-0950-0 TCC 16.16 Aug:095-167-7907-2 FS#84 135.36 Aug: 101-525-1560-6 FS#73 49.95 Aug:055-475-6169-5 PBSP 103.93 721.05 133553 08/27/2009 005244 SOCIETY FOR HUMAN fy 09/10 mbrshp dues:B.G. 00551614 160.00 160.00 RESOURCE MGM 133554 08/27/2009 000293 STADIUM PIZZA INC Refreshments:day camp 8/14 126.04 Refresh m ents: day camp 8/10 84.83 210.87 133555 08/27/2009 013110 STANTON, WILLIAM TODD Reimb:Res. Imprv. Prgm/Stanton 3,199.00 3,199.00 133556 08/27/2009 008023 STATER BROTHERS MARKETS rfrshmnts: Dinnervoth Fire Fighters prgm 218.53 218.53 133557 08/27/2009 012188 STRONG FAMILIES TCSD Instructor Earnings 35.00 TCSD Instructor Earnings 210.00 245.00 133558 08/27/2009 008373 SUNBELT RENTALS INC Generator rental: 4th of July event 1,178.35 1,178.35 133559 08/27/2009 011667 T & T JANITORIAL INC Jul cleaning srvcs:police storefront 790.00 790.00 133560 08/27/2009 000305 TARGET BANK BUS CARD Misc supplies:day camp 41.02 SRVCS Misc supplies:skate park pgnn 75.05 Misc supplies:skate park pgnn 29.48 Misc supplies:skate park pgnn 22.14 Misc supplies:aquatics 242.19 409.88 133561 08/27/2009 010848 TEMECULA PLANTSCAPE Aug '09 plant lease srvcs:Libmry 200.00 200.00 133562 08/27/2009 007340 TEMECULA VALLEY FIRE Fire Extinguisher Maint Svc: Stn 73 42.62 42.62 EQUIP. CO 133563 08/27/2009 005970 TEMECULA VALLEY PLAYERS Smile pro du ction:Th eater 6/19-28/09 369.29 369.29 133564 08/27/2009 004759 TWIN GRAPHICS Graphics: City police units 05-090 570.94 Graphics: City police units 09-594 570.94 1,141.88 133565 08/27/2009 002702 U S POSTAL SERVICE Postage meter deposit 1,644.16 1,644.16 133566 08/27/2009 000854 URBAN LAND INSTITUTE FY 09-10 agency membership dues 525.00 525.00 133567 08/27/2009 004261 VERIZON Aug xxx-0714 PD mall alarm 95.54 Aug xxx-2016 reverse 911 120.33 Aug xxx-5706 field OPS ctr 178.94 Aug xxx-2676 general usage 35.52 Aug xxx-5696 sports complex 35.52 Aug xxx-3526 fire alarm 106.54 Aug xxx-2075 general usage 33.26 Aug xxx-5275 PD DSL 36.65 Aug xxx-0074 general usage 304.00 Aug xxx-3564 alarm 71.02 Aug xxx-6084 general usage 34.35 1,051.67 133568 08/27/2009 012015 VERIZON BUSINESS FIOS Aug:lntemet svcs: EOC b/u Library 439.95 439.95 133569 08/27/2009 004789 VERIZONONLINE Aug:Intemet svc:police DSL 42.99 42.99 Pages apChkLst Final Check List 0812712009 3:14:1 1PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid 133570 08/27/2009 011213 WAVE WATERPARK, TH E Day Camp Excursion 8/13 1,578.00 133571 08/27/2009 003931 WELLS FARGO BANK NATL release ret./escrow:pcl/o.t. infrstr 404.85 ASSN 133572 08/27/2009 003730 WEST COASTARBORISTS INC 7/16-31/09 tree trimming swcs:citywide 1,422.00 4/1-15/09 tree trimming swcs:citywide 6,300.00 133573 08/27/2009 000339 WEST PUBLISHING CORP Title 19 public safety regs:fre prev 122.00 133574 08/27/2009 002109 WHITE CAP INDUSTRIES INC Misc supplies: PW Land Dev 52.20 133575 08/27/2009 011630 WOLFF LANG CHRISTOPHER Jun prof swcs:Old Town Gymnasium 4,254.00 (WLC) 133576 08/27/2009 000348 ZIGLER, GAIL Reim b: recreation supplies 258.75 Grand total for UNION BANK OF CALIFORNIA: Page: 6 Check Total 1,578.00 404.85 7,722.00 122.00 52.20 4,254.00 258.75 2,122,845.57 Pages apChkLst Final Check List Page: 7 0812712009 3:14:11PM CITY OF TEMECULA 104 checks in this report. Grand Total All Checks: 2,122,845.57 Page:7 apChkLst Final Check List Page: 1 0910412009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor Description Amount Paid Check Total 1322 08128/2009 004236 JP MORGAN Annual Pledge Pmt:Mission Vlg Apts 305,000.00 305,000.00 CHASENVASHINGTON 1323 0910312009 000283 INSTATAX(IRS) Federal Income Taxes Payment 150,779.92 150,779.92 1324 09103/2009 000444 INSTATAX (EDD) State Disability Ins Payment 42,041.69 42,041.69 1325 09103/2009 000246 PERS (EMPLOYEES' PERS ER Paid Member Contr Payment 125,242.02 125,242.02 RETIREMENT) 1326 09103/2009 001065 NATIONWIDE RETIREMENT Nationwide Retirement Payment 24,654.63 24,654.63 SOLUTION 1327 09103/2009 000642 TEMECULA CITY FLEXIBLE Child Care Reimbursement Payment 9,098.92 Child Care Reimbursement Payment 0.00 9,098.92 1328 09103/2009 000389 NATIONWIDE RETIREMENT OBRA- Project Retirement Payment 5,935.10 5,935.10 SOLUTION 1329 09103/2009 010349 CALIF DEPT OF CHILD SUPPORT Support Payment 578.84 578.84 1330 09/03/2009 000245 PERS - HEALTH INSUR PREMIUM PERS Health Admin Cost Payment 84,958.61 Blue Shield HMO Payment 0.00 84,958.61 1331 09/03/2009 012077 AMTRUST BANK reimb taxes:roripaugh ranch 671,158.05 671,158.05 133720 0910312009 001985 A E P (ASSOC OF ENVIRO PROF) mbrshp:FY09-10:Planning:DW 140.00 140.00 133721 09103/2009 003552 A F L A C AFLAC Cancer Payment 3,183.08 3,183.08 133722 0910312009 001700 A PLUS TEACHING MATERIALS misc supplies:tiny tot pgrm 61.29 61.29 133723 09103/2009 009033 ALLEN, STEVEN L. Prof Photos:City Special Events 325.00 Prof Photos:City Special Events 600.00 Prof Photos:City Special Events 300.00 1,225.00 133724 0910312009 006915 ALLIE'S PARTY EQUIPMENT Equip Rental:Hot Summer Nites, 31.78 Equip Rental:Hot Summer Nites 254.77 286.55 Page:1 apChkLst 09104/2009 9:10:35AM Final Check List CITY OF TEMECULA Page: 2 Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133725 09103/2009 012943 ALPHA MECHANICAL SERVICE A/C Maint & Repair: Senior Ctr 678.00 INC HVAC prev maint:PHBSP 133.00 HVAC prev maint:Library 729.00 prev maint: FS#84 211.00 HVAC repair:C. Museum 1,151.30 prev maint: FS#92 292.00 install condenser fan motor: crc 643.75 HVAC svcs: FS# 73 1,897.00 A/C RepainMaint:C. Museum 943.09 6,678.14 133726 09103/2009 004240 AMERICAN FORENSIC NURSES June'09:stand by fee 1,200.00 DUI drug & alcohol screening 495.00 DUI drug & alcohol screening:CHP 360.00 DUI drug & alcohol screening:TE 665.00 DUI drug & alcohol screening:CHP 360.00 DUI drug & alcohol screening:TE 405.00 DUI drug & alcohol screening:CHP 495.00 DUI drug & alcohol screening 485.00 DUI drug & alcohol screening 826.50 DUI drug & alcohol screening:TE 540.00 5,831.50 133727 09/03/2009 000747 AMERICAN PLANNING APA mbrshp:Planning:DW 350.00 350.00 ASSOCIATION 133728 09103/2009 004623 AQUA TECH ENTERPRISES chlorine tablets:TES pool 879.24 879.24 133729 09/03/2009 003203 ARTISTIC EMBROIDERY uniforms: recreation staff 640.00 640.00 133730 09103/2009 013019 AUTOMATED FREQUENCY FCC Iic.:calsense local radio sys 430.00 430.00 COORDINC 133731 09/03/2009 005709 BAMM PROMOTIONAL summer day camp t-shirts 2009 266.44 266.44 PRODUCTS 133732 0910312009 004040 BIG FOOT GRAPHICS TCSD instructor earnings 630.00 630.00 133733 09103/2009 012583 BLANCAY PRICE Ldscp Plan Ck1Inspec:Ping 3,327.00 3,327.00 133734 09103/2009 011230 BONILLA, GERMAN Entertain ment:ht summer nites 914 500.00 500.00 133735 09103/2009 013121 BOYD, KELLY D refund:sec dep:picnic shelter 150.00 150.00 133736 09103/2009 009437 BRENNER FIELDER &ASSOC, Vac Comp Pumps:Harv Lake Prk 1,731.61 1,731.61 INC Paget apChkLst Final Check List Page: 3 09104/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133737 09103/2009 006908 C C & COMPANY INC entertainment:c. museum 916 600.00 600.00 133738 09103/2009 000154 C S M F O FY 09-10 CIP appl fee: Finance 100.00 100.00 133739 09103/2009 000154 C S M F O FY 09-10 AOB app I fee: Finance 100.00 100.00 133740 09103/2009 003138 CAL MAT asphalt:citywide street repairs:PW 787.35 asphalt:citywide street repairs:PW 311.68 asphalt:citywide street repairs:PW 784.74 asphalt:citywide street repairs:PW 195.54 asphalt:citywide street repairs:PW 387.36 asphalt:citywide street repairs:PW 385.41 asphalt:citywide street repairs:PW 388.02 asphalt:citywide street repairs:PW 403.03 asphalt:citywide street repairs:PW 492.91 asphalt:citywide street repairs:PW 130.94 asphalt:citywide street repairs:PW 93.12 asphalt:citywide street repairs:PW 77.98 asphalt:citywide street repairs:PW 260.13 4,698.21 133741 09/03/2009 005321 CALIF ASSOC OF CODE mbrshp:CACEO:Ball, Diane 75.00 75.00 133742 09103/2009 005384 CALIF BAGEL BAKERY & DELI refreshments:city council mtg 8120 176.72 refreshments:prof mtg:Fire 137.38 314.10 133743 09103/2009 007980 CANDLE BOUTIQUE & GIFTS LLC misc supplies:9111 Rememberance 825.23 825.23 133744 09103/2009 013004 CARLSON MOBILE SERVICE INC veh repair & maint:pw maint div 555.24 veh repair & maint:pw maint div 464.90 veh repair & maint:pw maint div 439.11 veh repair & maint:pw maint div 37.50 veh repair & maint:pw maint div 515.45 2,012.20 133745 0910312009 011510 CATO GEOSCIENCE INC Peer Review: Liberty Quarry EIR 8,008.00 8,008.00 133746 0910312009 000137 CHEVRON AND TEXACO July:city vehiclesfuel:PD 1,345.11 1,345.11 133747 09/03/2009 004405 COMMUNITY HEALTH CHARITIES Community Health Charities Payment 106.00 106.00 133748 09103/2009 004414 COMMUNITY WORKS DESIGN Design:Pech. Pkwy Stormdrain 797.79 797.79 GROUP Page:3 apChkLst 09104/2009 9:10:35AM Final Check List CITY OF TEMECULA Page: 4 Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133749 09103/2009 006303 CONDUIT NETWORKS, INC network svcs consulting:IS Dept 314.29 Tech Consulting:IS:Shore Tel 100.00 414.29 133750 0910312009 002631 COUNTS UNLIMITED INC traffic counts svcs: PW Traffic Div 550.00 550.00 133751 0910312009 010650 CRAFTSMEN PLUMBING & HVAC plumbing svcs:FS#84 327.50 327.50 INC 133752 09103/2009 012940 CRAWFORD, LILLIAN sttlemnt:gospel...Merc 8115 73.50 73.50 133753 09103/2009 004123 D L PHARES & ASSOCIATES Sept:storefront Iease:PD old twn 2,763.09 2,763.09 133754 09/03/2009 001393 DATA TICKET INC parking citation processing:police 2,086.20 2,086.20 133755 09103/2009 013117 DUCHI, SHARON refund:sec deplrental:crc 505.00 505.00 133756 09103/2009 004799 E C S IMAGING INC F16670 scanner:info sys 5,437.50 5,437.50 133757 09103/2009 002528 EAGLE GRAPHIC CREATIONS Recog Award:Ed Plaques 513.95 513.95 INC 133758 09103/2009 011203 ENVIRONMENTAL CLEANING janitorial svcs:var field locations 5,315.00 5,315.00 133759 09103/2009 012630 ERICKSON-HALL Jul prgs pmt #7:TCC expansion 165,288.20 165,288.20 CONSTRUCTION CO 133760 09103/2009 001056 EXCEL LANDSCAPE July:Ldscp Maint:Var Medians 16,487.00 July:Ldscp Maint:Var Loc's. 9,685.00 July:Ldscp Maint:South Slopes 39,158.00 July:Ldscp Maint:Var Locations 43,040.00 July:Ldscp Maint:Var North Slopes 21,860.00 Mainline Repairs: Medians/Parks 291.10 130,521.10 133761 09/03/2009 003347 FIRST BANKCARD CENTER STADIUM PIZZA INC TT refreshments:IS staff mtg 7130 59.48 PAYPAL TT Verisign Payflow Pro Trans:tcsd 181.40 HARRISON BROS SUPPLY TT tape for EOC box 62.14 BEST BUY COMPANY INC TT misc comptr supplies:ME/JC 147.86 450.88 133762 09103/2009 011967 FULL VALUE ENTERTAINMENT sttlemnt:live...Merc 8114 63.00 63.00 Page-.4 apChkLst Final Check List Page: 5 09104/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133763 09103/2009 008016 G & M CUSTOM UPHOLSTERY upholstery repair:PD motorcycles 100.00 100.00 133764 09103/2009 007866 G C S SUPPLIES INC misc computer supplies:info sys 1,196.25 1,196.25 133765 09103/2009 000175 GOVERNMENT FINANCE FY 09-10 budget award appl fee 550.00 550.00 OFFICERS 133766 09103/2009 003792 GRAINGER misc supplies:theater 135.75 135.75 133767 09103/2009 012082 HELIX ENVIRONMENTAL Aug:prof svc:ping:burrowing owl 631.25 631.25 PLANNING 133768 09103/2009 005748 HODSON, CHERYL A. Support Payment 1,559.00 1,559.00 133769 09103/2009 000963 HOGAN, DAVID Retirement Medical Payment 699.00 699.00 133770 09103/2009 010210 HOME DEPOT SUPPLY INC, THE hardware supplies:C. Museum 106.83 misc supplieslpaint:Theater 103.10 209.93 133771 09103/2009 006492 HRUSKA, ROSEANN Retirement Medical Payment 357.59 357.59 133772 09103/2009 000194 1 C M A RETIREMENT-PLAN I C M A Retirement Trust 457 Payment 7,349.02 7,349.02 303355 133773 09103/2009 008662 INLAND VALLEY VICTORY refund:sec dep:amphitheater 5114 400.00 400.00 CHURCH 133774 09103/2009 003296 INTL CODE COUNCIL 2009 ICC energy cons codes:b&s 66.23 66.23 133775 09103/2009 013122 ISLAMIC CTR OF TEMECULA VLY refund:sec dep:crc 150.00 150.00 133776 09103/2009 008027 ISLANDS RESTAURANT refreshments:'09vol. recog. 919 1,093.37 1,093.37 133777 09103/2009 012883 JACOB'S HOUSE INC Jacob's House Charity Payment 300.00 300.00 133778 09103/2009 004546 KING, JAMES N. Entertain.:Hot Summer Nites 914 1,250.00 1,250.00 133779 09/0312009 004551 KR NIDA COMMUNICATION satellite phone repair:EOC 265.00 265.00 Pagea apChkLst Final Check List 09104/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description 133780 09103/2009 000209 L & M FERTILIZER INC equip repair & maint: csd 133781 09103/2009 001085 L N CURTIS & SONS fire rescue equip supplies:FS#73 fire rescue equip supplies:FS#73 133782 0910312009 004051 L O R GEOTECHNICAL GROUP Geotech:Rancho Cal Pave Rehab INC 133783 09103/2009 007188 LAERDAL MEDICAL CORP. CPRIAED supplies: Medics 133784 09103/2009 013119 LEMKE, LYNDSEY refund:toddlertime 1130.202 133785 09/03/2009 003726 LIFE ASSIST INC Medical Supplies: Paramedics Medical Supplies: Paramedics Medical Supplies: Paramedics Medical Supplies: Paramedics 133786 09103/2009 012983 LUKAS, MARK Entertain.:Hot Summer Nites 914 133787 09103/2009 003782 MAIN STREET SIGNS signs: tvhs tennis courts signs: tcc parking restrictions 133788 09/03/2009 004141 MAINTEX INC Misc custodial supplies:city facilities 133789 09103/2009 010931 MAR DELS BAND INC, THE Entertain ment:volunteer recogn 919109 133790 09103/2009 003444 MARTIN & CHAPMAN COMPANY '09 Calif. City Clerks directory 133791 09103/2009 006571 MELODY'S AD WORKS INC. Sep mrkt & promo srvcs:old town 133792 09103/2009 003076 MET LIFE INSURANCE COMPANY MetLife Dental Insurance Payment 133793 09/03/2009 007210 MIDORI GARDENS 133794 09103/2009 012580 MINUTEMAN PRESS mainline repairs:Serena Hills Park 719 mainline repairs:Crowne Hill Park 7128 Idscp maint:RdhwklTem Crk Prks 7113 mainline repairs:Vail Ranch Park 7131 Idscp maint: p birdsall sports park 716 business cards:Capt.OwensAfVilliams business cards:Lt. Lopotosky 133795 09103/2009 001892 MOBILE MODULAR 8/14-9/12109 modular Iease:The Pantry Amount Paid 136.37 2,434.04 143.60 3,360.00 601.34 60.00 489.80 7.27 698.01 70.47 500.00 174.00 154.43 1,716.81 2,000.00 21.14 3,000.00 8,291.70 87.94 193.42 314.86 256.18 426.00 164.40 120.21 1,042.91 Page: 6 Check Total 136.37 2,577.64 3,360.00 601.34 60.00 1,265.55 500.00 328.43 1,716.81 2,000.00 21.14 3,000.00 8,291.70 1,278.40 284.61 1,042.91 Page6 apChkLst Final Check List Page: 7 09104/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133796 09103/2009 005887 MOFFATT & NICHOL ENGINEERS 6128-7125 Consult Srvcs:F.V.Off Ramp 14,020.53 14,020.53 133797 09103/2009 000883 MONTELEONE EXCAVATING Grading srvcs:Liefer Road 1,510.00 1,510.00 133798 09103/2009 002257 MOST DEPENDABLE FOUNTAINS drinking fountain parts:var parks 266.48 266.48 133799 09103/2009 004522 MULLIGANS FAMILY FUN Excursion:high hopes pgrm 914109 490.17 490.17 CENTER 133800 0910312009 012757 MUND, KELLEY ROSE TCSD Instructor Earnings 87.50 TCSD Instructor Earnings 17.50 TCSD Instructor Earnings 192.50 TCSD Instructor Earnings 105.00 TCSD Instructor Earnings 157.50 560.00 133801 09103/2009 008528 NICHOLS, MELBURG & ROSETTO Jul Dsgn:Old Town Infrastructure 776.37 Jul Dsgn:Civic Center Ph II 59,437.46 Jul Dsgn:Old Town Infrastructure 2,277.97 Jul Dsgn:Old Town Infrastructure 23,658.11 86,149.91 133802 09103/2009 009337 NOLTE ASSOCIATES INC 7110-816 eng dsgn srvcs:ped bridge 5,527.17 5,527.17 133803 09103/2009 002139 NORTH COUNTY TIMES Jul advertising:hot summer nights 1,346.45 1,346.45 133804 09103/2009 007409 OLD TOWN DINING LLC Deposit:Youth Arts Festival 9112 100.00 100.00 133805 09103/2009 002105 OLD TOWN TIRE & SERVICE City Vehicle Maint Svcs:TCSD 36.57 36.57 133806 09/03/2009 012948 PAVEMENT COATINGS Jul Prgs Pmt#2:Slurry Seal Citywide 207,407.74 COMPANY credit:billing adjlslurry seal citywide -2,706.73 204,701.01 133807 09/03/2009 001958 PERS LONG TERM CARE PERS Long Term Care Payment 377.54 377.54 PROGRAM 133808 09103/2009 013115 PETERSON NUGENT, KRISTIN instructor earnings 812.70 812.70 133809 09/03/2009 013116 PLEASANT, DAWN M. refund:sec deposit: RRSP 06116/09 150.00 150.00 133810 09103/2009 012251 PORTRAIT PRODUCTIONS TCSD Instructor Earnings 126.00 TCSD Instructor Earnings 525.00 651.00 Page:? apChkLst Final Check List Page: 8 09/04/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133811 09103/2009 005820 PRE-PAID LEGAL SERVICES INC PrePaid Legal Services Payment 434.45 434.45 133812 09103/2009 011952 RAD HATTER, THE Entertain ment:volunteer recogn 919 600.00 600.00 133813 09103/2009 000262 RANCHO CALIF WATER DISTRICT Aug:Various Water Meters 2,104.87 2,104.87 133814 09103/2009 004584 REGENCY LIGHTING Misc electrical supplies:var park sites 263.09 credit:items returned/crc -30.28 Misc electrical supplies:library 509.77 742.58 133815 09103/2009 002110 RENTAL SERVICE Tool and equipment rental: PW 10.17 CORPORATION Tool and equipment rental: PW 108.74 118.91 133816 09103/2009 013118 RIVER SPRINGS CHARTER refund:sec dep:tcc 07/02109 150.00 150.00 SCHOOL 133817 09103/2009 000267 RIVERSIDE CO FIRE Apr-Jun '09 fire services 181,146.72 181,146.72 DEPARTMENT 133818 09103/2009 000406 RIVERSIDE CO SHERIFFS DEPT Jul '09 booking fees 1,550.67 1,550.67 133819 09/03/2009 000873 ROBERTS, RONALD H. reimb:trans summit 8110.13 irving,tx 27.92 27.92 133820 09103/2009 012260 ROSS, TATIANA ee computer purchase prgm 1,767.25 1,767.25 133821 09103/2009 009196 SACRAMENTO THEATRICAL Projector:Media Arts Festival 233.00 LIGHTING Misc lighting supplies:theater 191.83 424.83 133822 09103/2009 007582 SAFEGUARD DENTAL & VISION SafeGuard Vision Plan Payment 1,059.10 1,059.10 133823 09103/2009 006815 SAN DIEGO, COUNTY OF Support Payment 12.50 12.50 133824 09103/2009 009980 SANBORN, GWYN Country @ the Merc 8/15/09 526.50 526.50 133825 09/03/2009 013087 SHADES OF DISTINCTION Res Imprv Prgm: Pender, Alice 1,675.00 1,675.00 PAINTING 133826 09103/2009 008529 SHERIFF'S CIVIL DIV - CENTRAL Support Payment 417.16 417.16 Page:B apChkLst Final Check List Page: 9 09104/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133827 09103/2009 008529 SHERIFF'S CIVIL DIV -CENTRAL Support Payment 200.00 200.00 133828 09/0312009 008529 SHERIFF'S CIVIL DIV - CENTRAL Support Payment 100.00 100.00 133829 09103/2009 008529 SHERIFF'S CIVIL DIV - CENTRAL Support Payment 100.00 100.00 133830 09103/2009 009213 SHERRY BERRY MUSIC Jazz @ the Merc 08127109 504.00 Jazz @ the Merc 08/20109 46.40 550.40 133831 09103/2009 004460 SILVERADO BLUEGRASS BAND Entertainment:Hot Summer Nights 8128 750.00 750.00 133832 09103/2009 004814 SIMON WONG ENGINEERING INC Jul Eng Srvcs:Main St Bridge 10,794.43 10,794.43 133833 09103/2009 000645 SMART & FINAL INC recreation supplies:High Hopes 184.32 184.32 Page9 apChkLst Final Check List Page: 10 09/04/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133834 09103/2009 000537 SO CALIF EDISON Aug:2-27-371-8494 Offsite Storage 28.79 Aug:2-30-220-8749 n wolf crk 1,775.19 Aug:2-31-031-2616 diaz rd FED 20.01 Aug:2-29-458-7548 Wolf Crk FED 234.09 Aug:2-19-171-8568 Wedding Chpl 57.22 Aug:2-29-807-1226 Diaz Rd Irrigation 20.73 Aug:2-29-807-1093 Irrigation Diaz Rd 21.69 Aug:2-29-657-2787 Winchester Rd 20.48 Aug:2-31-419-2873 Hwy-395 19.84 Aug:2-29-807-1382 Irrigation Meter 17.92 Aug:2-28-629-0507 Library 13,567.16 Aug:2-29-224-0173 Fire Stn 2,766.99 Aug:2-29-295-3510 Wolf VIly 1,587.13 Aug: 2-31-404-6020 various mtrs 1,532.80 Aug:2-29-223-8607 Old Twn FED 502.14 Aug:2-29-953-8447 Wf Vlly Rd FED 18.56 Aug:2-29.657-2332 Redwood Rd FED 19.20 Aug:2-00-397-5042 City Hall 8,547.18 Aug:2-29-953-8249 Wolf Crk Dr FED 17.92 Aug:2-29-953-8082 Wolf Valley 21.73 Aug:2-25-393-4681 TES Pool 676.34 Aug:2-29-933-3831 FOC 3,040.70 Aug:2-14-204-1615 Front St Rdio 40.00 Aug:2-02-351-4946 MPSC 2,340.21 Aug:2-30-520-4414 32781 tem pkwy 204.78 Aug:2-18-937-3152 T.Museum 1,433.58 Aug:2-31-282-0665 diaz rd PED 22.33 Aug:2-00-397-5067 various mtrs 1,890.13 40,444.84 133835 09103/2009 001212 SO CALIF GAS COMPANY Aug:091-085-1632-0 T.E.S. Pool 237.40 Aug: 129 582 9784 3 FOC 20.61 Aug:184-130-6150 Pujol st 26.64 284.65 133836 09103/2009 000519 SOUTH COUNTY PEST CONTROL Aug pest control:var park sites 493.00 INC Aug pest control:OATC Ovrlnd Trl 48.00 Aug pest control:city facilities 593.00 1,134.00 133837 09103/2009 004163 SPORTS CHALET Recreation Supplies - Sports Prgm 2,347.04 2,347.04 133838 09103/2009 010972 SPORTS FACILITIES GROUP INC football scoreboard: p birdsall park 6,919.46 6,919.46 133839 09/03/2009 005786 SPRINT 6/26 - 7125 cellular usage/equip 6,864.07 6,864.07 133840 09103/2009 007762 STANDARD INSURANCE Mandatory Life Insurance Payment 9,841.96 9,841.96 COMPANY Page:10 apChkLst Final Check List Page: 11 09104/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 133841 09103/2009 012723 STANDARD INSURANCE Voluntary Supp Life Insurance Payment 611.50 611.50 COMPANY 133842 09/0312009 000305 TARGET BANK BUS CARD SRVCS recreation supplies:childrens museum 79.03 recreation supplies:childrens museum 128.69 hospitality supplies:theater 33.46 241.18 133843 09103/2009 001547 TEAMSTERS LOCAL 911 Union Dues Payment 4,854.00 4,854.00 133844 09103/2009 012265 TEMECULA ACE HARDWARE C/O Misc hardware supplies: Stn 92 90.21 90.21 133845 09103/2009 010679 TEMECULA AUTO City veh repair & maint:fire prev 402.44 402.44 REPAIR/RADIATOR 133846 09/03/2009 000168 TEMECULA FLOWER CORRAL Aug'09 Sunshine Fund 173.89 173.89 133847 09103/2009 013014 TEMECULA MOTORCYCLE Motorcycle repair:temecula police 2,322.19 2,322.19 SERVICE 133848 09/03/2009 011736 TEMECULA TROPHY INC recogn awards:aquatics pgrm 102.77 102.77 133849 09103/2009 000515 TEMECULA VALLEY CHAMBER (1) bus pass:Mayor's SYEP 35.00 35.00 OF 133850 09103/2009 004274 TEMECULA VALLEY SECURITY locksmith srvcs:parks/crclfoc 67.64 CENTR locksmith srvcs:pbsp 181.61 locksmith srvcs:var park sites 10.88 locksmith srvcs:pbsp 90.00 350.13 133851 09103/2009 003941 TEMECULA WINNELSON plumbing supplies: crc 331.55 331.55 COMPANY 133852 09103/2009 010276 TIME WARNER CABLE Aug:cable svcs:imaginaticn wksp 58.28 58.28 133853 09103/2009 000668 TIMMY D PRODUCTIONS INC Aug prof srvcs:Movies in the Park 4,000.00 Aug prof srvcs:concert series 2,250.00 6,250.00 133854 09103/2009 000978 TIP OF SW RIVERSIDE COUNTY silver sponsor Heros wlHeart event 9111 500.00 500.00 INC 133855 09103/2009 008517 UNITED SITE SERVICES OF 8113-919 fence rental:Main St Bridge 26.64 26.64 CA,INC 133856 0910312009 000199 UNITED STATE TREASURY Support Payment 250.00 250.00 Page:11 apChkLst Final Check List 09/04/2009 9:10:35AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid 133857 09103/2009 000325 UNITED WAY United Way Charities Payment 36.00 133858 09103/2009 004261 VERIZON Aug: xxx-9897 general usage 88.07 133859 0910312009 012219 VIERLING, MARIKA Carriage rides:Hot Summer Nites 713 250.00 Carriage rides:Hot Summer Nites 8/7 250.00 Carriage rides:Hot Summer Nites 8114 250.00 Carriage rides:Hot Summer Nites 8121 250.00 Carriage rides:Hot Summer Nites 8128 250.00 Carriage rides:Hot Summer Nites 7117 250.00 Carriage rides:Hot Summer Nites 7124 250.00 Carriage rides:Hot Summer Nites 7131 250.00 133860 09103/2009 011740 WEST COAST LIGHTS & SIRENS Veh repair & maint:pd weigh stn 174.00 INC 133861 09103/2009 002109 WHITECAP INDUSTRIES INC Misc maint supplies for PW Maint 1,217.79 Misc maint supplies for PW Maint 647.52 133862 09103/2009 013005 WHITNEY ENVIRONMENTAL Jul consult srvcs:burrowing owl study 1,522.79 Grand total for UNION BANK OF CALIFORNIA: Page: 12 Check Total 36.00 88.07 2,000.00 174.00 1,865.31 1,522.79 2,434,084.88 Page:12 apChkLst Final Check List Page: 13 0910412009 9:10:35AM CITY OF TEMECULA 153 checks in this report. Grand Total All Checks: 2,434,084.88 Page:13 ITEM NO. 4 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Genie Roberts, Director of Finance DATE: September 22, 2009 SUBJECT: Financial Statements for the Fiscal Year Ended June 30, 2009 PREPARED BY: Pascale Brown, Accounting Manager RECOMMENDATION: That the City Council: Receive and file the Financial Statements for the Fiscal Year Ended June 30, 2009; 2. Approve a budget transfer of $13,000 to the Animal Control Budget from the Fire Department Budget. BACKGROUND: The attached financial statements reflect the unaudited activity of the City for the fiscal year ended June 30, 2009. Please see the attached financial statements for an analytical review of financial activity. A budget transfer to the Animal Control Budget is necessary to cover additional Vector Control services for pest and rodent control due to an increase in foreclosed properties during this fiscal year. FISCAL IMPACT: None ATTACHMENTS: Combining Balance Sheet as of June 30, 2009 Statement of Revenues, Expenditures and Changes in Fund Balance for the fiscal year ended June 30, 2009 Combining Statement of Net Assets (Internal Service Funds) as of June 30, 2009, and Combining Statement of Revenues, Expenses and Changes in Net Assets (Internal Service Funds) for the fiscal year ended June 30, 2009. CITY OF TEMECULA Combining Balance Sheet as of June 30, 2009 And Statement of Revenues, Expenditures and Changes in Fund Balance for the Fiscal Year Ended June 30, 2009 And Combining Statement of Net Assets (Internal Service Funds) as of June 30, 2009, and Combining Statement of Revenues, Expenses and Changes In Net Assets for the Fiscal Year Ended June 30, 2009 (Unaudited) Prepared by the Finance Department CITY OF TEMECULA Combining Balance Sheet As of June 30, 2009 General Gas Tax State Trans Dev Impact CDBG AB 2766 Fund Faced Fund Fund Fund Fund Assets: Cash and Investments Receivables Due from Other Funds Advances to Other Funds Deposits Inventory Total Assets Liabilities and Fund Balances: Liabilities: Due to Other Funds Other Current Liabilities Deferred Revenue Total Liabilities Fund Balances: Reserved Designated Undesignated Total Fund Balances Total Liabilities and Fund Balances NOTE: These Balances are Unaudited $51,403,056 $1,462,056 $5,102,762 $394,045 5,333,849 $131,821 209,774 36,701 $407,826 35,105 643,112 1,974,708 1,325 3,088 $59,359,138 $131,821 $1,671,830 $5,139,463 $407,826 $429,150 $131,821 $212,834 $8,721,607 1,416,874 10,138,481 131,821 212,834 $17,659 17,659 407,826 $407,826 10,920,738 1,146,345 28,585,452 1,458,996 3,975,459 9,714,467 $429,150 49,220,657 1,458,996 5,121,804 429,150 $59,359,138 $131,821 $1,671,830 $5,139,463 $407,826 $429,150 1 CITY OF TEMECULA Combining Balance Sheet As of June 30, 2009 Assets: Cash and Investments Receivables Due from Other Funds Advances to Other Funds Deposits Inventory Total Assets Liabilities and Fund Balances: Liabilities: Due to Other Funds Other Current Liabilities Deferred Revenue Total Liabilities Fund Balances: Reserved Designated Undesignated Total Fund Balances Total Liabilities and Fund Balances NOTE: These Balances are Unaudited AB 3229 Measure A CIP Debt Service Fund Fund (hind Fund TOTAL $7,711,486 $36,732,855 $853,499 $103,659,759 $53,631 706,513 782,539 3,288 7,701,047 6,251,958 6,895,070 1,974,708 1,325 3,088 $53,631 $8,417,999 $43,767,352 $856,787 $120,234,997 $53,631 53,631 $1,346,809 7,071,190 8,417,999 $1,185,692 19,489,765 1,416,874 22,092,331 $856,787 44,468,982 43,530,067 10,143,617 856,787 98,142,666 $53,631 $8,417,999 $43,767,352 $856,787 $120,234,997 $379,580 10,750,499 11,130,079 30,198,303 2,438,970 32,637,273 2 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual General Fund for the Fiscal Year Ended June 30, 2009 Annual Percent Amended Total of Budget Activity Budget REVENUES: Sales Tax - State $17,800,000 $17,172,257 96% Sales Tax - Triple Flip 6,155,114 6,155,114 100% Developmental Services: Planning 628,001 473,659 75% Building & Safety 1,331,639 1,713,437 129% Land Development 654,002 658,709 101% Public Works-NPDES 54,610 22,241 41% Police 817,216 759,917 93% Fire 669,003 718,652 107% Motor Vehicle In Lieu - State 696,000 797,994 115% Motor Vehicle In Lieu - Triple Flip 6,782,155 6,782,155 100% Homeowner Property Tax Relief 75,000 75,458 101% Property Tax 6,083,000 6,137,624 101% Property Transfer Tax 488,000 444,127 91% Franchise Fees 3,218,000 3,322,981 103% Transient Occupancy Tax 2,100,000 2,088,823 99% Prop 1B 825,217 825,217 100% Grant 17,480 17,480 100% Sale of Properly 217,016 Reimbursements- Financing 192,500 192,500 100% Reimbursements - Other 1,041,050 1,052,413 101% ReimbursementsfronnRDA 110,000 110,000 100% ReimbursemearsfronaCIP 2,877,441 2,798,859 97% Investment Interest 1,690,000 2,236,327 132% Business Licenses 318,500 318,240 100% Vehicle Code Fines 775,000 845,929 109% Miscellaneous 90,203 89,494 99% Operating Transfers In 3,373,144 3,191,562 95% TOTALREVENUES $58,862,875 $59,218,185 101% (1) (2) (3) (4) (5) (6) (7) NOTES -Revenues: 1) The variance in Sales & Use tax is due to a cautioned Statewide mono nic downturn to the end of June 2009. 2) The variance in Planning isprinarily due to a decrease in the nunber of submitted plan applications for new project development 3) The variance in Building and Safety is due to fees collected in Fiscal Year 2008-09 for the Pujol Street Apartnent and Extra Storage Space that were not anticipated to be received until Fiscal Year 2009-10. 4) The variance in Motor Vehicle In Lieu is due to an unexpected decrease in State DMV adrninfees, resulting in increased MVL allocations to cities 5) The variance in Property Transfer Tax is due to a reduction in property values combined with a decrease in the mnuber of property sales 6) The variance inInvestmeut Interest is due to changes in fair value in the City's inves rents securities 7) The variance in Operating Transfers is due to less qualifying expenditures to be reimbursed from Measure A revenues and decreasminProposition 42 revenues 3 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual General Fund For the Fiscal Year Ended June 30, 2009 Annual YTD Percent Amended YTD Activity & of Budget Activity Encumbrances Encumbrances Budget Expenditures: City Council $413,729 $391,609 $14,289 $405,898 98% Community Support 182,900 153,060 5,000 158,060 86% City Manager 1,229,141 1,187,249 11,000 1,198,249 97% Economic Development 1,037,846 867,809 73,930. 941,739 91% City Clerk 1,133,715 1,101,028 1,101,028 97% City Attorney 821,300 806,912 806,912 98% Finance 2,161,004 1,960,809 62,894 2,023,703 940/. Human Resources 594,746 559,082 1,550 560,632 94% Planning 3,048,360 2,799,776 169,338 2,969,114 97% Building & Safety 2,875,522 2,604,936 199 2,605,135 91% Land Development 1,625,715 1,574,011 1,574,011 9717o Public Works 6,415,146 5,518,824 378,775 5,897,599 92% CIP Administration 2,877,441 2,771,939 2,771,939 96% Police 20,741,930 19,708,231 19,708,231 95% Fire 3,956,221 2,947,983 24,950 2,972,933 75% Animal Control 175,000 188,948 188,948 109% Non-Departmental 9,516,881 8,466,747 8,466,747 89% Total Expenditures (Excluding Transfers) 58,806,597 53,608,953 741,925 54,350,878 92% Revenues Over/(Under) Expenditures 56,278 5,609,232 Other Financing Sources (uses): Transfers Out (15,111,797) (1,111,916) Revenues Over/(Under) Expenditures and Other FinancingSources(uses) (15,055,519) 4,497,316 Begimling Fund Balance, July 1, 2008 44,723,341 44,723,341 Ending Fund Balance, June 30, 2009 $29,667,822 $49,220,657 NOTES - Expenditures: 1) The savings in the Fire department Budget is due to State Fire department furloughs, overtime reimbursements from the State due to personnelmsponding to out of area fires and administrative support services cost savings. 2) The variance in Animal Contmlis due to additional Vector Control services related to green pools associated with an increase in foreclosed properties during this fiscal year. (1) (2) 4 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Gas Tax Fund For the Fiscal Year Ended June 30, 2009 Annual Amended Total Percent Budget Activity of Budget Revenues: Section 2105-2107 $1,612,596 $1,601,855 99% Investment Interest 1,586 Total Revenues 1,612,596 1,603,441 99% Other Financing Sources (uses): Transfers Out (1,613,037) (1,603,882) 99% Revenues Over/(Under) Other Financing Sources(uses) (441) (441) Beginning Pund Balance, July 1, 2008 $441 $441 Ending Fund Balance, June 30, 2009 5 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual State Transportation Fund For the Fiscal Year Ended June s0, 2009 Revenues: Traffic Congestion Relief Proposition 1 B Streets & Roads Investment Interest Total Revenues Expenditures: Routine Street Maintenance Total Expenditures Revenues Over/(Under) Expenditures Other Financing Sources (uses): Transfers Out Revenues Over/(Under) Expenditures and Other Financing Sources (uses) Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Amended Total Percent Budget Activity of Budget $898,173 $858,183 96% 1,455,935 1,455,935 100% 19,962 9,128 46% 2,374,070 2,323,246 98% 1,455,935 1,455,935 918,135 ($918,135) (864,250) 94% 1,458,996 $1,458,996 6 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Development Impact Fund For the Fiscal Year Ended June 30, 2009 Annual Amended Total Percent Budget Activity of Budget Revenues: Open Space $30,755 $168,164 547% Investment interest 133,922 Quimby 62,835 589,000 937% Street improvements 3,264,553 1,570,498 48% Traffic signals 466,021 224,308 48% Parks 105,514 574,880 545% Corporate facilities 208,049 211,082 101% Fire protection 121,959 132,349 109% Library 38,574 196,547 510% Public Art 16,161 158,029 978% Police 94,277 152,481 162% Total Revenues 4,408,698 4,111,260 93% (1) Expenditures: Black Pmperty Payment 362,000 362,000 100% Total Expenditures 362,000 362,000 100% Revenues Over/(Under) Expenditures 4,046,698 3,749,260 93% Other Financing Sources(uses): Transfers Out (7,171,576) (2,035,800) 28% (2) Revenues Over/(Under) Expenditures (3,124,878) 1,713;460 and Other Financings Sources (uses) Beginning Fund Balance, July 1, 2008 3,408,344 3,408,344 Ending Fund Balance, June 30, 2009 $283,466 $5,121,804 Notes: 1) The variancein Development Impact Pee revenues is due to a continued decline in building activity and the timing of planned developments. 2) The variance in expenditures is due to the taming of funding various Capital Improvements Pmjects which have been started but not yet completed during this fiscal year. 7 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Community Development Block Grant For the Fiscal Year Ended June 30, 2009 Annual Amended Total Percent Budget Activity of Budget Revenues: Grant Revenue $2,493,839 $1,143,147 46% (1) Total Revenues 2,493,839 1,143,147 46% Expenditures: Other Outside Services Total Expenditures Revenues Over/(Under) Expenditures Other Financing Sources(uses): Transfers Out Revenues Over/(Under) and Other Financing Sources(uses): Beginning Fund Balance, July Y, 2008 Ending Fund Balance, June 30, 2009 59,267 45,672 77% 59,267 45,672 77% 2,434,572 1,097,475 45% (2,434,572) (1,097,475) 45% (1) Notes: 1) The Temecula Community Center Expansion is in the construction stage and will be completed in Racal Year 2009-10. The Old Town Gymnasium project is currently in Design phase. Revenues me based on reimbursements directly related to cusent eligible project expenditures. 8 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual AB 2766 Fund For the Fiscal Year Ended June 30, 2009 Annual Amended Total Percent Budget Activity of Budget Revenues: AB 2766 $116,000 $117,106 101% Investment Interest 13,205 Total Revenues 116,000 130,311 112% Expenditures: Other Outside Services Total Expenditures Revenues Over/(Under) Expenditures Other Financing Sources (uses): Transfers Out Revenues Over/(Under) Expenditures and Other Financing Sources(uses) Beginnutg Fund Balance, July 1, 2008 Ending Pand Balance, June 30, 2009 116,000 130,311 (640,627) (230,000) 36% (1) (524,627) (99,689) 528,839 528,839 $4,212 $429,150 Notes: 1) The Temecula Park and Ride Project budgeted with this fund has started but has not yet been completed. The Bile Lane Improvements Project was reprogrammed to future years in the Capital Ituprovement Project Budget 9 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual AB 3229 COPS For the Fiscal Year Ended June 30, 2009 Revenues: Investment Interest AB 3229 - COPS Total Revenues Expenditures: Other Outside Services Total Expenditures Revenues Over/(Under) Expenditures Other Financing Sources(uses): Transfers Out Revenues Over/(Under) Expenditures and Other Financing Sources (uses) Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Amended Total Percent Budget Activity of Budget $1 $167,132 145,470 87% 167,132 145,471 87% 167,132 145,471 (167,573) (145,912) (441) (441) 441 441 87% (1) Notes: 1) The variance in AB3229 revenues is due to the State of California reducing previous budgeted allocations to agencies in an effort to balance the State's budget deficit 10 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Measure "A" For the Fiscal Year Ended June 30, 2009 Revenues: Measure "A" Investment Interest Total Revenues Expenditures: Debt Service - Principal Debt Service - Interest Total Expenditures Revenues Over/(Under) Expenditures Other Financing Sources (uses): Transfers Out Revenues Over/(Under) Expenditures and Other Financing Sources(uses) Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Amended Total Percent Budget Activity of Budget $3,161,000 $2,828,513 89% (1) 224,362 3,161,000 3,052,875 97% 540,363 495,333 92% 25,037 23,528 94% 565,400 518,861 92% 2,595,600 2,534,014 (7,305,226) (2,315,991) 32% (2) (4,709,626) 218,023 8,199,976 8,199,976 $3,490,350 $8,417,999 Notes: 1) Measure "A" revenues, which are an allocation of Sales tax, were lower than expected due to Statewide economic downturn in retail sales. 2) The variance in Operating Transfers is due to the tinting of funding required for Capital Improvement Projects. Several Pavement Projects have started but have not yet been completed and will carry over to Fiscal Year 2009-10. 11 - - City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Capital Improvement Projects Fund For the Fiscal Year Ended June 30, 2009 Annual Percent Amended YTD Total of Budget Activity Encumbr. Activity Budget REVENUE: Operating Transfers in $84,310,713 $22,639,387 $22,639,387 27% Grants 11,982,547 4,590,796 4,590,796 38% Reimbursements 622,771 186,253 186,253 30% Reimbursements- TUMF 14,688,933 252,086 252,086 2% Investment interest 847,155 847,155 FOTALREVENUES $111,604,964 $28,515,677 $28,515,677 26% (1) EXPENDITURES: Citywide Adaptive Traffic Light Synchronization 165-501 618,000 0 0% Meadows Parkway Bike Lane 165-502 265,380 0 0% Nicolas Valley Assessment District Liefer Road 165-504 250,000 114,693 $52,991 167,684 67% Bike lane Improvements Citywide 165-507 50,000 0 0% Library Additional Parking 165-508 390,000 24,228 24,228 6% Open Space Acquisition Program 165-509 506,226 500,000 500,000 99% Mumeta Creek Bridge/Overland Extension to Diaz 165-602 287,902 97,853 $20,824 118,677 41% Abbott Corporation Roadway Improvements 165-620 750,000 0 0% Medians- City Wide 165-622 198,650 0 0% Diaz Road Realignment to Vincent Moraga Drive 165-632 12,133 12,131 12,131 100% Closed Caption TV Install SR79S Pechanga 165-635 87,668 5,900 35,280 41,180 47% Old Town Infrastructure-Meroedes/Main Sts. 165-636 2,174,691 1,872,521 0 1,872,521 86% Pechanga Parkway Dual Right Turn Lanes 165-637 425,256 195,890 195,890 46% Winchester Rd / SR 79 N Corridor Beautification 165-638 117,217 91,323 2,623 93,946 80% Alternative Fooling Station 165-639 150,000 150,000 150,000 100% Old Town Infrastructure Projects - Civic Plaza 165-643 1,983,487 1,744,293 1,744,293 88% Old Town Infrastructure- Parking Stmcture/O/R 165-644 17,895,187 9,309,945 0 9,309,945 52% Old Town Infrastructure- Relocate/Grading/Demo. 165-645 687,080 304,236 167,033 471,269 69% Old Town Infrastructure - Underground Utilities 165-646 2,083,462 231,665 231,665 11% Pavement Rehabilitation Program Citywide 165-655 1,398,837 91,255 5,086 96,341 7% Pavement Rehabilitation-De Portohu Road 165-656 1,960,398 749,711 968,874 1,718,585 88% Pavement Rehabilitation-STPL Project 165-657 4,440,023 372,664 2,554,896 2,927,560 66% Western Bypass Bridge Over Mnnieta Creek 165-660 1,359,320 415,552 206,333 621,885 46% 1-15 / 79S Interchange- Ultimate 165-662 2,813,705 196,995 2,098,252 2,295,247 82% Santiago Detention Basin 165-666 66,227 29,866 21,855 51,721 78% Pechanga Parkway Improvements 165-668 10,797,320 9,310,185 607,617 9,917,802 92% Signals-Butterfield Stage @Welton 165-669 239,156 18,938 179,344 198,282 83% VOTES: l) The variances in the Capital Improvement Fund revenues me due to several projects that have started but have not yet been completed during this fiscal year. 12 City of Temecula Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Capital Improvement Projects Fund For the Fiscal Year Ended June 30, 2009 Expenditures: Flashing Beacons Temecula City Entry Monumenation Signals- Meadows at McCabe - Highway 79 South Stripping I-15 Pechanga Temecula Creek Crossing Highway 79 South Traffic Signal Equipment Installation Localized Storm Drain Improvements-Various French Valley Prkwy 1-15 Overcrossing Improvement Butterfield Stage Rd. Extension French Valley Parkway 1-15 Overcrossing Fire Station Wolf Creek Murrieta Creek Improvements Pedestrian Bicycle BridgeSantaGerhudis/CHS Santa Gerhudis Creek Pedestrian Trail Fire Station Roripaugh Ranch Main Street Bridge Over Mumeta Creek Replace Long Canyon Detention Basin Temecula Park & Ride Old Town Civic Center-Phase H Roller Hockey Rink Mumeta Creek Multi-Purpose Trail Redhawk Park Improvements Play Structure Retrofit at Various Parks Old Town Gymnasium Ronald Reagan Sports Channel Silt Desilting Veterans Memorial Pavers H Roripaugh Rancho Open Space Trails Temecula Community Center Expansion Developer Reimbursement Serena Hills Temecula Chihken's Museum Refurbish Library TOTAL EXPENDITURES Revenues Over/(Under) Expenditures Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Percent Amended YTD Total of Budget Activity Encumbr. Activity Budget 165-670 20,000 17,787 17,787 89% 165-671 114,000 0 0% 165-672 237,446 21,514 179,324 200,838 85% 165-676 149,328 54,166 7,248 61,414 41% 165-677 132,424 98,516 98,516 74% 165-712 344,986 8,888 88 8,976 3%a 165-715 270,000 158,647 158,647 59% 165-719 362,815 91,865 44,437 136,302 38% 165-723 24,040,788 228,558 228,558 1% 165-726 15,939,971 776,512 840,109 1,616,621 10% 165-733 58,475 28 28 0% 165-735 150,000 7,413 7,413 5% 165-738 760,652 126,513 47,620 174,133 23% 165-739 467,531 113,829 192,525 306,354 66% 165-741 622,172 16,173 322,505 338,678 54% 165-743 957,301 238,255 101,250 339,505 35% 165-746 245,258 5,291 14,112 19,403 8% 165-747 422,518 15,627 23,674 39,301 9% 165-751 48,785,262 7,061,516 20,575,480 27,636,996 57% 190-137 245,731 245,487 245,487 100% 190-142 1,345,260 1,089,442 95,493 1,184,935 88% 190-144 1,267,461 105,460 48,257 153,717 12% 190-179 58,000 54,996 54,996 95% 190-186 371,932 33,328 301,970 335,298 90% 190-187 308,110 50,350 7,992 58,342 19% 190-189 53,000 47,032 47,032 89% 190-195 115,126 3,818 3,818 3% 190-197 2,286,112 1,113,100 399,653 1,512,753 66% 190-200 265,815 0 0% 190-675 232,108 44,518 20,565 65,083 28% 199-129 56,122 56,122 56,122 100% 152,693,029 37,669,599 30,198,306 67,867,905 44% (1) 152,693,029 (9,153,922) 41,791,195 41,791,195 $194,484,224 $32,637,273 NOTES: 1) The variances in the Capital Improvement Fund expenditures are due to several projects that have not yet started and are carried over to fiscal year 2009-10. 13 City of Temecula Certificates of Participation Debt Service Fund- 2008 Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 Revenues: Investment interest Transfer In Total Revenues Expenditures: Trustee Fees Debt service Interest Total Expenditures Revenues Over/(Under) Expenditures Begimting Fond Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Amended YTD Percent Budget Activity of Budget $12,000 $20,203 168% 1,111, 916 1,111,916 1000/0 1,123, 916 1,132,119 101% 3,500 3,425 98% 1,111,916 1,111, 916 100% 1,115,416 1,115,341 8,500 16,778 840,009 840,009 $848,509 $856,787 100% 14 City of Temecula Internal Service Funds Combining Statement of Net Assets As of June 30, 2009, Information Support Insurance Vehicles Systems Services Facilities Fund Fund Fund Fund Fund Total ASSETS: Cash and investments $1,077,395 $923,905 $777,023 $349,892 $225,191 $3,353,406 Receivables 8,359 5,359 10,883 5,583 1,141 31,325 Prepaid assets 242,152 242,152 Property, plant and equipment (net of accumulated depreciation) 1,256,491 398,124 73,025 1,727,640 TOTAL ASSETS $1,327,906 $2,185,755 $1,186,030 $428,500 $226,332 $5,354,523 LIABILITIES AND NET ASSETS: LIABILITIES: Current Liabilities $429,860 $145,573 $282,612 $40,277 $62,237 $960,559 Capital Leases Payable 112,510 112,510 TOTALLIABIITIES 429,860 145,573 282,612 152,787 62,237 1,073,069 NET ASSETS: TOTAL NET ASSETS $898,046 $2,040,182 $903,418 $275,713 $164,095 $4,281,454 NOTE: These balances an unaudited. 15 City of Temecula Combining Statement of Revenues, Expenses and Changes in Net Assets Internal Service Funds For the Fiscal Year Ended June 30, 2009 Information Support Insurance Vehicles Systems Services Facilities Fund Fund Fund Fund Fund Total REVENUES: Investment Interest $35,018 $19,539 $14,942 $8,035 $2,380 $79,914 Charges for Services 288,693 333,134 2,106,908 281,417 724,426 3,734,578 TOTALREVENUES 323,711 352,673 2,121,850 289,452 726,806 3,814,492 EXPENSES Salaries & Wages 54,090 1,377,987 159,820 380,878 1,972,775 Operating Expenses 647,295 831,329 105,409 320,243 1,904,276 Interest 8,883 8,883 Depreciation 314,516 227,711 30,386 572,613 TOTAL EXPENSES 701,385 314,516 2,437,027 304,498 701,121 4,458,547 Revenues Over/(Under) Expenses (377,674) 38,157 (315,177) (15,046) 25,685 (644,055) Net Assets, July 1, 2008 1,275,720 2,002,025 1,218,595 290,759 138,410 4,925,509 Net Assets, June 30, 2009 $898,046 $2,040,182 $903,418 $275,713 $164,095 $4,281,454 16 City of Temecula CALIFORNIA EMPLOYEE RETIREE BENEFIT TRUST FUND Statement of Net Assets Fiduciary Fund As of June 30, 2009 CERBT Fund ASSETS: Cash and Investments TOTAL ASSETS LIABILITIES: Accounts Payable TOTAL LIABILITIES NET ASSETS: Held in Trust for Retiree Benefits TOTAL NET ASSETS NOTE: These balances are unaudited. $2,761,265 $2,761,265 0 $2,761,265 17 City of Temecula Statement of Changes in Fiduciary Net Assets CALIFORNIA EMPLOYEE RETIREE BENEFIT TRUST FUND Fiduciary Fund For the Fiscal Year Ended June 30, 2009 CERBT Fund ADDITIONS Contributions: Employer $314,733 Investment Earnings (737,764) Total Contributions (423,031) DEDUCTIONS Benefits $92,829 Administrative Cost 10,000 Total Deductions 102,829 Total Additions (525,860) Net Assets, July 1, 2008 3,287,125 Net Assets, June 30, 2009 $2,761,265 18 ITEM NO. 5 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Andre O'Harra, Chief of Police DATE: September 22, 2009 SUBJECT: Recovery Act Edward Byrne Memorial Justice Assistance Grant Funding PREPARED BY: Heidi Schrader, Senior Management Analyst RECOMMENDATION: That the City Council: Increase estimated Recovery Act JAG Fund Revenue by $119,338. 2. Appropriate $119,338 to the Recovery Act JAG Fund. BACKGROUND: On May 12th the City Council approved the grant application for the 2009 Recovery Act Justice Assistance Grant (JAG). This grant allows local governments to support a broad range of activities to prevent and control crime. It is augmented by 2009 Federal Recovery Act funds, which have been made available through the JAG grant to augment local law enforcement efforts and to aid in local job creation and retention. On July 30th, the City received notification that the Office of Justice Assistance had approved the grant application and awarded the City the grant in the amount of $119,338. The 2009 Recovery Act JAG will provide funds for the Temecula Police Department to participate in the Southwest County Youth Court during a four year period. These funds will be used to purchase equipment for use by Temecula's Youth Court Officer for coordination of Temecula cases. It will also fund overtime for the Officer to preside on Temecula cases and for extra youth oriented patrols at the Promenade Mall. Funds will be used to send Temecula Officers to annual training at the National Association of Youth Courts which will ensure that we are up to date on the most effective techniques. It is anticipated that funding of this important program will ensure early intervention in youth crime which will reduce the likelihood of juvenile offenders re-offending. On September 8th, City Council approved the application for an additional Justice Assistance Grant. The additional application is for non-Recovery Act Funds and will subsidize overtime for School Resource Officers (SROs) and patrol officers to conduct high visibility truancy sweeps through the City of Temecula. It is anticipated that the Bureau of Justice Assistance will award the non- Recovery Act grant by October 2009. FISCAL IMPACT: Recovery Act JAG Fund revenues will be increased by$119,338and will offset the appropriation of $9,688 for Staff Training, $91,410 for Overtime, and $18,240 for Small Tools and Equipment. ITEM NO. 6 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Aaron Adams, Assistant City Manager DATE: September 22, 2009 SUBJECT: Approve the Sponsorship Requests and Funding Agreements for the 2009 Komen Inland Empire Race for the Cure and the 2009 Temecula Fall Rod Run PREPARED BY: Gloria Wolnick, Economic Development Specialist II RECOMMENDATION: That the City Council: 1) Approve the Event Sponsorship and Funding Agreement in the amount of $22,500 cash, city-support costs in the amount of approximately $16,635, and promotional services valued at $10,865 for the Komen Inland Empire Race for the Cure®. 2) Approve the Event Sponsorship Agreement for actual city-support costs in the amount up to $39,100 forthe 2009 Temecula Fall Rod Run and authorize the Mayorto execute the following agreement. BACKGROUND: Staff has received a sponsorship request and grant funding request from the Inland Empire Affiliate of Susan G. Komen for the Cure® organization. The 2009 Komen Inland Empire Race for the Cure® will be held at the Promenade Mall in Temecula, corner of Ynez and Winchester Roads, on Sunday, October 18th, 2009. Staff has received a sponsorship request from P & R Foundation to provide city support costs in the amount up to $39,100 for the 2009 Temecula Fall Rod Run to be held on October 9 & 10, 2009. The event will serve as a fundraiser for The Boys & Girls Club of Southwest County. The City of Temecula hosts many popular events throughout the year that entertain and attract thousands of visitors and residents. The Komen Inland Empire Race for the Cure® and Temecula Fall Rod Run events increases tourism revenue for the City's restaurants, hotels, retailers and wineries. Due to the fact that both special events promote tourism in Temecula, the City support services are proposed to come from the General Fund's budget. There will be no commissions, consultant fees and/or salaries paid to any party from the City of Temecula's sponsorships. 2009 Komen Inland Empire Race for the Cure® Staff has received a request from the Inland Empire Affiliate of Susan G. Komen for the Cure® organization, to provide City-support costs in the amount of approximately $16,635 and $22,500 cash which will help fund community grants to organizations that offer education, support, treatment and diagnostic services for uninsured and underserved Inland Empire citizens. In addition, Komen has requested the City to provide an outline and estimated value of promotional services that the City provides for this event. The estimated value of these services is $10,865. The 11th annual Komen Inland Empire Race for the Cure® will be held at the Promenade Mall in Temecula, corner of Ynez and Winchester Roads, on Sunday, October 18, 2009. Due to the mall expansion, there will be a new race route. The race route begins at the starting line located on the Mall Ring Road between Macy's North and JC Penny, proceeds east to Promenade Mall West, then north to Winchester Road. The route then proceeds easterly along the southerly two lanes of Winchester Road to Margarita Road. From Margarita Road the route continues southerly along the two southbound lanes to a u-turn at Solana Way, returning northerly on Margarita Road to Mall Entrance at Verdes Lane. The route then proceeds westerly to Mall Ring Road, terminating at the finish line located in the parking lot at JC Penny. A separate staff report regarding the street closure will go to Council for approval on September 22, 2009. This event is family-oriented, with something for everyone. In addition to the Team Competition, the schedule includes a Coed timed run, a Coed 5K Run/Walk, a family one-mile Fun RunlWalk, a new Kids Only Run (10 and younger), live entertainment, exhibits, Kids' Expo, Sleep in for the Cure® and Komen Expo. A special ceremony will be held that pays tribute to the hundreds of breast cancer survivors expected to participate. The Race forthe Cure@) will serve as a fundraiser forthe Inland Empire Affiliate Susan G. Komen for the Cure®, a non-profit organization that was established in 1996. 75% of the net Race proceeds will fund local breast health education programs to spread the lifesaving message of early detection to thousands of Inland Empire men and women. The remaining 25% of the net Race proceeds is designated to Susan G. Komen for the Cure® Foundation Award and Research Grant Program, which funds groundbreaking breast cancer research, meritorious awards and educational and scientific programs around the world. For the last ten years, the Komen Inland Empire Race for the Cure® has been held in Temecula and proved to be successful. The 2008 Race for the Cure® had 10,804 race participants, 253 Sleep In for the Cure® participants, 592 breast cancer survivors and 700 volunteers. It was reported that 57% of the participants of the Inland Empire Race are from areas outside of the immediate Temecula area. The 2008-2009 Grant Recipients include: Angels at Work, Breast Cancer Survivors, Desert Cancer Foundation, Kids Konnected, Inland Agency, Loma Linda University, Michelle's Place, Quinn Community Outreach Corp., and The Foundation for Community and Family Health. Funding forthe recipients totals $515,265. The Inland Empire Affiliate funds non-duplicative, community-based breast health education and breast cancer screening and treatment programs for the medically underserved in Riverside and San Bernardino Counties that include the Coachella Valley. In 2008, the Inland Empire Affiliate funded $515,265 to local community programs far the medically underserved in Riverside and San Bernardino counties. In addition, Komen Race for the Cure funded $100 million to the Susan G. Komen Award and Research Grant Program, onlysecond to the U.S. government. Since the 1999, Inland Empire Affiliate has funded nearly$4 million in grants and $1 million in support for the Susan G. Komen for the Cure Award and Research Grants Program. Promotion for the 2009 Race consists of newspaper, television/radio advertising, Internet blasts, sponsorship packets, entry forms and community outreach. National sponsors include Yoplait, American Airlines, Bank of America, Coldwater Creek, Ford, Fuze, Mott's, New Balance and Re/Max. 2009 Temecula Fall Rod Run The 2009 Temecula Fall Rod Run will begin on Friday, October 9th, with an evening car cruise on Old Town Front Street. On Saturday, October 10th, an all day "Show & Shine" will take place and 50 trophies will be presented at the "Awards of Excellence" ceremony. There will be a cross section of approximately 650 classic cars, special interest vehicles, hot rods and custom cars. No alcohol will be served or sold at this event. The Boys & Girls Club of Southwest County has been selected to be the primary recipient with other funds that are available designated to other Temecula based charities. Promotion for the 2009 car show will include newspaper, radio, television, magazine, posters and internet sites including www.rodruntemecula.com, various car show calendar web sites, Temecula Valley Convention & Visitors Bureau, Temecula Valley Chamber of Commerce and City of Temecula. The Temecula Valley Convention & Visitors Bureau will send out a direct mail invitation to approximately 2,400 car owners and a mailing to various Temecula businesses. Due to the construction activity in Old Town, Rod Run attendees are encouraged to take advantage of the complimentary shuttle service which will provide free transportation from three designated parking locations to this year's Temecula Rod Run held in Old Town. The shuttle service will operate from 7:00 a.m. to 5:00 p.m. on Saturday, October 10, 2009. 2008 Temecula Fall Rod Run Highlights The 2008 Temecula Fall Rod Run served as a fundraiser providing $12,500 to local non-profit organizations including: The Boys & Girls Club of Southwest County, Boy Scouts of America, and the USMC Ball Fund. P & R Foundation also donated booth space to various non-profits and other organizations such as Wishes for Children, The Border Patrol, Search Dogs of Riverside County and the Cub Scouts. Event organizers worked closely with the Old Town Merchants Association. P & R Foundation provided the merchants with a full page ad in the Rod Run program and provided numerous PA announcements to encourage shopping in Old Town. The attendance at the 2008 Temecula Fall Rod Run was estimated between 35,000 - 45,000 people for the day and a half event. There were approximately 600 registered show cars that were registered for the 2008 show and 68 vendors. There were 70 trophies awarded at the "Awards of Excellence" ceremony. Entertainment included street performances by world class musicians and local talent located at various places on Old Town Front Street. On Saturday, October 13th, the "Show & Shine" was held and 70 trophies were presented at the "Awards of Excellence" ceremony. There was approximately 650 classic, custom and special interest cars. The 2008 event was advertised through a mailing to about 2,300 car owners. Promotion for the Rod Run included: newspaper, radio, television, and posters. The event was promoted via the internet through various car shows as well as on www.rodruntemecula.com. The City of Temecula provided a shuttle to assist with the parking issues due to the construction in Old Town which was very successful. FISCAL IMPACT: The Inland Empire Affiliate of Susan G. Komenforthe Cure@) funding of $22,500 cash is appropriated in Community Support (Council Discretionary) Account #001-101- 999-5285. The City-support costs of $16,635 and costs for promotional services valued at $10,865 for the Komen for the Cure® event are included in the FY2008-09 Operating Budget of the various support departments. The City-support costs of $39,100 for the 2009 Temecula Fall Rod Run are included in the FY2008- 09 Operating Budget of the various support departments. The Economic Development Subcommittee of the City Council (Council Members Roberts and Washington) has recommended approval of these amounts. ATTACHMENTS: I. Inland Empire Affiliate of Susan G. Komen for the Cure® Attachment A - 2009 Sponsorship and Funding Agreement Attachment B - 2009 Race for the Cure® Event Attachment C - 2008 Race for the Cure® Event & Grant Recap II. Temecula Fall Rod Run Attachment A - 2009 Sponsorship Agreement Attachment B - 2009 Event & Media Promotions Attachment C - 2008 Temecula Fall Rod Run Recap SPONSORSHIP AND FUNDING AGREEMENT BETWEEN THE CITY OF TEMECULA AND KOMEN INLAND EMPIRE RACE FOR THE CURE(9) THIS AGREEMENT is made and effective as of this 22nd day of September. 2009 , by and between the CITY OF TEMECULA ("City"), and Inland Empire Affiliate of Susan G. Komen Race for the Cure® ("IESGKC"), a California nonprofit corporation. In consideration of the mutual covenants, conditions and undertakings set forth herein, the parties agree as follows: 1. RECITALS. This Agreement is made with respect to the following facts and purposes which each of the parties acknowledge and agree are true and correct: A. IESGKC shall operate the Kamen Inland Empire Race for the Cure® event on October 18, 2009. Komen Inland Empire Race for the Cure® is a special event which is located at The Promenade Mall in Temecula, corner of Ynez and Winchester Road. B. The event includes a Coed timed run, a Coed 5K Run/Walk, a family One-Mile Fun Run/Walk, a new Kids Only Run (10 and younger), live entertainment, exhibits, Kids' Expo, Komen Expo, Sleep in for the Cure®, and Breast Cancer Survivor Tribute. C. The 2008 Inland Empire Komen Race for the Cure® attracted 10,804 race participants, 253 Sleep In for the Cure® participants, 592 breast cancer survivors and 700 volunteers. It was reported that 57% of the participants of the Inland Empire Race for the Cure® are from areas outside of the immediate Temecula area. D. The City desires to be a "Diamond Sponsor" of the 2009 Komen Inland Empire Race for the Cure® by providing Community Support Funding and City Support Services. 2. TERM. This Agreement shall commence on September 8, 2009, and shall remain and continue in effect until tasks described herein are completed, but in no event later than December 31, 2009, unless sooner terminated pursuant to the provisions of this Agreement. 3. CONSIDERATION. A. In exchange for providing the IESGKC with in-kind city-support services valued at an amount not to exceed sixteen thousand, six hundred thirty-five dollars ($16,635) of Public Works, Fire and Police as listed in Exhibit B, and in-kind promotional services valued at an amount not to exceed ten thousand, eight hundred and sixty-five dollars ($10,865), listed in Exhibit C, the City of Temecula shall receive the benefits as listed in Exhibit A. B. The City of Temecula shall also provide Community Support Funding in the amount of twenty-two thousand five hundred dollars ($22,500) cash which will be allocated to pay for breast exams, counseling and other services for under served Temecula citizens. C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 1 11086/0001/1055424-1 4. ALLOCATION OF FUNDS. A. IESGKC shall allocate and use the City's Sponsorship Funding of in-kind city-support services valued at an amount not to exceed sixteen thousand, six hundred thirty-five dollars ($16,635), and in-kind promotional services valued at an amount not to exceed ten thousand, eight hundred sixty-five dollars ($10,865) to produce the Komen Inland Empire Race for the Cure®. B. The City of Temecula shall also provide Community Support Funding in the amount of twenty-two thousand five hundred dollars ($22,500) cash which will help fund community grants to organization that offer education, support, treatment and diagnostic services for uninsured and underserved Inland Empire citizens. In 12 months following the Komen Inland Empire Race for the Cure®, the IESGKC will provide a general summary report on how funds were expended and what clinics/health agencies received funding and that a portion of the funds were used for underserved residents in Riverside and San Bernardino Counties, the Inland Empire Affiliate's service area. Upon request, City staff may audit the supporting documentation from the IESGKC. 5. WRITTEN REPORT. Within ninety (90) days after the conclusion of the Komen Inland Empire Race for the Cure®, IESGKC shall prepare and submit to the Assistant City Manager a written report evaluating the Komen Inland Empire Race for the Cure®, its attendance, media coverage, and description of the materials in which the City has listed as a Diamond Sponsor. The report shall also include samples of media, press clippings, flyers, pamphlets, etc. in a presentation notebook format. In addition, complete financial statements including a balance sheet, income statement and budget to actual comparison report of the Komen Inland Empire Race for the Cure® must be included in such a written report. 6. FINANCIAL AUDIT. IESGKC shall provide a copy of the consolidated, audited financial statements of the Susan G. Komen Race for the Cure® of which IESGKC is a part. These consolidated financial statements will be audited by an independent certified public accountant and shall include the Komen Inland Empire Race for the Cure® event. These audited financial statements should be completed and submitted to the City no later than December 2010 pending Komen Headquarters audit timeline. 7. PERMITS. IESGKC shall file applications for a Temporary Use Permit and a Special Event Permit with the City no later than thirty (30) days prior to the first day of the 2009 Komen Inland Empire Race for the Cure®. The City retains its governmental jurisdiction to determine whether to issue the permits and the nature and scope of conditions of approval. IESGKC shall comply with all conditions of approval of the permits. IESGKC shall comply with all conditions of approval for the Temporary Use Permit, the Special Event Permit, or any other City-issued permits. Failure to comply with the Conditions of Approval of such permits shall constitute a default of this Agreement and is grounds for termination of this Agreement. 8. MEETING ATTENDANCE. IESGKC shall attend all City pre-event planning meetings and event recap meetings if warranted. 9. INDEMNIFICATION. C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 11086/0001/1055424-1 A. IESGKC shall indemnify, protect, defend and hold harmless the City of Temecula, its elected officials, officers, employees, volunteers, and representatives from any and all suits, claims, demands, losses, defense costs or expenses, actions, liability or damages of whatsoever kind and nature which the City, its officers, agents and employees 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 IESGKC's negligent or wrongful acts or omissions arising out of or in any way related to its performance or non- performance of this Agreement. B. City shall indemnify, protect, defend and hold harmless the IESGKC, its elected officials, officers, employees, volunteers, and representatives from any and all suits, claims, demands, losses, defense costs or expenses, actions, liability or damages of whatsoever kind and nature which the IESGKC, its officers, agents and employees 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 City's negligent or wrongful acts or omissions arising out of or in any way related to its performance or non-performance of this Agreement. 10. INSURANCE. IESGKC shall secure and maintain from a State of California admitted insurance company, pay for and maintain in full force and effect for the duration of this Agreement an insurance policy of comprehensive general liability 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 IESGKC, 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 Recipient 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 Recipient has no employees while performing under this Agreement, worker's compensation insurance is not required, but Recipient shall execute a declaration that it has no employees. than: B. Minimum Limits of Insurance. Recipient shall maintain limits no less (i) General Liability: $2,000,000 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. C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 3 11086/0001/1055424-1 and property damage. (ii) Automobile Liability: $1,000,000 per accident for bodily injury (iv) 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. C. Deductibles and Self-Insured Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City Manager. At the option of the City Manager, either the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the City, its officers, officials, employees and volunteers; or IESGKC shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. D. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (i) The City, its 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 IESGKC; products and completed operations of Recipient; premises owned, occupied or used by IESGKC; or automobiles owned, leased, hired or borrowed by IESGKC. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers. (ii) For any claims related to this project, IESGKC's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insured maintained by the City, its officers, officials, employees or volunteers shall be excess of Recipient's insurance and shall not contribute with it. (iii) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers. (iv) IESGKC'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. (v) Each insurance policy required by this Agreement shall be endorsed to state that coverage shall that should the policy be suspended, voided, canceled by either party, reduced in coverage or in limits, the issuing insurer will endeavor to mail thirty (30) days' prior written notice to the City. (vi) If insurance coverage is canceled, modified, or reduced in coverage or in limits, IESGKC shall within two (2) business days of notice from the insurer phone, fax and notify the City via certified mail, return receipt requested, of the changes to or cancellation of the policy. E. Acceptabilitv of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the C:\Program Files\Neevia.Com\Document Converter\temp\942901.doc 4 11086/0001/1055424-1 City. Self insurance shall not be considered to comply with these insurance requirements. F. Verification of Coverage. IESGKC 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, IESGKC's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. 11. GOVERNING LAW. The City and IESGKC 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. 12. LEGAL RESPONSIBILITIES. IESGKC 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. IESGKC 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 IESGKC to comply with this section. 13. ASSIGNMENT. IESGKC shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. 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: CITY: CITY OF TEMECULA P.O. Box 9033 Temecula, CA 92589-9033 Attention: Aaron Adams, Assistant City Manager RECIPIENT: THE INLAND EMPIRE AFFILIATE OF SUSAN G. KOMEN FOR THE CURE® 43397 Business Park Drive, # D-9 C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 5 11086/0001/1055424-1 Temecula, CA 92590 Attention: Leslie Doherty, Inland Empire Affiliate President 15. INDEPENDENT CONTRACTOR. A. IESGKC shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of IESGKC shall at all times be under IESGKC 's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Recipient or any of IESGKC's officers, employees, or agents except as set forth in this Agreement. IESGKC 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. IESGKC 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 IESGKC in connection with the performance of this Agreement. Except for the fees paid to IESGKC as provided in the Agreement, City shall not pay salaries, wages, or other compensation to IESGKC for performing services hereunder for City. City shall not be liable for compensation or indemnification to IESGKC for injury or sickness arising out of performing services hereunder. 16. 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. 17. AUTHORITY TO EXECUTE THIS AGREEMENT. The person or persons executing this Agreement on behalf of IESGKC warrants and represents that he or she has the authority to execute this Agreement on behalf of IESGKC and has the authority to bind IESGKC to the performance of its obligations hereunder. 18. GENERAL. The Race is part of the Komen Race for the Cure® series, a national series of 5k and 1-mile runs/fitness walks. The Race is conducted by IESGKC on behalf of and pursuant to an agreement with the Susan G. Komen Breast Cancer Foundation d/b/a Susan G. Komen for the Cure® to promote and fulfill its promise to end breast cancer forever. IESGKC is a non-profit organization exempt from federal tax pursuant to Internal Revenue Code section §501(c) (3), federal tax identification number 75-1835298. 19. KOMEN LICENSED MARKS. IESGKC is a licensee of the Susan G. Komen for the Cure® and hereby grants City a limited, non-exclusive sub-license to use the IESGKC name, Komen Race for the Cure® name and accompanying logo service marks ("Affiliate Licensed Marks") solely for the purpose of promoting the Race and Race-related events during the terms of this Agreement. City shall not sublicense or transfer the use of the IESGKC Licensed Marks to any person or entity without the prior written consent of IESGKC. City will present to IESGKC, for its approval, any C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 6 11086/0001/1055424-1 item or material that uses or refers to the IESGKC Licensed Marks. All advertising and promotional materials may only be used in the Inland Empire area and should refer to City's relationship to the Race in the following form: "Local Sponsor of the Komen Inland Empire Race for the Cure®." City shall not use the IESGKC Licensed marks in advertisements or promotions that contain a reference to any entity which is not a local or national Race sponsor. 20. CITY LICENSED MARKS. City grants IESGKC a limited, non-exclusive license to use City's name, logo, service marks and trademarks ("Sponsor Licensed Marks") solely for the purpose of including City in listings and descriptions of Race sponsors during the Term of this Agreement. IESGKC shall not sublicense, transfer or assign the use of the City's Licensed Marks to any person or entity without the prior written consent of City. 21. RACE CANCELLATION. Neither Susan G. Komen for the Cure® nor IESGKC shall be responsible for damages that result from delays or postponements of the Race due to circumstances beyond their reasonable control. In the event that the Race does not take place, City's sponsorship fee as set forth above shall be treated as a donation to the Affiliate and shall not be refunded. C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 7 11086/0001/1055424-1 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA Maryann Edwards, Mayor ATTEST: Susan W. Jones, MMC City Clerk APPROVED AS TO FORM: Peter Thorson, City Attorney THE INLAND EMPIRE AFFILIATE OF SUSAN G. KOMEN FOR THE CURE By: Name: Leslie Doherty Title: Inland Empire Affiliate President By: Name: Debbie Gilligan Title: Inland Empire Affiliate Co-Race Chair C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 8 11086/0001/1055424-1 EXHIBIT "A" CITY OF TEMECULA°S SPONSORSHIP BENEFITS DIAMOND SPONSOR In exchange for providing in-kind city-support services of Public Works, Fire and Police valued at an amount not to exceed $16,635, and in-kind City promotional services valued at $10,865 for the 2009 Komen Inland Empire Race for the Cure, the citizens of the City of Temecula shall receive the following benefits. ♦ City of Temecula Logo on Printed Material: i.e. 2,000 Race Posters, 75,000 Race Entry Forms ♦ City of Temecula Logo on 12,000 Race T-shirts ♦ City of Temecula Name on all Radio Promotion ♦ Complimentary Booth Space at Expo: 10 x 10 booth space for City of Temecula booth at Expo ♦ 4 City of Temecula Banners Displayed ♦ City of Temecula Name in all Press Releases ♦ City of Temecula Logo in Race related Online Communication ♦ Complimentary Sponsor Appreciation Dinner Tickets (10) ♦ Commemorative Sponsor Award ♦ 10 Komen Race Entries and T-shirts ♦ City of Temecula Logo in newspaper "Thank You" Ad ♦ Complimentary Team Tailgate Booth The Community Support Funding of twenty-two thousand, five hundred dollars ($22,500) cash will help fund community grants to organization that offer education, support, treatment and diagnostic services for uninsured and underserved Inland Empire citizens. C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 9 11086/0001/1055424-1 EXHIBIT "B" ESTIMATED VALUE OF CITY SUPPORT SERVICES AND COSTS Based on the input from City departments we received estimated cost projections for the 2009 Inland Empire Susan G. Komen Race for the Cure® event. The following expenses can be anticipated for the event: Police: $7,200.00 Fire: $3,000.00 Public Works: $6,435.00 TOTAL: $16,635.00 C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 10 11086/0001/1055424-1 EXHIBIT "C" ESTIMATED VALUE OF IN-KIND PROMOTIONAL SERVICES PROVIDED BY THE CITY OF TEMECULA The estimated value for in-kind promotional assistance provided by The City of Temecula for the 2009 Inland Empire Affiliate of Susan G. Komen Race for the CureO is as follows: Item Value City Website $ 2,200.00 Race for the Cure(R) event listing on City of Temecula website City Cable Station $ 5,100.00 Race for the CureO slide is part of a program. Slide appears approximately 1 time per hour for 30 seconds. Run time of 9/1/09 - 10/18/09 City E-letter E-letters are sent out each month to approximately 2,500 people in the $ 450.00 community. Komen Race announcement will appear in two city e-letters. Temecula Auto Mall Marquee $ 3.115.00 Race for the CureO listing runs approx. once every 4.5 minutes during its run time of 8/25/09 -10/18/09. The sign is on 24 hours. TOTAL: $10,865.00 C:\Program FilesWeevia.Com\Document Converter\temp\942901.doc 11 11086/0001/1055424-1 C:\Program Files\Neevia.Com\Document Converter\temp\942901.doc 12 11086/0001/1055424-1 Attachment B - 2009 Race for the Cure® Event Application Page 3 Please respond and address the following questions. Event 1. Provide information on your proposed event, goals, promotional program, budget, expected attendance, funding recipients, and location of event. If event venues are held at multiple locations, please list. Event Komen Inland Empire Race for the Cure® Promotional Newspaper, TV Radio Advertising, Internet blasts, Sponsorship packets Entry forms & Community Outreach Budget See Attached Attendance 12,000+ Funding Grant Applicants within Temecula & South West California Location The Promenade In Temecula 2. How will the event profits be utilized? 25% of the net profits are sent to the Susan G. Komen for the Cure Award and Research Grant Program. In 2008, Komen for the Cure funded $100 Million in research, only second to the U.S. government. The remainder is used for education outreach programs or granted out to breast cancer related non-profit programs within Temecula, Riverside and San Bernardino Counties for uninsured/underinsured women and families. Since the 1999, Komen Inland Empire Affiliate has. funded nearly $4 million in grants and $1 million in support for the Susan G. Komen for the Cure Award and Research Grants Program. 3. Explain how your organization has worked well with the community to mitigate event impacts? We receive a large amount of support from the Temecula Rotary, Chaparral & Temecula Valley High School and many businesses & organizations throughout the community. Continued relationship with Riverside Co. Sheriffs Department, City of Temecula, Caltrans, The Promenade In Temecula and Bel Vellagio merchants help to ensure a trouble free event. 4. Please describe your financial reporting. Monthly financial statements are presented to the Board of Directors for approval and then submitted to Komen Headquarters. Every 2-3 years the affiliate undergoes an internal audit spearheaded by Komen Headquarters. QuickBooks is used for daily bookkeeping. 5. If your organization received City of Temecula funding in the previous year, please provide a brief recap of the event, attendance, accomplishments and its economic benefit to Temecula. Explain if the event, goals, marketing program, and attendance were consistent with what was proposed to the City. Race for the Cure® --Largest 5K Event in the City of Temecula Question 5 continued on next page \\Cityoftemmula\Depattmnts\City Manager\Wolnickg\Applications~E.D. Funding Program - Special Events '09 -10.doe Nis 77th About The Race Since its origination in 1982, the Komen Race for the Cure® Series has grown from one local Race with 800 participants in Dallas, Texas, to a series of more than 100 Races. Today, the Race Series is the world's largest and most successful education and fundraising event for breast cancer. Over 1 million race participants are expected in 2009. The Komen Race for the Cure Series celebrates breast cancer survivorship and honors those who have lost their battle with the disease. For many participants, the Race is much more than just running or walking a 5K, it is an act of support, love and commitment to someone who is or has battled breast cancer. Proceeds from the Komen Race for the Cure Series help fund important breast cancer research and breast health initiatives on a local level. 75 percent of the net proceeds remain in the Inland Empire to help support breast health education, breast cancer screening and treatment programs for the medically underserved. These programs arc based upon a "Community Profile" needs assessment performed by each Komen Affiliate. 25 percent of the net proceeds help fund breast cancer research and project grants awarded through Komen Headquarters. Targeted Sponsorship Opportunities Targeted sponsorships allow our sponsors to maximize their sponsorship/ marketing dollars to concentrate on a specific area of interest at the Race. These targeted sponsorships give sponsors additional benefits and recognition that make the race unique to their needs and provide special benefits to race attendees. Custom considerations can be discussed for each of the targeted sponsorships that are offered. RACE EXPO SPONSORSHIP Target: Over 15,000 including race participants, survivors and guests S25,000 - Limited to One Sponsor (Minimum $15,000 cash) The Expo Target sponsorship entitles the sponsor to additional signage at the entrance points of the expo and naming rights of the overall expo area. This package includes: • Special recognition on the web site . Special recognition on race day materials • An article on your company in our Race Day Publication and on the web site • All other benefits available at the Emerald Level Sponsorship. SURVIVOR TENT SPONSOR Target: Survivors, friends and Family $10,000 -Limited to One Sponsor (Minimum S5,000 Cash) The Survivor Tent is a special area where our honored survivors gather to have a hosted breakfast, receive special gifts, paint tiles for the wall of hope and socialize with other survivors. The survivor tent is the center of activities with special programming and recognition of our survivors. This target sponsor package would include: • Banner inside the Survivor Tent • Sponsor Logo on all survivor goodie bags • Article in the Race Day Publication and special recognition on the website • All of the benefits of the Ruby level sponsorship SLEEP IN FOR THE CURE@ SPONSOR Target: All Sleep In for the Cure participants in Riverside and San Bernardino Counties $10,000 - Limited to One Sponsor (Minimum $5,000 Cash and provide gift for Sleep In Participants) Sleep In for the Cure was created for all those racers that can not attend race day for whatever reason. They still can show their support by "Sleeping In for the Cure" and receive a shirt and special "Sleep In for the cure" package and gift. As the Sleep In for the Cure Target Sponsor you will have: • Your logo co-branded on the special gift for Sleep In participants • Special recognition on printed materials • An article in the Race Day Publication • Recognition on site on race day and on the web site • All benefits at the Ruby level of sponsorship. SUSAN'S GARDENS Target: Survivors and Families 11TOMIN, $5,000 - Milgard Windows (Minimum S2,500 Cash) Clearly the best. Located just outside the Survivor Tent, Susan's Gardens is dedicated to the survivors and their families and is where they can relax and enjoy the race day activities as they are being honored. We would like to welcome Milgard Windows as once again being the sponsor for Susan's Gardens! TEAM TAILGATE SPONSOR Target: All corporate and Teams and Support S5,000 - Limited to One Sponsor (Minimum S2,500 Cash) The Team Tailgate area is where all many of our teams gather together as they prepare for the race. As the Team Tailgate Target Sponsor you would have: • Signage at each entrance • Special recognition in the Race Day Publication • Special recognition on the website • All of the benefits sponsors receive at the Silver Sponsorship level KIDS 4 KOMEN FUN ZONE SPONSOR Target: Kids 4 Komen and Families $5,000 - Limited to One Sponsor (Minimum $2,500 Cash) The Kids Expo consists of special activities for all of the kids that attend the race and is part of the Kids 4 Komen Program. The Kids Expos Target sponsor has the opportunity to: • Provide special activities and/or goodie bags for all of the children in the Kids Expo Area • A banner at the entrance to the Kids 4 Komen Area • An article in the Race Day Publication and special recognition on the website • All the benefits at the Silver Sponsorship level. BILLBOARD SPONSOR Target: Inland Empire $2,500 (Cash only) Many sponsorships available With the help of Lamar Advertising who will be providing the billboard space, you can have your name or logo prominently displayed on a billboard in the Inland Empire. As the Target sponsor of a Race for the Cure billboard you will receive: • "This Billboard Sponsored by (your name or logo)" on each billboard that you sponsor • An article in the Race Day Publication • Special recognition on the website • All of the benefits for the Crystal Level sponsorship X inpire 2acefor tie are j October 18th at The Promenade In Temecula Thank you for being part of the cure. Together we will create a world without breast cancer. sponsor@komenie.org Teams T.E.A.M. (means "Together Everyone Achieves More,") and leadership is essential to build a great team. You can organize a team for the Komen Inland Empire Race for the Cure and help save lives and end breast cancer forever! Team participation is essential to the success of the Race. From walking with family, friends and co-workers, to barbecuing in the Team Tailgate area, the memories and support that comes from building a team are priceless. Participating as a team is simple! Designate a team captain and he/she will organize a group of 10 or more individuals. Corporations, agencies, organizations, families, schools, friends, churches, or any combination thereof can form a team. Breast cancer knows no boundaries be it age, gender, socio-economic status or geographic location. Breast cancer affects more than just the patient - friends and family need support, too. The key to survival is early detection. Volunteers Susan G. Komen for the Cure is a grassroots, volunteer, survivor and activist organization. We would like to share with you our core values: Inclusion: to embrace the uniqueness of every individual Stewardship: to be accountable for our performance, individually and collectively Honesty: to foster a community of trust and integrity Openness: to seek out new ideas and new ways of thinking Passion: to demonstrate personal commitment to our Promise Empowerment. to entrust others and hold yourself accountable If you share these values, if you have time and talents to share with us, if you would like to "give back" within the Inland Empire, please consider volunteering. Volunteers are the heart and soul of our organization! For additional information or to volunteer, please call 951-304-9500 or email volunteer@komenie.org. t Inland 26765 f", W, 6 wa W" Empire Affiliate of Susan G. Komen for the Cure" Madison Avenue, Suite 108, Murrieta, CA 92562 Phone: 951-304-9500 • Fax: 951-304-9558 • www.komenie.org Attachment C - 2008 Race for the Cure® Event & Grant Recap Susan G. Komen for the Cure promise: to save lives and end breast cancer forever by empowering people, ensuring quality of care for all and energizing science to find the cures. Susan G. Komen for the Cure was founded on a promise between two sisters, Susan Goodman Komen and Nancy Brinker. Suzy was diagnosed with breast cancer in 1978, a time when little was known about the disease and it was rarely discussed in public. Before she died at the age of 36, Suzy asked her sister to do everything possible to bring an end to breast cancer. Nancy kept her promise by establishing Susan G. Komen for the Cure in 1982 in Suzy's memory. U.S. Breast Cancer Facts* • 1 in 8 women will be diagnosed in their lifetime • All women are at risk for breast cancer • Majority of those diagnosed have no family history • Breast Cancer is the leading cause of death in American women between the ages of 40 and 59 • It is the most common cancer among American women • In 2008 an estimated 182,460 new invasive breast cancers and 67,770 new in situ breast cancers are expected to be diagnosed in women; 40,480 will die • 2,030 American men will be diagnosed; 450 will die • When breast cancer is found early, your chance of survival is the greatest "Cancer Facts and Figures 2008, ACS Breast Cancer Facts and Figures 2007-2008, ACS 2008-2009 Grant Recipients Angels at Work Breast Cancer Survivors Desert Cancer Foundation Kids Konnected Inland Agency Loma Linda University Michelle's Place Quinn Community Outreach Corporation The Foundation for Community and Family Health Total Funding $515,265.00 WHO WILL YOU PROMISE? Number of Participants 10,804 Sleep In for the Cure® 253 Breast Cancer Survivors 592 Race Volunteers 700 Most Money Raised by a Team (Dancers for Healthy Hooters)* $8,894 Most Money Raised by Individual (Teri Cohen)" $3,525 Participant Entry & Pledges $576,127 Sponsor Cash $186,500 Sponsor In-Kind $699,589 *as of 10-31-08 2008 Race Stats 10:04 PM 10/09/08 Accrual Basis Inland Empire Affiliate of Susan G. Komen for the Cure Balance Sheet As of March 31, 2008 ASSETS Current Assets CheckingfSavings 12030 . Investment-Smith Barney 10010 - Cash-Operating TVB 10040 • Cash-Mission Oaks MM 10050 - Cash-Petty Cash 10060 • Cash-Savings TVB 12010 - Investments - CD Mission Oaks Total Checking/Savings Accounts Receivable 15010 • Receivables - Komen Total Accounts Receivable Other Current Assets 17010 - Inventory 19000 • Other Assets Deposit Total 19000 • Other Assets Total Other Current Assets Total Current Assets Fixed Assets 20012 - Office Equipment 21012 • Accum. Depr: Office Equipment 21050 • Accum. Depr: Furniture & Fixt. Total Fixed Assets TOTALASSETS LIABILITIES & EQUITY Liabilities Current Liabilities Accounts Payable 25005 • Salaries Payable 26000 - Grants Payable 26500 - Komen Payable Total Accounts Payable Total Current Liabilities Total Liabilities Equity 29910 • Retained Earnings Net Income Total Equity TOTAL LIABILITIES & EQUITY Mar 31, 08 456,109.07 3,513.61 126.496.34 250.00 966.82 110,593.44 697,929.28 38,945.10 38,945.10 2,596.67 1,392.00 1,392.00 3,988.67 740,863.05 16,248.64 -6,609.74 -5,232.00 4,406.90 745,269,95 5,935.80 515,265.00 12,192.83 533,393.53 533,393.63 533,393.63 119,695.28 92,181.04 211,876.32 745,269.95 Page 1 £'d 9LIZ-t,68 (696) y01A01140u0W el.101J d90Z0 60 9Z Uef 10:03 PM Inland Empire Affiliate of Susan G. Komen for the Cure 10109/06 Profit & Loss YTD Comparison Accrual Basis March 2008 Mar 08 Apr'07 - Mar 08 Income 31001 • Contributions - Corporate Rally for a Cure 0.00 121,746.13 31001 - Contributions - Corporate - Other 46,156.36 161,369.30 Total 31001-Contributions-Corporate 46,156.36 283,115.43 31005 - Contributions -Third Party 0.00 5,489.04 32001 - Contributions -Individual -212,790.57 47,048.98 33016-Contributions- MemoriallHonor. 0.00 4,270.D0 36000 - Pledges 218,566.70 218,566.70 39001 - Sponsorships 483.70 1,159,467.06 40004 • Merchandise Sales 347.00 8,173.51 40100 - Event Fee Race Entry Fees -250,626.00 0.00 Returned Checks (Less) 1,793.00 0.00 40100 • Event Fee - Other 248,833.00 248,633.00 Total 40100 - Event Fee 0.00 248,833.00 41000 • Grant Income -39,846.00 500.00 420D5 • Interest Income 1,755.91 25,694.05 49019 • Other Income Leisure Living -525.07 0.00 New Balance .1,443.85 0.00 Panora Bread -1,370.00 0.00 Rock Climbing-Scrip -582.25 0.00 Team Photo -375.00 0.00 Team Tailgate .2,975.00 0.00 Total 49019. Other Income -7,271.17 0.00 49030 • Intercompany Revenue 0.00 8,694.40 Total Income 7,401.93 2,009,652.17 Expense 51000 • Advertising 52010 - Bank Charges 52015 - Credit Card Discounts 52010 - Bank Charges - Other Total 52010 - Bank Charges $2030-Credit Card Processing Fees 53000 • Badges/CardslEntries 53200 • Race Course Production Race Course Sanctioning 53200 - Race Course Production - Other Total 53200 • Race Course Production 53300 - Trophies 55510• Contract Labor 56100•Food/Beverage 56200• Meeting Costs 57010 • Dues and Subscriptions 59510 • Equipment Rent/RepairlMaint 60510 • Gifts and Recognition 61510 • Graphics 62015• Insurance 63510, Other 6401D • Supplies Grant Supplies Supplies -Special Projects 64010 • Supplies - Other Total 64010 • Supplies 64511 - T-Sbirts 65510 • Postage and Delivery 66010 • Printing 66710 • Professional Development b'd S/ 1,Z-V613 X696) 0.00 533,429.17 0.00 23.65 10.00 113.39 10.00 137.04 0.00 112.83 0.00 58.19 0.00 700.00 121,601.88 237,648.83 121,601.88 238,348.83 0.00 4,320.68 54.00 20,356.90 0.00 33,635.11 33.00 3,480.73 -5.00 1,242.00 -1,702.00 19,005.23 2,038.34 68,242.34 0.00 414.30 0.00 3,105.00 -380.13 0.00 0.00 47.20 0.00 17,288.66 118.83 51,266.02 118.83 0.00 -120.16 0.00 380.13 y0in0 68,601.88 3,861.62 1,726.07 10,000.00 600.13 Page 1 y0u0w e1a010 d90Z0 60 9Z uel' 10:03 PM Inland Empire Affiliate of Susan G. Komen for the Cure 16109106 Profit & Loss YTD Comparison Accrual Basis March 2008 4-~ 67200 • Cost of Goods Sold 69010 • Rent & Utilities Rent Utilities 69010 - Rent & Utilities - Other Total 69010 - Rent & Utilities 70100 - Salaries 70200 - Payroll Taxes 70400 - Employee Benefits 73510 • Taxes 8 Regulatory Fees 74510• Telephone 75010 • TraveUEntertainment 76000 - Grants Awarded 76500 • Grants Returned I Rescinded 80005• Depreciation Expense 90005 - Research Pmt to Komen National Total Expense Net Income Mar 08 1,616.50 200.62 -120,000.00 -118,182.88 11,326.75 927.20 955.99 -600.91 226.58 1,894.48 515,265.00 -39,846.00 400.74 12.192.83 506,588.67 19,268.50 1,756.21 0.00 21,024.71 129,973.44 11,514.94 8,187.39 -2,144.57 4,312,74 18,756.92 541,624.33 -50,626.60 400.74 219,806.78 1,917,671.13 499,186.74 92,181.04 _ Apr'07 - Mar 08 0.00 4,162.26 Page 2 9'd 9L 1,Z-t,69 M6) 401A0I!g0U0W euolE) d90:30 60 9Z Ue Susan G. Komen Race for the Cure a SPONSORSHIP AGREEMENT BETWEEN THE CITY OF TEMECULA AND P & R FOUNDATION THIS AGREEMENT is made and effective as of this 22nd day of September. 2009, by and between the CITY OF TEMECULA ("City"), and P & R Foundation, a California nonprofit corporation. In consideration of the mutual covenants, conditions and undertakings set forth herein, the parties agree as follows: 1. RECITALS. This Agreement is made with respect to the following facts and purposes which each of the parties acknowledge and agree are true and correct: A. P & R Foundation shall operate the 2009 Temecula Fall Rod Run on October 9 - 10, 2009. The Temecula Fall Rod Run is a special event which is located in Old Town Temecula. The 2009 Temecula Fall Rod Run is expected to draw between 45,000 - 50,000 people for the event. B. The event includes the display of approximately 650 classic cars. The event will feature a Car Cruise which will be held Friday evening, and a "Show & Shine" held on Saturday. No alcohol will be served. C. The City desires to be a "Presenting Sponsor" of the 2009 Temecula Fall Rod Run. D. The Temecula Fall Rod Run will serve as a fundraiser with The Boys & Girls Club of Southwest County, a local non-profit organization whose charitable work and contribution have benefited many local children in the Temecula Valley, selected to be the primary recipient. Other funds that are available will be designated to other Temecula based charities. P & R Foundation will be reimbursed for their services in promoting this event and for operations. The Drifters Car Club will receive $400 for their assistance with parking, judging, and vendor coordination. 2. TERM. This Agreement shall commence on September 22, 2009, and shall remain and continue in effect until tasks described herein are completed, but in no event later than December 31, 2009, unless sooner terminated pursuant to the provisions of this Agreement. 3. CONSIDERATION. In exchange for providing P & R Foundation of approximately thirty-nine thousand, one hundred dollars ($39,100) for city-support costs of Public Works, Fire, Police, Community Services and Code Enforcement as listed in Exhibit B, the City of Temecula shall be designated as a "Presenting Sponsor" of the 2009 Temecula Fall Rod Run. As a Presenting Sponsor the City shall receive sponsor benefits as listed in Exhibit A. In the event that City support services exceeds $39,100, the sponsor may seek City authorization for payment above that amount. P & R Foundation is requested to partner with the Temecula Valley Convention & Visitors Bureau (TVCVB) to help promote the event. The City of Temecula contracts with the Temecula Valley Convention & Visitors Bureau to generate Visitor-Related Economic Impact for the City of Temecula. This will include but not be limited to over- night room bookings, dining and shopping within the City of Temecula. Any media visits coordinated by P & R Foundation shall include an invitation to visit all Temecula entities CAProgram Files\Neevia.Com\Document Converter\temp\9p2871doc (i.e. Old Town, wineries, golf). Secondly, P & R Foundation shall include in its basic press kit a press release provided by the TVCVB which focuses on the attractions of Temecula, including Old Town, golf, wineries, etc. This informational piece shall be provided to all media working with P & R Foundation or its representatives on Festival- related stories. 4. ALLOCATION OF FUNDS. P & R Foundation shall use the City's Sponsorship Funding of City Support Costs in an amount not to exceed thirty-nine thousand, one hundred dollars ($39,100) listed in Exhibit B, to produce the Temecula Fall Rod Run. Funds are to be used to provide a special event for Temecula Valley residents and visitors showcasing classic cars, special interest vehicles, hot rods and custom cars. 5. WRITTEN REPORT. Within ninety (90) days after the conclusion of Temecula Fall Rod Run, P & R Foundation shall prepare and submit to the Assistant City Manager a written report evaluating Temecula Fall Rod Run, its attendance, media coverage, and description of the materials in which the City has listed as a Presenting Sponsor. The report shall also include samples of media, press clippings, flyers, pamphlets, etc. in a presentation notebook format. In addition, complete financial statements including a balance sheet, income statement and budget to actual comparison report of Temecula Fall Rod Run must be included in such a written report. 6. FINANCIAL REVIEW. P & R Foundation shall provide complete financial statements including a balance sheet, income statement and budget to actual comparison report of the Temecula Fall Rod Run. This financial review of the 2009 Temecula Fall Rod Run should be completed and submitted to the City no later than December 1, 2009. The financial review shall provide a general summary report on how funds were expended and used to benefit Temecula Valley residents and shall include documentation, including but not limited to, copies of invoices, receipts and cancelled checks to support the Sponsorship Funding. The financial documentation is subject to an audit, as determined by City staff. 7. PERMITS. P & R Foundation shall file applications for a Temporary Use Permit and Special Event Permit with the City no later than thirty (30) days prior to the first day of Temecula Fall Rod Run. The City retains its governmental jurisdiction to determine whether to issue the permits and the nature and scope of Conditions of Approval. P & R Foundation shall comply with all conditions of approval for the Temporary Use Permit, the Special Event Permit, or any other City-issued permits. Failure to comply with the Conditions of Approval of such permits shall constitute a default of this Agreement and is grounds for termination of this Agreement. 8. MEETING ATTENDANCE. P & R Foundation shall attend all City pre- event planning meetings and event recap meetings if warranted. 9. INDEMNIFICATION. P & R Foundation shall indemnify, protect, defend and hold harmless the City of Temecula, its elected officials, officers, employees, volunteers, and representatives from any and all suits, claims, demands, losses, defense costs or expenses, actions, liability or damages of whatsoever kind and nature which the City, its officers, agents and employees 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 P & R Foundation's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non-performance of this Agreement. CAProgram Files\Neevia.Com\Document Converter\temp\9.,2873.doc 10. INSURANCE. P & R Foundation shall secure and maintain from a State of California admitted insurance company, pay for and maintain in full force and effect for the duration of this Agreement an insurance policy of comprehensive general liability 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 P & R Foundation, 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 Recipient 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 Recipient has no employees while performing under this Agreement, worker's compensation insurance is not required, but Recipient shall execute a declaration that it has no employees. than B. Minimum Limits of Insurance. Recipient shall maintain limits no less (i) General Liability: Two million dollars ($2,000,000) 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. (ii) Automobile Liability: One million dollars ($1,000,000) per accident for bodily injury and property damage. C. Deductibles and Self-Insured Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City Manager. At the option of the City Manager, either the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the City, its officers, officials, employees and volunteers; or P & R Foundation shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. D. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (i) The City, its 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 P & R Foundation; products and completed operations of Recipient; premises owned, occupied or used by P & R Foundation; or automobiles owned, leased, hired or CAProgram Files\Neevia.Com\Document Converter\temp\9V2871doc borrowed by P & R Foundation. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers. (ii) For any claims related to this project, P & R Foundation's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insured maintained by the City, its officers, officials, employees or volunteers shall be excess of Recipient's insurance and shall not contribute with it. (iii) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers. (iv) P & R Foundation'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. (v) Each insurance policy required by this Agreement shall be endorsed to state that coverage shall that should the policy be suspended, voided, canceled by either party, reduced in coverage or in limits, the issuing insurer will endeavor to mail thirty (30) days' prior written notice to the City. (vi) If insurance coverage is canceled, modified, or reduced in coverage or in limits, P & R Foundation shall within two (2) business days of notice from the insurer phone, fax and 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's rating of no less than A:VII, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. F. Verification of Coverage. P & R Foundation 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, P & R Foundation's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. 11. GOVERNING LAW. The City and P & R Foundation 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. CAProgram Files\Neevia.Com\Document Converter\temp\942873.doc 12. LEGAL RESPONSIBILITIES. P & R Foundation 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. P & R Foundation 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 P & R Foundation to comply with this section. 13. ASSIGNMENT. P & R Foundation shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. 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: CITY: CITY OF TEMECULA P.O. Box 9033 Temecula, CA 92589-9033 Attention: Aaron Adams, Assistant City Manager RECIPIENT: P & R Foundation 39252 Winchester Rd. #107-361 Murrieta, CA 92563-3510 Attention: Ray Waite, President 15. INDEPENDENT CONTRACTOR. A. P & R Foundation shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of P & R Foundation shall at all times be under P & R Foundation's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Recipient or any of P & R Foundation's officers, employees, or agents except as set forth in this Agreement. P & R Foundation 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. P & R Foundation 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 P & R Foundation in connection with the performance of this Agreement. Except for the fees paid to P & R Foundation as provided in the Agreement, City shall not pay salaries, wages, or other compensation to P & R Foundation for performing services hereunder for City. City shall not be liable for compensation or indemnification to P & R Foundation for injury or sickness arising out of performing services hereunder. CAProgram Files\Neevia.Com\Document Converter\tempWN2871doc 16. 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. 17. AUTHORITY TO EXECUTE THIS AGREEMENT. The person or persons executing this Agreement on behalf of P & R Foundation warrants and represents that he or she has the authority to execute this Agreement on behalf of P & R Foundation and has the authority to bind P & R Foundation to the performance of its obligations hereunder. CAProgram Files\Neevia.Com\Document Converter\temp\962871doc IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA Maryann Edwards, Mayor ATTEST: Susan W. Jones, MMC City Clerk APPROVED AS TO FORM: Peter Thorson, City Attorney P & R Foundation 39252 Winchester Rd. #107-361 Murrieta, CA 92563-3510 (951) 303-9599 Bv: Name: Ray Waite Title: President By: _ Name: Title: Randy Haapala Vice-President CAProgram Files\Neevia.Com\Document Converter\temp\972871doc EXHIBIT "A" CITY OF TEMECULA°S SPONSORSHIP BENEFITS PRESENTING SPONSOR P & R Foundation shall provide the following benefits and services for the citizens of the City of Temecula: City of Temecula logo/name on advertisements • City of Temecula name on all press releases • City of Temecula logo/name on event poster • City of Temecula logo/name on event flyers • City of Temecula logo/name on event t-shirt • 10 Rod Run t-shirts 'Press Releases will be distributed to all local media, however, publication cannot be guaranteed. Press Releases can also be provided to all sponsors for distribution to their clients, agents, employees, etc. CAProgram Files\Neevia.Com\Document Converter\temp\942871doc EXHIBIT "B" ESTIMATED VALUE OF CITY SUPPORT SERVICES AND COSTS Based on the input from City departments we received estimated cost projections for the 2009 Temecula Fall Rod Run. 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L N U) C W a N 0 c O Q N d~ U s C 0 41 C O C 7 O LL. 06 IL co O O N s 2) 'L T Q O U rn 0 O N 00 N 00 Attachment C - 2008 Temecula Fall Rod Run Recap i~ND F f:> 39252 Winchester Road 107-361 Murrieta CA 92563 951-303-9599 501(c) 3 20-0190003 Temecula Fall Rod Run Provide information on your proposed event, goals, promotional program, budget, expected attendance, funding recipients, and location of event. If event venues are held at multiple locations, please list. The event will be a. family oriented event with a Friday Night Cruise and a Show & Shine on Saturday. The goal of the event is to provide, fun for all and raise money for various charities with the Boys & Girls Club being the primary recipient. We expect 45, 000 to 55, 000 people with this event. We hope that the merchants of Old Town will prosper with this event as we are working closely with them We are promoting the event with press, radio, internet, event posters and magazine ads. How will the event profits be utilized? Major portion going to the Boys & Girls club of Southwest County and other funds as available going to - other Temecula based charities. Explain how your organization has worked well with the community to mitigate event impacts? We have invited merchants from Old Town to meetings to ensure they know what is going on. We are constantly walking Old Town talking to the merchant regarding the plans, for the rod run. Please describe your financial reporting. We currently use record books and are in the process of transferring to Quickbooks. If your organization received City of Temecula funding in the previous year, please provide a brief recap of the event, attendance, accomplishments and its economic benefit to Temecula. Explain if the event, goals, marketing program, and attendance were consistent with what was proposed to the City. See Attached budgets P & R Foundation was nominated for the Service Charitable Organization of the year by the Temecula Valley Chamber of Commerce WPAIVII 39252 Winchester Rd. #107-361 Murrieta, CA 925 Phone: (951) 303-9599 Fax (951)303-9599 To: City of Temecula The 2008 Temecula Fall Rod Run was a small success for all. . We estimate the attendance at about 35,000 to 45,000 people and there were about 600 registered show cars. There were also 68 vendors in attendance which exceeded the number we projected. With that we had the large crowds on Friday night at the cruise we have ever had. On Saturday the weather was perfect and the crowds were moderate from early morning till the show ended at 4:00. This year we had street performances by some world class musicians and local talent located at various places on Old Town Front Street. We expected to meet our goal in raising money for the Boys and Girls Club of the Southwest County but due to the current state of the economy it was tough. We also r donated booth space to various non profits and other organizations including Wishes for - Children, The Border Patrol, Search Dogs of Riverside County and to the Cub Scouts This year we worked closely with the merchants of Old Town to ensure they were pleased with the vendor set up and the advertising of the merchants in Old Town. We provided the DTA with a full page ad in the program and supplied numerous PA announcements to visit the merchants of Old Town During this event the some motels were at max occupancy and the restaurants in the area benefited from the increased traffic in the Temecula area. The event was advertised though a mailing to about 2300 car owners. We had newspaper advertising, TV, and radio ads. The event was also promoted via the internet through various car show web sites as well as the rodruntemecula.com web site The City of Temecula provided a shuttle to assist with the parking problems due to the construction in Old Town. The shuttle was a huge success and we hope it is continued for the October 2009 show. Thank you for all your support, without it the event would not be a success. Ray Waite President P & R Foundation 39252 Winchester Rd. #107-361 Murrieta, CA 925 Phone: (951) 303-9599 Fax(951)303-9599 To: City of Temecula The City of Temecula's benefits as a Presenting Sponsor of the Temecula Fall Rod Run includes the following: • City logo/or name will appear on all flyers, advertisements, poster, and event t shirts • City name on all press releases • City of Temecula advertisement in the official program • 10 event t-shirts Ray Waite President P & R Foundation Fail Rod Run Oct 9 & 10 2009 Revenue Budget Car Registrations $ 20,000.00 Sponsors $ 18,000.00 Vendors $ 7,500.00 T-shirt , Souvenir Sales $ 7,500.00 Raffle / Silent auction $ 7,000.00 Trophy Sponsors $ 2,400.00 Total $ 62,400.00 Expenses Flyers $ 500.00 Final Dinner $ 1,000.00 Awards $ 2,800.00 Postage $ 1,500.00 Clean Up $ 1,550.00 Insurance $ 5,600.00 Communications Equipment $ 331.00 T-shirts / Sweat Shirts $ 11,000.00 Souvenir $ 2,200.00 Porta Potties $ 2,800.00 Supplies $ 1,500.00 Miscellanies costs $ 4,000.00 Refreshments Meetings $ 200.00 Advertising $ 1,000.00 Health Department $ 425.00 Posters $ 500.00 Web Maintenance $ 650.00 Permits Fee's City $ 300.00 Total Expenses $ 37,856.00 Revenue $ 62,400.00 Net Revenue $ 24,544.00 Donations to Charities $ 20,000.00 To P&R Foundation $ 4,544.00 Fall Rod Run Oct 10 & 11 2008 Revenue Budget Actual Car Registrations $ 20,000.00 $ 19,145.00 Sponsors $ 25,000.00 $ 14,500.00 Vendors $ 3,000.00 $ 5,650.00 T-shirt , Souvenir Sales $ 5,500.00 $ 6,015.00 Raffle / Silent auction $ 7,000.00 $ 5,500.00 Trophy Sponsors $ 2,400.00 $ 5,930.00 Total $ 62,900.00 $ 56,740.00 Expenses Flyers $ 500.00 $ 620.00 Final Dinner $ 1,000.00 $ 974.00 Car mileage & Show Fees $ 500.00 $ 150.00 Awards $ 2,500.00 $ 2,670.00 Postage $ 1,000.00 $ 1,500.00 Phone $ 350.00 $ - Music/Entertainment $ 800.00 $ 800.00 Clean Up $ 1,550.00 $ 1,550.00 Insurance $ 3,300.00 $ 8,400.00 Communications Equipment $ 260.00 $ 331.00 T-shirts / Sweat Shirts $ 11,000.00 $ 14,305.00 Souvenir $ 2,200.00 $ 1,956.00 Porta Potties $ 2,800.00 $ 1,350.00 Supplies $ 1,500.00 $ 2,035.00 Miscellanies costs $ 5,000.00 $ 2,009.00 Refreshments Meetings $ 200.00 $ 126.00 Advertising $ 1,000.00 $ 250.00 Sponsor Plaques $ 350.00 $ - Health Department $ 425.00 $ 505.00 Posters $ 2,000.00 $ 200.00 Web maintemnance $ 300.00 $ 300.00 Permits Fee's City $ 300.00 $ 165.00 Total Expenses $ 38,835.00 $ 40,196.00 Revenue $ 62,900.00 $ 56,740.00 Net Revenue $ 24,065.00 $ 16,544.00 Donations to Charities $ 22,000.00 $ 14,000.00 To P&R Foundation $ 2,065.00 $ 2,544.00 ITEM NO. 7 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Aaron Adams, Assistant City Manager DATE: September 8, 2009 SUBJECT: Community Grant Agreement with the Temecula Sister City Association PREPARED BY: Robin Gilliland, Museum Services Manager RECOMMENDATION: That the City Council approve a grant in the amount of $7,500 for the Temecula Sister City Association for fiscal year 2009-2010. BACKGROUND: The Temecula Sister Cities Association (TSCA) is a California non- profit corporation that supports cultural exchanges of people and ideas between the citizens of our community and foreign communities. In doing so, the outlook of our citizens is enhanced and Temecula's quality of life improved. The following is a list of guidelines to assist City Administration in their liaison relationship with the Temecula Sister City Association and Sister City sponsored activities. • The City will work in conjunction with the TSCA to promote understanding, friendship and knowledge. o The Temecula Sister City Association is responsible for the development, coordination and implementation of all Sister City functions, services and special events that occur related to our two Sister Cities: Leidschendam-Voorburg, Netherlands and Nakayama, Japan. This includes coordination of events, special dinners and activities, and travel related services such as gifts, itineraries for visiting dignitaries or travel abroad. The City will support and encourage the Temecula Sister City program in their efforts to encourage cultural exchange among our Sister Cities. The City will provide a staff liaison that will represent the City of Temecula at Sister City Board Meetings, programs, special events and activities (as deemed appropriate). • The City liaison will coordinate travel abroad to our Sister Cities when City officials or City Council members are involved in the travel. • The City will provide the Temecula Sister City Association with limited funding to provide necessary Sister City activities and functions. The Temecula Sister City Organization will be responsible for monitoring and managing their budget to ensure proper expenditures and accounting of funds for all organized activities and events. • The Citywill provide limited financial supportfor student scholarships for individual students traveling to Nakayama, Japan or Leidschendam-Voorburg, the Netherlands. • The City will fund & coordinate one official dinner and one official welcome reception per year, for a visiting delegation from Nakayama and Leidschendam-Voorburg, when elected officials from the visiting Sister City are in attendance. • The City will provide official City gifts for elected officials visiting from Nakayama and Voorburg, or when City officials are traveling to Nakayama and Leidschendam-Voorburg. • Membership in the Sister City Association is open to all citizens and or business persons of Temecula & others as determined by the TSCA. • The TSCA must provide an annual budget and financial report/records that are available for review by the City. • The City will provide transportation for official delegations both arriving and traveling abroad. • The TSCA is responsible for transportation of all other guests either coming or going to Nakayama, Japan & Leidschendam-Voorburg, the Netherlands. In the past, TSCA has used funds to provide educational opportunities such as the Children's Matsuri and Dutch American Heritage Day. There have also been sponsorships provided to both students and adults traveling abroad. TSCA has an active book exchange with Nakayama and for the first time, a toy drive for a Tecate, Mexico orphanage was done in December, 2004. FISCAL IMPACT: Adequate funds are available in the Community Support Department line item budget for the $7,500 agreement. ATTACHMENT: Community Grant Agreement COMMUNITY GRANT AGREEMENT BETWEEN THE CITY OF TEMECULA AND THE TEMECULA SISTER CITY ASSOCIATION THIS AGREEMENT is made by and between the City of Temecula ("City"), a municipal corporation, and the Temecula Sister City Association, a non-profit corporation, and is dated as of September 22, 2009. In consideration of the mutual covenants and agreements contained herein, the parties agree as follows: 1. This Agreement is made with respect to the following facts and purposes, which each of the parties hereto acknowledge and agree to be true and correct: a. The Temecula Sister City Association ("TSCA") coordinates many programs for cultural exchanges within the City of Temecula, which are not provided by the City's recreation program. b. The TSCA warrants and represents to the City that it is a non- profit, tax exempt corporation under the tax laws of the United State and California, and agrees to continue in such status during the term of this Agreement. C. On June 9, 2009, the City Council approved the budget for FY 2009/10 which provides funding in the amount of seven thousand five-hundred dollars ($7,500.00) for the purpose of continuing and enhancing its cultural exchange programs within the City of Temecula and abroad. d. This Agreement provides for the manner in which the grant will be paid to the TSCA. 2. The City shall pay to the TSCA the sum of seven thousand five hundred dollars ($7,500.00) as a grant for its cultural exchanges during Fiscal Year 2009-10. The grant shall be paid on or before June 30, 2010. TSCA shall submit a quarterly report to the Director of Community Services describing the cultural exchanges and their costs, accompanied by such documentation as reasonably required by the Director of Finance to establish that such costs were incurred by the TSCA. 3. The term of this agreement shall be July 1, 2009 to June 30, 2010. 4. The TSCA and City have developed goals and objectives which are set forth in Exhibit A. The TSCA is committed to implementing these Goals and Objectives. 5. The City may at any time, for any breach of this Agreement, suspend or terminate this Agreement, or any portion hereof, by serving upon the TSCA at least ten (10) days prior written notice. If the breach is corrected during this ten day period, City may, in its sole and exclusive discretion, rescind the termination. 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. TSCA shall make available to the City its books, records and financial documents in such form as to allow City to verify TSCA's compliance with the terms of this Agreement. C:1Program Files\Neevia.Com\Document Converterltemp1943170.doc 6. The TSCA agrees to defend, indemnify, protect and hold harmless the City, its officers, officials, and employees 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, its officers, agents and employees 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 TSCA'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 attributable to the active negligence of the City. 7. TSCA shall procure and maintain, or shall have provided on its behalf, for the duration of fiscal year 2009-2010 insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the activities of the TSCA, 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, including a non-owned auto endorsement. b. Minimum Limits of Insurance. TSCA shall maintain limits on the policies described in Subsection a. of no less than the following amounts unless otherwise approved by the City Manager: (1) General Liability: One million dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage. C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager. d. Other Insurance Provisions. The general liability policies shall contain, or be endorsed to contain, the following provisions: (1) The City, its 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 TS CA; premises owned, occupied or used by the TSCA; or automobiles owned, leased, hired or borrowed by the TSCA. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers. (2) For any claims related to this Agreement, the TSCA's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insured maintained by the City, its officers, officials, employees or volunteers shall be excess of the TSCA'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 C:1Program Files\Neevia.Com\Document Converterltemp1943170.doc City, its officers, officials, employees or volunteers. (4) The TSCA'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 clause shall be endorsed tc state that coverage shall not be suspended, voided, cancelled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice to the City by certified mail, return receipt requested, has been given to the City. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. TSCA 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 TSCA's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. 8. TSCA is and shall at all times remain as to the City and TCSD a wholly independent contractor. The personnel performing the services under this Agreement on behalf of TSCA shall at all times be under TSCA's exclusive direction and control. Neither City nor any of its officers, employees or agents shall have control over the conduct of TSCA or any of TSCA's officers, employees or agents, except as set forth in this Agreement. TSCA 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. TSCA shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. 9. 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. To City: City of Temecula 43200 Business Park Drive P.O. Box 9033 Temecula, California 92589-9033 Attention: City Manager To TSCA: Temecula Sister City Association 41911 5th St. #300 C:1Program Files\Neevia.Com\Document Converterltemp1943170.doc Temecula, California 92590 10. The TSCA shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. 11. 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. C:1Program Files\Neevia.Com\Document Converterltemp1943170.doc IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA Maryann Edwards, Mayor Attest: Susan Jones, MMC City Clerk Approved As to Form: Peter M. Thorson City Attorney C:1Program Files\Neevia.Com\Document Converterltemp1943170.doc TEMECULA SISTER CITY ASSOCIATION, a California non-profit corporation By: _ Name: Title: By: _ Name: Title: C:1Program Files\Neevia.Com\Document Converterltemp1943170.doc ITEM NO. 8 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Aaron Adams, Assistant City Manager DATE: September 22, 2009 SUBJECT: Support for the new Loma Linda University Medical Center at the request of Mayor Edwards PREPARED BY: Tamra Middlecamp, Senior Management Analyst RECOMMENDATION: That the City Council: 1. Adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA TO SUPPORT THE NEW LOMA LINDA UNIVERSITY MEDICAL CENTER AND ALERT OUR ELECTED OFFICIALS TO LEGISLATION THAT COULD JEOPARDIZE THE OPENING OF THE NEW HOSPITAL BACKGROUND: Loma Linda University Medical Center is partnering with an investment group of medical physicians to construct and operate a 203-bed hospital in Murrieta. The $230 million project will bring thousands of jobs to the region at no cost to taxpayers. Subject to stringent California regulations, this new hospital is expected to begin operations in early 2011. Loma Linda's partnership ensures the establishment of a teaching hospital that will be a center of medical excellence in the Valley. Our region is in desperate need of hospital beds. On a national scale, three hospital beds per thousand residents is an indicator of adequate care. Currently, in the United States the average is 2.7 beds per thousand, and in California the rate is 1.9 beds per thousand. Riverside County has 2,880 licensed beds, for a ratio of 1.47 beds per thousand residents. The southern region of the county has 637 licensed beds, or a ratio of 1.05 per thousand. Language has been proposed in the Health Care Reform Legislation in the Senate Finance Committee that would bar or severely limit physician owned hospitals. The consequences of this action would have a devastating impact on access to health care in our region. While the City of Temecula will not take a position regarding the Health Care Reforms, staff recommends proactively alerting our elected officials to any actions that could jeopardize the opening of the new Loma Linda University Medical Center - Murrieta. FISCAL IMPACT: None. ATTACHMENTS: Resolution. RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA TO SUPPORT THE NEW LOMA LINDA UNIVERSITY MEDICAL CENTER AND ALERT OUR ELECTED OFFICIALS TO LEGISLATION THAT COULD JEOPARDIZE THE OPENING OF THE NEW HOSPITAL THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: WHEREAS, Loma Linda University Medical Center is partnering with an investment group of medical physicians to construct and operate a 203-bed hospital in Murrieta; and WHEREAS, the $230 million project will bring thousands of jobs to the region at no cost to taxpayers; and WHEREAS, Loma Linda University Medical Center is expected to begin operations in early 2011; and WHEREAS, our region is in desperate need of hospital beds; and WHEREAS, on a national basis, three hospital beds per thousand population is an indicator of adequate and available care; and WHEREAS, the southern region of the county has 637 licensed beds, or a ratio of 1.05 per thousand; and WHEREAS, language has been proposed in the health care reform legislation, in the Senate Finance Committee, that would bar or severely limit physician owned hospitals; and WHEREAS, this legislation, if passed in it's current form, would have a devastating impact on health care access in our region; and NOW, THEREFORE, the City Council of the City of Temecula resolves as follows: Section 1. The City of Temecula does hereby SUPPORT the new Loma Linda University Medical Center. Section 2. A copy of this Resolution shall be sent by the City Clerk, with an accompanying letter from the Mayor to our federal legislators, informing them in the clearest of terms of the City's concern that they health care reform legislation contains language that would significantly, negatively impact the new Loma Linda University Medical Center. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 22 day of September, 2009. Maryann Edwards, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA } I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 09- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 22 day of September, 2009, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk ITEM NO. 9 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Herman D. Parker, Director of Community Services DATE: September 22, 2009 SUBJECT: Acceptance of Grant Deed for the remainder of Serena Hills Park PREPARED BY: Cathy McCarthy, Community Services Superintendent RECOMMENDATION: That the City Council: 1. Authorize acceptance of the Grant Deed for the remainder area of Serena Hill Park and direct staff to proceed with the necessary actions to cause the deed to be recorded; 2. Approve the Development Impact Fee reimbursement to the developer in the amount of $265,815. BACKGROUND: The grant deed for Serena Hills Park was accepted by the City Council January 27, 2004. Due to an unresolved issue between a neighboring residential property owner and the developer that impacted the boundary of the park, a small corner of the park was not conveyed to the City at that time. This dispute has now been resolved and the developer has completed the improvements to the satisfaction of the Director of Community Services. A policy of title insurance will be provided by the developer to accompany the transfer of title to the City. Now that the park has been completed, the developer is entitled to a Development Impact Fee reimbursement as indicated in Condition of Approval #107 for Tract 23209 - PA99-0151 in the amount of $265,815. FISCAL IMPACT: Maintenance of the remainder area of Serena Hills Park is included in the Temecula Community Services District current budget. The developer is entitled to receive a fee credit reimbursement of $265,815 per Condition of Approval #107 for Tract 23209 - PA99-0151. This amount is available in the City Development Impact Fee (DIF) Parks and Recreation. ATTACHMENTS: 1) Grant Deed 2) Vicinity Map EXEMPT RECORDING REQUESTED BY City of Temecula PER GOVT CODE § 27383 AND WHEN RECORDED MAIL TO: Office of the City Clerk City of Temecula P.O. Box 9033 Temecula, CA 92589-9033 MAIL TAX STATEMENTS TO: City of Temecula P.O. Box 9033 Temecula CA 92589-9033 EXEMPT RECORDING SPACE ABOVE THIS LINE FOR RECORDER'S USE GRANT DEED The undersigned grantor declares: FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Shea Homes Limited Partnership hereby grants to the CITY OF TEMECULA, a municipal corporation, the following described real property in the City of Temecula, County of Riverside, State of California: See Exhibit "A" attached hereto, Executed on , 2009, at Signature Type/Print Name Position Signature Type/Print Name Position California. Notary's Form CITY OF TEMECULA Office of the City Clerk 43200 Business Park Drive Temecula, CA 92590 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the attached Grant Deed was approved by the City Council of the City of Temecula and accepted by order of the Temecula City Council made on September 22, 2009, and the grantee consents to the recordation thereof by its duly authorized officer. September 22, 2009 City of Temecula By: Maryann Edwards, Mayor ATTEST: By: Susan W. Jones, MMC City Clerk APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney Forms44cceptance Cert for Easement Deed EXHIBIT'A LEGAL DESCRIPTION PARK SITE ADDITION Parcel A: Being a portion of Lot 221 of Tract No. 23209, in the City of Temecula, as shown by Map on file in Book 320, Pages 79 through 97 inclusive, recorded June 28, 2002, also a portion of Lot 110 of Tract No. 22148, in the City of Temecula, as shown by Map on file in Book 202, Pages 92 through 104 inclusive, both recorded in the Office of the County Recorder, in the County of Riverside, State of California, more particularly described as follows: Being Parcel B of Lot Line Adjustment No. PA 06-0202, in the City of Temecula, recorded in Document No. 2006-0941966, on December 26, 2006 in the Office of the County Re- corder of said County, State of California. Said parcel contains 1,415 square feet, 0.032 acres, more or less. yEV LAND SGR NO. 7019 * Exp. date 6-30-10 * GARY L. H DATE LS 7019 E XPIRATION DATE 06/30/2010 OF PAGE 1 OF 1 EXHIBIT 'B' SHEET 1 OF 2,1 BASIS OF BEARINGS PARK SITE ADDITION THE BASIS OF BEARINGS FOR THIS PLAT IS THE WESTERLY LINE OF LOT 221 OF TRACT NO. 23209. N08e39'081= INDICATES PARCEL 'A' - PARK SITE ADDITION (R) INDICATES RADIAL BEARING (XX.XX) INDICATES RECORD DATA PER TRACT N0. 22148, M.B. 202192-104. (XX.XX] INDICATES RECORD DATA PER TRACT NO. 23209, M.B. 320179-97. 0 INDICATES LANDS CONVEYED TO THE CITY OF TEMECULA BY GRANT DEED RECORDED 02102104 AS DOC. NO. 2004-0118814, O.R. 2Q INDICATES IRREVOCABLE OFFER OF DEDICA17ON IN FAVOR OF THE CITY OF TEMECULA REC. 6-14-95, AS INSTRUMENT NO. 190393, O.R. A INDICATES DRAINAGE EASEMENT DEDICATED PER TRACT NO. 22148, M.B. 202192-104. ® INDICATES SEWER EASEMENT GRANTED PER DOCUMENT NO. 2002-307082, RECORDED JUNE 6, 2002 © INDICATES 40' STORM DRAIN EASEMENT DEDICATED TO RIVERSIDE COUNTY FLOOD CON7ROL PER TRACT NO. 23209, MB 320/79-97. A INDICATES 3' AND 5' EASEMENT GRANTED TO VERIZON CALIFORNIA INC, PER DOCUMENT NO. 2002-537732, RECORDED SEPT. 27, 2002 VICINITY MAP TO RIVERSIDE TO CORON A ` 1 215 a 79 . 15 ~ '~u~~fefo S S Rood Hot m o n m' cr m ~ o s T Leigh Ln en0 owy Lo sel NO SCALE Rood n i o California ~ 0 Rancho ~ $ a n c ~o 79 TO SAN DIEGO ASSESSOR'S PARCEL NUMBER 957-300-039 & 957-300-042 LAND l L. , NO. 7019 dote 6-30_10)* r*## PROJECT DESIGN CONSULTANTS Penning I lnndampe Achxecdre 1 Engineering 1 sun," 701 B Street, Suite 800 San Diego, CA 92101 619.235.6471 Tel 619.234.0349 Fax GARY L. 7019 DA1E7019 DATE LICENSE EXPIRES 06130110 Lt\SURVEY\2138\LLA\2138-PARK REM-S1.dwg Auo 12. 2009 - 8:35aM ITEM NO. 1 0 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works DATE: September 22, 2009 SUBJECT: Amendment No. 1 to the Professional Services Agreement with Leighton Consulting, Inc. for Additonal Geotechnical and Material Testing Services Associated with the Old Town Infrastructue Project - Parking Structure and Office Retail PW 06-07 (1 D) PREPARED BY: Amer Attar, Principal Engineer- CIP David McBride, Senior Engineer - CIP RECOMMENDATION: That the City Council approve Amendment No. 1 to the Professional Services Agreement with Leighton Consulting, Inc. for additional services associated with geotechnical and special inspection services for the Old Town Infrastructure Project, Parking Structure and Office/Retail in the amount of $62,988.00 and authorize the Mayor to execute the Amendment. BACKGROUND: On September 23, 2008 the City Council approved a professional services agreement with Leighton for geotechnical and special inspection services on the Parking Structure and Office Retail in the amount of $360,018 and authorized a contingency amount equal to 10% or $36,000. Leighton's proposal consisted of time estimates for inspection and material testing of grading, reinforced concrete, concrete unit masonry, structural steel shop and field erection and various other specialized inspection tasks required by Uniform Building Code (UBC) to ensure that the construction of these critical elements are safe and of high quality. With approximately 70% of the project complete it has been determined that additional funding is necessary for Leighton to complete all of the required testing and special inspections through project completion. The reason for the additional expense stems from an underestimation of the number of hours needed for each of the above testing and inspection categories. For example, site constraints and the contractors' methods of completing the work increased the duration and complexity of grading. More specifically, 60% of the additional expenses are from additional geotechnical observation and testing and 40% from special inspections and testing of structural components. Staff has performed a detailed review of the hours and services performed by Leighton to date, and found their records to be in very good order and concluded that they have performed their tasks in an efficient and cost effective manner. The additional funding will require an amendment to Leighton's existing agreement. This additional expense will be offset by unencumbering this same amount from the unspent Parking Structure construction contingency. With approximately 70% of the project complete, 8.7%ofthe original 10% contingency will still be available after unencumbering the $62,988 needed for these additional services. FISCAL IMPACT: Leighton's original agreement totaled $396,018, including a 10%contingency. The proposed amendment will increase the allowable compensation under the agreement by $62,988. To fund this additional work it will be necessary to liquidate $62,988 from unspent contingency funds from the Parking Structure construction contract. The Parking Structure and Office Retail project is funded by RDA tax allocation bonds and Development Impact Fees - Police. ATTACHMENTS: Location Map Project Description Leighton Amendment No. 1 OllbRi 3idoo F f= a A z d W U W W O w a O r~ U a H x a d rZ r~ U W O a a W a F~ a F cc W z y O H A a O F~ v v 0 F, Z cw PROJECT DESCRIPTION Project Title: Project Type: Description: Department: Scope of Project: Benefit: Project Cost: Administration Construction Construction Engineering Design Fixtures/Furn/Equip Totals Source of Funds: OLD TOWN INFRASTRUCTURE PROJECTS - PARKING STRUCTURE, OFFICE AND RETAIL PRIORITY: 1 Housing/Redevelopment Project will construct a three story parking structure east of Mercedes Street at Third Street, to accommodate roughly 400 parking spaces, as well as integral office/retail shells fronting Mercedes Street. RDA/Public Works - Account No. 210.165.644 Project will include design and construction of a three story parking structure on Mercedes Street at the foot of Third Street. Project will include approximately 8,500 square feet of office/retail space. Project continues to promote the revitalization of Old Town. Actuals to Date $ 43,604 $ 2,303,556 $ 80,115 $ 1,375,203 2009-10 $ 225,396 $ 14,601,803 $ 242,385 $ 192,938 $ 465,000 Total Project 2010-11 2011-12 2012-13 2013-14 Cost $ 269,000 $ 16,905,359 $ 322,500 $ 1,568,141 $ 465,000 $ 3,802,478 $ 15,727,522 $ - $ - $ - $ - $ 19,530,000 Capital Project Reserves $ 522,919 $ 522,919 DIF (Police Facilities) $ 499,049 $ 499,049 RDA (Bonds) $ 3,279,559 $ 15,228,473 $ 18,508,032 Total Funding: $ 3,802,478 $ 15,727,522 $ - $ - $ - $ - $ 19,530,000 Future O & M Cost: N/A 171 FIRST AMENDMENT TO AGREEMENT FOR PROFESSIONAL GEOTECHNICAL, MATERIALS TESTING AND INSPECTION SERVICES BETWEEN THE CITY OF TEMECULA AND LEIGHTON CONSULTING, INC. OLD TOWN PARKING STRUCTURE PW06-07(1 D) THIS FIRST AMENDMENT is made and entered into as of September 22, 2009 by and between the City of Temecula, a municipal corporation (hereinafter referred to as "City"), and Leighton Consulting, 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. This Amendment is made with the respect to the following facts and purposes: a. On September 23, 2008, the City and Consultant entered into that certain Agreement entitled "Agreement for Professional Geotechnical, Materials Testing and Special Inspection Services", in the amount of Three Hundred Sixty Thousand Eighteen Dollars and No Cents ($360,018.00). b. The parties now desire to change the PAYMENT and amend the Agreement as set forth in this Amendment. 2. Section 5 of the Agreement entitled "PAYMENT" at paragraph "a" is hereby amended to read as follows: The City agrees to pay Consultant monthly, in accordance with the payment rates and schedules and terms 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 First Amendment amount shall not exceed Sixty Two Thousand Nine Hundred Eighty Eight Dollars and No Cents $62,988.00 for additional work associated inspection and testing for a total Agreement Amount of Four Hundred Twenty Three Thousand Six Dollars and No Cents $423,006.00. 4. Exhibit A to the Agreement is hereby amended by adding thereto the items set forth on Attachment A to this Amendment, which is attached hereto and incorporated herein as though set forth in full. 5. Except for the changes specifically set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. City of Temecula Leighton Consulting, Inc. (Two Signatures if required by corporate papers) By: By: Maryann Edwards, Mayor ATTEST: By: Susan W. Jones, MMC, City Clerk APPROVED AS TO FORM: Thomas C. Benson, Jr., President & CEO Terrance M. Brennan, Chief Financial Officer By: Peter M. Thorson, City Attorney CONTRACTOR By: Leighton Consulting, Inc Simon Saiid 41715 Enterprise Circle N., Suite 103 Temecula, CA 92590-5626 (951) 296-0530 ssaiid@leightongroup.com FSM Initials: Date: 77771 2 City of Temecula Old Town Infrastructure Project. Rough Grading - Parking Structure and Civic Center Sites. and Materials Inspection and Testing Services - Parking Structure Project No. PM6-07 (1 D) BUDGET STATUS REPORT (8118!09) stimated Initial Estimate Estimated Actual spent as 8'.a09Act,.al "res"t spem' Rema,nin 9 C0 e1° t as ° f d or Protected 10, remainder Job Ise" notes; rpteQed T t l r c f P Task Description Butlgel Services hit R.I. Budget as o ge bu his Rate total 8 14:09 as of 4/09 & 14109 B hrs Rate total o a Budge[ , B gi ver Budge O 'dgedge But Task A: f, ialivOr lr°al 3ervicas during Construction Teen time 802 S 85 S 68 170 13S11 S 85 $ 114 835: 168% S 146.665) S 124 95 ' 168 S 65 $ 14 280 S 129 1 15 S 60.945 189.4% Feld Sod T-P,,.-n and Erdneenng Se,, :es $ 77.730 E nglgeol 66 S 145 S 9.570 6 . 68 S 145 ! $ 9 860 10311° $ ,2901 14 S 155 $ 2 170 $ 12030 $ 2.460 !25 A2 Laooratory Testing $ 445.3 S 0453 I$ 1,265 28% S 3.188 .S S 2800 S 4065 S (388) 91.3°b A3 Geotachn,ul Consultation, PM 8 Documentation $ 8220 ! S 8220 S 8,394 102% $ 174, 7 S 170 S 1 190 $ 9 584 $ 1.364 116 6°1 A4 Reports Memorandum and Letters S 5,925 S 5 925 $ 5,810 98% $ !t5 8 $ 155 S 1 240 S 7 050 5 ' 125 119 0% A5 Reimbursabie $ 1000 S 1.000 S 8 1% $ 992 _S $ 400 S 408 $ (592) 40.8', Sub Toul Total (Task A) S 97,328 S 97,338 S 140,172 14411° S (42.834) S 22.080 S 162,252 S 64,914 166.7% Task B: Malari it . kwp"sion and Lildscrasory Tasting fieriness Insp lime 2840 S 74 S 210.160 2796 S 74 S 206.904 2534 S 2 98% $ 3.256 560 $ 74 S 41 440 $ 248.344 S 38,184 118.21w A6 -,eia Mater,als nsP coon 8 7emng Serv.ces Mu D-gr Re-, 5 215 360 " 48 r S 90 S 5.220 67 ! S 90 S 6030 11611; S 15'.0; 3 S 90 S 720 S 6750 S '.53C '.293'm A7 Materials Laboratory Testing and Sample Pick Jp and De6vary S 33390 $ 33.390 S 31.715 95% S 1 675 ~S $ 2 50C $ 34 215 $ 825 102 5'. A8 Adminntrative Ss1"s $ 12 920 $ 12.910 ! $ 4 872 38''° S 8038 32 S 65 5 2 08C S 6 952 $ 5 1581 53 8', AS Reimbursable 5 1 Oc0 S 1.000 $ 293 29''° - $ 707 ,S 5 2CC S 453 5 (5071 49 3°s Sub Total Total (Task B) I S 262,690 S 262,680 S 249,814 55°-b 5 '.2,566 S 46.9417 S 296.754 S 34,074 113.0% TOW S 360.018 $ 360.018 S 349,9" 108% S (29,961 S 60,020 S 459,006 S 91,181 127.5% 1V0res1A5s, M,MQns 1- Sods testing is expected to be completed Dy end of September at an average of 24 nMVA 2- Concrete i Masonry inspection Ml be competed by middk of September 3- Steel welding wdl M competed by and of September Tower 2 steel issue volt be resolved and field work can be completed ,n 2 weeks. 1 r ITEM NO. 11 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works DATE: September 22, 2009 SUBJECT: Authorize Temporary Street Closures for the 2009 Temecula Fall Rod Run Event (Old Town Front Street, between Moreno Road and Second Street, and other related streets) PREPARED BY: Daniel York, City Engineer Steve Charette, Associate Engineer RECOMMENDATION: That the City Council: 1. Adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA CALIFORNIA, AUTHORIZING STREET CLOSURES FOR THE 2009 TEMECULA FALL ROD RUN EVENT, AND AUTHORIZING THE CITY ENGINEER TO ISSUE A PERMIT FOR THIS SPECIFIC SPECIAL EVENT BACKGROUND: The 2009 Temecula Fall Rod Run Event necessitates the physical closure of certain streets in the Old Town area, and related detouring, to accommodate and provide the "Street Scene" ambience that allows the free movement of pedestrian traffic by minimizing potential vehicular-pedestrian conflicts. Under Vehicular 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". The City Council adopted Resolution No. 91-96 on September 10, 1991, which provided standards and procedures for special events on public streets, highways, sidewalks, or public right of way. While a process was established for reviews and approvals, no mechanism was provided for delegating authority to temporarily close streets, or portions of streets, for these special events. The recommended resolution delegates the authority to approve temporary street closures for the 2009 Temecula Fall Rod Run Event sponsored by P & R Foundation. This authority is limited to and delegated to the City Engineer (or an authorized representative) only. Any other special events requiring temporary street closures, construction related closures, etc., remain subject to the approval of the City Council subject to rules and regulations established by the City Council. These rules and regulations shall also be adopted by resolution in accordance with California Vehicular Code Section 21101. This year's Temecula Fall Rod Run Event sponsors propose street closures as follows: Old Town Front Street and Mercedes Street between Moreno Road (E) to First Street from 1:30 pm to 8:00 pm on Friday October 9th, 2009, and from 5:30 am to 4:30 pm on Saturday, October 10th, 2009. Sixth Street, Fifth Street, Fourth Street, Main Street, Third Street and Second Street will be closed between Mercedes Street and Murrieta Creek. North-south traffic will be detoured around the event via Pujol Street. Access is provided to handicap parking lots located at Sixth Street and Mercedes Street, the Stampede parking lot and First Street east of Old Town Front Street. Show car parking will be at designated parking lots and along both sides of Old Town Front Street. The event will require the closure of Main Street between Old Town Front Street and the Main Street Bridge. Provisions have been included to insure public access and public parking at the Children's Museum during the road closure. The event will require assistance from the Public Works Department by providing support services for the street closure, public safety monitoring, and the permit process. FISCAL IMPACT: The costs of police services, and for provision, placement, and retrieval of necessary warning and advisorydevices bythe Public Works Departmentare included in budgetary items. ATTACHMENTS: 1. Resolution No. 2009 - 2. Location Map RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, CALIFORNIA, AUTHORIZING TEMPORARY STREET CLOSURES FOR THE 2009 TEMECULA FALL ROD RUN EVENT, AND AUTHORIZING THE CITY ENGINEER TO ISSUE A PERMIT FOR THIS SPECIFIC SPECIAL EVENT THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: WHEREAS, The California State Vehicular Code provides for the promulgation of rules and regulations for the temporary closure of public streets by local authorities by Resolution; and, WHEREAS, the City Council desires to establish rules and regulations for the temporary closure of public streets in the interest of promoting safety and protection; and, WHEREAS, The City of Temecula desires to authorize the closure of public streets for the Temecula Fall Rod Run Event sponsored by P & R Foundation, for which such temporary street closures promote the safety and protection of persons using or proposing to use those streets for the special event: and, WHEREAS, the City Council desires to facilitate the issuance of permission to temporarily close public streets for the Temecula Fall Rod Run Event, specifically Old Town Front Street and Mercedes Street between Moreno Road (E) and Second Street and also Sixth Street, Fifth Street, Fourth Street, Main Street, Third Street and Second Street between Mercedes Street and Murrieta Creek on Friday, October 9th, 2009 from 1:30 PM to 8:00 PM and on Saturday, October 10th, 2009 from 5:30 AM to 4:30 PM; and, NOW, WHEREAS, the City Council desires to authorize the City Engineer to approve temporary street closures for the Temecula Fall Rod Run Event sponsored by P & R Foundation, and to establish the general rule that all other proposed temporary street closures shall be reviewed and approved subject to conditions, or disapproved, by the City Council; and, THEREFORE, BE IT RESOLVED, that the City Council of the City of Temecula, hereby authorizes the City Engineer to permit temporary street closures for the Temecula Fall Rod Run Event, and establishes the general rule that all other temporary public street closures shall be approved or denied approval by the City Council as follows: Old Town Front Street and Mercedes Street between Moreno Road (E) and Second Street and also Sixth Street, Fifth Street, Fourth Street, Main Street, Third Street and Second Street between Mercedes Street and Murrieta Creek on Friday, October 9th, 2009 from 1:30 PM to 8:00 PM and on Saturday, October 10th, 2009 from 5:30 AM to 4:30 PM. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 22nd day of September, 2009. Maryann Edwards, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA } I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 09- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 22nd day of September, 2009, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk 2009 Temecula Fall Road Run Road Closure and Detour Friday October 9, 2009 1:30 pm to 8:00 pm Saturday October 10, 2009 5:30 am to 4:30 pm BALDARAY SIXTH ST Road Detour Road Closure SD(TH ST FIFTH ST FOURTH ST i ~ N~ LL w 3~cwi o w O THIRD ST i SECONDST MORENO RO i i O GY~~ P ITEM NO. 12 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works DATE: September 22, 2009 SUBJECT: Authorize Temporary Partial Street Closures for "Race for the Cure" Event October 18, 2009, in the Promenade Mall area (Winchester Road, Margarita Road, and Overland Drive) PREPARED BY: Daniel York, City Engineer Steve Charette, Associate Engineer RECOMMENDATION: That the City Council: 1. Adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, AUTHORIZING PARTIAL STREETCLOSURES FOR THE SUSAN G. KOMEN "RACE FOR THE CURE" EVENT ON OCTOBER 18, 2009 AND AUTHORIZING THE CITY ENGINEER TO ISSUE PERMIT FOR THIS SPECIFIC SPECIAL EVENT BACKGROUND: The Susan G. Komen Breast Cancer Foundation/Temecula Chapter has applied for permission to close portions of public streets in orderto hold the Inland Empire Race for the Cure event on Sunday, October 18, 2009, on and around the Promenade Mall area. Coordination for the activities on the Promenade Mall site has been negotiated with the Mall Site Management. A number of sponsors are supporting this event. The directly affected streets, including Winchester Road, Margarita Road, and Overland Drive will require partial closures on the event date. Certain private roads including the Mall Ring Road will also be partially or fully closed for the event. Provision for traffic movements along the race route and abutting streets have been reviewed and revised to meet traffic concerns along both major traffic routes and neighboring residences and businesses during the proposed event period. The race route begins at the starting line located on the Mall Ring Road between Macy's North and JC Penny, proceeds east to Promenade Mall West, then north to Winchester Road. The route then proceeds easterly along Winchester to Margarita Road. From Margarita Road the route proceeds southerly to a u-turn at Solana Way, returning northerly on Margarita Road to Mall Entrance at Verdes Lane, westerly to Mall Ring Road, to the finish line located in the parking lot at JC Penny. The following summarizes the extent of street closures. The road closures are from 5:00 AM to 2:00 PM: Winchester Road - Winchester Road between Ynez Road and Margarita Road will be partially closed. The two eastbound lanes closest to the south curb will be closed. Margarita Road - Margarita Road, between Winchester Road and Solana Way will be partially closed. The two (2) southbound lanes will be closed. Overland Drive - Overland Drive between Margarita Road and Nicole Lane will be partially closed. The two eastbound lanes will be closed. N. General Kearney Road - (Private portion) - N. General Kearney Road between Margarita Road and the Mall Road will be closed to traffic access from Margarita Road. Mall Ring Road (Private Street) - All lanes of the Mall Ring Road, between Verde Lane and Promenade Mall West will be closed for the event. Verdes Lane (Private Street) - All lanes of Verdes Lane between Margarita Road and the Mall Road will be closed. Promenade Mall East (Private Street) - All lanes of Promenade Mall East between Winchester Road and the Mall Road will be closed. Promenade Mall West (Private Street) - All lanes of Promenade Mall West between Winchester Road and the Mall Road will be closed for the event. Under Vehicular 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 necessaryfor the safety and protection of persons who are to use that portion of the street during the temporary closing". The City Council adopted Resolution No. 91-96 on September 10, 1991, which provided standards and procedures for special events on public streets, highways, sidewalks, or public right of way. While a process was established for reviews and approvals, no mechanism was provided for delegating authority to temporarily close streets, or portions of streets, for these special events. The recommended resolution delegates the authority to approve temporary street closures for the Inland Empire "Race for the Cure" Event sponsored by The Susan G. Komen Breast Cancer Foundation/Temecula Chapter. This authority is limited to and delegated to the City Engineer (or an authorized representative) only. Any other special events requiring temporary street closures, construction related closures, etc., remain subject to the approval of the City Council subject to rules and regulations established by the City Council. These rules and regulations shall also be adopted by resolution in accordance with California Vehicular Code Section 21101. The basic race course and event schedule is attached hereto. The approved traffic control plans will more effectively allow the movement of traffic in and to the Promenade Mall and other businesses in the adjoining areas, the residential neighborhoods, and the Solana Ridge Apartments. FISCAL IMPACT: Costs for City services have been provided for in the City budget in accordance with the funding agreement with the Inland Empire affiliate of the Susan G. Komen Breast Cancer Foundation. ATTACHMENTS: 1. Resolution No. 2009 2. Race Course Map RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, AUTHORIZING PARTIAL STREET CLOSURES FOR THE SUSAN G. KOMEN "RACE FOR THE CURE" EVENT ON OCTOBER 18, 2009 AND AUTHORIZING THE CITY ENGINEER TO ISSUE A PERMIT FOR THIS SPECIFIC SPECIAL EVENT THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: WHEREAS, The California State Vehicular Code provides for the promulgation of rules and regulations for the temporary closure of public streets by local authorities by Resolution; and, WHEREAS, the City Council desires to establish rules and regulations for the temporary closure of public streets in the interest of promoting safety and protection; and, WHEREAS, The City of Temecula desires to authorize the partial closure of public streets for the Inland Empire "Race for the Cure" Event sponsored by The Susan G. Komen Breast Cancer Foundation/Temecula Chapter, for which such temporary street closures promote the safety and protection of persons using or proposing to use those streets for the special event: and, WHEREAS, the City Council desires to facilitate the issuance of permission to temporarily close public streets for the Inland Empire Temecula "Race for the Cure" on Sunday, October 18, 2009 from 5:00 AM to 2:00 PM, possibly longer to allow everyone to finish the race: and, NOW, WHEREAS, the City Council desires to authorize the City Engineer to approve temporary street closures for the Inland Empire "Race for the Cure" sponsored by The Susan G. Kamen Breast Cancer Foundation/Temecula Chapter, and to establish the general rule that all other proposed temporary street closures shall be reviewed and approved subject to conditions, or disapproved, by the City Council; and, THEREFORE, BE IT RESOLVED, that the City Council of the City of Temecula, hereby authorizes the City Engineer to permit temporary street closures for the Inland Empire "Race for the Cure" Event on Sunday, October 18, 2009 from 5:00 AM to 2:00 PM, possibly longer to allow everyone to finish the race. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 22nd day of September, 2009. Maryann Edwards, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA } I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 09- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 22nd day of September, 2009, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk Jti~ 3L pp ~,rr v Apr ~ - ~L p~sp~. ~ Al ! r > ~ m n L~ ~p~APp~~OE B F O LINE T~ e EXPO!]REA PROMBODEMALL --JI o { a d pp~a ~ ~aaa o rr~ OVERLAND z DRIVE LANE ~ C4 ~ a z cn m H f. 1 IO ~ 'i' ~ VJpy/1 c a go 09AN G. KOMEN RACE FOR THECURE - 2009 ITEM NO. 13 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works DATE: September 22, 2009 SUBJECT: Approval of Updated Street List for Proposition 1 B Funding; and Approval of the Bid Package and Authorization to Solicit Construction Bids for the Citywide Slurry Seal Project for Fiscal Year 2009-2010, Roripaugh Hills Estates, Campos Verdes, and Nicholas Valley Area, Project No. PW09-06 PREPARED BY: Mayra De La Torre, Senior Engineer- CIP Chris White, Assistant Engineer- CIP RECOMMENDATION: That the City Council: 1. Approve the additional streets selected for slurry seal in order to fully utilize the funding identified in the City's Proposition 1 B Spending Plan for Fiscal Year 2008-09. 2. Approve the bid package and authorize the Department of Public Works to solicit construction bids for the Citywide Slurry Seal Project for Fiscal Year 2009-2010, Roripaugh Hills Estates, Campos Verdes, and Nicholas Valley Area, Project No. PW09-06. BACKGROUND: In 2006, California voters approved Proposition 1 B (Prop 1 B - Transportation Bond/Local Street & Roads), which authorized the sale of over $2 billion in bonds for the rehabilitation and reconstruction of local streets and roads. The State authorized the release of Prop 1 B funds to local agencies in two installments; in Fiscal Years 2007-2008 and 2008-09. The City of Temecula received its first installment ($1.57 million) of Prop 1 B bond funds in mid-2008. The second installment ($1.45 million) was received in June 2009. In order to receive these funds, the City was required to submit a current Spending Plan with a list of projects to be funded to the California Department of Finance (DOF). The City's Prop 1 B Spending Plans for Fiscal Years 2007-08 and 2008-09 were approved by the City Council on February 26, 2008 and December 16, 2008, respectively. These funds are being used to advance the repair and maintenance of a variety of city-wide concrete and pavement projects, including slurry seal projects in Paloma del Sol and Temeku Hills areas that would have otherwise not have been included in the City's annual street maintenance program due to funding limitations. Due to the current slowdown in construction activities, recent construction bids have been lower than the original engineering estimates. As a result, it is anticipated that funds will be leftover from the completion of the areas currently designated for slurry seal. Therefore, it is recommended that the City Council approve the updated street list to include additional project areas as part of our Prop 1 B Spending Plan for Fiscal Year 2008-09 in order to utilize the remainder of these funds. The new Citywide Slurry Seal Project for Fiscal Year 2009-2010 (PW09-06) represents the project areas that meet the requirements and eligibility criteria for Prop 1 B funding. This project will utilize a Rubberized Emulsion Aggregate Slurry (REAS) to seal the project roadways against water intrusion and deterioration of asphalt concrete pavement wearing surface. Ideally, slurry seal is applied every five to seven years as it prolongs pavement life thereby delaying more costly rehabilitation measures such as asphalt concrete overlays or removal and reconstruction. Slurry sealing involves cleaning and crack sealing the existing roadway surface, applying the REAS and restoring pavement delineation. Staff has defined the street locations based on current pavement conditions, time elapsed since the last preventative maintenance measure and geographical proximity. As part of this project, the streets to be sealed are within the Roripaugh Hills Estates, Campos Verdes, and Nicholas Valley Areas and are identified on the attached Slurry Seal Streets List and Location Maps. The bid package is complete and the project is ready to be advertised for construction bids. The contract documents are available for review in the Director of Public Works' office. The Engineer's Construction Estimate for the project is $672,000.00. FISCAL IMPACT: The Citywide SlurrySeal Project for Fiscal Year 2009-2010, Project Number PW09-06 is funded with Proposition 1 B - Transportation Bond/Local Street & Roads. Adequate funds are available in the project account. ATTACHMENTS: Slurry Seal Streets List Location Maps Roripaugh Estates & Campos Verdes S.P. Areas STREET LENGTH PAVING AREA (SF) MILES GENERAL PLAN CLASSIFICATION APRIL DR 529.79 21191.60 0.10 40 LOCAL ARALIA CT 96.50 3860.00 0.01 40 LOCAL BARBERRY CT 407.76 16310.40 0.07 . 40 LOCAL BOLANDRA CT 995.21 39808.80 0.18 40 LOCAL CAMINO CAMPOS VERDES 1901.17 76047.20 0.35 40 LOCAL CAMPANA CIR 225.17. 9007.20 0.04 40 LOCAL CANARY CIR 178.08 7123.20 0.03 40 LOCAL CERVANTES WY 212.92 8517.20 0.04 40 LOCAL CHANTEMAR WY 1434.77 57391.20 0.25 40 LOCAL DANDELION CT 809.53 32381.60 0.14 40 LOCAL JIMSON CIR 193.54 . 7741.60 0.03 40 LOCAL JON CHRISTIAN PL 1890.00 75600.40 0.34 40 LOCAL JUNE CT 182.50 7300.40 0.03 40 LOCAL JUNE RD 740.94 29638.00 0.13 40 LOCAL LARK CT 108.95 4358.00 0.02 40 LOCAL LINNITTCIR 161.44 6457.60 0.03 40 LOCAL MANCERA WY 191.32. 7652.80 0.03 40 NO CLASSIFICATION ASSIGNED MARIAN RD 963.96 38559.20 0.16 40 LOCAL MIMULUS WY 1158.97 46360.00 0.21 40 LOCAL NELLIE CT 424.11 16964.40 0.08 40 LOCAL ODESSA DR 1716.38 68655.60 0.31 40 LOCAL PARKSIDE DR 1260.80 50432.40 0.21 40 LOCAL RORIPAUGHRD 3805:23 167431.44 0.65 44 COLLECTOR ROSEBAY CT 796.32 31853.20 0.14 40 LOCAL SANDERLING WY 799.86 31955.20 0.14 40 LOCAL SARAH DR 481.96 19278.40 0.09 40 LOCAL SENNA CT 1172.93 46917.60 0.21 40 LOCAL SONORA CIR 611.79 24471.60 0.11 40 LOCAL STANFORD DR 1462.17 58487.60 0.27 40 LOCAL STARLING ST 1251.16 50046.80 0.22 40 LOCAL SWALLOW CT 1108.15 44326.80 0.19 40 LOCAL SWEET BRIER CR 777.28 - 31091.20 0.14 40 NO CLASSIFICATION ASSIGNED TANAGER CIR 575.22 - 23008.80 0.10 40 LOCAL TERRILCT 149.60 5984.40 0.02 40 LOCAL TISCHA DR 419.49 16779.60 0.07 40 LOCAL VALERIANA CT 37.4.02 14960.80 0.07 40 LOCAL '.VERDESLN 444:53.. 19559.76 0.08 44 COLLECTOR WARBLER CIR - 390.20 15608.40 0.60 40 LOCAL WARBLER DR 316.85 12674.40 0.06 40 LOCAL WARBLER DR 158.97 . 6359.20 0.03 40 LOCAL WARBLER DR 475.82 19033.60 0.90 40 LOCAL Roripaugh Estates Total= 31355.36 1271187.60 6.88 Nicholas Valley Area AREA1 STREET LENGTH PAVING AREA MILES GENERAL PLAN CLASSIFICATION BOGART PL CALLE COLIBRI CROSS CREEK CT GOLDEN ROD RD JACARANDA CT MOONLIGHT CT NORTH GENERAL KEARNY RD PAUMA VALLEY RD SIERRA MADRE DR SILVER RIDGE CT 745.55 535.27 726.65 579.27 293.51 572.56 3,211.07 533.11 2,805.81 1,225.21 29,822.02 21,410.91 29,066.20 23,170.63 11,740.59 22,902.28 141,287.10 21,324.44 112,232.27 49,008.32 0.14 0.10 0.14 0.11 0.06 0.11 0.61 0.10 0.53. 0.23 40 LOCAL 40 LOCAL - 40 LOCAL 40 LOCAL 40 LOCAL 40 LOCAL 44 COLLECTOR 40 LOCAL 40 LOCAL 40 LOCAL AREA ITOTAL 11228.01 461964.76 2.13 AREA2 . AMBERLEY CIR 1,459.05 58,362.16 0.28 40 LOCAL ANDREA CIR - .177.66 7,106.48 0.03 40 LOCAL - ASHMILL CT 745.58 29,823.04 0.14 40 LOCAL AURORA CT - 203.06 8,122.59 0.04 40 LOCAL AVENIDA ENRIQUE 581.00 23,239.98 0.11 40 LOCAL - BARET-CT 166.72 6,668.64 0.03 40 LOCAL BENTLEY CT .109.56 4,382.56 0.02 40 LOCAL BRIXTON COVE 272.95 10,917.86 0.05 40 LOCAL CABERN CT 400.15 16,005.93 0.08 40 LOCAL CALLE KATERINE 2,506.74 100,269.66 0.47 40 LOCAL CALLE MEDUSA 6,723.86 295,849.75 1.27 44 COLLECTOR CHALDON CIR 302.55 12,102.03 0.06 40 LOCAL CHALON CT 866.50 34,660.09 0.16 40 LOCAL CHANTILLYCIR '.536.14 21,445.54 0.10 40 LOCAL CHAUNCEY WY 1,107.38 44,295.01 0.21 40 LOCAL CLEAR LIGHT RD <435.95 17,437.98 0.08 40 LOCAL DANE CT 474.08 18,963.15 0.09 40 LOCAL ENFIELD LN 2,487.86 99,514.56 0.47 40 LOCAL EVEREST RD 182.06 7,282.49 0.03 40 LOCAL - GOLDEN LION DR - 288.33 11,533.03 0.05 40 LOCAL HUMBOLT CT 623.24 24,929.51 0.12 40 LOCAL - JEFFREY HEIGHTS RD - 308.74 12,350.00 0.05 40 LOCAL - JURA CT 242,00 9,680.00 0.05 40 LOCAL KAHWEA RD 423.84 18,649.14 0.08 44 COLLECTOR KLARER LN -625.30 25,012.09 0.12 40 LOCAL LEIGH LN 696.00 27,840.02 0.13 40 LOCAL ' LUZON ST .783.25 31,329.96 0.15 40 LOCAL MONIQUE CIR -530.11 21,204.28 0.10 40 LOCAL NEW TOWN DR - 622.06 24,882.58 0.12 40 LOCAL NOB CT 554.73 22,189.10 0.11 40 LOCAL PEGGY. LOU LN - 561.41 22,456.36 0.11 40 LOCAL REYESCT 287.33 11,493.14 0.05 40 LOCAL RIVERTON UN 2,475.62. 108,927.44 0.47 44 COLLECTOR STAMOS CT !168.73 6,749.31 0.03 40 LOCAL Nicholas Valley Area Continued AREA 2 Continued VALONE CT 387.50 15,499.88 0.07 40 LOCAL WELLINGTON CIR 1,703.96 68,158.30 0.32 40 LOCAL WGASA PL 1,957.44 78,297.51 0.37 40 LOCAL WINDSOR RD 1,607.63 64,305.39 0.30 40 LOCAL YARDLEY CT 1,483.45 59,338.04 0.28 40 LOCAL AREA 2 TOTAL 36069.52 1481274.56 6.82 TOTAL= 3214426.92 -T-----_ ERCE CT City of Temecula ❑ MILL soh - Slurry Seal Q o VALLEY CT ~ pC'-- t = o , N G P~ August 12, 2009 ~0, g ° v~ G5 ~ M ~\N 4 SANTA O CRUZ A DR ! Z - Area 1 y 1 7 nv Centerline SAN O - _ m pAR p `\Y 'P BURR! PNS~1-M__' I~ `F city SRD - - ~A (r 4£ R o ` EVANp GS DA IY$ llRR i ` - MlNG FLA o sPR1N - I l AY z~ w = 0 125 250 500 750 1,000 }1 coRTF &A w Feet ~i NT?I, VA - - = E1POR SALT q ~ ~ NTp1 - P INT T This map was rn atle bythe City of Temecula Geographic j O C rc ❑ Information System. The map is derived from base data roduced b the Riverside Count Assessor's De artment I-MO vAT z p y p y 1 p _ ° and the Trans ortabon and Land Mana ementA en P 9 9 h O c7 1 co ❑ ~ of Riverside County. The City of Temecula assumes no z Q~I MUIRCT ¢ w warranty or legal responsibilityforthe information contained Q:=~ 'Z O% J ❑ Q m x onthis map. Data and information represented on this map difi b t t tl t ti Th G hi d OC EER o- N on. are su jec o up a e an mo ca e eograp c 8 Information System and other sources should be queried for the ❑ O ¢ inost current info nab on. 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Data and information represented on this map are subject to update and modification The Geographic d N)G NO . Information System and other sources should be queried for the t t i Thi i tf i t l f ti e. inos curren on. s map s no orrepr n orresa n orma r\gis\keIliharcrnap_prcj\sluny seal 2009_2010area2.mxtl NOIAN - i SUMMER RD ~P i GATLIN RD f N\CO . I I I ~r m it N1COL~ Rp- - - - - - = - - - - Y \..,P ❑ ❑ HCOLAS RO - _ w 0 - ~ ~N t SoMM o r 0 h P~ sg\E..: Pu w rr r LL = w (9 CALLE CHAPOS - souTH LOOP RD CALLE z GIRASOL CA LLE GIRASOL O f U PIN DREA CIR N r ~ 7 I I ❑ w~ ~I I w kN ~ til U N I I I C y (1~ I Rr DDN J I 4 WSTADEL MONTE RD r sn CALLE ~ARAGO~ j KAREN LYNN LN ~P~" GO~AEN CAf.Gf ti o~ ~ 31 NpC I ~ A w ~ W I ~ ~ I 9G o m t i i~ ---.~gLLE F r e// ~ C/ J I ~q_p__- 5 CPII£ chi PR? I 1 II T i _ _ ~ti I P Pv~yyY4 I I n I ARD ~,p T l 0 - ~NEARO LA SERENA WY o_ p KAHIA OS Pr U J~ Q4=~ - I~~I FELICITARD ~ yrG~ ~I ~ ffi ~ I m av~af Da `EL ~ I - a ~yl RE_P_Ogo+ 7 U( I d Y d - ~ \ 1 ~ ~ U III Z I 'I W' ys Q I 1 _ VyY z 4 z O _.C II, T ~ J . Np EPA p R177ON L C!R gyp, DANIEL I Uf ~ ` 1~D E\4 ~ U 0~ ~ of Citywide Slurry Seal Project FY 2009-2010 Project No. PW09-06 LA Slurry Seal Area Centerline 0 120 240 460 720 960 Feet May 19, 2009 This map was made by the City of Temecula Geographic Information System. The map is derived from base data produced by the Riverside County Assessor's Department andthe Transportation and Land M anagern ent Agency of Riverside County. The City of Temecula assumes no warranty or legal responsibility for the information contained on this map. Data and information represented on this map are subject to update and modification. The Geographic Information System and other sources should be queried for the most current inform ati on. This map is not for reprint or resale. rlgMarcmap projectslpublic workslsluny seal chnswhite kb.mxd ITEM NO. 14 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Tim Thorson, Director of Information Systems DATE: September 22, 2009 SUBJECT: Microsoft Software Licenses - Annual Renewal RECOMMENDATION: That the City Council authorize the annual purchase of Microsoft Client Access Licenses (CAL), Windows Server 2003, and SQL database 2005 Software from CompuCom Systems Inc. for $68,565.77. BACKGROUND: The City is currently enrolled in a Riverside County sponsored Microsoft Enterprise Agreement, which makes the City fully compliant with software copyright regulations. City automation systems are standardized on Microsoft platforms that ensure ease of integration and full functionality. This agreement locks in a competitively bid government volume price and guarantees software assurance for all similar Microsoft products for the next five years. While this is a five-year agreement totaling $342,828.85, it will be equally divided and be separately budgeted in each fiscal year. The Microsoft Enterprise Agreement is available on the State of California County Information Services Directors Association (CCISA) Multiple Award Schedules under Microsoft State and Local Enterprise Agreement. The competitively quoted price is provided by an authorized CCISA contractor. Under this agreement, it is within the City's discretion to take advantage of the pricing on another governmental entity contract. The contract is made available for use by State of California agencies and any city, county, or local governmental agency empowered to expend public funds. Therefore, this purchase is exempt from competitive bidding requirements. Staff's research has determined that the CCISA price is the most competitive and that there are no local vendors on the CCISA suppliers list. Also, it has been determined that the CCISA program is consistent with the City's procurement policies and regulations and that it is used by many cities as an industry standard. The attached enrollment form is for the purchase of Microsoft licenses from CompuCom Systems Inc. FISCAL IMPACT: $68,565.77 was appropriated in the 2009-10 Fiscal Year Budget for the Information Services Internal Services fund. ATTACHMENTS: CompuCom Systems Inc. Enterprise Agreement Enrollment/Quote CompuCom - software quote Quoted by Sam Andrews. CompuCom 3320 Data Drive. Suite 100 Rancho Cordova. CA 95670 Phone 818-988-2195 sam.andrew om ucom.com Please fax your POs to Client Assistance Center at 800-366-9994. You may call 800-400-9852, option 2, to check status on orders. Quoted to: City of Temecula Tim Thorson tim.thorson cii oftemecula.or Date 8/2812009 6-year EA 4th Annual Installment Quote Important: Please provide the email address of the recipient designated to re ceive a Com uCom "order confirmation" Quantity Part # Descri "on Unit Price Ext Price errterprise products 275 269-05925 Office Pro SA Only $ 70.29 $ 19,329.75 25 269-05924 Office Pro Lic/SA $ 97.60 $ 2,440.00 275 E85-01014 Windows Pro SA Only $ 28.74 $ 7,903.50 25 E85-01013 Windows Pro UctSA $ 33.60 $ 840.00 275 W06-00019 Core CAL SA Only from BO CAL $ 35.30 $ 9,707.50 25 W06-00020 Core CAL Lic1SA $ 41.48 $ 1,037.00 ;.additional roducts new 14 P72-00164 Windows Server Enterprise Lic1SA $ 619.73 $ 8,676.22 18 P73-00202 Windows Server Standard Lic1SA $ 190.68 $ 3,432.24 10 359-00851 SQL Server CAL Device CAL Lic/SA $ 42.70 $ 427.00 2 228-03161 SQL Server Standard Edtn Win32 1-Processor Uc/SA $ 1,523.39 $ 3,046.78 1 312-02356 Exchange Server UUSA $ 185.46 $ 185.46 1 E84-00372 ISA Server Standard Edtn 1-Processor Lic/SA $ 343.86 $ 343.86 1 R92-00028 Content Management Server Standard Edtn 1- ProcessorLic/SA $ 1,858.19 $ 1,858.19 2 Fl P-00206 Visual Studio Pro w/ MSDN Premium LirJSA $ 560.74 $ 1,121.48 300 74H-00014 MS Exchange Hosted Filtering (monthly subscription @ $0.75 per month x 12 months) Per User $ 9.00 $ 2,700.00 $ Product-total $ 63,048.98 Sub-Total $ 63,048.98 8.75 Tax (2009 tax rate) $ 5,516.79 Shipping No Charge Total 4th Installment on your EA, due by 1013112008 $ 68,565.77 "Irnterprise i.,~Agreement Custom Microsoft Enterprise Enrollment (Forttiesalayunder dreRkwsrobcour yFnflarpriseAgraern" Microsoft Business Agreement number (if applicable) RBSelleraMicrosoR BfiNare ro complete Enterprise Agreement number Ra,"NerorMiomsoft afiNafe to complete Enrollment number Microsoft eMNate to cmnplefe Reseller purchase order number . Resefferrocomplere Previous Enterprise Enrollment number Resellerto complete Previous Enterprise Enrollment and date } r* Resellerro complete XI, b. This Microsoft Enterprise Enrollment is entered into between the following entities. Each party will notify the other in writing if any of the information in the following table changes. F Customer Name of Entity Contact Name City of Temecula Tim Thorson (This person handles as to online information, receives order confirmations, um ups, renewal and other notices, unless a dwerent conteotw provided below. Street Address Contact E-mail Address (required for online access) 43200 Business Park Drive tim.thorson@cityoftemeeLda-org city State/Province Phone Temecula CA (951) 3088300 - Country Postal code Fax (951) 308-6329 U.S.A. 92590 Microsoft Account Manager: Microsoft Account Manager E-mail: Jim Hill jimhil®microsoft.com Contracting Microsoft MICROSOFT LICENSING, GP - 6101) Neil Road, Suite 210- Reno, Nevada USA 89511-1177777 Volume Licensing If online access and notices should be ad to someone . some . other titan above, complete this section: Name of Entity Contact Name Street address Contact E-mail Address (required for online access) City State/Provinoe Phone Country Postal Code Fax 0~"~ Custom Microsoft EA Enrollment 030929 OPEN ENROLLMENT PERIOD (indirecO v6.1 Cover Page Page 1 of 11 duplicate elec tronic contractual notices • • • provided to someone or some place in addition to the above, complete this section, Name of Entity Contact Name City of Temecula Tom Hafeli Street Address Contact Email Address (required r« electronic notice) 43200 Business Park Drive tom.hafell®dtyoftemecula.org city StatelProvinoe Phone Temecula CA (951) 308-6321 Country Postal Code Fax USA 92590 (951) 30&0329 Definitions. As used in this enrollment, "you" refers to the entity that signs this enrollment with us, and "we" or "us" refers to the Microsoft entity that signs [his enrollment. All other definitions in the Microsoft Enterprise Agreement identified above apply here. Effective Date. If you are renewing Software Assurance from one or more previous 'Enterprise Enrollments' (as defined in subsection 3(a) (Placing the initial order) of the Microsoft Enterprise Agreement identified above), then the effective date will be the day after the expiration of the first of those Enterprise Enrollments to expire. Otherwise the effective date will be the date this enrollment is signed by us. Where a previous Enterprise Enrollment is being used, your reseller will require the Enterprise Enrollment number and end date to complete the applicable boxes above. Term. This enrollment will expire 60 full calendar months from the effective date indicated below unless terminated earlier or renewed as provided in the Microsoft Enterprise Agreement. We will provide you with written notice 60 days prior to expiration of the initial enrollment or renewal term advising you of your renewal options. For a description of renewal options, see subsection 11(e) of the Microsoft Enterprise Agreement (How to renew an enrollment). The 60-month initial term is required by The County of Riverside as indicated in the original request for proposal and final award. You may terminate this enrollment for your convenience without penalty on the third anniversary of this enrollment (or at any other time as permitted by California law) subject to proportional licensing as set forth in Section 11 (d) of the agreement. Representations and Warranties. By signing this enrollment, the parties agree to be bounds by the terms of this enrollment, and you represent and warrant that: (i) you have read and understand the Microsoft Enterprise Agreement, including any amendments to that document, and the product use rights, and agree to be bound by those terms; (t[) you are either the entity that signed the Microsoft Enterprise Agreement or its affiliate; (iii) the information that you provide on this cover page and each of the attached forms is accurate; and either (iv)you have 250 or more qualified desktops; or (y) as a condition of entering into this enrollment with 100 - 249 qualified desktops, you have elected not to receive CD ROMs as part of the enrollment and therefore no CD ROMs will automatically be shipped to you. If you are enrolling with 100 - 249 qualified desktop and you would like to receive CD kits and updates, you may order these through your reseller for a fee. Non-exclusivity. This enrollment is non-exclusive. Nothing contained in it requires you to license, use or promote Microsoft software or services exclusively. You may, if you choose, enter into agreements with other parties to license, use or promote non-Microsoft software or services. Custom Microsoft EA Enrollment OPEN ENROLLMENT PERIOD (indirect) v6.1 Cover Page Page 2 of 11 Microsoft Licensing, GP 6100 Neil Road, Suite 210 Reno, Nevada USA 89511-1137 Dept 551, Volume Licensing This enrollment consists of (1) this cover page, (2) the Enterprise Order Form, and (3) the Reseller Information Form. (-!Susan Jones, MM ity ler Law and Corporate Affairs One Microsoft Way Redmond, WA 98052 USA Volume Licensing Group (425) 936-7329 fax Contracting Microsoft Affiliate Name macula Mi o Icensing, GP Signature Signature r Printed Name Printed Name Ron Roberts Ilene Evans Printed Title Printed Title G11traCt Administrator City Mayor Signature Date Signature Date (date Mlaosoftafilatemunteraigns) OCT 19 2005 lo 143 db Effective Date . _ T• (may be different than our signature data) V,+6`1 „ ` Custom Microsoft EA Enrollment OPEN ENROLLMENT PERIOD (indirecQ v6.1 Cover Page Page 3 of 11 Enterprise Order Form L Defining your enterprise. Use this section to identify which affiliates will be included in your enterprise. Your enterprise must consist of entire government agencies, departments or legal jurisdictions, not partial government agencies, departments, or legal jurisdictions. Each affiliate must be entirely "in" or entirely "out." All affiliates acquired after the effective date of this enrollment that are not party to an Enterprise Enrollment of their own will automatically be included unless you fill in part b below (when we refer to an Enterprise Enrollment in this section 1, we mean either (i) a Microsoft Enterprise Select Agreement; (if) an enterprise enrollment entered into under a separate Microsoft Select Master Agreement or Microsoft Enterprise Agreement; (iii) an enterprise subscription enrollment under a separate Microsoft Enterprise Subscription Agreement; or (iv) any other enrollment submitted under the Microsoft Enterprise Agreement identified on the cover page). a. Use this part (a) to determine which current affiliates will be included in your enterprise. Check on one of the boxes in part (a). You and all affiliates will be participating 0 You and the following affiliates will be participating (if no affiliates will be participating, write "none' on line 1) (attath a list of names an a separate piece of paper if more than 3 afpllates are being included): 1 2 3 4 5 ❑ You and all affiliates, except the following affiliates, will be participating (attach a list of names on a separate piece of paper if more than 5 affiliates are being exdudedr 1 2 3 4 5 b. Use this part (b) to indicate whether affiliates acquired after the enrollment effective date will be Included. Unless you check the box below, all affiliates acquired after the enrollment effective date that are not party to an Enterprise Enrollment of their own will automatically be Included. L L I Exclude all affiliates acquired after the enrollment effective date that are not party to an Enterprise Enrollment of their own. Custom Microsoft EA Enrollment OPEN ENROLLMENT PERIOD (indirect) WA Enterprise Order Forth Page4 of 11 Enterprise Order Form 2. Selecting your language option. Your selection below will determine the languages in which you may run the products licensed under this enrollment. If you select "Listed Languages," you may run (i) all copies of each of your products in any of the languages identified as "Listed Languages" below, and (ii) up to 10% of the copies of each of your products in any of the languages identified as "Restricted Languages' below. If you select "All Languages; you may run all copies of your products in any of the "Listed Languages" and any of the "Restricted Languages." Check only one of the boxes below to indicate your language option ® Listed Languages 11 All Languages Arabic Korean Simplified Chinese Japanese Traditional Chinese Polish Czech Portuguese (Brazil) English Russian French Canadian Turkish Hebrew Thai Hungarian Spanish r Danish Greek Dutch Italian English Norwegian Finnish Portuguese (Portugal) French Spanish German Swedish 1 English is* 'Usted Language; except when restricted as deser bad In the'Restricted languages' list (ass footnote 3) z Spanish is a "Listed Language,' only if this enrollment is signed in LatinAmeres 3 English Is a "Restricted Language' if this enrollment is signed in Austria, Belgium, Denmark Franca, Finland, Germany, Ireland, Italy, Luxembourg, Netherlands, Norway, Portugal, United Kingdom, Switzerland. Sweden, or Spain 4 Spanish is 8 "Restricted Language' unless this enrdlment is signed in Latin America 3. Language allocation. Provide us with your good faith estimate of the specific languages in which you will run all copies of all products and the approximate percentage of those copies you will run in each language. Information that you provide here does not limit your future use of products under this enrollment in any permitted language within the language group you select above. Attach a separate sheet N more space is needed. English 100 o~ % Custom Microsoft EA Enrollment OPEN ENROLLMENT PERIOD (indirect) ve.1 Enterprise Order Form Page 5 of 11 Enterprise Order Form 4. Applicable currency. The currency we accept is based on the country in which you are located. All payments must be made under this enrollment in the accepted currency. Find your accepted currency in the Currency Table below and fill in this box. Type of currency: U.S. Dollars Currency Table: Australian Dollars Accepted in Country Australia Canadian Dollars Canada Danish Krone Denmark EUROs Austria, Belgium, Denmark, Finland, France, Germany, Ireland, Greece, Italy, Luxembourg, Netherlands, Norway, Portugal, Spain, Switzerland, Sweden, and United Kingdom Ja nese Yen Japan Korean Won Korea New Zealand Dollars New Zealand Norwegian Krone Norway Pounds Sterling United Kingdom Swedish Krona Sweden Swiss Francs Switzerland Taiwan Dollars Taiwan US Dollars United States, Latin America, Asia (except Japan, Korea, and Taiwan), Eastern Europe, Middle East, Africa 5, Establishing your price level. The initial price level for each product family for the Open Enrollment Period shall be Level D. Enter the number of qualified desktops you have in your enterprise in box 5(a). Qualified Desktops: You represent that the total number of qualified desktops in 900 your enterprise is, or will be increased to, this number during the initial term of this enrollment. $(a) The unit reference prices of the following payments (collectively, the adjustable payments') are subject to change ("adjustment), provided that the agreement annual price level has increased or decreased, relative to the initial price level, as of the first anniversary of an enrollment. (1) the second and third annual installment payments for the qualified desktops ordered pursuant to the initial order,' (ii) additional qualified desktops (if any) ordered pursuant to the first and second anniversary true up order, (N) additional quantities of additional products (d any) ordered pursuant to the first and second anniversary true up order, and (iv) all subsequent payments. Please refer to Section 19 of the Microsoft Enterprise Agreement for complete details. Determination of pricing for additional products. Custom Microsoft EA Enrollment OPEN ENROLLMENT PERIOD (indirect) v6.1 Enterprise Order Form Page 6 of 11 Enterprise Order Form During the term of this enrollment and provided that you are party to a Microsoft Select Agreement (or its successor) during such term, the volume discount level for each additional product ordered shall be the volume discount level that corresponds to the applicable volume discount level for the product pool in which such product is available pursuant to such Microsoft Select Agreement. For example, if Microsoft Project which is a member of the Applications pool, is ordered as an additional product, and if, as of the date of such order, the Select volume discount level for the Applications pool is 'Level D,° then the additional product reference price for such copy of Microsoft Project shall be determined according to the then-current Level D additional product price list. Should you cease to be party to a Microsoft Select Agreement (or its successor) during the term of this Enterprise Agreement, then the volume discount level for each additional product in each annual pricing period shall be determined based upon such annual pricing periods aggregate family desktop count for the product family in which such additional product is contained, pursuant to the following Table: Aggregate Family __Desktop Count Annual Price Level Name 250 - 2,399 Level A 2,400 - 5 999 Level B 6,000 - 14,999 Level C 16,000 - 39,999 Level D 40,000 - 59,989 Level D - 2% 60,000 - 79,999 Level D - 40/6 80,000 -118 119,000 Level D - 6% 120,000+ Level D - 7.50h 6. Enterprise Product Orders. Your prices and payment terms for all products ordered will be determined by agreement between you and your reseller. a. Initial order for enterprise products. The reference price for the enterprise products covered by your initial order is set forth in the customer price sheet which accompanies this agreement. We will invoice your reseller in five annual installments. The first installment will be invoiced upon our acceptance of this enrollment,• the remaining installments will be invoiced at the anniversaries of the enrollment effective date. The Enterprise Product Selection Table will be replaced by the customer price sheet which accompanies this agreement. It. True up orders for enterprise products. The price for the enterprise products covered by any true up orders submitted during the initial term is set forth in the customer price sheet which accompanies this agreement. That price is based on the price level identified in Section 6 above. We will invoice your reseller in total upon our acceptance of each true up order. The Enterprise Product True Up Price Table will be replaced by the customer price sheet which accompanies this agreement c. Qualifying systems licenses. Custom Microsoft EA Enrollment OPEN ENROLLMENT PERIOD (Indirect) v6.1 Enterprise Order Form Page 7 of 11 Enterprise Order Form All desktop operating system licenses provided under this program are upgrade Licenses. Therefore, if you select the Enterprise Desktop Professional Platform or the Windows Desktop Operating System Upgrade & Software Assurance, all qualified desktops on which you will run the Windows Desktop Operating System Upgrade must be licensed to run one of the qualifying operating systems identified in the Product List at hfto://www.microsoft.com/licensing. Note that the list of operating systems that qualify for the Windows Desktop Operating System Upgrade varies with the circumstances of your order. That list is more extensive at the time of your initial order than it is for some subsequent true ups and system refreshes during the term of your enrollment. 7. Additional Product Orders. The license prices stated below are for your reference only. Your prices and payment terms for all products ordered will be determined by agreement between you and your reseller. a. Initial order for additional products. The price for each additional product covered by your initial order is listed in the customer price sheet which accompanies this agreement. We will invoice your reseller in equal annual installments. The first installment will be invoiced upon our acceptance of this enrollment; the remaining installments will be invoiced at the anniversaries of the enrollment effective date. The Additional Product Selection Table will be replaced by the customerprice sheet which accompanies this agreement. b. Subsequent additional product orders. The price for any new additional products not initially included in your enrollment will be the then current price for your price level for that product as of the date of your order. We will invoice your reseller in total upon our acceptance of your order. Once you have placed the first order for copies of a new additional product, you may run additional copies of that product at any time and order them as described in subsection 8(c) (True up orders for additional products). C. True up orders for additional products. The price for additional products initially included in your enrollment and covered by any true up order submitted during the initial term are set forth in the customerprice sheet which accompanies this agreement. The true up price for any new additional products will be the then current true up price for your price level for that product as of the date of your first order for that product. We will invoice you in total upon our acceptance of your true up order. a. Renewal orders. For any 36-month renewal, your renewal order will be invoiced to your reseller in three annual installments. The first installment will be invoiced upon our acceptance of the renewal order, the remaining installments will be invoiced at the next two anniversaries of the effective date of that renewal term. For any 12-month renewal and for any true up orders, we will invoice your reseller in total upon our acceptance of your order. Custom Microsoft FA Enrollment OPEN ENROLLMENT PERIOD (iMirect) v6.1 Enterprise Order Form Page 8 of 11 Rese/%r Information Form General information Reseller Company Name: CompuCom Systems, Inc Street Address: 7171 Forest Lane City and State / Province and Postal Code: Dallas, TX 75230 Country: USA Contact Name: Greg Landry Phone Number. (972) 656.5520 Fax Number: (972) 856.1110 Email Address: glandry@oompucom.oom The undersigned confirms that the reseller information is correct. Name of Reseller CompuCom Systems, Inc Signature Printed Name Greg Landry Printed Title Microsoft BDM Date lO~lb p(~ Custom Microsoft EA Enrollment - OPEN ENROLLMENT PERIOD (indirect) v6.1 Reseller Information Form Page 9 of 11 Appendix Media Shipping Information Form - Starter CD Kit Enrollm ent Information Re seller Contact Agreement # 01e1VWL1N Company 6o,,Pl.vicerr'1 affiliate wo.m•ei Name: g M_aAefn5 , nle Enrollment # (Microsoft affliate to tompkte) ' f .c)q 5 ~3 J Contact Name: Grey y ~ Customer Contact Y~M~horSOiJ Contact Email: SIA"61r`f Name: Ca vcom. CvM I I Contact Phone: 9-12_ $56 2 At your option, Starter CD kits and CD-ROM subscriptions relating to your Enterprise Enrollment (identified above) will be shipped to the address set out below. Terms used but not defined in this form have the meanings given to them in your enrollment. ■ Kit Ship To information Customer Name • Contact Name' City of Temecula Tim Thorson Street Address ` Contact Email Address ' 43200 Business Park Drive lim.thorson(rilckyoftemecula.arg City and State / Province • Contact Phone Number Temecula, CA (951) 308-8300 Country and Postal Code Contact Fax Number USA 92590 (951) 308-5329 If you choose below to receive media, then upon our acceptance of your enrollment, vie will send you your starter CD kit in the language(s) you select This starter CD kit will be provided at no additional charge, in order to permit you to exercise the license rights granted under your enrollment and the related Enterprise Agreement. You may also subscribe to updates in the forth of CDs, or upon reasonable notice, electronic download or similar other means. If you need additional CO kits and updates, you may order these through your reseller for a fee. For a complete list of the contents of any kit, visit the web site at htto://Selectua.mslicanse:com. ® t want to receive a starter CD kit (media) and have enrolled at least 250 qualified desktops 1 want to subscribe to receive kit updates and have enrolled at least 250 qualified desktops ❑ I do not want to receive a starter CD Kit (media) ❑ I do not want to subscribe to receive kit updates The charges for any purchased media may be subject to sales taxes based upon where media delivery occurs. If you are exempt from sales taxes in the media delivery location, please provide the applicable sales tax exemption documentation with your enrollment. Custom Microsoft FA Enrollment OPEN ENROLLMENT PERIOD Indirect) Media Order Form v8.1 Appendix Page 10 of 11 Appendix Media Shipping Information Fonn - Starter CD Kit (Continued) Language En Kit Ma 'n Icl• English E IlsmMultiLa ua e'• Arabic Brazilian Portuguese 13 Chinese Simplified Chinese Traditional Chinese Traditional Hon Ko PanChinese Czech ❑ Danish ❑ Dutch ❑ Finnish French 13 ❑ German ❑ ❑ Greek O Hebrew ❑ Hungarian Italian ❑ ❑ Japanese 13 Korean ❑ NO ian ❑ Polish P uese Russian Spanish ❑ ❑ Swedish Thai ❑ Turkish D ' Mapping Kit is not available for use in or shipment to, India, Hong Kong SAR, Macau BAR, China, Morocco, Pakistan, and Turkey Before installing any of the Multilanguage Packs, the English version of the product must first be installed. If you order English/Mulblanguage, you must also order English Chinese Simplified Enterprise Kit does riot include Windows Professional. Contact your reseller for separate fulfillment of Windows Professional media in Chinese Simplified. Not Available Custom Microsoft EA Enrollment OPEN ENROLLMENT PERIOD (indirect) Media Order Form v6.1 Appendix Page 11 or 11 MINUTE ACTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, CALIFORNIA DATE: September 14, 2006 MEETING OF: September 12, 2006 AGENDA ITEM NUMBER: 11 SUBJECT: Microsoft Software Licenses - Annual Renewal The motion was made by Council Member Naggar, seconded by Council Member Comerchero, to approve staff recommendation. RECOMMENDATION: 11.1 Authorize the annual purchase of Microsoft Client Access Licenses (CAL), Windows Server 2003, and SOL database 2005 Software from CompuCom Systems Inc. for $67,773.65. The motion carried by the following vote: AYES: 5 COUNCIL MEMBERS: NOES: 0 COUNCIL MEMBERS: ABSENT: 0 COUNCIL MEMBERS: ABSTAIN: 0 COUNCIL MEMBERS: STATE OF CALIFORNIA } COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) Comerchero, Edwards, Naggar, Washington, Roberts None None None I, Susan W. Jones, City Clerk of the City of Temecula, California, DO HEREBY CERTIFY, under penalty of perjury, the foregoing to be the official action taken by the City Council at the above meeting IN-WITNESS WHEREOF, I have hereunto set my hand and seal this 10 day of September, 2006. R:/Minutes Orders/091206 TEMECULA COMMUNITY SERVICES DISTRICT ITEM NO. 15 ACTION MINUTES of SEPTEMBER 8, 2009 City Council Chambers, 43200 Business Park Drive, Temecula, California TEMECULA COMMUNITY SERVICES DISTRICT MEETING The Temecula Community Services District Meeting convened at 8:50 PM. CALL TO ORDER: President Chuck Washington ROLL CALL: DIRECTORS: Comerchero, Edwards, Naggar, Roberts, Washington CSD PUBLIC COMMENTS There were no public comments. CSD CONSENT CALENDAR 11 Action Minutes.- Approved Staff Recommendation (5-0-0) - Director Comerchero made the motion; it was seconded by Director Naggar; and electronic vote reflected unanimous approval. RECOMMENDATION: 11.1 Approve the action minutes of August 25, 2009. CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGERS REPORT CSD BOARD OF DIRECTORS REPORTS CSD ADJOURNMENT At 8:52 P.M., the Temecula Community Services District meeting was formally adjourned to Tuesday, September 22, 2009, at 5:30 P.M., for a Closed Session, with regular session commencing at 7:00 PM., City Council Chambers, 43200 Business Park Drive, Temecula, California. Chuck Washington, President ATTEST: Susan W. Jones, MMC City Clerk/District Secretary [SEAL] ITEM NO. 1 6 Approvals City Attorney Director of Finance City Manager TEMECULA COMMUNITY SERVICES DISTRICT AGENDA REPORT TO: General Manager/Board of Directors FROM: Genie Roberts, Director of Finance DATE: September 22, 2009 SUBJECT: Financial Statements for the Fiscal Year Ended June 30, 2009 PREPARED BY: Pascale Brown, Accounting Manager RECOMMENDATION: That the Board of Directors receive and file the Financial Statements for the fiscal year ended June 30, 2009. DISCUSSION: The attached financial statements reflect the unaudited activity of the Community Services District for the fiscal year ended June 30, 2009. Please see the attached financial statements for an analytical review of financial activity. FISCAL IMPACT: None ATTACHMENTS: -Combining Balance Sheet as of June 30, 2009 -Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual for the fiscal year ended June 30, 2009. TEMECULA COMMUNITY SERVICES DISTRICT Combining Balance Sheet as of June 30, 2009 and the Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual for the fiscal year ended June 30, 2009 (Unaudited) Prepared by the Finance Department Temecula Community Services District Combining Balance Sheet As of June 30, 2009 ASSETS: Cash and Investments Receivables Due from Other Funds Deposit TOTAL ASSETS LIABILITIES AND FUND BALANCES: LIABILITIES: Due to Other Funds Other Current Liabilities FUND BALANCES: Reserved Designated TOTAL FUND BALANCES TOTAL LIABILITIES and FUND BALANCES Please note that these balances are unaudited. Parks & Service Service Service Recreation Level B Level C Level D $1,798,709 $13,694 $911,600 $103,750 153,933 21,633 62,688 501,660 134,755 4,000 $2,091,397 $35,327 $974,288 $605,410 $815,879 $143 $269,384 $355,778 815,879 143 269,384 355,778 80,495 5,000 3,677 10,000 1,195,023 30,184 701,227 239,632 1,275,518 35,184 704,904 249,632 $2,091,397 $35,327 $974,288 $605,410 1 Temecula Community Services District Combining Balance Sheet As of June 30, 2009 Summer 2001 Service Service Youth Debt Level R Level L Library Program Service ASSETS: Cash and Investments Receivables Due from Other Funds Deposit TOTAL ASSETS $38,994 $226,211 253 22,934 $1,414,875 15,709 $39,247 $249,145 $1,430,584 Total $2,271 $15,328 $4,525,432 34,264 101 813,175 134,755 4,000 $36,535 $15,429 $5,477,362 LIABILITIES AND FUND BALANCES: LIABILITIES: Due to Other Funds Other Current Liabilities FUND BALANCES: Reserved Designated TOTAL FUND BALANCES TOTAL LIABILITIES and FUND BALANCES $12,565 $21,524 $16,482 1,491,755 12,565 21,524 16,482 1,491,755 5,018 $15,429 119,619 $39,247 236,580 1,404,042 20,053 3,865,988 39,247 236,580 1,409,060 20,053 15,429 $3,985,607 $39,247 $249,145 $1,430,584 $36,535 $15,429 $5,477,362 Please note that these balances are unaudited. 2 Temecula Community Services District Citywide Operations Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 REVENUES: Special Tax TCSD Admin Fee CIeditt REST" Recreation Programs Investment Interest Development Services TOTALREVENUES EXPENDI'T'URES: Parks, Medians and Arterial Street Lighting Seniors Community Recreation Center (CRC) Recreation Programs Temecula Community Center (TCC) Museum Aquatics Sports Children's Museum Community Theater Cultural Arts TOTAL EXPENDITURES Revenues Over/(Under) Expenditures Transfers Out Revenues Over/(Under) Expenditures and Transfers Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Percent Amended YTD Total Total Budget Activity Encumbrances Activity Activity $3,710,339 $3,675,562 $3,675,562 99% 5,619,794 5,619,794 5,619,794 100% 1,571,456 1,721,205 1,721,205 110% 27,000 24,270 24,270 90% 142,919 139,752 139,752 98% 11,071,508 11,180,583 11,180,583 101% 6,684,314 6,245,972 $22,202 6,268,174 94% 269,682 269,682 269,682 100% 519,282 518,499 783 519,282 100% 833,080 808,149 20,207 828,356 99% 272,342 213,555 213,555 78%(l) 254,090 254,089 254,089 100% 574,214 547,851 547,851 95% 278,629 278,628 278,628 100% 338,169 288,023 288,023 85% 1,110,270 1,080,787 29,482 1,110,269 100% 109,991 87,607 3,821 91,428 83% (1) 11,244,063 10,592,842 76,495 10,669,337 95% (172,555) 587,741 (497,025) (497,025) (669,580) 90,716 1,184,802 1,184,802 $515,222 $1,275,518 Notes: 1) The variance in Temecula Community Center and Cultural Arts expenditures are due to less than anticipated part-time help needed during this fiscal year. 3 Temecula Community Services District Service Level B - Residential Street Lights Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 REVENUES: Assessments TCSD Admin Credit/REST Street Lighting Fees Investment Interest TOTAL REVENUES EXPENDITURES: Salaries & Wages Street Lighting Operating Expenditures TOTAL EXPENDITURES Revenues Over/(Under) Expenditures Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Amended YTD YTD Total Percent Budget Activity Encumbr Activity of Budget $641,255 $652,022 $652,022 102% 223,241 223,241 $223,241 100% 700 360 $360 51%(1) 2,621 $2,621 865,196 878,244 $878,244 102% 7,889 7,083 7,083 90% 858,000 846,269 846,269 99% 18,500 9,814 5,000 14,814 80% 884,389 863,166 5,000 868,166 98% (19,193) 15,078 20,106 20,106 $913 $35,184 Notes: 1) The variance in Street Lighting fees is primarily due to the timing of developers pulling permits. 4 Temecula Community Services District Service Level C - Perimeter Landscaping and Slope Maintenance Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 Amual Amended YTD Total Percent Budget Activity Encumbr Activity of Budget REVENUES: Assessments $1,582,729 $1,614,095 $1,614,095 102% Plan check and inspections 2,706 12,317 12,317 455%(1) Investment Interest 5,000 2,736 2,736 55% TOTAL REVENUES 1,590,435 1,629,148 1,629,148 102% EXPENDITURES: Salaries and Wages 222,384 222,781 222,781 100% Landscape Maintenance 991,331 875,274 $1,678 876,952 88% Operating Expenditures 494,560 374,690 1,999 376,689 76% TOTAL EXPENDITURES 1,708,275 1,472,745 3,677 1,476,422 86% Revenues Over/(Under) Expenditures (117,840) 156,403 Beginning Fund Balance, July 1, 2008 548,501 548,501 Ending Fund Balance, June 30, 2009 $430,661 $704,904 Notes: 1) The variance in Plan cbeck and Inspections fees is due to the timing of developers pulling permits. 6 Temecula Community Services District Service Level D - Refuse Collection, Recycling and Street Sweeping Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 Annual Amended YTD Total Percent Budget Activity Encumbr. Activity of Budget REVENUES: Assessments $5,663,861 $5,657,398 $5,657,398 100% Grants 25,690 25,692 25,692 100% Recycling Program 5,000 5,000 5,000 100% Investment Interest 10,000 22,120 22,120 221%(1) TOTAL REVENUES 5,704,551 5,710,210 5,710,210 100% EXPENDITURES Salaries and Wages 66,907 65,481 65,481 98% Refuse Hauling 5,578,430 5,570,062 5,570,062 100% Operating Expenditures 59,018 48,905 $10,000 58,905 100% TOTAL EXPENDITURES 5,704,355 5,684,448 10,000 5,694,448 100% Revenues Over/(Under) Expenditures 196 25,762 Beginning Fund Balance, July 1, 2008 223,870 223,870 Ending Fund Balance, June 30, 2009 $224,066 $249,632 Notes: 1) The variance in Investment Interest is due to higher cash balances and the timing of the payment made for refuse hauling. 6 Temecula Community Services District Service Level R - Streets and Roads Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 REVENUES: Assessments Investment Interest TOTAL REVENUES Annual Amended Total Percent Budget Activity of Budget $576 $576 1,000 876 1,576 1,452 100% 88% 92% EXPENDITURES: Emergency Street Maintenance Property Tax Admin Fees TOTAL EXPENDITURES Revenues Over/(Under) Expenditures 12,200 1,510 100 12,300 1,510 (10,724) (58) Beginning Fund Balance, July 1, 2008 39,305 39,305 Ending Fund Balance, June30,2009 $28,581 $39,247 12% (1) 12% Notes: 1) The variance in Emergency Street Maintenance is due to less than anticipated repairs needed this fiscal year. Temecula Community Services District Service Level L - Lake Park Maintenance Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 REVENUES: Assessments Harveston Lake Boat Fees Investment Interest TOTAL REVENUES EXPENDITURES: Salaries & Wages Operating Expenditures TOTAL EXPENDITURES Annual Amended Budget $221,000 2,400 6,000 229,400 61,591 219,500 281,091 (51,691) YTD Activity $232,947 2,490 5,260 240,697 Percent of Budget 105% 104% 88% 105% Revenues Over/(Under) Expenditures 61,492 202,748 264,240 (23,543) Beginning Fund Balance, July 1, 2008 260,123 260,123 Ending Fund Balance, June 30, 2009 $208,432 $236,580 a 100% 92% 94% Temecula Community Services District Temecula Library Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 REVENUES: TCSD Admin Fee Credit/"REST' Library Services Recovery from Prior year Expenses Investment interest TOTAL REVENUES Salaries & Wages County Reimbursement Operating Expenditures TOTAL EXPENDIT Revenues Over/(Under) Expenditures Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Amended YTD Budget Activity $1,134,905 136,372 143,401 1,700,000 40,000 59,001 1,311,277 1,902,402 42,836 29,131 539,813 Total Percent Encumbr. Activity of Budget (1) 143,401 105% 1,700,000 (1) 59,001 148% 1,902,402 145% 29,131 68% 768,298 632,625 $5,018 637,643 1,350,947 661,756 5,018 666,774 (39,670) 1,240,646 168,414 168,414 $128,744 $1,409,060 Notes: 1) Library payments for fiscal year 2007, 2008 and 2009 were waived by Riverside County. The City of Temecula is currently negotiating a new agreement with Riverside County for fiscal year 2009-10. (1) 83% 49% 9 Temecula Community Services District Mayor Summer Youth Program Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 Annual Percent Amended YTD Of Budget Activity Budget REVENUES Federal Grant $412,500 $34,227 8% (1) County Contribution 20,000 $20,000 100% Investment Interest 53 TOTAL REVENUES 432,500 54,280 13% EXPENDITURES: Salaries & Wages 381,847 32,057 8% (1) Operating Expenditures 50,653 2,170 4%(l) TOTAL EXPENDITURES 432,500 34,227 8% Revenues Over/(Under) Expenditures 20,053 Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 $20,053 Notes: 1) The variances in the Summer Youth Programs are due to the program starting in June 2009 and ending in September 2009, therefore, the program will carry over to Fiscal Year 2009-10. 10 Temecula Community Services District Debt Service Fund Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual For the Fiscal Year Ended June 30, 2009 REVENUES Investment Interest Transfer In TOTAL REVENUES EXPENDITURES: Debt Service - Principal Debt Service - Interest Operating Expenditures TOTAL EXPENDITURES Revenues Over/(Under) Expenditures Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Percent Amended YTD Of Budget Activity Budget $379 $497,025 497,025 100% 497,025 497,404 100% 265,000 265,000 100% 225,725 225,725 100% 6,300 3,850 61% (1) 497,025 494,575 100% 2,829 12,600 12,600 $12,600 $15,429 Notes: 1) The variance in expenditures is due to less than anticipated Trustee fee activities during this fiscal year. 11 ITEM NO. 17 Approvals City Attorney Director of Finance City Manager TEMECULA COMMUNITY SERVICES DISTRICT AGENDA REPORT TO: General Manager/Board of Directors FROM: Herman Parker, Director of Community Services DATE: September 22, 2009 SUBJECT: Approval of the Plans and Specifications and Authorization to Solicit Construction Bids for Temecula Community Center Expansion Phase 2 - Renovation of Historic Buildings, Project No. PW06-05 PREPARED BY: Greg Butler, Director of Public Works Avlin Odviar, Senior Engineer - CIP William Becerra, Associate Engineer- CIP RECOMMENDATION: That the Board of Directors approve the plans and specifications and authorize the Department of Public Works to solicit construction bids for the Temecula Community Center Expansion Phase 2 - Renovation of Historic Buildings, Project No. PW06-05. BACKGROUND: The Temecula Community Center Expansion Phase 2 - Renovation of Historic Buildings project includes the renovation of the Escalier House (1,227 square feet) and Barn (800 square feet). The house will be converted into usable office space and the barn will be used for storage. Work includes the installation of wet and dry utilities, landscape and irrigation, accessibility site work, and a parking lot. The plans and specifications have been prepared and the project is ready to be advertised for construction bids. The contract documents are available for review in the Director of Public Works' office. The Engineer's Construction Estimate for this project is $573,215.00. FISCAL IMPACT: Temecula Community Center Expansion Phase 2 - Renovation of Historic Buildings, Project No. PW06-05, is identified in the City's Capital Improvement Program, Fiscal Years 2010-2014, and is funded with Community Development Block Grant, Development Impact Fee (Quimby), and Development Impact Fees (Parks and Recreation) funds. Adequate funds for the bid are available in the project account, no. 210-190-197. ATTACHMENTS: 1. Location Map 2. Project Description a~ H e~ O it z Q P~ I I PROJECT DESCRIPTION Project Title: TEMECULA COMMUNITY CENTER EXPANSION PRIORITY: III Project Type: Infrastructure Description: Add 3,653 square feet of space adjacent to the Temecula Community Center to accommodate additional human services programs. Also includes site preparation, utilities, and tenant improvements for the relocation of the Escalier house and barn. Department: Community Services - Account No. 210.190.197 Scope of Project: Project will include the design and construction of an additional 3,653 square feet of office and meeting space. Benefit: Project will provide additional space for human services for the community. Project Cost: Actuals Total Project to Date 2009-10 2010-11 2011-12 2012-13 2013-14 Cost Administration $ 131,489 $ 196,287 $ 327,776 Construction $ 339,425 $ 1,652,236 $ 1,991,661 Construction Engineering $ 8,602 $ 51,398 $ 60,000 Design $ 234,808 $ 53,755 $ 288,563 Fixtures/Furn/Equip $ 20,000 $ 20,000 Totals $ 714,324 $ 1,973,676 $ - $ - $ - $ - $ 2,688,000 Source of Funds: CD13G* $ 612,834 $ 1,677,817 $ 2,290,651 DIF (Parks and Recreation) $ 295,859 $ 295,859 DIF (Quimby) $ 101,490 $ 101,490 Total Funding: $ 714,324 $ 1,973,676 $ - $ - $ - $ - $ 2,688,000 Future O & M Cost: $ 1,000 Annually *TCC Expansion Project $1,740,651, and Temecula Community Pantry Project $550,000 119 TCSD DEPARTMENTAL REPORT ITEM NO. 18 Approvals City Attorney Director of Finance City Manager TEMECULA COMMUNITY SERVICES DISTRICT AGENDA REPORT TO: General Manager/Board of Directors FROM: Herman D. Parker, Director of Community Services DATE: September 22, 2009 SUBJECT: Monthly Departmental Report PREPARED BY: Gail Zigler, Administrative Assistant The Redhawk Parks Improvement project Phase 1 is currently out to bid. Bid opening is scheduled for mid October and a contract to be awarded in November. The phase 1 project includes improvements to Redhawk Community Park and Redhawk Dog Park. The Temecula Community Center expansion project is nearing completion. The project consists of a 3,653 square foot addition to the Temecula Community Center that includes additional office space, meeting rooms and restroom facilities. A dedication ceremony is planned for October 8, 2009. The Escallier House and Barn have been relocated, as part of the Temecula Community Center (TCC) expansion project, and refurbishment will begin late summer. The Old Town Gymnasium project is in the conceptual design phase. A sub-committee meeting was held on June 9, 2009 to review the conceptual design of the project and based upon that meeting staff continues to work with the architect to discuss some of the design aspects and concerns. The Community Services Department held several special events this month including the Annual Volunteer Recognition in which over 500 community volunteers. The event was held at the CRC and provided lunch and live entertainment. On September 11th we held the annual 9/11 Remembrance at the Temecula Duck Pond. Approximately 250 participants attended this event. On Sunday, September 13 the City of Temecula hosted the annual 5K/10K F.I.T. Walk/Run with over 200 participants. The Community Services Department is currently planning and programming for the upcoming Halloween and Christmas festivities. In addition, staff is in the preliminary phases of creating the Winter/Spring 2010 edition of the Guide to Leisure Activities brochure The Cultural Arts Division hosted the annual Youth Media Arts Festival. This 3 day event highlighted Film and Media projects by youth ages 18 and under, and highlighted approximately 22 films. The Cultural Arts Division continues to program and carry-out the classes and activities as outlined in the upcoming 2009 Summer/Fall Guide to Leisure Activities, and the Old Town Temecula Community Theater's musical and theatrical performance line-up. The Cultural Arts Division is responsible for the day-to-day operations of the Old Town Temecula Community Theater, the Temecula Valley History Museum and the Imagination Workshop, Temecula Children's Museum. The Community Services Department continues to participate in the development review of projects within the City, as well as overseeing the development of parks and recreation facilities, and the contract for refuse and recycling, cable television services and assessment administration. The TCSD Maintenance Division played an integral role in the Citywide special events held this month. In addition, the Maintenance Division continues to oversee the maintenance and rehabilitation of all City parks and facilities, and assist in all aspects of City-wide special events. REDEVELOPMENT AGENCY ITEM NO. 19 ACTION MINUTES of SEPTEMBER 8, 2009 City Council Chambers, 43200 Business Park Drive, Temecula, California TEMECULA REDEVELOPMENT AGENCY MEETING The Temecula Redevelopment Agency Meeting convened at 8:52 P.M. CALL TO ORDER: Chair Person Ron Roberts ROLL CALL: AGENCY MEMBERS: Comerchero, Edwards, Naggar, Washington, Roberts RDA PUBLIC COMMENTS There were no public comments. RDA CONSENT CALENDAR 12 Action Minutes:- Approved Staff Recommendation (5-0-0) - Agency Member Naggar made the motion; it was seconded by Agency Member Comerchero; and electronic vote reflected unanimous approval. RECOMMENDATION: 12.1 Approve the action minutes of August 25, 2009. RDA EXECUTIVE DIRECTORS REPORT RDA AGENCY MEMBERS REPORTS RDA ADJOURNMENT At 8:26 p.m., the Temecula Redevelopment Agency meeting was formally adjourned to Tuesday, September 8, 2009, at 5:30 p.m. for a Closed Session with regular session commencing at 7:00 p.m., City Council Chambers, 43200 Business Park Drive, Temecula, California. Ron Roberts, Chairperson ATTEST: Susan W. Jones, MMC City Clerk/Agency Secretary [SEAL] 1 ITEM NO. 20 Approvals City Attorney Director of Finance City Manager TEMECULA REDEVELOPMENT AGENCY AGENDA REPORT TO: Executive Director/Agency Members FROM: Genie Roberts, Director of Finance DATE: September 22, 2009 SUBJECT: Financial Statements for the Fiscal Year Ended June 30, 2009 PREPARED BY: Pascale Brown, Accounting Manager RECOMMENDATION: That the Agency Members receive and file the Financial Statements for the Fiscal Year Ended June 30, 2009. BACKGROUND: The attached financial statements reflect the unaudited activity of the Redevelopment Agency for the fiscal year ended June 30, 2009. Please seethe attached financial statements for an analytical review of financial activity. FISCAL IMPACT: None ATTACHMENTS: -Combining Balance Sheet as of June 30, 2009 -Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual for the Fiscal Year Ended June 30, 2009. TEMECULA REDEVELOPMENT AGENCY Combining Balance Sheet as of June 30, 2009 And the Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual for the Fiscal Year Ended June 30, 2009 {Unaudited} Prepared by the Finance Department Temecula Redevelopment Agency Combining Balance Sheet As of June 30, 2009 ASSETS: Cash and Investments Receivables Land Held for Resale TOTAL ASSETS LIABILITIES and FUND BALANCE: Liabilities: Other Current Liabilities Due to Other Fund Deferred Revenue Total Liabilities Fund Balances: Reserved Designated Total Fund Balances TOTAL LIABILITIES and FUND BALANCE Please note that these balances are unaudited Affordable Housing CIP Fund Fund Debt Service Total $12,357,629 $13,091,127 $19,506,523 $44,955,279 10,929,670 52,723 67,852 11,050,245 6,616,177 98,484 6,714,661 $29,903,476 $13,242,334 $19,574,375 $62,720,185 $92,915 $116,367 $11,000,000 $11,209,282 3,442,035 1,974,708 5,416,743 10,507,885 10,507,885 10,600,800 3,558,402 12,974,708 27,133,910 6,993,992 5,793,839 4,212,551 17,000,382 12,308,684 3,890,093 2,387,116 18,585,893 19,302,676 9,683,932 6,599,667 35,586,275-- $29,903,476 $13,242,334 $19,574,375 $62,720;185 I Temecula Redevelopment Agency Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Redevelopment Agency Affordable Housing For the Fiscal Year Ended June 30, 2009 Annual Amended YTD Budget Activity REVENUES: Property Tax Increment Investment Interest Rental Income Sale of Property Loan Interest Reimbursements Forgivable Loan Repayment/Miscellaneous TOTAL REVENUES $4,012,800 $4,063,121 258,000 262,823 138,000 138,000 316,185 316,185 45,815 47,663 21,971 21,971 45,000 10,898 4,837,771 4,860,661 Percent Total of Encumbr. Activity Budget $4,063,121 262,823 138,000 316,185 47,663 21,971 10,898 4,860,661 101% 102% 100% 100% 104% 100% 24%(1) 100% EXPENDITURES: Salaries and Benefits Operating and Administrative Expenditures Homebuyer Program Affordable Housing/Future Obligations Affordable Housing Units Residential Rehabilitation Programs Diaz Road Property NW RDA Property Grading NPDES TOTAL EXPENDITURES Revenues Over/(Under) Expenditures Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 573,753 413,806 413,806 472,270 333,532 $37,174 370,706 1,800,000 200,494 200,494 305,000 305,000 305,000 8,750,000 10,000 10,000 251,992 88,536 2,325 90,861 174,968 165,329 165,329 300,000 107,901 107,901 12,627,983 1,624,598 39,499 1,664,097 (7,790,212) 3,236,063 16,066,613 16,066,613 $8,276,401 $19,302,676 72% 78% 11% (2) 100% 0% 36%(2) 94% 36% 13% Notes: 1) The variance in forgivable loan repayment is due to a decline in the number of homeowners refinancing their residential rehabilitation loans. 2) The variance in Affordable Housing programis due to fewer applicants eligible to participate in the program 2 Temecula Redevelopment Agency Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Redevelopment Agency-CIP For the Fiscal Year Ended June 30, 2009 REVENUES: Investment interest Transfer In Rental lncome/Miscellanous TOTALREVENUES CAPITAL PROJECTS: Old Town Building Fapades 280-813 Auto Mall Sign 280-842 OPERATING EXPENDITURES: Salaries and Wages Operating and Administrative Expenditures Eraft Shift Old Town Plan Implementation TOTAL EXPENDITURES: Revenues Over/(Under) Expenditures Other Financing Sources (Uses): Transfers Out Revenues Over/(Under) Expenditures and Other Phumcing Sources (Uses) Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Amended YTD Budget Activity Encumbrances $337,040 $404,168 525,000 525,000 4,000 6,784 866,040 935,952 68,500 63,649 800,000 183,566 179,072 504,446 314,103 898,695 184,179 168,261 2,639,386 725,085 (1,773,346) 210,867 (19,325,049) (12,715,255) (21,098,395) (12,504,388) 22,188,320 22,188,320 $1,089,925 $9,683,932 Percent Total of Activity Budget $404,168 120% (1) 525,000 100% 6,784 935,952 108% 63,649 93% (2) 179,072 98% $169,553 483,656 96% (3) 168,261 91% 169,553 894,638 34% Notes: 1) Investment Interest was higher than expected due to higher cash balances due to timing of payments on the Civic Center projects. 2) The Auto Mall Sign Project was reprogrammed to fiscal year 2009-2010 Capital Improvement Program Budget 3) The Superior Court of California agreed that Cities will not have to make the 2008-09 payment to Riverside County for Educational Revenue Augmentation Fund (ERAF). 3 Temecula Redevelopment Agency Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual Redevelopment Agency - Debt Service For the Fiscal Year Ended June 30, 2009 REVENUES: Property Tax Increment Investment Interest TOTALREVENUES OPERATING EXPENDITURES: Trustees Admin Fees Property Tax Admin Fees Pass-Through Agreements Debt Service - Principal Debt Service - Interest Developer Agreement TOTAL EXPENDITURES: Revenues Over/(Under) Expenditures Other Financing Sources (Uses): Transfers Out Revenues Over/(Under) Expenditures and Other Financing Sources (Uses) Beginning Fund Balance, July 1, 2008 Ending Fund Balance, June 30, 2009 Annual Percent Amended Total of Budget Activity Budget $16,051,200 $16,251,896 315,318 407,490 16,366,518 16,659,386 11,750 185,200 11,507,000 680,000 3,193,921 11,000,000 26,577,871 11,700 184,664 11,506,377 680,000 3,163,871 11,000,000 26,546,612 (10,211,353) (9,887,226) (3,050,355) (525,000) (13,261,708) (10,412,226) 17,011,893 17,011,893 $3,750,185 $6,599,667 101% 129% (1) 102% 100% 100% 100% 100% 99% 100% 100% 17% Notes 1) The variance in Investment Interest is due to higher cash balances as a result of the developer payment being made later than originally planned 4 ITEM NO. 21 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA/TEMECULA REDEVELOPMENT AGENCY AGENDA REPORT Executive Director/City Manager TO: Agency Members/City Council FROM: Patrick Richardson, Director of Planning and Redevelopment DATE: September 22, 2009 SUBJECT: Owner Participation Agreement between the Redevelopment Agency of the City of Temecula and Summerhouse Housing Associates L.P., an affiliate of Bridge Housing Corporation ("Bridge"), for the development of 110 affordable housing units as part of the Summerhouse development located at 44155 Margarita Road, and approval of Parcel Map 36219, at the same location PREPARED BY: Luke Watson, Management Analyst RECOMMENDATION: Temecula Redevelopment Agency and City Council: 1. That the Redevelopment Agency Board adopt a resolution entitled: RESOLUTION NO. RDA 09- A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING "AN OWNER PARTICIPATION AGREEMENT AND LOAN AGREEMENT" BETWEEN THE AGENCY AND SUMMERHOUSE HOUSING ASSOCIATES L.P. 2. That the City Council approve Parcel Map 36219, located at the northwest corner of Dartolo Road and Margarita Road BACKGROUND: The Summerhouse project was approved by Planning Commission Resolution number 06-42 on May 17, 2006 forthe development of 110 for-sale age restricted units. After receiving all necessary planning and building approvals construction began, but, due to the faltering economy, the owner could not complete the project and United Commercial Bank took title to the property through foreclosure. Of the 17 buildings approved for construction on the site, only one eight-unit residential structure was completed. In addition, one six-unit residential structure and a recreation center were partially completed and currently stand partially completed to this day. On May 18, 2009 Bridge Housing Corporation ("Bridge"), executed an Agreement for Purchase and Sale with United Commercial Bank for the acquisition of the entire property. At that time Bridge approached the Redevelopment Agency about the possibility of completing the project as an affordable housing development. Concurrently City staff was introduced to the Orange County Rescue Mission ("Rescue Mission") who approached the City and Agency about the possibility of supportive affordable housing for families within the City of Temecula. Through negotiations, it was also agreed upon that, of the 110 units currently entitled for the site, Bridge would develop, own, and operate 90 units while the Rescue Mission would then develop, own, and operate the remaining 20 units. After soliciting and receiving feedback from the community the Rescue Mission component of the project has been withdrawn from consideration and Summerhouse Housing Partners L.P., an affiliate of Bridge Housing Corporation and hereafter referred to as ("Bridge"), is proposing development of the entire 110 units as follows: ■ 70 units Family Affordable • 20 units Senior Affordable ■ 20 units Moderate/Market Rate TRANSACTION STRUCTURE: The financing of the Summerhouse projectwill involve four (4) parties: 1. Bridge (Summerhouse Housing Associates L.P.) 2. Temecula Redevelopment Agency 3. California Tax Credit Allocation Committee 4. Private Conventional Financing The Redevelopment Agency will be funding the acquisition of the property, which is scheduled for the close of escrow on September 24, 2009. The Agency will utilize Housing Set-Aside funds for this acquisition. The total purchase price and related fees for the property, as evidenced in Section 1.8 of the Agreement for Purchase and Sale between Bridge Housing Corporation and United Commercial Bank is $5,000,000. The Agency will provide additional funding in the form of a construction loan in the amount of $2,100,000 for the completion of the partially completed six-plex and recreation and pool facilities as well as the complete construction of an additional six-plex. The Agencywill also provide $1,400,000 at the completion of the entire 110 unit development. The entire $8,438,000 Agency contribution will convert to a permanent 55-year loan upon completion. CONSTRUCTION TIMELINE: Upon the closing of escrow for the property between Bridge and United Commercial Bank the 7.5 acre parcel will be split into two separate parcels and both parcels will remain the property of Bridge. After the closing of escrow Bridge will immediately repair the physical appearance of the property to its original approved specifications as well as securitize the property with on-site security. The OPA requires that Bridge complete 20 units of the development within 16 months of the close of escrow. The timeline for satisfying this requirement is broken down in the following manner: • Currently an eight-plex is fully constructed ■ 120 days (4 months) after the close of escrow Bridge will begin construction on the currently 70% complete six-plex and recreation building and complete construction of this building within six months of beginning construction. (Total ten months from close of escrow). 120 days (4 months) after the close of escrow Bridge will, concurrently with the construction of the partially completed six-plex and recreation building, begin construction of an additional six-plex. Bridge will complete this building within 12 months of beginning construction. (Total 16 months from close of escrow). For the remaining 90 units Bridge will have four opportunities to apply for tax credits from the Tax Credit Allocation Committee (TCAC). Tax credits are offered twice a year and upon receiving tax credits Bridge will be required to begin construction. Once construction begins Bridge will be required to complete the entire development within 15 months. If Bridge is unable to obtain tax credit or comparable financing after four opportunities, the Agreement grants the Agency reversion rights for the entire property. FISCAL IMPACT: The fiscal impact of this project will be a total of $8,438,000. Of the $8,438,000 million needed for this development, $5,000,000 (acquisition) are allocated in the Redevelopment Agency's fiscal year 2009-2010 Capital Improvement Program (CIP) budget, account number 165.800.812.5804 (Affordable Housing Units). A balance of $500,000 will remain in the CIP Affordable Housing account post acquisition. The remaining $2,938,000 needed to fund the construction loan will be transferred via budget transfer from the Agency's Housing Set-Aside Fund account to the CIP Affordable Housing account to cover the difference. Of the remaining $2,938,000 the Agency will disburse, via construction loan, approximately $2,100,000 for the construction and completion of the partially completed six-plex, an additional six-plex, and a recreation and pool facility. The balance remaining after the acquisition and construction funds are allocated from the total Agency contribution of $8,438,000 will be held back and funded at completion of the entire 110 units. It is anticipated that the majority of the construction loan funds will be expended in the 2009-2010 fiscal year. The total of $8,438,000, or whatever portion of this figure utilized but not exceeding, will be converted to a permanent 55-year loan upon completion of the entire development. PARCEL MAP NO. 36219: BACKGROUND: Record title Interest: United Commercial Bank Upon approval of the OPA the Staff is recommending that the City Council approve the Parcel Map No. 36219 which will spilt the current site into two parcels that will be owned by Bridge Housing Corporation. Parcel Map No. 36219 proposes to subdivide a property into two (2) parcels; 5.21 gross/net acres and 1.59 gross/net acres, respectively, for a residential development. The property covered by this parcel map is located at the northwest corner of Dartolo Road and Margarita Road. The underlying map of this property, Tract Map 33891 is a one (1) lot subdivision known as the Summerhouse, a condominium development. The underlying tentative tract map was approved by Planning Commission on May 17, 2006, and the final map was approved by City Council on April 24, 2007, and subsequently recorded on August 9, 2007 (Book No. 424/Pages 82-84). The underlying property owner/developer, PCG Margarita L.P., did construct the major portions of the public improvements and certain portions of the onsite private improvements and structures but has since forfeited the property and United Commercial Bank is now the property owner. Survey monuments associated with Parcel Map No. 36219 will be required to be set upon approval of Tract Map 36219. The property owner has met the terms of the Conditions of Approval for map recordation and this parcel map is in conformance with the approved tentative parcel map. The approval of a subdivision map, which substantially complies with the approved tentative map, is a mandatory ministerial act under State Law. FISCAL IMPACT: The Agency provided funding in the amount of $11,700 to RBF consulting for engineering, documentation and preparation of the parcel map. These funds came from account 165.199.999.5250 (Other Outside Services) and they were allocated from the 2008- 2009 fiscal year. ATTACHMENTS: Resolution No. RDA- Owner Participation Agreement Fees and Securities Report Vicinity Map Parcel Map No. 36219 RESOLUTION NO. RDA 09- A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING "AN OWNER PARTICIPATION AGREEMENT AND LOAN AGREEMENT" BETWEEN THE AGENCY AND SUMMERHOUSE HOUSING ASSOCIATES L.P. THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby finds, determines and declares that: A. The Redevelopment Agency of the City of Temecula ("Agency") is a community redevelopment agency duly organized and existing under the Community Redevelopment Law ("CRL"), Health and Safety Code Sections 33000 et seq. and has been authorized to transact business and exercise the powers of a redevelopment agency pursuant to action of the City Council of the City of Temecula. B. On June 12, 1988, the Board of Supervisors of the County of Riverside adopted Ordinance No. 658 adopting and approving the "Redevelopment Plan for Riverside County Redevelopment Project No. 1988-1 (hereafter the "Plan") in accordance with the provisions of the CRL. On December 1, 1989, the City of Temecula was incorporated. The boundaries of the Project Area described in the Plan are entirely within the boundaries of the City of Temecula. On April 9, 1991, the City Council of the City of Temecula adopted Ordinances Nos. 91-08, 91-11, 91-14, and 91-15 establishing the Redevelopment Agency of the City of Temecula and transferring jurisdiction over the Plan from the County to the City. Pursuant to Ordinance Nos. 91-11 and 91-15, the City of Temecula and the Redevelopment Agency of the City of Temecula assumed jurisdiction over the Plan as of July 1, 1991. C. The Owner Participation Agreement and Loan Agreement ("Agreement") approved by this Resolution is intended to effectuate the Redevelopment Plan for the Agency's Redevelopment Project Area No. 1988-1, as amended. The specific purpose of the Agreement is to further the Agency's affordable housing goals in the City of Temecula (the "City") by: (i) providing a conditional commitment to Summerhouse Housing L.P. to fund a permanent loan that will be used to pay part of the purchase price of land for a housing development consisting of, and a construction loan for the construction of certain affordable housing units (as designated in the Agreement), and thereby increase the supply of affordable housing in the City (the "Project"). D. The Agreement is also intended to effectuate the objectives of the Agency and the City of Temecula (the "City") in complying with their obligation August 1, 2009 11087-0001\1150415v1.doc to provide low income housing pursuant to the CRL and the goals of the City's Housing Element to the Temecula General Plan. The Developer's development of the Project and the fulfillment generally of these Agreements are in the best interest of the City and the welfare of its residents, and in accordance with the public purposes and provisions of applicable federal, state, and local laws and requirements. E. On September 22, 2009, the Agency considered the approval of the proposed Owner Participation and Loan Agreement with Developer at a noticed public hearing and carefully considered the public comments made on the proposed Owner Participation and Loan Agreement. F. The development of the Project as required by the Agreement will assist in the elimination of blight in the Project Area as identified in the proceedings establishing the Project Area in that development of Project on the Site will: (1) establish development standards and the rehabilitation and improvement of obsolete, deteriorating, and inappropriate buildings and housing stock; (2) consolidate irregular parcels into a site appropriate for development; (3) encourage and provide for development of vacant properties in accordance with the Plan; and (4) preserve, improve, and expand housing opportunities for low income residents. G. The Agreement is consistent with the Redevelopment Plan and the Implementation Plan adopted by the Agency for the Project Area adopted by the Agency. H. The redevelopment of the land as provided in the Agreement is consistent with the City's General Plan. 1. The Agency Board has duly considered all terms and conditions of the proposed Agreement and believes that the Agreement is in the best interests of the Agency and City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law requirements. J. The Agreement pertains to and affects the ability of all parties to finance and carry out their statutory purposes and to accomplish the goals of the Plan and is intended to be a contract within the meaning of Government Code Section 53511. Section 2. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby further finds, determines and declares that: A. Section 33334.2, et seq. of the CRL authorizes and directs the Agency to expend a certain percentage of all taxes which are allocated to the Agency pursuant to the CRL Section 33670 for the purposes of increasing, improving and preserving the community's supply of housing available at afford- August 1, 2009 2 11087-0001\1150415v1.doc able housing costs to persons and families of low and very low income, including low income and very low income households. B. Pursuant to the CRL, the Agency has established a Low and Moderate Income Housing Fund (the "Housing Fund"). C. Pursuant to the CRL Section 33334.2(e), in carrying out its affordable housing activities, the Agency is authorized to provide subsidies to or for the benefit of persons and families of low and very low income to the extent those households cannot obtain housing at affordable costs on the open market. D. No other reasonable means of private or commercial financing for the low income units of the Project is reasonably available to the Agency or the Owner at the same level of affordability and quantity provided by the Agreement. Additionally, the Agency finds, based on substantial evidence in the record, that the Agency and the Owner have made a good faith attempt but have been unable to obtain commercial or private means of financing the units at the same level of affordability and quantity as provided for the Project. E. Developer proposes, with the assistance of the Agency, to develop the Project and upon completion to make available for the longest feasible period of time all of the housing units in the Project at affordable rents to low and very low income households. F. Pursuant to Sections 33132, 33133, and 33600 of the CRL, the Agency may accept financial or other assistance from any public or private source, for the Agency's activities, powers, and duties, and expend any funds so received for any of the purposes of the CRL. G. The expenditures from the Housing Fund as contemplated by the Agreements approved by this Resolution will directly and specifically increase, improve, and preserve the community's supply of low and very low income housing within the meaning of Health and Safety Code Section 33334.2 and will be of benefit to the Project Area by providing new housing which restricted so as to be affordable for occupancy by low and very low income households. H. Pursuant to the requirements of Health and Safety Code Section 33334.4, the Agency has determined that over the duration of the Implementation Plan, the Agency has expended the moneys in the Low and Moderate Income Housing Fund to assist housing that is available to all persons regardless of age in at least the same proportion as the number of low-income households with a member under age 65 years bears to the total number of low-income households of the community as reported in the most recent census of the United States Census Bureau and in accordance with Section 33334.4. Section 3. The California Legislature declares in Health and Safety Code Section 37000, et seq., that new forms of cooperation with the private sector, such as leased housing, disposition of real property acquired through redevelopment, August 1, 2009 11087-0001\1150415v1.doc development approvals, and other forms of housing assistance may involve close participation with the private sector in meeting housing needs, without amounting to development, construction or acquisition of low rent housing projects as contemplated under Article XXXIV of the State Constitution and that the Agreement approved hereby is not subject to the provisions of said Article XXXIV. The Agency determines that the Project is not a "low-rent housing project," as defined in Section 1 of Article XXXIV of the California Constitution, because the Project is composed of urban dwellings, apartments, or other living accommodations, that meet the following criteria: (1) The Project is privately owned housing, receiving no ad valorem property tax exemption, other than exemptions granted pursuant to subdivision (f) or (g) of Section 214 of the Revenue and Taxation Code not fully reimbursed to all taxing entities; and (2) not more than forty nine percent (49%) of the dwellings, apartments, or other living accommodations of the Project are restricted by the Agreement to persons of low income. Section 4. The Agency hereby finds and determines that the Deed of Trust and Regulatory Agreement required pursuant to the Agreement may be subordinated to financing for the Project because an economically feasible alternative method of financing the Project on substantially comparable terms and conditions, but without subordination, is not reasonably available. Section 5. California Environmental Quality Act findings. A. The approval of the Agreement by the Agency constitutes an action by the Agency to implement its Implementation Plan adopted by the Agency that includes a Housing Assistance Plan by acquiring interests in housing units to assure they are affordable to persons of low and very low income. Therefore, the Project is exempt from the provisions of the California Environmental Quality Act pursuant to Section 15326 of the CEQA Guidelines (Title 14 of the California Code of Regulations). B. On May 17, 2006, the Planning Commission of the City of Temecula approved Planning Application No. PA05-0235 by Resolution No. 06- 42 for a 110 unit senior condominium project. The proposed Project being funded by the proposed Owner Participation and Loan Agreement (the "Project") is the same project as approved by PA05-0235 except that the Project is restricted to rents affordable to persons and families of low and moderate income rather than to seniors. C. As part of the process of approving PA05-235, a Mitigated Negative Declaration was prepared which analyzed the impact of PA05-0235 upon the environment. A new Negative Declaration or a subsequent or supplement EIR for the Project is not required as the findings requiring further review under Sections 15162 or 15163 of the CEQA Guidelines are not present. An Initial Study of the Project was prepared by Staff to determine if further environmental review of the Project was required. August 1, 2009 4 11087-0001\1150415v1.doc D. The Agency Board further finds and determines that based on the Initial Study, the prior environmental review specified in the Initial Study and Mitigated Negative Declaration for PA05-0235 is sufficient and does not require further environmental review based on the following findings: (1) No substantial changes are proposed in the Project which will require major revisions of the previous Mitigated Negative Declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; (2) No substantial changes have occurred with respect to the circumstances under which the Project is undertaken which will require major revisions of the previous Mitigated Negative Declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or (3) No new information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous Mitigated Negative Declaration was adopted, shows any of the following: (a) The project will have one or more significant effects not discussed in the previous Mitigated Negative Declarations; (b) Significant effects previously examined will be substantially more severe than shown in the previous Mitigated Negative Declaration; (c) No mitigation measures or alternatives previously found not to be feasible would in fact be feasible, or would substantially reduce one or more significant effects of the Project; or (d) No mitigation measures or alternatives which are considerably different from those analyzed in the previous Mitigated Negative Declaration would substantially reduce one or more significant effects on the environment. E. The Mitigation Monitoring Program for PA05-0235 shall be implemented for the Project. Section 6. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby approves that certain agreement entitled "Owner Participation and Loan Agreement" by and between Temecula Redevelopment Agency and Summerhouse Housing Associates L.P. ("Agreement") with such changes in such document as may be mutually agreed upon by the Developer and the Agency Executive Director as is in substantial conformance with the form of such Agreement on file in the Office of the August 1, 2009 11087-0001\1150415v1.doc Agency Secretary. The Chairperson of the Agency is hereby authorized to execute the Agreement on behalf of the Agency in said form. A copy of the final Agreement when executed by the Agency Chairperson shall be placed on file in the Office of the Secretary of the Agency. Section 7. The Executive Director of the Agency (or his designee), is hereby authorized, on behalf of the Agency, to take all actions necessary and appropriate to carry out and implement the Agreement and to administer the Agency's obligations, respon- sibilities and duties to be performed under the Agreement and related documents, including, but not limited to, the approval and execution on behalf of the Agency of the Promissory Note, Deed of Trust, Regulatory Agreement, acceptances, escrow instructions, certificates of completion and such other implementing agreements and documents as contemplated or described in the Agreement. Section 8. The Secretary of the Agency shall certify the adoption of this Resolution. August 1, 2009 6 11087-0001\1150415v1.doc OWNER PARTICIPATION AND LOAN AGREEMENT between TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic and SUMMERHOUSE HOUSING ASSOCIATES, L.P., a California limited partnership -1- OWNER PARTICIPATION AND LOAN AGREEMENT THIS OWNER PARTICIPATION AND LOAN AGREEMENT ("Agreement") is dated as of September 22, 2009, and is entered into by and between the TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic ("Agency"), and SUMMERHOUSE HOUSING ASSOCIATES, L.P., a California limited partnership ("Developer"). ARTICLE 1 DEFINITIONS 1.1 Definitions As used hereinafter in this Agreement, including the attachments hereto, the following terms shall have the following respective meanings: 1.1.1 Affordable Rent shall have the meaning set forth in California Health and Safety Code Section 50053(b) and Title 25 of the California Code of Regulations Section 6922. 1.1.2 Agency shall have the meaning set forth in Section 2.2. 1.1.3 Agency Loans shall mean the loans described in Section 7.2 of this Agreement. 1.1.4 Agency Note shall mean the promissory note in favor of Agency evidencing the Agency Loans, in the forms attached hereto as Attachment No. 7. 1.1.5 Agency Regulatory Agreement shall mean the regulatory agreements in the forms attached hereto as Attachment No. 6. 1.1.6 Agency Representatives/City Representatives shall mean and include all of the respective predecessors, successors, assigns, agents, officials, employees, members, independent contractors, affiliates, principals, officers, directors, attorneys, accountants, representatives, staff, council members, board members, and planning commissioners of Agency or City, as the case may be, and of each of them. 1.1.7 Agency Trust Deed shall mean a deed of trust in favor of Agency encumbering the Site and securing the Agency Loan, which shall be based on the form of deed of trust attached hereto as Attachment No. 8. 1.1.8 Approved Title Exceptions shall have the meaning set forth in Section 4.2.2. 1.1.9 Agency Title Policy shall have the meanings set forth in Section 4.3. 1.1.10 Area-wide Median Income shall mean the median family income (adjusted for family size) for the Riverside County area as annually published by the United States Department of Housing and Urban Development ("HUD") pursuant to Section 8 of the United States Housing Act of 1937, as amended, as provided in Title 25 of the California Regulations 2- Section 6932. If HUD ceases annually to publish median incomes, the Parties will agree upon an adequate substitute manner for determining Area-wide Median Income. 1.1.11 California Community Redevelopment Law shall mean Division 24, Part of the Health and Safetv Code of the State of California, beginning at Section 33000. 1.1.12 Certificate of Completion shall mean the certificate issued by the Agency following completion of the Improvements pursuant to Section 5.15 hereof, in the form attached hereto as Attachment No. 5. 1.1.13 Citv shall mean the City of Temecula, California, a municipal corporation, organized and existing under the Laws of the State of California. 1.1.14 Closing Date shall be no later than September 29, 2009, and shall mean the date on which the Agency Trust Deeds have been recorded pursuant to recording instructions delivered to Escrow by Agency Counsel. 1.1.15 Completion shall mean: (i) the issuance of a final Certificate of Occupancy by the City for the applicable Improvements; and (ii) the recordation of a Certificate of Completion executed by the Agency for the applicable Improvements. 1.1.16 Concept Design Drawings shall mean the drawings described in Section 5.2.1. 1.1.17 Construction Loan shall mean the Construction Loan for the Improvements to be constructed on the 20 Unit Site described in Section 7.1 to be made by a Qualified Lender. 1.1.18 Construction Loan Documents shall mean the documents evidencing the Construction Loan. 1.1.19 Control shall mean, for purposes of Section 2.5 of this Agreement, the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a corporation, partnership, joint venture, trust, or other association. For the purposes of this Agreement, the sole member or manager of a limited liability company has the ability to Control it, the managing general partner of a limited partnership has the ability to Control it, and a corporation a majority of whose board of directors is appointed by another entity has the ability to Control such entity. 1.1.20 Date of Agreement shall mean the date set forth in the introductory paragraph of this Agreement. 1. 1.21 Developer shall have the meaning set forth in Section 2.3. 1.1.22 Development shall mean the construction of the Improvements, and operation of affordable housing project on the Site in accordance with the Scope of Development attached hereto as Attachment No. 4. -3- 1.1.23 Development Plan shall mean and include such preliminary construction drawings and specifications, grading plans, landscape plans, site development plans, plot plans, architectural renderings and elevations, material specifications, parking plans, and other plans and documents as are required to be submitted to the City for the Development. 1. 1.24 Environmental Condition means any Hazardous Substance that exists prior to or after the Closing Date, with respect to the air, land, soil, surface, subsurface strata, surface water, ground water, storm water or sediments, on under or above the Project Site. 1.1.25 Environmental Laws shall mean all federal, state and local Laws, rules, orders, regulations, statutes, ordinances, codes, decrees, or requirements of any government authority regulating, relating to, or imposing liability or standards of conduct concerning any Hazardous Substance (as later defined), or pertaining to occupational health or industrial hygiene (and only to the extent that the occupational health or industrial hygiene Laws, ordinances, or regulations relate to Hazardous Substances on, under, or about the Project Site), occupational or Environmental Conditions on, under, or about the Project Site, as now or may at any later time be in effect, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) [42 USCS § 9601 et seq. the Resource Conservation and Recovery Act of 1976 (RCRA) [42 USCS § 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act (FWPCA) [33 USCS § 1251 et seq.]; the Toxic Substances Control Act (TSCA) [15 USCS § 2601 et seq.]; the Hazardous Materials Transportation Act (HMTA) [49 USCS § 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USCS § 136 et seq.]; the Superfund Amendments and Reauthorization Act [42 USCS § 6901 et seq.]; the Clean Air Act [42 USCS § 7401 et seq.]; the Safe Drinking Water Act [42 USCS 300f et seq.]; the Solid Waste Disposal Act [42 USCS 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USCS § 1201 et seq.]; the Emergency Planning and Community Right to Know Act [42 USCS § 11001 et seq.]; the Occupational Safety and Health Act [29 USCS § 655 and 657]; the California Underground Storage of Hazardous Substances Act [H & S C § 25280 et seq.]; the California Hazardous Substances Account Act [H & S C § 25300 et seq.]; the California Hazardous Waste Control Act [H & S C § 25100 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [H & S C § 24249.5 et seq.]; the Porter-Cologne Water Quality Act [Wat C § 13000 et seq.] together with any amendments of or regulations promulgated under the statutes cited above and any other federal, state, or local Law, statute, ordinance, or regulation now in effect or later enacted that pertains to occupational health or industrial hygiene (and only to the extent that the occupational health or industrial hygiene Laws, ordinances, or regulations relate to Hazardous Substances on, under, or about the Project Site), or the regulation or protection of the environment, including ambient air, soil, soil vapor, groundwater, surface water, or land use. 1.1.26 Environmental Liabilities and Obligations means any known or unknown claim, liability, obligation (including, without limitation, any obligation to monitor, test, sample, report to governmental authorities, Remediate or clean up, or any obligation under a permit or order), expense, contribution or indemnity obligation (whether under any Environmental Law or any other statute, common law or in equity), cost, Remediation Costs or any other damage, liability or loss (including without limitation, reasonable attorneys' and consultants' fees), fine or penalty, whether incurred by a Party hereto or claimed by any third party (including, without limitation, any governmental entity), arising out of or relating to any actual, alleged or threatened -4- discharge, release, emission, spill or migration into the environment, or any such discharge, release, disposal, emission, spill, migration, or Remediation of any Hazardous Substance or any Environmental Condition. 1. 1.27 Escrow shall have the meaning set forth in Section 4.4. 1.1.28 Escrow Agent shall have the meaning set forth in Section 4.4. 1.1.29 Exceptions shall mean all reservations, liens, encumbrances, qualifications, covenants, conditions, restrictions, leases, easements, rights of way, or other like matters affecting the Site, and all matters or states of fact reflected on or arising out of any tentative or final parcel map for the Site. 1. 1.30 Executive Director shall mean the Executive Director of the Agency, or his or her designee. 1.1.31 Hazardous Substances shall include, without limitation, petroleum or refined petroleum products, flammable explosives, radioactive materials, asbestos, polychlorinated biphenyls, chemicals known to cause cancer or reproductive toxicity, substances described in California Civil Code Section 2929.5(e)(2), as it now exists or as subsequently amended, those substances included within the definitions of hazardous substance, hazardous waste, hazardous material, toxic substance, solid waste, or pollutant or contaminant in any Environmental Law, pollutants, contaminants, hazardous wastes, toxic substances or related materials, but excluding any substance as typically used in residential development and operation. 1. 1.32 Holders shall mean the mortgagee of record of any mortgage, beneficiary of a deed of trust or other security interest, the lessor under a financing leaseback, or grantee under any form of financing conveyance on or affecting the Project Site or the Improvements or any portion of the Improvements, and any successor thereto or assignee thereof (including any purchaser at any foreclosure sale or by deed-in-lien of foreclosure). 1.1.33 Improvements shall mean and include all grading to be done on the 90 Unit Site or 20 Unit Site, as applicable, as more particularly described in the Scope of Development as well as all buildings, structures, fixtures, excavation, parking, landscaping, and other work, construction, rehabilitation, alterations and improvements of whatever character to be done by Developer on, around, under or over the applicable site pursuant to this Agreement or the permits and entitlements issued by the City, and all off-site improvements required by Law. 1.1.34 Law or Laws shall mean any applicable law, statute, code, rule, regulation, ordinance, writ, injunction, order, decree, ruling, court decision, condition of approval or authorization, permit, or other legally binding condition or requirement of any governmental authority (including but not limited to federal, state and local authorities) or quasi-governmental body having or exercising jurisdiction or control over Developer, Agency, or the Project Site, or any portion thereof. The term Law shall specifically include, but not be limited to, the Community Redevelopment Law of the State of California. -5- 1.1.35 Losses and Liabilities shall mean and include all claims, demands, causes of action, liabilities, losses, damages, judgments, injuries, expenses (including, without limitation, attorneys' fees and costs incurred by the indemnified party for legal counsel reasonably acceptable to it) charges, penalties or costs of whatever character, nature and kind, whether to property or to person, and whether by direct or derivative action, known or unknown, suspected or unsuspected, latent or patent, existing or contingent. 1.1.36 Moderate Income Households, shall mean "persons and families of moderate income" as described in California Health & Safety Code Section 50093(b) and Title 25 of the California Code of Regulations Sections 6930 and 6932. 1.1.37 90 Unit Site shall mean the portion of the Site to be developed by Developer pursuant to this Agreement and which is described as the "90 Unit Site" on the Site Map attached hereto as Attachment No. 2. 1.1.38 Ownership Transfer/Transferee shall mean and include any voluntary or involuntary transfer, sale, assignment, lease, sublease, license, franchise, concession, operating agreement, gift, hypothecation, mortgage, pledge or encumbrance, or the like to any person or entity ("Transferee"), or any change in Control of Developer. 1.1.39 Payment Date shall mean the earlier of July 1, 2012 or the first July after the permanent financing for the Development has closed, and each anniversary thereof. applicable 1.1.40 Party, Parties shall mean one or both of Agency and Developer, as 1.1.41 Permanent Loan shall mean a permanent loan from a Qualified Lender which is sufficient, together with the Agency Loan and other sources of financing, to provide permanent financing for the Development. 1.1.42 Person shall mean an individual, corporation, partnership, limited liability company, joint venture, association, firm, joint stock company, trust, unincorporated association or other entity. 1. 1.43 Prevailing Wage shall have the meaning set forth in Section 1720 of the California Labor Code. Plan. 1.1.44 Project Area shall mean the Project Area described in the Redevelopment 1.1.45 Property shall mean the Project Site and the Improvements. 1.1.46 Qualified Lender shall mean a lender which is in the business of financing the size and type of development contemplated hereunder and which, in the reasonable opinion of Agency, has a sufficient net worth and liquidity position to meet the contemplated financing commitment. -6- 1.1.47 Redevelopment Plan shall mean the Redevelopment Plan for Riverside County Redevelopment Project No. 1988-1, as transferred from the County of Riverside to the City of Temecula and the Agency. 1. 1.48 Remediation and Remediate shall mean actions taken to correct or remediate any Environmental Condition, including but not limited to the removal and disposal of any Hazardous Substance, and to implement the terms of a remediation plan and any amendments thereof which sets forth the actions to be taken to effect any necessary remediation or removal of a single Environmental Condition or a group of related and reasonably proximate Environmental Conditions as necessary to bring a property into compliance with the Environmental Laws, or any agreement applicable to the Project Site, and, if appropriate, approved by any applicable governmental entity. 1.1.49 Remediation Costs means the amounts expended for Remediation or response to an Environmental Condition, and amounts expended to determine the extent of the Environmental Condition and to determine the appropriate means of Remediation or response, including any investigation, testing, sampling, monitoring or assessment expenses, attorney's or environmental professional's fees, and the costs of surveys, audits or analyses. "Remediation Costs" also includes the premium for environmental cost containment and environmental liability insurance, to the extent such insurance is obtained by Developer in form and with coverage limits acceptable to both Parties. 1.1.50 Schedule of Performance shall mean the Schedule of Performance attached hereto as Attachment No. 3 and incorporated herein by reference, setting out the dates and time periods by which certain obligations set forth in this Agreement must be met. 1.1.51 Scope of Development shall mean the Scope of Development attached hereto as Attachment No. 4 and incorporated by reference herein, which describes the Improvements to be constructed by Developer pursuant to the terms and conditions of this Agreement. 1.1.52 Senior Households shall mean households consisting of persons at least 62 years of age or older, subject to applicable law, including the Fair Housing Act (42 U.S.C. Section 3601, et. seq.) and 24 Code of Federal Regulations Section 100.204, the California Fair Employment and Housing act (California Government Code Section 12900 et. seq.) and the Unruh Civil Rights Act (California Civil Code Section 51 et. seq.). 1.1.53 Site shall mean the entirety of the land and improvements legally described in Attachment No. 1 hereto and depicted on the "Site Map" which is attached hereto as Attachment No. 2, which is comprised of the 20 Unit Site and the 90 Unit Site. 1.1.54 Title Company shall mean First American Title Insurance Company, 135 Main Street, Suite 1200, San Francisco, CA 94105, Attention: Ms. Heather Kucala. 1.1.55 Title Exceptions shall mean exceptions 1, 4-8 and 12-25 in the preliminary report issued by First American Title Insurance Company dated July 21, 2009 (Order No. NCS- 387174-SA1). -7- 1.1.56 20 Unit Site shall mean the portion of the Site described as the "20 Unit Site" on the Site Map attached hereto as Attachment No. 2. It is contemplated that although the entire Site will be acquired by the Developer, the Site will be subdivided into the 20 Unit Site and the 90 Unit Site concurrently with the closing. 1.1.57 Very Low Income Households shall have the meaning set forth in California Health & Safety Code Section 50093 and Title 25 of the California Code of Regulations Section 6926 and 6932. ARTICLE 2 PURPOSE OF AGREEMENT; PARTIES; REPRESENTATIONS AND WARRANTIES 2.1 Purpose of the Agreement The purpose of this Agreement is to cause the development of housing on the Project Site that will be affordable to Very Low Income Households for at least 55 years after it is completed. Pursuant to this Agreement, Developer will cause the completion of one hundred and ten (110) residential units, fifty six (56) of which shall be restricted to use, occupancy, and rental to Moderate Income Households at Affordable Rents, and fifty four (54) of which shall be restricted to use, occupancy and rental to Very Low Income Households at Affordable Rents, as set forth in the Regulatory Agreement attached hereto as Attachment No. 6. Twenty (20) of the units will be restricted for Senior Households, as set forth in the Regulatory Agreement; however, the Agency and Developer shall continue to negotiate in good faith for a period of one hundred twenty (120) days after the date of this Agreement with respect to the locations of the Senior Household units and Moderate Income Units. Pursuant to, in accordance with, and upon satisfaction of the conditions of this Agreement, Agency will provide loans for the Development. The redevelopment of the Project Site pursuant to this Agreement, and the fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety and welfare of its residents and in accord with the public purposes and provisions of applicable federal, state and local Laws, including the elimination of present blighting conditions in the Project Area, and the jurisdiction and powers of Agency as both a housing authority and a redevelopment agency. Although the Site is not within the Project Area, the redevelopment of the Project Site will materially benefit the Project Area. This Agreement is entered into for the purpose of developing the Site with housing at Affordable Rents in accordance with the Regulatory Agreements attached hereto as Attachment No. 6, and not for speculation in landholding. This Agreement is subject to the provisions of the Redevelopment Plan, which is on file at Agency's office and is incorporated herein by reference. 2.2 Agency Agency is a public body, corporate and politic, exercising governmental functions and powers and organized and existing pursuant to Part 1.7 of Division 24 of the Health and Safety Code, Section 34100 et seq. of the State of California. The principal office of Agency is 8- located at 43200 Business Park Drive, Temecula, California 92590. The term "Agency" includes any assignee or successor to Agency's rights, powers and responsibilities under this Agreement. 2.3 Developer Developer is Summerhouse Housing Associates, L.P., a California limited partnership, having its principal office at 345 Spear Street, Suite 700, San Francisco, CA 94105. The term "Developer" includes any nominee, assignee or successor to Developer's rights, powers and responsibilities hereunder that is expressly permitted under Section 2.5. All of the terms, covenants, and conditions of this Agreement shall be binding on such successors and assigns of Developer. 2.4 Developer Representations Developer, acknowledging that each provision in this Section 2.4 is material and is being relied upon by Agency, represents and warrants the following to Agency for the purpose of inducing Agency to enter into this Agreement and to consummate the transactions contemplated hereby, all of which shall be true as of the date hereof and as of the Disbursement of the Agency Loan pursuant to this Agreement: (a) Developer has the legal power, right and authority to enter into this Agreement and the instruments and documents referenced herein, to consummate the transactions contemplated hereby, to take any steps or actions contemplated hereby, and to perform its obligations hereunder. (b) All requisite action has been taken by Developer and all requisite consents have been obtained by Developer in connection with entering into this Agreement and the instruments and documents referenced herein, and the consummation of the transactions contemplated hereby. (c) To the best knowledge of Developer, the execution, delivery and performance by Developer of this Agreement will not violate any provision of Law, or any indenture, agreement or other instrument to which Developer is a party or by which Developer or any of its properties is bound. (d) This Agreement is, and all agreements, instruments and documents to be executed by Developer pursuant to this Agreement shall be, duly executed by and are, or shall be, valid and legally binding upon Developer and enforceable in accordance with their respective terms, and the execution and delivery thereof shall not, with due notice or the passage of time, constitute a default under or violate the terms of any indenture, agreement or other instrument to which Developer is a party. 2.5 Prohibition Against Transfer 2.5.1 Developer represents that its undertakings pursuant to this Agreement are for the purpose of redevelopment of the Site with housing available at Affordable Rents to Moderate Income Households and Very Low Income Households, and not for speculation in land holding. Developer further recognizes that, in view of. -9- (a) the importance of the redevelopment of the Site to the general welfare of the community; (b) the public assistance that has been made available by Law and by Agency for the purpose of making such redevelopment possible; and (c) the fact that a change in ownership or control of Developer or of a substantial part thereof, or any other act or transaction involving or resulting in a significant change in ownership or control of Developer or the degree thereof, is for practical purposes a transfer or disposition of the property then owned by Developer; (d) the qualifications and identity of Developer are of particular concern to Agency and the City. It is because of those qualifications and identity that Agency has entered into this Agreement with Developer. Consequently, no voluntary or involuntary successor in interest of Developer shall acquire any rights or powers under this Agreement except as expressly set forth herein. Except where an Ownership Transfer is specifically permitted by this Agreement, Developer shall not assign all or any part of this Agreement or any interest in the Site without the prior written approval of Agency. 2.5.2 Prior to Completion, Developer shall not, except as permitted by this Agreement, effect any change in Control of Developer; assign or attempt to assign this Agreement or any rights herein; or make any total or partial sale, transfer, or conveyance of the whole or any part of the Site or the buildings or structures now existing or to be constructed thereon without prior written approval by Agency in its sole and absolute discretion; after Completion, any such changes, assignments, transfers or conveyances shall still require the written consent of the Agency, but such consent shall not be unreasonably withheld. Any such approval shall not constitute a release of Developer or its obligations hereunder. 2.5.3 This Section 2.5 shall not prevent or prohibit: (a) the granting of easements or permits to facilitate the development of the Site; (b) the granting of any security interest in the Site or any other financing arrangement for the purposes of securing funds to be used for financing the construction of the Improvements on the Site, as otherwise permitted by this Agreement; (c) the leasing of the residential units in accordance with this Agreement; (d) any transfer or change in Control of Developer, whereby the Ownership Transferee is an entity Controlled directly or indirectly by BRIDGE Housing Corporation (including, for example, a limited partnership in which Developer is the sole general partner); -10- (e) any transfer or change in Control of Developer whereby a limited partner is admitted, removed, or withdrawn pursuant to Developer's limited partnership agreement; (f) any other transfer or change in Control of Developer allowed under Developer's limited partnership agreement, as amended, provided the limited partnership agreement shall have been approved in writing by the Executive Director; (g) any change in personnel of Developer who have no ownership interest in Developer; or (h) recordation of regulatory agreements and restrictive covenants required by governmental agencies which provide financial assistance to the Development. Transfers described under this Section 2.5.3 shall not require the consent of the Agency, but Developer shall notify the Agency of transfers described in subsections (d) - (f). 2.5.4 (a) Any proposed transferee of Developer, approved by Agency, shall have the qualifications and financial responsibility necessary and adequate, as may be reasonably determined by Agency, to fulfill the obligations undertaken in this Agreement by the transferor. (b) Any proposed transferee, by instrument in writing satisfactory to Agency and in form recordable among the land records of Riverside County, for itself and its successors and assigns, and for the benefit of Agency, shall expressly assume all of the obligations of Developer under this Agreement and shall agree to be subject to all the conditions and restrictions to which Developer is subject. All relevant instruments and other legal documents proposed to effect any such transfer shall be submitted to Agency, and if the transferee is approved by Agency, its approval shall be presented to Developer in writing. (c) The provisions of this subsection 2.5.4 shall not apply to any Transferee authorized by subsection 2.5.3. 2.5.5 If, prior to the issuance of the Certificate of Completion, there is any Ownership Transfer of Developer not approved by Agency or otherwise permitted as set forth in this Agreement, Agency may take such action as Agency may deem appropriate to assure Agency that the Improvements will be completed, including without limiting the generality of the foregoing, terminating this Agreement and exercising any rights set forth in this Agreement; provided, however, that Agency shall not terminate this Agreement without first providing Developer written notice and opportunity to cure pursuant to the provisions of Section 8.1. In the absence of specific written agreement by Agency, no such sale, transfer, conveyance or assignment of the Site shall be deemed to relieve Developer from any obligations under this Agreement. -11- ARTICLE 3 SPECIAL PROVISIONS 3.1 Schedule of Performance Subject to the provisions of Section 9.3 (Force Majeure), Developer and Agency shall perform their obligations hereunder within the times specified in the Schedule of Performance, or such reasonable extension of those dates as may be granted by each Party to the other in writing. The Schedule of Performance is subject to revision from time to time as and if mutually agreed upon in writing between Developer and Agency. 3.2 Delegation to Executive Director 3.2.1 The Executive Director is hereby authorized to take any and all steps necessary to implement the provisions of this Agreement. 3.2.2 The Executive Director is further authorized, on behalf of Agency, to: (i) approve extensions of time hereunder, so long as the cumulative total of such extensions does not exceed three hundred and sixty five (365) days; (ii) approve, waive or make comments in connection with Developer's submissions described in Article 5; (iii) waive any of Agency's or City's conditions or requirements to the Close of Escrow; and (iv) amend this Agreement, the Agency Loans described herein and the applicable Agency Trust Deeds and Regulatory Agreements for the purpose of modifying the locations of units available to Moderate Income Households and Senior Households provided the aggregate amount of the Agency Loans is not increased. Any such modifications or extensions shall be incorporated into the Schedule of Performance and this Agreement without need for an amendment of this Agreement. No action of the Executive Director pursuant to this Section shall be effective unless it is express and in writing. 3.3 Construction Contract Within the time established therefor in the Schedule of Performance, a Developer shall enter into a construction contract with one or more general contractors for the construction of the Improvements (the "Contractor"). Each Construction Contract shall obligate the Contractor to construct the applicable Improvements for a stipulated sum or a guaranteed maximum price that is within the amount of available financing as shown by the evidence of financing provided pursuant to Section 3.3. Construction Contracts shall provide for completion of the applicable Improvements on a schedule consistent with the Schedule of Performance. 3.3.1 Payment and Performance Bonds. Within the time established therefor in the Schedule of Performance, Developer shall cause each Contractor to provide payment and performance bonds, a letter of credit, or other security naming the Agency as a beneficiary, insured, or loss payee, as applicable. -12- ARTICLE 4 CLOSING OF THE AGENCY LOANS 4.1 Conditions Precedent. The obligation of Agency to make the Agency Loans to Developer is subject to the following conditions precedent: (a) Developer shall have delivered the fully executed Agency Note to Agency, and shall have deposited the executed and acknowledged Agency Trust Deed, Agency Regulatory Agreement, and Notices of Affordability Restrictions (in statutory form acceptable to the Agency), into Escrow; (b) Developer shall have submitted and the Executive Director have approved the proof of insurance required by Section 5.9; (c) The Executive Director, in his or her reasonable discretion, is satisfied that the Development is financially feasible; (d) The zoning of the Site and the City's General Plan shall be such as to permit development and construction of Improvements thereon in accordance with the provisions of this Agreement and the use, operation and maintenance of such improvements in accordance with the provisions of this Agreement; (e) The Title Company has committed to issue the Agency Title Policy, in accordance with Section 4.3 below; (f) Developer shall have timely performed all of the obligations required by the terms of this Agreement to be performed by Developer prior to the closing of the Loan; (g) All representations and warranties made by Developer to Agency in this Agreement shall be true and correct as of the Close of Escrow; (h) Developer shall not be in default under this Agreement; and (i) All documents and approvals necessary to legally subdivide the Site into the 94 Unit Site and the 24 Unit Site shall have been issued, executed, delivered and recorded, as appropriate (and this condition may not be waived). 4.2 Condition of Title 4.2.1 It shall be a condition to the Close of Escrow and the Agency Loans that the Agency Deed of Trust and Regulatory Agreement shall subject only to the following title exceptions (the "Approved Title Exceptions"): (a) A lien to secure payment of real estate taxes, not due or payable or delinquent; -13 (b) The covenants set forth in the Agency Trust Deed, the Agency Regulatory Agreement and the Notice of Affordability Restrictions; and (c) The Title Exceptions. 4.3 Agency Title Insurance As a condition to the Close of Escrow, Escrow Agent shall cause the Title Company to issue and deliver, at Developer's cost, to Agency, the CLTA Lender's policies of title insurance in the amount of the Agency Loans, insuring that the Agency Trust Deed and Agency Regulatory Agreement are recorded against the Site in the order required by Section 4.6.7, as applicable (the "Agency Title Policies"). 4.4 Escrow Developer has opened escrow number NCS-387174-SAI (the "Escrow") for Developer's purchase of the Property and the Agency Loans, with First American Title Insurance Company, 135 Main Street, Suite 1240, San Francisco, CA 94105, Attention: Ms. Heather Kucala (the "Escrow Agent"). This Agreement constitutes the joint basic escrow instructions of Agency and Developer for the Agency Loans, and a copy of this Agreement shall be delivered to the Escrow Agent upon the opening of the Escrow. Agency and Developer shall provide such additional or revised escrow instructions as shall be necessary for and consistent with this Agreement. In the event of any conflict between the provisions of this Agreement and the "standard form" escrow instructions of Escrow Agent, the provisions of this Agreement shall control. Developer shall pay all Escrow fees and charges and all recording fees. 4.4.1 Deposits into Escrow (a) Agency shall timely and properly execute, acknowledge and deliver into Escrow, the Agency Regulatory Agreements, the Notices of Affordability. (b) Developer shall timely and properly execute, acknowledge and deliver in Escrow the Agency Regulatory Agreement, Agency Note, Agency Trust Deed, and the Notices of Affordability Restrictions. (c) The Escrow Agent is authorized to: (i) Pay, and charge Developer for any fees, charges and costs payable under this Subsection. Before such payments or charges are made, the Escrow Agent shall notify Developer in writing of the fees, charges and costs necessary to reconvey monetary liens in order to close the Escrow. (ii) Disburse funds to the respective Party due the same and deliver documents to the parties entitled thereto when the conditions of this Escrow have been fulfilled by Agency and Developer. (iii) Record any instruments delivered through this Escrow in accordance with the terms and provisions of this Agreement. -14- (d) All funds received in the Escrow shall be deposited by the Escrow Agent in a separate interest-earning account or accounts with any state or national bank doing business in the State of California and reasonably approved by Developer; interest so earned shall be payable to Developer. All disbursements shall be made by check of the Escrow Agent. (e) If the Escrow is not in condition to close on or before the Closing Date, the Party who then shall have fully performed the acts to be performed may, in writing, demand from the Escrow Agent the return of its money, papers or documents deposited with the Escrow Agent. No demand for return shall be recognized until ten (10) days after the Escrow Agent (or the demanding Party) shall have mailed copies of such demand to the other Party or Parties at the address of its or their principal place or places of business. Objections, if any, shall be raised by written notice to the Escrow Agent and to the other Party within the ten (10) day period, in which event the Escrow Agent is authorized to hold all money, papers and documents until instructed by a mutual agreement of the Parties or by a court of competent jurisdiction. If no such demands are made, the Escrow shall be closed as soon as possible. (f) If objections are raised as set forth above, the Escrow Agent shall not be obligated to return any such money, papers or documents except upon the written instructions of Agency and Developer or until the Party entitled thereto has been determined by a final decision of a court of competent jurisdiction. If no such objections are made within the ten (10) day period, the Escrow Agent shall immediately return the demanded money, papers and documents; and the escrow cancellation fees shall be paid by the non-demanding Party. (g) All communications from the Escrow Agent, Agency, or Developer shall be directed to the addresses and in the manner established in Section 9.1 of this Agreement for notices, demands and communications between Agency and Developer. (h) The liability of the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it pursuant to this Agreement. 4.4.2 Close of Escrow For purposes of this Agreement, "Close of Escrow" shall be defined as the date that the Agency Regulatory Agreement, Agency Trust Deed, Notices of Affordability Restrictions are recorded in the Office of the County Recorder for Riverside County. The Close of Escrow shall occur no later than the Closing Date. 4.4.3 Recordation (a) Upon the Close of Escrow and Developer's acquisition of the Site, the Escrow Agent shall cause the parcel map for the subdivision of the Site into the 20 Unit Site and the 90 Unit Site, the Agency Regulatory Agreement, the Notice of Affordability Restrictions, and the Agency Trust Deed, to be recorded among the land records in the Official Records of Riverside County. (b) Escrow Agent shall provide both Agency and Developer with conformed copies of all recorded documents. -15 4.5 Relocation 4.5.1 The Parties acknowledge and agree that the Site is not occupied, and there are no rights to use, possess, or occupy the Site by any third party as provided in Section 4.6.3. In such regard, the Relocation Laws will not be triggered by Agency's Loan or by the development of the Site. Developer shall defend, indemnify and hold Agency harmless from and against any claims for relocation benefits. 4.5.2 The term "Relocation" or "Relocation Laws" shall mean, to the extent and if applicable, any applicable federal, state and local laws relating to and including without limitation any and all relocation obligations set forth in (i) the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 ("URA"), 42 U. S.C. 4201 4655, and the implementing regulation thereto set forth in 49 CFR Part 24, (ii) Government Code Section 7260, et seq. and the implementing regulations thereto in Title 25, Section 6000, et seq. of the Code of Regulations (together, "CRAU), and (iii) any other applicable federal, state or local enactment, regulation or practice providing for relocation assistance, benefits, or compensation for property interests (including without limitation goodwill and furnishings, fixtures and equipment, and moving expenses), and (iv) any federal law or regulation prohibiting payment of relocation benefits or assistance to persons ineligible for relocation benefits or assistance. ARTICLE 5 DEVELOPMENT OF THE SITE 5.1 Scope of Development Developer shall improve the Site in the manner described in the Scope of Development. Developer shall begin and thereafter diligently prosecute to completion the Improvements to the Site as provided in the Scope of Development. Subject to Section 9.3 hereof, Developer shall begin and complete all construction of the Development within the times specified in the Schedule of Performance. In addition to any approvals hereunder by Agency, all planning and building documents shall be submitted to, reviewed by, and approved or rejected by the Planning and Building Departments of City (as appropriate) pursuant to the City's codes, resolutions, rules and regulations. 5.2 Cost of Construction 5.2.1 The cost of developing the Site, together with all on- and off-site improvements set forth in the Scope of Development or otherwise required by the City Building Official, City Engineer, or City Planner, shall be borne by Developer. The Parties hereby acknowledge and agree that any increase in costs above the amounts projected or assumed by Developer, or decreases in revenues below the amounts projected or assumed by Developer, shall be at the sole financial risk of Developer, except for any increase in cost or decrease in revenue caused by the Agency. 5.2.2 Developer shall indemnify, protect, defend and hold harmless Agency and City and their officers, employees, contractors and agents, with counsel reasonably acceptable to Agency, from and against any and all loss, liability, damage, claim, cost, expense (including -16- reasonable attorneys fees, court and litigation costs, and fees of expert witnesses) which, in connection with the development, construction (as defined by applicable Laws) and/or operation of the Development, including, without limitation, any and all public works (as defined by applicable Laws), results or arises in any way from any of the following: the non-compliance by Developer of any applicable local, state and/or federal Law, including, without limitation, any applicable federal and/or state labor Law (including, without limitation, if applicable, the requirement to pay state prevailing wages and to hire apprentices), except for loss, liability, damage, claim, cost, expense due to Agency's negligence or willful misconduct. 5.3 City and Other Governmental Permits Before commencement of construction or development of any buildings, structures or other work of improvement upon the Site, Developer shall, at its own expense (except as set forth in Section 7.2.2), secure or cause to be secured any and all permits which may be required by City or any other governmental agency affected by such construction, development or work. 5.4 Zoning and Land Use Requirements; Environmental Review 5.4.1 Agency shall cooperate with Developer in all proceedings which may be necessary so that the development of the Site and the construction, use, operation, and maintenance of the improvements thereon in accordance with the provisions of this Agreement shall be in conformity with applicable zoning and General Plan requirements. Agency shall use its best efforts to expedite all necessary approvals. A mitigated negative declaration for the Development contemplated by this Agreement has been prepared and approved by Agency pursuant to CEQA prior to the approval of this Agreement. In the event additional environmental studies are required, the costs of such studies shall be borne by Developer. 5.4.2 Developer shall take all necessary steps so that the development of the Site and the construction, use, operation, and maintenance of the improvements thereon in accordance with the provisions of this Agreement shall be in conformity with applicable zoning and General Plan requirements, including the conditions of approval of any required land use entitlements, and that all applicable environmental mitigation measures and other requirements shall have been complied with. 5.4.3 If any revisions or modifications to this Agreement, including the Scope of Development, shall be required to comply with any requirement of a governmental official, Agency, department or bureau having jurisdiction over the development of the Site, Agency and Developer shall cooperate in making such reasonable changes, consistent with the public purposes of this Agreement, as may be necessary. 5.5 Agency Rights of Access During Construction Without limiting any rights of access which Agency or City may have irrespective of this Agreement, representatives of Agency shall have a reasonable right of access to the Site and Development being constructed at normal construction hours during the period of construction for the purposes of this Agreement, including but not limited to the inspection of the work being performed in constructing the Improvements, so long as they comply with all safety -17- rules and observe any rules adopted by Developer for purposes of maintaining order on the Site, including requirements that such representatives be escorted by representatives of Developer. Such representatives of Agency and City shall be those designated in writing by the Executive Director. Prior to issuance of Agency's Certificate of Completion, Agency and City, at their sole risk and expense, reserve the right to enter the Site or any part thereof at all reasonable times during ordinary business hours and with as little interference as possible for the purpose of construction, reconstruction, maintenance, repair or service of any public improvements or public facilities located on the Site. Any such entry shall be made only after reasonable notice to Developer, except in case of emergency repairs, and Agency and City, as applicable, shall defend, indemnify and hold Developer harmless from any costs, claims, damages or liabilities pertaining to or arising from any such entry or the activities of Agency or City on the Site. Any damage or injury to the Site or any improvement thereon resulting from any such entry shall be promptly repaired or restored at the Agency's or City's expense, as applicable. 5.6 Local, State and Federal Laws Developer shall carry out the construction of the Improvements in conformity with all applicable Laws. 5.7 Indemnification 5.7.1 Developer Indemnification of Agency and City. (a) Developer shall indemnify, defend and hold Agency and City and their officers, agents, and employees harmless from and against all Losses and Liabilities arising from or as a result of the death of any person or any accident, injury, loss, and damage whatsoever caused to any person or to the property of any person which shall occur on the Project Site and which shall be caused by any negligence or willful misconduct of Developer, its agents, servants, employees, or contractors, or arising out of the performance of this Agreement relating to the Site or the Development. Developer's obligation to indemnify Agency and City pursuant to this paragraph shall not apply to any Losses or Liabilities solely from the willful misconduct or negligence of Agency or City. The obligations of Developer pursuant to this Section 5.8.1 are not limited in any way by any insurance maintained by Developer, including but not limited to any insurance maintained pursuant to Section 5.9. (b) Without limiting Developer's indemnification, it is agreed that Developer shall maintain in force at all times during the term of this Agreement, the policy or policies of insurance covering its operations and performance under this Agreement in the form and amounts set forth hereinafter, which insurance obligations shall apply independently of the indemnification provided hereunder. (c) No member, officer, committee member, or employee of Agency or City shall be personally liable to Developer, or any successor in interest, in the event of any default or breach by Agency or for any amount that may become due to Developer or to its successor, or for breach of any obligation of the terms of this Agreement. -18- 5.7.2 Notice of Loss or Liability; Tender of Indemnification. Each party agrees to provide the indemnifying party with written notification of any claim for any Loss or Liability within thirty (30) days of notice thereof, to allow the indemnifying party control over the defense and settlement of the claim, and to cooperate with the indemnifying party in its defense. 5.7.3 Defense of Loss or Liability. Agency, City, and Developer, at their sole discretion and expense, may employ legal counsel and participate in the defense of any actions. 5.7.4 Cooperation with Claims for Losses and Liabilities. Each party to this Agreement shall cooperate with another party in the defense of any action brought for conduct resulting under this Agreement and shall make available to that party any and all records in their respective possessions or control reasonably required by a party for use in contesting or defending liability. 5.8 Developer Insurance Requirements Without limiting Developer's liability for indemnification of Agency and City, as set forth in Section 5.7 above, Developer shall provide and maintain, in effect, during the term of this Agreement, or as may be further required herein, the following insurance coverages and provisions: 5.8.1 Evidence of Coverage. Prior to and as a condition to the Close of Escrow for conveyance of the Site, Developer shall provide on an insurance industry approved form a Certificate of Insurance certifying that coverage as required herein has been obtained and remains in force for the period required by this Agreement. In addition, a copy of the policy or policies shall be provided by Developer upon written request of the Executive Director. Developer shall not begin any work at or access to the Site pursuant to this Agreement until it has obtained all insurance required and such insurance has been approved by the Executive Director. This approval of insurance shall neither relieve nor decrease the liability of Developer. 5.8.2 Notice of Cancellation or Change of Coverage. Each policy of insurance shall include a provision that expressly states that the insurance afforded by this policy shall not be canceled or changed so as to no longer meet the herein specified insurance requirements without thirty (30) days prior written notice of such cancellation or change being delivered to the Executive Director. 5.8.3 Qualifying Insurers. All coverages shall be issued by insurance companies that must be: (a) Rated A :VIII or better or FPR Ratings of 9 through 7, and have a Financial Size Category (FSC) of VIII or better according to the current Best's Key Rating Guide/Property-Casualty/United States, or a company of equal financial stability that is approved by the Executive Director; and (b) Qualified to do business in the State of California. -19- 5.8.4 Exceptions to Standard Policy. Agency and City acknowledge that some insurance requirements contained in this Agreement may be fulfilled by self-insurance on the part of Developer, as approved in writing in the sole discretion of the Executive Director. However, this shall not in any way limit liabilities assumed by Developer under this Agreement. (a) Any self-insured retention or deductible on any insurance policy (except auto) which exceeds $25,044 requires prior written approval of the Executive Director. (b) Any self-insured retention or deductible on automobile liability over $5,000 requires approval of the Executive Director. 5.8.5 Subcontracts. Should any of the work under this Agreement be sublet, Developer shall require each of its subcontractors of any tier to provide the coverages mentioned herein, or Developer may insure subcontractors under its own policies. 5.8.6 Noncompliance. Agency reserves the right to withhold payments to Developer in the event of material noncompliance with the insurance requirements outlined herein. 5.8.7 Comprehensive General Liability Insurance. Comprehensive General Liability Insurance for bodily injury (including death) and property damage which provides not less than two million dollars ($2,000,000) combined single limit (CSL) per occurrence and not less than four million dollars ($4,000,000) annual aggregate. Such limits may be satisfied through a combination of Developer's Commercial General Liability Insurance and Umbrella Insurance policies. (a) Such coverage shall include: (i) Premises and Operations (ii) Products/Completed Operations with limits of two million dollars ($2,000,000) per occurrence/aggregate to be maintained for two (2) years following the end of the term of this Agreement. (iii) Contractual Liability expressly including liability assumed under this agreement, excepting the requirement does not apply for service contracts. (iv) Personal Injury Liability. (v) Separation Clause providing that the coverage applies separately to each insured except with respect to the limits of liability. 5.8.8 Endorsements. Coverage shall include the following endorsements, copies of which shall be provided to the Executive Director (unless the applicable coverage is included in the policy without the need for an endorsement, in which case the applicable coverage described below must be clearly indicated on the insurance certificate delivered to Agency). -20- (a) Additional Insured Endorsement: Insurance afforded by this policy shall also apply to Agency and City, and the members of the Agency Board and City Council, and the officers, agents, and employees thereof, individually and collectively, as additional insureds. (b) Primary Insurance Endorsement: Insurance afforded by the additional insured endorsement shall apply as primary insurance, and other insurance maintained by the Agency or City or their officers, agents, and employees shall be excess only and not contributing with insurance provided under this policy. (c) Notice of Cancellation or Change of Coverage: Insurance afforded by this policy shall not be canceled or changed so as to no longer meet these specified insurance requirements without 30 days prior written notice of such cancellation or change being delivered to the Executive Director at the address shown on the Certificate of Insurance. This requirement may be satisfied by substantially similar language contained in the policy and need not be satisfied by special endorsement. (d) Separation Clause: It is agreed that this policy provides coverage separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the Company's limit of liability. This requirement may be satisfied by substantially similar language contained in the policy and need not be satisfied by special endorsement. (e) Type of Coverage. It is the intent of Agency to secure "occurrence" rather than "claims made" coverage whenever possible. If coverage is written on a "claims made" basis, the Certificate of Insurance shall clearly so state. In addition to coverage requirements above, such policy shall provide that: (i) Policy retroactive date coincides with or precedes Developer's start of work (including subsequent policies purchased as renewals or replacements). (ii) Developer will make every effort to maintain similar insurance during the required extended period of coverage following completion of services, including the requirement of adding all additional insureds. (iii) Policy allows for reporting of circumstances or incidents that might give rise to future claims. (iv) The foregoing type of coverage requires prior approval from the Executive Director 5.8.9 Comprehensive Automobile Liability Insurance. Comprehensive Automobile Liability Insurance for bodily injury (including death) and property damage which provides total limits of not less than two million dollars ($2,000,000) combined single limit per occurrence applicable to all owned, non-owned and hired vehicles/watercraft, and not less than four million dollars ($4,000,000) annual aggregate. Such limits may be satisfied through a -21- combination of Developer's Liability Insurance and Umbrella Insurance provided clear, reasonable evidence thereof is provided to Agency. (a) Such insurance must be primary and any insurance maintained by Agency or the City must be excess and non contributing. (b) Agency and City must be named as additional insureds. (c) Not less than thirty (30) days written notice is required for cancellation of coverage. 5.8.10 Workers' Compensation Insurance. Workers' Compensation Insurance shall be maintained. (a) Statutory California Workers' Compensation coverage including a broad form all-states endorsement and waiver of subrogation. (b) Not less than thirty (30) days' prior written notice is required for cancellation of coverage. 5.8.11 Employers' Liability Coverage. Employers' Liability Coverage of not less than two million dollars ($2,000,000) per occurrence for all employees engaged in the Development project or operations under this Agreement. Such limits may be satisfied through a combination of Developer's Employer's Liability Insurance and Umbrella Insurance policies. 5.8.12 Remedies for Failure to Provide or Maintain Required Insurance or Endorsements. In addition to any other remedies Agency may have if Developer fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, Agency may, at its sole option, but only after providing Developer notice and the opportunity to cure for the timeframe provided under this Agreement: (a) Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any grant amount due under this Agreement. (b) Order Developer to stop performance under this Agreement and/or withhold any payment(s) which become due to Developer hereunder until Developer demonstrates compliance with the insurance requirements hereof. (c) Immediately and without further cause terminate this Agreement. Exercise of any of the above remedies, however, is an alternative to any other remedies Agency may have and are not the exclusive remedies for Developer's failure to maintain or secure appropriate policies or endorsements. Nothing herein contained shall be construed as limiting in any way the extent to which Developer may be held responsible for payments of damages to persons or property resulting from Developer's or its permitted subcontractors', if any, performance of work under this Agreement. -22- 5.8.13 Required Notices. All such insurance shall provide that it may not be canceled or materially modified without thirty (30) days' prior written notice to the Executive Director. No such insurance shall include deductible amounts that the Executive Director has not previously consented in writing. Certificates of insurance for the above policies (and/or original policies, if required by Agency) shall be delivered to the Executive Director from time to time within ten (10) days after demand therefor. All policies insuring against damage to the Development shall contain an agreed value clause sufficient to eliminate any risk of co- insurance. Any insurance maintained by Agency or City shall apply in excess of and shall not contribute with the insurance provided by the policies furnished by Developer. No less than thirty (30) days prior to the expiration of each policy, Developer shall deliver to the Executive Director evidence of renewal or replacement of such policy reasonably satisfactory to the Executive Director. 5.8.14 Knowledge of Claim. If at any time Developer becomes aware of a claim or a potential claim for any Losses or Liabilities, Developer shall immediately provide written notice ("Claim Notice") to the Executive Director which sets forth the nature of the claim or potential claim for a Loss or Liability and the date on which Developer became aware of such claim or potential claim and shall provide the Executive Director with copies of any documents relating to such claim or potential claim for any Losses or Liabilities. 5.8.15 Notice of Change in Coverage. If, at any time, Developer becomes aware that any of the coverages provided above are going to be canceled, limited in scope or coverage, terminated or non-renewed, then Developer shall promptly provide the Executive Director with written notice ("Insurance Notice") of such cancellation, limitation, termination or non-renewal. 5.8.16 Receipt of Claim for Loss or Liability. Upon the receipt of the Insurance Notice or the Claim Notice, or at any time when Agency has knowledge of (i) the cancellation, limitation, termination or non-renewal of one or more of the Developer's insurance policies enumerated above or (ii) a claim or potential claim under one or more of such policies, then, in addition to its other rights and remedies pursuant to this Agreement, Agency shall have the right to suspend Agency's obligations under this Agreement until such time as Developer furnishes, or causes to be furnished to the Executive Director, duplicate originals or appropriate certificates of insurance for coverages in the amounts not less than those specified above or until the time such claim or potential claim has been resolved to the reasonable satisfaction of Agency. 5.8.17 Waiver of Subro ag tion. Developer hereby waives all rights to recover against Agency and City (or any of their officers, employees, agents, or representatives) for any loss incurred by Developer from any cause insured against or required by any implementing document under this Agreement to be insured against; provided, however, that this waiver of subrogation shall not be effective with respect to any insurance policy if the coverage thereunder would be materially reduced or impaired as a result. Developer shall use its best efforts to obtain only policies that permit the foregoing waiver of subrogation. -23 5.9 Developer's Contractor's Construction Insurance Requirements From the period commencing upon the earliest to occur of (i) the effective date of the notice to proceed given by Developer to a general contractor under its construction contract for the Development ("Construction Contract"), or (ii) the date Developer enters onto the Site to commence construction, or (iii) the date of any work or improvement on the Site, through the date Agency issues the final Certificate of Completion for all of the Improvements pursuant to this Agreement, Developer shall cause its general contractor to provide and maintain at no expense to Agency, insurance policies meeting the requirements set forth herein. Said insurance shall protect the general contractor, its agents, representatives, employees, vendors, anyone directly or indirectly employed by any of them, or anyone for whose acts they may be liable, and said insurance is in addition to the insurance provided by Developer hereunder. 5.9.1 General Contractor Insurance Submittals. Developer's general contractor shall provide insurance according to the requirements set forth herein. General contractor will maintain the following coverages on behalf of Agency and City and any and all of their boards, officials, employees and agents. Such limits may be satisfied through a combination of Contractor's Commercial General Liability Insurance and Developer's Umbrella Insurance policies. (a) Commercial General Liability Insurance shall be provided on Insurance services Office-CGL policy form No. CG 00 01 11 85 or equivalent policy form approved by the Executive Director. Policy limits shall be no less than Three Million Dollars ($3,000,000.00) per occurrence for all coverages and not less than Ten Million Dollars ($10,000,000.00) in general aggregate. There shall be no cross liability exclusion. Coverage shall apply on a primary non-contributing basis in relation to any other insurance or self- insurance (primary or excess) available to Agency and/or City, and any and all of their boards, officials, employees or agents. Coverage for the additional insureds shall apply to the fullest extent permitted by law excepting only the active negligence of Agency or City, as established by agreement between the parties or by the findings of a court of competent jurisdiction. Agency and City, and any and all of their boards, officials, employees and agents shall be added as additional insureds using Insurance Services Office additional insured endorsement form No. CG 20 26 1185 or another additional insured endorsement form presented to and reviewed and approved by the Executive Director in his/her sole, reasonable discretion. (b) Business Auto Coverage shall be written on Insurance Services Office Business Auto Coverage form CA 20 26 1185 including owned, non owned and hired autos. Limits shall be no less than Two Million Dollars ($2,000,000.00) per occurrence for all coverages and not less than Four Million Dollars ($4,000,000.00) in general aggregate. Developer may submit, and Executive Director may review and approve, another policy form and/or another form of additional insured endorsement. (c) Non-Owned Auto Endorsement if general contractor owns no autos, a non owned auto endorsement to the General Liability policy described above is acceptable. -24- (d) Workers' Compensation/Employer's Liability shall be written on a policy form providing workers' compensation statutory benefits as required by law. Employer's liability limits shall be no less than Two Million Dollars ($2,400,400) per accident or disease. Unless otherwise agreed, this policy shall be endorsed to waive any right of subrogation as respects Agency and/or City and any and all of their boards, officials, employees or agents. (e) Course of Construction (Builder's Risk) Insurance shall be provided by general contractor (or by Developer) and shall include Agency and City and any and all of their boards, officials, employees and agents as additional insureds using Insurance Services Office additional insured endorsement form No. CG 20 26 1185 or another additional insured endorsement form presented to and reviewed and approved by the Executive Director in his/her sole, reasonable discretion. Coverage shall be for the full completed value of the Development project. Any deductible amounts shall be the responsibility of the first named insured on the policy and shall not be the responsibility of Agency. The policy shall cover all real and personal property for "all risks" of loss for all buildings, structures, fixtures, materials, supplies, machinery and equipment to be used in or incidental to the construction at the Site, off site, or in transit, for the full replacement value of such properties (excluding earth movement including earthquake and flood). Coverage shall be included for property of others in the care, custody or control of the insured for which any insured may be liable. (f) General Conditions pertaining to provision of insurance coverage by general contractor. General contractor must agree to the following provisions regarding insurance provided by general contractor: (i) Developer shall cause the general contractor agrees to provide insurance in accordance with the requirements set forth herein. If general contractor uses existing coverage to comply with these requirements and that coverage does not meet the requirements set forth herein, general contractor agrees to amend, supplement or endorse the existing coverage to do so. In the event any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, Agency has the right to order general contractor to discontinue work until suitable replacement coverage is obtained. (ii) The coverage required here will be renewed annually by general contractor as long as general contractor continues to provide any construction services under this or any other contract or agreement with the Developer related to the Site. (iii) No liability insurance coverage provided to comply with this Agreement shall prohibit general contractor, or general contractor's employees, or agents, from waiving the right of subrogation prior to a loss. General contractor waives its right of subrogation against Agency and City. (iv) No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. general contractor expressly agrees not to use any statutory immunity defenses under workers' compensation or related laws with respect to Agency or City, or their employees, officials and agents, to avoid general contractor's indemnity obligation for such third party action over claims. -25 (v) All insurance coverage and limits provided by general contractor and available or applicable to this Agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement limits the application of such insurance coverage. (vi) Unless otherwise approved by the Executive Director, insurance provided pursuant to these requirements shall be written by insurers authorized to do business in the State of California and with a minimum "Best's" Insurance Guide rating of A:VII. Notwithstanding the above, Workers' Compensation Insurance from the State Compensation Insurance Fund does not need to be rated by AM Best. (vii) Any "self-insured retention" must be declared and approved by the Executive Director. Agency reserves the right to require the self insured retention to be eliminated, reduced, or replaced by a deductible. Self-funding, policy fronting or other mechanisms to avoid risk transfer shall be fully disclosed to the Executive Director before any notice to proceed is issued. (g) Developer shall cause general contractor to provide proof that policies of insurance required herein expiring during the terms of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from general contractor's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to the Executive Director within five (5) days of the expiration of the coverages. (h) Developer shall cause general contractor to provide evidence of the insurance required herein, satisfactory to the Executive Director, consisting of. (a) certificate(s) of insurance evidencing all of the coverages required and, (b) additional insured endorsement(s) to general contractor's liability policy using Insurance Services Office additional insured endorsement form No. CG 20 26 1185 or equivalent that is not restricted to general contractor's "ongoing operations", and/or or another additional insured endorsement form presented to and reviewed and approved by the Executive Director in his/her sole, reasonable discretion. General contractor agrees, upon written request by either Executive Director to provide complete, copies of any policies required by this section, within 10 days of such request. Any actual or alleged failure on the part of Agency or any other additional insured under these requirements to obtain proof of insurance required under this Agreement in no way waives any right or remedy of Agency or any additional insured, in this or any other regard. (i) Certificate(s) are to reflect that the insurer will provide thirty (30) days notice to the Executive Director of any cancellation of coverage. Developer shall cause general contractor to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. -26- (i) Developer shall cause general contractor to require all subcontractors or other parties hired for this Development project to provide workers' compensation, general liability and automobile liability insurance, unless otherwise agreed to by the Executive Director with minimum liability limits of two million dollars ($2,000,000) for general contractors and one million dollars ($1,000,000) for subcontractors. The subcontractor's general liability insurance shall add Agency and City as additional insureds using Insurance Services Office additional insured endorsement form No. CG 20 26 1185 or another additional insured endorsement form presented to and reviewed and approved by the Executive Director in his/her sole, reasonable discretion. General contractor agrees to obtain certificates evidencing such coverage and make reasonable efforts to ensure that such coverage is provided as required here. 0) Requirements of specific coverage features or limits contained in these insurance provisions are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. (k) Developer shall cause general contractor to provide prompt notice to the Executive Director of any claim for any Losses or Liabilities against general contractor that includes Agency or City as a defendant and of any claim for Losses or Liabilities arising out of the work performed under this Agreement in which the demand or probable ultimate cost exceeds $10,000. Agency assumes no obligation or liability by such notice, but reserves and has the right (but not the duty) to monitor the handling of any such claim for any Loss or Liability claims if they are likely to involve Agency. (1) The insurance requirements set forth herein are intended to be separate and distinct from any other provision in this Agreement and are intended to be interpreted as such. (m) These insurance requirements supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of these insurance requirements. For purposes of insurance coverage only, this Agreement will be deemed to have been executed and performed by Developer immediately upon Developer taking any steps that can be deemed to be in furtherance of or towards commencing the work of construction of the Development on the Project Site. 5.10 Non-Discrimination During Construction (a) Developer for itself and its successors and assigns agrees that in the construction of the improvements on the Site provided for in this Agreement, Developer will not unlawfully discriminate against any employee or applicant for employment because of race, color, religion, creed, national origin, ancestry, physical handicap, medical condition, age, marital status, sex or sexual orientation. Developer will take reasonable action to ensure that -27- applicants are employed, and that employees are treated during employment without regard to their race, color, religion, creed, national origin, ancestry, physical handicap, medical condition, age, marital status, sex or sexual orientation. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Developer hereby certifies and agrees that, in all matters affecting this Agreement, it shall comply with all applicable federal and state laws and regulations prohibiting discrimination by Developer, including but not limited to all applicable provisions of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, the Age Discrimination in Employment Act of 1975, and the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated there under (California Code of Regulations, Title 2, Section 7258.0 et seq.), or as they may be subsequently amended, in the construction of Improvements. The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a- f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this contract by reference and made a part hereof as if set forth in full. The foregoing shall not be construed to prohibit employment practices not otherwise prohibited by law. Developer agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. (b) Developer will, in all solicitations or advertisements for employees placed by or on behalf of Developer, state that all qualified applicants will receive consideration for employment without regard to race, color, creed, national origin, ancestry, physical handicap, medical condition, age, marital status, sex or sexual orientation. 5.11 Taxes, Assessments, Encumbrances and Liens Developer shall pay, or cause to be paid, prior to delinquency, all real estate taxes and assessments assessed and levied on the Site subsequent to Developer's acquisition of fee title thereto. Nothing herein shall prohibit Developer from applying to appropriate taxing agencies for any legal exemptions from the imposition of real property taxes or possessory interest taxes applicable to the Site, or the imposition of taxes upon its personal property, equipment, and trade fixtures installed in or about the Site, or any other exemption, exclusion, or benefit available to Developer. 5.12 Security Financing, ights of Holders 5.12.1 No Encumbrances Except Mortgages, Deeds of Trust, Sales and Leasebacks or Other Financing for Development Subject to the following provisions, mortgages, deeds of trust, sales and lease- backs or any other form of conveyance required for any reasonable method of financing by Developer for the portion of the Development are permitted before issuance of a Certificate of Completion (including the granting of a security interest in Developer's rights in this Agreement), but only for the purpose of securing funds to be used for financing the construction of the Development and/or any take-out or permanent financing and any other expenditures necessary or appropriate to develop the Site under this Agreement, including without limitation -28- real and personal property taxes, related off-site improvements, insurance premiums, closing costs, attorneys' fees, loan carrying costs and costs of financing. Developer shall notify Agency in advance of any mortgage, deed of trust, or other form of conveyance for financing if Developer proposes to enter into the same before issuance of a Certificate of Completion. Developer shall not enter into any such conveyance for financing without the prior written approval of Agency. Agency hereby approves mortgages, deeds of trust, and regulatory agreements in connection with the Construction Loan, the Permanent Loan, and any other financing described in Section 7. 1, provided the financing is on commercially reasonable terms and is otherwise consistent with Section 7.1. In any event, Developer shall promptly notify Agency in writing of any lien or other encumbrance that has been created or attached to the Project Site or Improvement prior to issuance of a Certificate of Completion. 5.12.2 Holder Not Obligated to Construct Improvements A Holder shall in no way be obligated by the provisions of this Agreement to construct or complete the Improvements or to guarantee such construction or completion; however, no Holder may devote the Site to any uses, or to construct any Improvements thereon, other than those uses or Improvements provided for or authorized by this Agreement. 5.12.3 Right of Agency to Cure Mortgage, Deed of Trust, Other Security Interest, Lease-back or Other Conveyance for Financing Default In the event of an uncured default or breach by Developer of a mortgage, deed of trust, other security instrument or obligations to the grantee under any conveyance for financing for the Site or the Development thereon prior to the issuance of a Certificate of Completion therefor (unless Developer is contesting such default in good faith), and the Holder has not exercised its option to complete the Development thereon, Agency may, pursuant to the terms of this Agreement, cure the default no sooner than immediately prior to completion of the foreclosure. In such event, Agency shall be entitled to reimbursement of all direct and actual costs and expenses incurred by Agency in curing the default and Developer's obligation to reimburse shall be secured by the Agency Deed of Trust. 5.13 Certificate of Completion Promptly after completion of the construction of the Improvements comprising the Development, or any portion thereof, Agency shall furnish Developer with a Certificate of Completion upon written request therefor by Developer. The Certificate of Completion shall be and shall constitute a conclusive determination of satisfactory completion of the construction required by this Agreement for the Development or portion of the Development for which the Certificate is issued. The Certificate of Completion shall be in such form as to permit it to be recorded in the Recorder's Office of Riverside County. If Agency refuses or fails to furnish a Certificate of Completion within ten (10) days after written request therefor from Developer, Agency shall, within such period of ten (10) days, provide Developer with a written statement of the reasons why Agency refuses or fails to -29- furnish such Certificate of Completion and Agency's opinion of the action Developer must take to obtain such Certificate of Completion. If Agency fails to respond to Developer in writing within ten (10) business days after Developer's written request for a Certificate of Completion, then Agency shall be deemed to have approved the construction of the Improvements and shall have waived all conditions subsequent to issuance and recordation of a Certificate of Completion. Such Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of Developer to any Holder, or any insurer of a mortgage securing money loaned to finance the Improvements, or any part thereof. Such Certificate of Completion is not a notice of completion as referred to in California Civil Code Section 3093. ARTICLE 6 USES OF THE SITE 6.1 Uses 6.1.1 Housing. Developer shall develop on the 20 Unit Site with twenty (20) units of housing for Moderate Income Households, and Developer shall develop on the 90 Unit Site ninety (90) units of housing for Moderate Income Households and Very Low Income Households (including twenty (20) units for Senior Households), in accordance with the Scope of Development, and the City's land use entitlement for the Site. Developer covenants and agrees for itself and its successors and assigns, and every successor in interest to the Site, or any portion thereof, that during construction and thereafter, Developer and such successors and assigns shall use the Site exclusively for the purposes herein stated and shall not devote the Site to any uses which are inconsistent with this Agreement and applicable City land use entitlements. 6.1.2 After the issuance of a Certificate of Completion for the Site, Developer shall not make or permit to be made any substantial structural additions or modifications to the exterior of any of the Improvements required to be constructed on the Site pursuant to this Agreement, or permit a use other than as set forth herein, without the prior written consent of Agency. 6.2 Affordable Housing 6.2.1 Developer shall assure that thirty six (36) of the ninety (90) dwelling units on the 90 Unit Site are used, occupied, operated, leased, and/or rented exclusively to Moderate Income Households at Affordable Rents for the full term of the Agency Regulatory Agreement for the 90 Unit Site; fifty four (54) of the units on the 90 Unit Site are used, occupied, leased and/or rented exclusively to Very Low Income Households at Affordable Rent for the full term of the Regulatory Agreement; twenty (20) of the units on the 90 Unit Site are used, occupied, operated, leased and/or vacated exclusively to Senior Households at Affordable Rents; and the twenty (20) units on the 20 Unit Site are used, occupied, operated, leased and/or rented exclusively to Moderate Income Households at Affordable Rents for the full term of the applicable Agency Regulatory Agreement. 6.2.2 Developer shall submit an annual report ("Annual Report") to Agency, which contains the information required by Health and Safety Code Section 33418 and -30- additional information required by the Regulatory Agreement for the Senior Housing. The Annual Report shall include information for each and all of the Restricted Units, including: (a) move-in date, (b) rental rate, (c) household income, (d) family size for each unit, all for the applicable annual reporting period. The household income information shall be supplied by the tenant household in a certified statement on a form provided by Agency, or an equivalent certification form, such as the form required by the Tax Credit Allocation Committee. Developer shall submit the Annual Report on or before the first September 1 following the issuance and recording of the Certificate of Completion for the Development and each September 1 thereafter for the term of the Agency Regulatory Agreements. 6.3 Management Plans 6.3.1 Not later than the time specified therefor in the Schedule of Performance, Developer shall submit to the Executive Director Management Plans for the Site in a form acceptable to Agency and including but not limited to, the components listed below. The Management Plan, including such amendments as are approved by Agency, shall remain in effect for the term of the applicable Agency Regulatory Agreement. The Management Plan and any of its component plans or agreements may be materially amended by Developer only with the prior approval of the Executive Director. 6.3.2 The Management Plan shall include, but is not limited to, the following components: (a) Management Agent: Developer shall submit the name and qualifications of the proposed management agent. Agency shall approve or disapprove the proposed Agent in writing based on his/her experience and qualifications in managing affordable rental housing affordable which approval shall not be unreasonably withheld. The Agency hereby approves BRIDGE Property Management Company as a Management Agent. (b) Marketing: In a form reasonably satisfactory to Agency, Developer shall submit a plan for attracting tenants to the Development ("Marketing Plan"). Developer shall be responsible for implementing the approved plan at initial marketing of the Development. Within the limitations of applicable Laws, the Marketing Plan shall target advertising and marketing efforts first toward persons displaced from their homes by the Agency in an Agency Redevelopment Project Area; second toward City of Temecula residents; and third to all other persons. (c) Management Program: In a form reasonably satisfactory to Agency, Developer or its management agent shall describe the proposed management, maintenance, tenant selection and occupancy policies and procedures for the Development. Such policies and procedures must be consistent with the terms of this Agreement. (d) Management Agreement: Developer shall submit a copy of the proposed management agreement specifying the amount of the management fee and relationship and division of responsibilities between Developer and the management agents. (e) Lease Agreement: Developer shall submit a copy of the proposed form(s) of lease to be used. -31- (f) Parking Management Plan: Developer shall submit a plan for management of parking. As appropriate, provisions of the parking management plan shall be included in the proposed form of lease. If at any time during the term of any Agency Regulatory Agreement the Executive Director reasonably determines that the applicable Development is not being managed or maintained in a manner consistent with well-managed Agency developments, Agency may send written notice thereof to Developer, describing the manner in which management of the Development is not being satisfactorily maintained. If Developer fails to cure the failure within the cure periods set forth in Section 8. 1, Agency may require Developer to change management practices or to terminate the applicable management contract and retain a different management agent, approved by Agency. The management agreement shall include a provision that it shall be subject to termination by Developer without penalty, upon not less than thirty (30) days prior written notice, if Agency shall request Developer (i) to exercise such right of termination, and (ii) to make immediate arrangements satisfactory to Agency for continuing management. Developer may change the management agent at any time, with the prior written approval of the Executive Director. Such approval or denial shall be provided within (10) business days after receipt of Developer's written request and shall be based on the proposed management agent's experience and qualifications in managing affordable rental housing, which approval shall not be unreasonably withheld. 6.4 Maintenance of the Project Site and Improvements From and after Developer's acquisition of title and during the term of the applicable Agency Regulatory Agreement, Developer covenants that Developer shall reasonably maintain the Improvements on the Site and shall keep the Site free from any accumulation of debris or waste materials. Maintenance shall include the interior and exterior of Site and Improvements in a decent, safe and sanitary manner, and the standard of maintenance of comparable rental apartment projects affordable to Moderate Income Households within Riverside and San Diego Counties and as may be required in the Regulatory Agreement. If at any time Developer fails to maintain the Site and Improvements in accordance with this Agreement and such condition is not corrected within five (5) days after written notice from the Executive Director with respect to graffiti, debris, waste material, and general maintenance, or thirty (30) days after written notice with respect to landscaping and building improvements, then Agency, in addition to whatever remedy it may have at law or at equity, shall have the right to enter upon the applicable portion of the Site and perform all acts and work necessary to protect, maintain, and preserve the Site and Improvements and landscaped areas thereon, and to attach a lien upon the Site, or to assess the Site, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by Agency and/or costs of such cure, including a reasonable administrative charge, which amount shall be promptly paid by Developer to Agency upon demand. 6.5 Obligation to Refrain from Discrimination; Form of Non discrimination Clauses 6.5.1 Developer covenants by and for itself and any successors in interest that there shall be no discrimination against, or segregation of, any persons, or group of persons, on account of sex or sexual orientation, race, color, creed, marital status, religion, national origin or -32- ancestry in the enjoyment of the Site or any portion or component thereof, nor shall Developer itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, subleases or vendees of the Project Site. The foregoing covenants shall run with the land and shall remain in effect for the periods specified in the Agency Regulatory Agreement. 6.5.2 Developer shall refrain from restricting the rental, sale, or lease of the Project Site or any portion or component thereof on the basis of race, color, creed, religion, sex or sexual orientation, marital status, ancestry or national origin of any person. All deeds, leases or contracts entered into by Developer that relate to the Site or the improvements thereon or any portion thereof shall contain and be subject to substantially the following nondiscrimination or nonsegregation clauses: (1) In deeds: "The grantee herein covenants by and for and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." (2) In leases: "The lessee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through him, and that this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the leasing, subleasing, transferring, use, or enjoyment of the land herein leased nor shall the lessee himself, or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein leased. -33- Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." (3) In contracts: "There shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." The foregoing shall remain in effect in perpetuity. 6.6 Prohibition Against Walk-Up Services Developer shall not provide, or permit any other person to provide, food or clothing or other assistance to clients (other than residents of the Development, and as to potential residents of the Development, an office to pick up and submit rental applications) on a walk-up basis. 6.7 Agency Regulatory Agreement Developer and Agency shall execute, acknowledge and deliver the Regulatory Agreement in the form attached to this Agreement as Attachment No. 6 and incorporated herein by this reference, entitled "Regulatory Agreement, Right of first offer, and Purchase Option". Agency is hereby authorized to record the Agency Regulatory Agreement in the Official Records of Riverside County. 6.8 Effect and Duration of Covenants The covenants established in this Agreement, shall, without regard to technical classification or designation, be binding on Developer and any successor in interest to the Site or any part thereof for the benefit and in favor of Agency, City and their successors and assigns. Except as otherwise set forth in this Agreement, the covenants contained in this Agreement shall -34- remain in effect for the Improvements fifty-five (55) years from the date of the recordation of the Certificate of Completion for the applicable Improvements. The covenants against discrimination (as described in Section 6.6) shall remain in effect in perpetuity. ARTICLE 7 AGENCY FINANCIAL ASSISTANCE 7.1 Method of Financing Development 7.1.1 Agency and Developer anticipate that the acquisition of the 90 Unit Site and 20 Unit Site will be financed by the Agency, and the development of the 20 Unit Site will be financed by a construction loan from the Agency. Development on the 90 Unit Site will be financed through a combination of sources including, but not limited to, tax credit equity and through conventional financing (construction and permanent financing) from Qualified Lenders. Developer shall not encumber the 20 Unit Site with any liens without the prior, express written consent of the Executive Director. The proposed sources and uses of financing ("Financing Scenario') consists of the following: 20 Unit Project Acquisition Cost $1,624,587 Direct Costs $1,719,307 Indirect Costs $403,727 Financing Costs $0 Total Uses of Funds $3,747,621 Sources of Funds Construction Construction loan $0 Tax Credit Equity $0 Accrued Interest on Agency Loan $0 Agency Loan $3,747,621 Total Sources of Funds $3,747,621 Permanent Permanent Loan $0 Tax Credit Equity $0 Deferred Developer Fee $0 Accrued Interest on Agency Loan $0 Agency Loan $3,747,621 Total Source of Funds $3,747,621 90 Unit Project Total $3,548,815 $5,173,401 $11,425,929 $13,145,236 $5,178,484 $5,582,211 $1,496,333 $1,496,333 $21,649,561 $25,397,182 $16,387,360 $16,387,360 $100,000 $100,000 $85,554 $85,554 $3,500,000 $7,247,621 $20,072,914 $23,820,535 $2,380,000 $2,380,000 $14,193,033 $14,193,033 $300,000 $300,000 $85,554 $85,554 $4,690,974 $8,438,595 $21,649,561 $25,397,182 7.1.2 Developer shall make good faith, diligent and commercially reasonable efforts to solicit at least three (3) bids from prospective tax credit investors for Agency approval, which shall not be unreasonably withheld. Developer shall also use good faith, diligent and commercially reasonable efforts to obtain: (i) TCAC approval of the maximum tax credits -35- available, including submitting applications at each opportunity in 2009 and, if necessary, in 2010 (and additional TCAC application rounds, if expressly approved in writing by the Executive Director of the Agency in his sole and absolute discretion), (ii) the maximum financing available from the Affordable Housing Program of the San Francisco Federal Home Loan Bank, including submitting a complete application by October 1, 2009 for 2009 AHP Round B, and (iii) the maximum amount of permanent financing available on commercially reasonable terms from a Qualified Lender (as reasonably determined by Agency). The foregoing shall not limit the Developer from obtaining debt and equity financing from other sources, and Developer shall use diligent, good faith, and commercially reasonable efforts to maximize additional debt and equity financing for both the Development on 20 Unit Site and the Development on the 90 Unit Site so that portions thereof can be used to reduce the Agency Loans as soon as reasonably possible. As of the date of this Agreement, the Agency has approved the Financing Scenario described in Section 7.1.1 above and the Project Budget set forth in Attachment 9 (collectively, the "Approved Development Budget"). Developer shall submit any material amendments to the Approved Development Budgets to the Executive Director for approval within fifteen (15) days after the date Developer receives information indicating that actual costs of the Development vary or will vary from the costs shown on the Approved Development Budget. The Executive Director shall utilize good faith efforts to approve or disapprove requested amendments to the Approved Development Budgets within ten (10) business days after receipt of a required for approval, but reserves the right to obtain formal approval by the Agency. 7.1.3 Subject to Section 7.1.2 above, in order to assist Developer in implementing the Financing Scenario, Agency agrees to provide the Agency Loans to Developer in accordance with the terms and conditions set forth in Section 7.2 below. The amount of the net proceeds of permanent financing and tax credit equity shall be determined by the Borrower and submitted to the Agency for approval on the date the Borrower submits the final Form 8609 cost audit for the Development to the California Tax Credit Allocation Committee. The amount of the net proceeds of permanent financing and tax credit equity shall be calculated using the actual amount of the permanent financing and tax credit equity shall be realized by the Borrower, provided that Borrower provides sufficient evidence that the actual amount of permanent approved financing and tax credit equity realized by Borrower is the maximum amount that Borrower could secure for the Development applying reasonable underwriting standards. The Borrower shall also submit to the Agency any additional documentation sufficient o verify the amount of the net proceeds. The Agency shall approve or disapprove Borrower's determination of the amount of the net proceeds in writing within thirty (30) days of its receipt of Borrower's cost audit and supplemental documentation. If Borrower's determination is disapproved by the Agency, Borrower shall re-submit documentation to the Agency until Agency approval is obtained. The net proceeds shall be due to the Agency from the Borrower as partial repayment of the loan no later than five (5) days following the date (as reasonably scheduled by Borrower) that the final capital contribution is expected to be received on or before the date that is twenty-seven (27) calendar months after the commencement of construction on the 90 Unit Site. -36- 7.2 Agency Loan 7.2.1 Agency Loans Generally Agency agrees to lend to Developer, and Developer agrees to accept from Agency, acquisition financing amounts not to exceed Five Million Dollars ($5,000,000) for the Site; a construction loan of $2,247,621 for the 20 Unit Site; and a permanent loan of up to $1,190,974 (the "Agency Loans"). The Agency Loans shall accrue interest at the rate of three percent (3%) per annum, simple interest. The Agency Loans shall be evidenced by the Agency Note, and secured by the Agency Trust Deed, which shall be recorded. The Agency Loans shall be used solely for the purposes set forth in Section 7.2.2; no portion of the Agency Loans shall be used to pay any employees of Developer. 7.2.2 Disbursement of Agency Loans; Conditions The Agency Loans shall be disbursed as follows: 1. $5,000,000 for costs of acquiring the Site, at closing. 2. Up to $2,247,621 shall be disbursed on a monthly basis, not more often than once every 30 days, subject to normal and customary construction loan disbursement conditions, including without limitation, delivery of a loan request, retention of 10% of each payment until completion, delivery of copies of applicable invoices and appropriate mechanics lien releases (unconditional for the previous month's costs, and conditional for the current costs to be paid) to pay for construction costs of the Development on the 20 Unit Site. 3. Provided that written permanent loan commitments from Qualified Lenders containing commercially reasonable closing conditions are in effect to all permanent financing (other than the Agency Loan) that will be needed for the Development, as shown by written lending commitments delivered to the Agency and reasonable estoppel certificates from the permanent lender if required by the Executive Director, and allocations of tax credits and commitments of tax credit equity required for the Development have been obtained, then an additional $1,190,974 upon Completion of the Development, as permanent financing for the Development (for application to construction financing). It shall be a condition to any disbursement that Developer not be in default under this Agreement (including, without limitation, Section 7.1.2 above) or any of the documents described herein that shall have been executed by Developer, or under any other loan secured by the Development or any portion thereof. Agency and Developer anticipate that the construction of Development on the 20 Unit Site will be financed through the Agency Loan secured by the 20 Unit Site and no other secured loan. If the Agency Executive Director determines in good faith at any time that the -37- undisbursed portions of the Agency Loan for the 20 Unit Site are not sufficient to complete the Development on the 20 Unit Site, then the Agency may cease disbursements until the Developer shall have paid development costs equal to the deficit. The Agency will not unreasonably withhold its consent to reallocations of Agency Loan funds from one line item cost in the Project Budget for the Agency Loan for the 20 Unit Site to other line item costs(a) prior to the commencement of construction based on reasonable evidence of changes in cost estimates; and (b) after commencement of construction provided that (i) all costs to be paid in the line item from which funds are to be reallocated have been paid, and (ii) the reallocation does not exceed the cost savings (ie, the total amount of such line item less the total costs paid for the applicable line item costs). 7.2.3 Repayment of Agency (a) The Agency Loan (including all outstanding principal and accrued interest) shall become due and payable upon the earlier of occurrence of an Event of Default, or the date that is fifty-five (55) years after issuance by the Agency of a Certificate of Completion for the Improvements on the property securing the applicable Agency Loan. (b) Seventy-five percent (75%) of the Residual Receipts (defined below) for the 20 Unit Site and the 90 Unit Site shall be paid to the Agency and applied to the accrued interest and the outstanding principal on the Agency Loan. The Agency's share shall be paid to the Agency on an annual basis on the Payment Dates for application to sums outstanding under the Agency Loan (which shall be applied first to sums other than principal, then to principal), and on or before such annual Payment Date, Developer shall deliver to Agency in writing a detailed description of the calculation of the Residual Receipts and the calculation of the payment (or the detailed calculations, with reasonable back-up evidence, showing that no such payment is then due). Any Residual Receipts remaining after other financing has been fully re-paid by the payments described in the first sentence of this paragraph (and by any other payments) shall be paid to Agency to repay the remaining outstanding principal of and accrued interest on the Loan, to the extent of seventy-five percent (75%) of Residual Receipts. "Residual Receipts" means the Annual Project Revenue less (A) Annual Operating Expenses; (B) a limited partner asset management fee of $7,500 per year for the first fifteen (15) years after the recording of the Certificate of Completion, increased by 3.5% per year; (C) a general partner fee of $25,000 per year, increased by 3.5% a year; (D) deferred development fees of $300,000 (without interest); and (E) in the event AHP financing is obtained and AHP conditions such financing upon increased in the contemplated tenant services that result in increased Tenant Services Expenses above Pro Forma Tenant Services Operating Expenses (as reasonably determined by Agency), then up to $10,000 a year of such additional operating costs in excess of the Pro Forma Tenant Services Expenses (defined below), with such $10,000 limitation on additional Tenant Services Expenses increasing by 3 1/2% per year after the first full calendar year of operation of the Project after the issuance of a Certificate of Occupancy. "Annual Project Revenue" means all revenue generated by the 20 Unit Site or 90 Unit Site, as applicable, including, but not limited to, rent payments, governmental assistance housing payments, laundry and other vending machine and pay telephone income and -38- tenant reimbursements of costs. The Annual Project Revenue shall exclude security deposits (unless and until they are applied to pay obligations of tenants), loan proceeds, grants, capital contributions, insurance proceeds and condemnation awards. "Annual Operating Expenses" means all regular and customary annual expenses incurred in relation to the operation of the 20 Unit Site or 90 Unit Site, as applicable. Said Annual Operating Expenses may include a reasonable property management fee, fees of accountants, attorneys and other professionals allocable to the 20 Unit Site or 90 Unit Site, periodic installment payments of principal and interest on permanent loans that refinance the loans that are contemplated by this Agreement (up to the amount of the outstanding balances under the construction loans) and secured by the Site, repayment of completion and operating deficit loans relating to the Site (excluding any payments of Residual Receipts and any other payments based on a percentage or portion of 20 Unit Site or 90 Unit Site revenue), utility charges, operating, maintenance and repair expenses (including capital repairs and replacements to the extent not paid from loan proceeds or required reserves), property taxes and assessments and insurance premiums. Notwithstanding the foregoing, in no event shall Annual Operating Expenses include any costs, fees, fines, charges, penalties, awards, judgments or expenses (including, but not limited to legal and accounting fees and expenses) which are due to or arising out of the Borrower's (A) breach or default of the Agency Loan, any Loan Document or any loan document for any other loan secured by the Site, the Development or any portion thereof, (B) fraudulent acts or willful misconduct, or (C) breach or default under any other contract, lease or agreement pertaining to the Development. Annual Operating Expenses shall also not include other expenses not related to the Development's operations such as depreciation, amortization, accrued principal and interest expense on deferred payment debt and expenditures, or indebtedness, for new construction not included in the initial Development. "Pro Forma Tenant Services Operating Expenses" means the sum of $10,000 per year, increasing after the first full calendar year of operation of the Development on the 90 Unit Site after the issuance of a Certificate of Occupancy for the Development on the 90 Unit Site by 31/2% per year. "Tenant Services Expenses" shall mean tenant training services, tenant education services, and other tenant-specific services. ARTICLE 8 EVENTS OF DEFAULT AND RIGHTS OF TERMINATION AND OTHER REMEDIES 8.1 Events of Defaults - General 8.1.1 Subject to any extensions of time pursuant to Section 9.3, failure or delay by either Party to perform any term or provision of this Agreement (including, without limitation, the Schedule of Performance) or the documents attached hereto that are executed by Developer that is not cured within the time period hereinafter set forth shall constitute an Event of Default under this Agreement and such documents. 8.1.2 The continuance of a default under any other loan secured by the Site or any portion thereof after any applicable notice has been given by the lender and any applicable -39- cure period under the applicable loan documents has expired shall also constitute an Event of Default by Developer under this Agreement. 8.1.3 The non-defaulting Party shall give written notice of default to the Party in default, specifying the default complained of by the non-defaulting Party. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default. 8.1.4 The defaulting party shall have thirty (30) days after written notice thereof from the non-defaulting Party to cure the default; provided that if the nature of the default is such that more than thirty (30) days are reasonably required for its cure, then the defaulting Party shall not be deemed to be in default if it has promptly commenced a cure within the 30-day period and thereafter diligently prosecutes such cure to completion. 8.1.5 Any failures or delays by any Party in asserting any of its rights and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies, or deprive any Party of its right to institute and maintain any actions or proceedings that it may deem necessary to protect assert or enforce any such rights or remedies. 8.1.6 Agency agrees to provide copies of notices of default under this Agreement to Developer's investor limited partner at such address as provided by the limited partner, and agrees to accept any cure tendered by Developer's limited partner as if it had proffered by Developer. 8.2 Rights and Remedies are Cumulative Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise by any Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by any other Party. Upon the occurrence of an event of default, except as to rights and remedies expressly declared to be exclusive in this Agreement, the injured Party shall have all rights and remedies against the defaulting Party as may be available at Law or in equity to cure, correct or remedy any event of default, to obtain specific performance, to recover damages, or to obtain any other remedy consistent with the purpose of this Agreement. 8.3 Remedies Upon an Event of Default by Developer, Agency may terminate its commitment to provide disbursements of the Agency Loans, and shall also have any other rights and remedies at law, in equity or under this Agreement that are available to Agency, including foreclosure of the Agency Deed of Trust. 8.4 Institution of Legal Actions In addition to any other rights or remedies, either Party may institute legal action to cure, correct, or remedy any default, to recover damages for any default, or to obtain specific performance or any other remedy consistent with the purpose of this Agreement, except that there shall be no right to terminate this Agreement except as set forth in Sections 8.3, 8.4, and -40- 8.5 of this Agreement. Such legal actions must be instituted in the Superior Court of the County of Riverside, State of California, in any other appropriate court in Riverside County, or in the Federal District Court in the Central District of California. 8.5 Applicable Law and Attorneys' Fees The Laws of the State of California shall govern the interpretation and enforcement of this Agreement. Should legal action be brought by either Party for breach of this Agreement to enforce any provision, the prevailing Party in such action shall be entitled to actual attorneys' fees, court costs, and other litigation expenses including, without limitation, expenses incurred for preparation and discovery, and on appeal. The entitlement to recover such fees, costs and expenses shall accrue upon the commencement of the action regardless of whether the action is prosecuted to final judgment. 8.6 Acceptance of Service of Process In the event that any legal action is commenced by Developer against Agency, service of process on Agency shall be made by personal service upon the Executive Director or in such other manner as may be provided by Law. In the event that any legal action is commenced by Agency against Developer, service of process on such Party shall be made by personal service upon a general partner or an officer of general partner of Developer, or in such other manner as may be provided by Law, and shall be valid whether made within or without the State of California. ARTICLE 9 GENERAL PROVISIONS 9.1 Notices, Demands and Communications Between the Parties All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by registered or certified mail, postage pre-paid, return receipt requested, or by a nationally recognized courier service that provides a written receipt of delivery, to the addresses set forth in this Section 9. 1, with a copy to designated legal counsel. The notices or other communications shall be deemed received and effective upon: (i) if personally delivered, the date of delivery to the address of the person to receive such notice; (ii) if mailed, the date of delivery or refusal to accept delivery indicated in the certified or registered mail receipt; or (iii) if given by courier service, on the date of delivery evidenced by the receipt for delivery provided by the courier service. For Agency/City Temecula Redevelopment Agency 43200 Business Park Drive Temecula, California 92590 Attention: Patrick Richardson, Director of Planning and Redevelopment with a copy to: Richards, Watson & Gershon 355 South Grand Avenue, 40th Floor Los Angeles, California 90071-3101 Attention: Bruce Galloway -41- For Developer: Summerhouse Housing Associates, L.P. c/o BRIDGE Housing Corporation 345 Spear Street, Suite 700 San Francisco, CA 94105 Attention: Director of Development with a copy to: BRIDGE Housing Corporation - Southern California 2202 30th Street San Diego, CA 92104 Attn: Vice President with a copy to: Goldfarb & Lipman LLP 1300 Clay Street, Ninth Floor Oakland, CA 94612 Attention: Polly V. Marshall For Escrow Agent/Title Company: First American Title Insurance Company 135 Main Street, Suite 1200 San Francisco, CA 94105 Attention: Ms. Heather Kucala Escrow Number: NCS-387174-SA1 Such written notices, demands, correspondence and communications may be sent in the same manner to such other persons and addresses as either Party may from time to time designate in writing as provided in this Section. Notice shall be effective upon the date of personal delivery or, in the case of mailing, on the date of delivery or attempted delivery as shown on the U. S. Postal Service certified mail return receipt. 9.2 Nonliability of Officials, Officers, and Employ No member, official or employee of City or Agency shall be personally liable to Developer, or any successor in interest, in the event of any default or breach by Agency for any amount that may become due to Developer or its successors, or on any obligations under the terms of this Agreement. No partner, or officer, or director of partner of Developer shall be personally liable to the Agency in the event of any default or breach by Developer or for any amount that may become due to the Agency or on any obligations under the terms of this Agreement. 9.3 Enforced Delay; Extension of Times of Performance In addition to specific provisions of this Agreement, performance by any Party hereunder shall not be deemed to be in default, where delays or defaults are due to acts of God, or the elements, accident, casualty, unavailability or delays in delivery of any product (but not any delay in obtaining any financing or funding for the Improvements), labor, fuel, service or materials, failure or break-down of equipment, strikes, lockouts, or other labor disturbances, acts -42- of the public enemy, acts of terrorism, orders or inaction of any kind from the government of the United States, the State of California, or any other governmental, military or civil authority (other than City or Agency, to the extent that such orders or inaction affect City's or Agency's obligations, performance or rights under this Agreement or the orders, inaction or delay by City or Agency is not unreasonable under the circumstances), war, insurrections, riots, epidemics, landslides, lightning, droughts, floods, fires, earthquakes, arrests, civil disturbances, explosions, freight embargoes, lack of transportation, breakage or accidents to vehicles, or any other inability of any Party hereto, whether similar or dissimilar to those enumerated or otherwise, which are not within the control of the Party claiming such inability or disability, which such Party could not have avoided by exercising due diligence and care and regarding which such Party shall use all reasonable efforts that are practically available to it in order to correct such condition. However, no Party hereto shall be entitled to any extension of time pursuant to this Section 9.3 due to any event or condition caused by a Party's inherent financial condition or financial inability to pay its monetary obligations when due (as distinguished from a Party's inability to make a payment by reason of a bank's failure or some other external cause not associated with such Party's financial condition). Notwithstanding anything to the contrary in this Agreement, an extension of time for any such cause shall be for the period of time reasonable in light of the enforced delay. The extension of time shall commence to run from the time of the commencement of the cause, so long as the Party claiming the extension has notified the other Party in writing of the nature of the matter constituting the enforced delay within ten (10) days after the occurrence of the enforced delay. 9.4 Plans and Data If this Agreement is terminated for any reason other than Agency's default, Developer shall deliver to Agency copies of any and all plans and data concerning the Site which are in the possession of Developer, and shall assign to Agency all rights held by Developer to use such plans and data. In doing so, Developer shall not be considered to be making any representation regarding the content of such plans and data or expressly or impliedly warranting the accuracy thereof. 9.5 No Real Estate Commissions If any claim for brokers' or finders' fees for the consummation of this Agreement arises, then Developer hereby agrees to indemnify, hold harmless and defend Agency from and against such claim(s) if it (they) shall be based upon any statement or representation or agreement made by Developer, and Agency hereby agrees to indemnify, hold harmless and defend Developer if such claim(s) shall be based upon any statement, representation or agreement made by Agency. 9.6 Successors and Assigns This Agreement shall bind and inure to the benefit of the Parties to this Agreement and their respective successors and assigns; provided, however, that this provision -43- shall not authorize the assignment or transfer of any interest that is prohibited specifically by the other terms of this Agreement. 9.7 Relationship of the Parties The terms and provisions of this Agreement shall not cause the Parties hereto to be construed in any manner whatsoever as partners, joint venturers or agents of each other in the performance of their respective duties and obligations under this Agreement, or subject either Party to this Agreement to any obligations, loss, charge or expense of the other Party unless the Party to be held responsible has independently contracted with the claimant so as to make it directly responsible for the performance and/or payment, as appropriate, of the pertinent obligation, loss, charge or expense. 9.8 Text to Control; Interpretation 9.8.1 The headings in this Agreement are included solely for convenience, and if there shall be any conflict between such headings and the text of this Agreement, the text shall control. 9.8.2 Should any provisions of this Agreement require interpretation, it is agreed that the person or persons interpreting or construing the same shall not apply a presumption that the terms of this Agreement shall be more strictly construed against one Party by reason of the rule of construction that a document is to be construed more strictly against the Party thereto who itself or through its agent or counsel prepared the same or caused the same to be prepared; it being agreed that the agents and counsel of both of the Parties hereto have participated equally in the negotiation and preparation of this Agreement. 9.9 Severability To the best knowledge and belief of the Parties to this Agreement, this Agreement contains no provision that is contrary to any federal, state or local Law or to any regulatory requirement or other ruling or regulation of a federal, state or local agency or that would be in breach of the obligations of either or both of the Parties hereto under the terms and provision of any legally binding agreement. However, if any provision of this Agreement, or any part thereof, shall at any time be held to be invalid, in whole or in part, under any applicable federal, state or local Law by a court of competent jurisdiction, or by arbitrators or an administrative agency of the federal, state or local government with proper jurisdiction, then such provision or a portion thereof, as appropriate, shall be curtailed and limited only to the extent necessary to bring it within the requirements of the Law and the validity and enforceability of the remaining provisions of this Agreement shall remain in effect and shall in no way be affected, impaired or invalidated, unless the invalidated provision(s) shall uniquely, materially and adversely affect the rights and obligations of a Party to this Agreement. 9.14 Approvals by Agency In addition to the authority expressly given to the Executive Director elsewhere in the Agreement, the Agency's Executive Director shall have the authority to (i) give, in writing, all consents and approvals on behalf of the Agency; and (ii) agree in writing to non-substantial -44- modifications to this Agreement and to the documents required by this Agreement on behalf of the Agency. The Executive Director shall also have the authority to execute reasonable subordination agreements subordinating the Agency Deed of Trust and Regulatory Agreement to liens securing construction and permanent financing required for the Development, provided the Executive Director shall have reviewed and approved such construction and permanent financing and the appropriate findings required by law as to the subordination of the Regulatory Agreement shall have been made by the Agency. 9.11 Time of the Essence Time is of the essence of this Agreement. 9.12 Computation of Time Unless otherwise required by a specific provision of this Agreement, time hereunder is to be computed by excluding the first day and including the last day. If the date for performance falls on a Saturday, Sunday, or legal holiday, the date for performance shall be extended to the next business day. 9.13 Calendar Days All references in this Agreement to a number of days in which either Party shall have to consent, approve or perform shall mean calendar days unless specifically stated to be business days. 9.14 Police Power Nothing contained herein shall be deemed to limit, restrict, amend or modify, nor to constitute a waiver or release of, any Laws of City, its departments, commissions, agencies, and boards and the officers thereof and Agency, including, without limitation, any redevelopment or general plan or any zoning ordinances, or any of City's or Agency's duties, obligations, rights or remedies thereunder or pursuant thereto or the general police powers, rights, privileges and discretion of City or Agency in the furtherance of the public health, welfare, and safety of the inhabitants of the City of Temecula, including, without limitation, the right under law to make and implement independent judgments, decisions, and acts regarding planning, development, and redevelopment matters (including, without limitation, approval or disapproval of plans and issuance or withholding of building permits) whether or not consistent with the provisions of this Agreement, or any other documents contemplated hereby (collectively, "City and Agency Rules and Powers"). In the event of any conflict, inconsistency or contradiction between any terms, conditions, or provisions of this Agreement or such other documents, on the one hand, and any such City and Agency Rules and Powers, on the other hand, the latter shall prevail and govern in each case. This Section shall be interpreted for the benefit of City and Agency. 9.15 Estoppel Certificates Any Party hereunder may, from time to time, request the other Party to execute and acknowledge an estoppel certificate or agreement verifying that this Agreement, including -45- any Attachments hereto, is in full force and effect and that no default or defaults have occurred and are continuing as of the date of such certificate or agreement (nor any event which, with the passage of time and the giving of notice would result in a Default or breach under this Agreement), or stating the nature of the default or breach or event, if any. In the event the estoppel certificate discloses such a default, breach or event, it shall also state the manner in which such default, breach and/or event may be cured. The Party requesting such certificate or agreement shall provide the form thereof and, provided such certificate or agreement is in form and substance commercially reasonable, the requested Party shall execute and return the same within fifteen (15) business days after receipt of the final form thereof, and the requesting Party (and, in the case of Developer, its lenders and successors-in-interest as permitted under this Agreement) shall be entitled to rely thereon. 9.16 Further Assurances Each of the Parties hereto shall execute and deliver any and all additional papers, documents, instruments and other assurances and shall to do any and all other acts and things reasonably necessary to carry out the purposes of this Agreement and the intent of the Parties hereto. 9.17 No Merger No provision of this Agreement shall merge with any transfer of any portion of the Project Site, until such time as a Certificate of Completion is recorded for all of the Improvements to be constructed on the Project Site pursuant to this Agreement. Notwithstanding the foregoing sentence, or any other provision of this Agreement, the following provisions shall not merge with any transfer of any portion of the Project Site, and shall survive issuance of a Certificate of Completion for the Improvements: (a) representations and warranties; (b) indemnity provisions (c) insurance obligations; and (d) those obligations set forth in the Agency Note, Agency Trust Deed, and Agency Regulatory Agreement. 9.18 Waivers and Amendments All modifications, additions or amendments to this Agreement shall be in writing and signed by the Parties hereto. Developer and Agency agree to mutually consider reasonable requests for amendments to this Agreement that may be made by lending parties or institutions, provided the requests are consistent with this Agreement and would not substantially alter the basic business terms included herein. -46- 9.19 Entire Agreement This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto and supersedes all negotiations or previous agreements between the Parties regarding all or any part of the subject matter hereof. 9.20 Counterpart Originals This Agreement may be executed in counterpart originals, each of which is deemed to be an original. This Agreement includes nine (9) Attachments, each of which is incorporated herein by reference, as follows: Attachment No. 1 Legal Description of Site (Including 90 Unit Site and 20 Unit Site) Attachment No. 2 Site Map Attachment No. 3 Schedule of Performance Attachment No. 4 Scope of Development Attachment No. 5 Form of Certificate of Completion Attachment No. 6 Forms of Agency Regulatory Agreement, Right of First Offer and Option to Purchase Attachment No. 7 Forms of Agency Note Attachment No. 8 Form of Agency Trust Deed Attachment No. 9 Loan Budget for 20 Unit Site -47- WITNESS the signatures of the Parties as of the date first set forth above. AGENCY: TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic By: Agency Chairman ATTEST: Agency Secretary APPROVED AS TO FORM: RICHARDS, WATSON & GERSHON Bruce Galloway Agency Counsel DEVELOPER: SUMMERHOUSE ASSOCIATES, L.P., a California limited partnership By: BRIDGE SC, LLC General Partner By: BRIDGE Housing Corporation - Southern California, a California nonprofit public benefit corporation, its sole member;/manager By: Print Name: Title: -48- ATTACHMENT NO. 1 LEGAL DESCRIPTION The land in the City of Temecula, County of Riverside, State of California, described as follows: TENTATIVE PARCEL MAP NO. 36219, BEING A SUBDIVISION OF THE FOLLOWING: LOT 1 OF TRACT NO. 33891 AS SHOWN ON FILE BOOK 424 PAGES 82 THROUGH 84 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. APN: 959-480-022-5 -1- ATTACHMENT NO. 2 SITE MAP [Attached; Parcel 1 is the 90 Unit Site; Parcel 2 is the 20 Unit Site.] 2- ATTACHMENT NO.3 SCHEDULE OF PERFORMANCE ACTIONS DEADLINE 20 Unit Site Close of Escrow. [Section 4.6.4] September 29, 2009 Commence and thereafter diligently prosecute September 29, 2009 clean-up, maintenance, and landscape restoration on 20 Unit Site Approval of Management Plan January 1, 2010 Obtain all permits and approvals for construction January 1, 2010 of the Improvements for the 20 Unit Site Delivery of Construction Contract and Payment January 1, 2010 and Performance Bonds/Letter of Credit for the 20 Unit Site Commencement of Construction on partially January 1, 2010 completed 6 unit building and rec center on 20 Unit Site. [Section 5.1] Completion of 6 unit building and rec center July 1, 2010 Completion of Construction (all 20 units) on 20 January 1, 2011 Unit Site. Issuance - Certificate of Completion. Agency Not later than 10 days after Developer's shall issue Developer a Certificate of Completion. request and upon determination by Agency [Section 5.14] that the Improvements have been completed in conformance with this Agreement. ATTACHMENT NO. 3 SCHEDULE OF PERFORMANCE Page 1 of 2 ACTIONS 94 Unit Site Close of Escrow. [Section 4.6.4] Approval of Management Plan Obtain all permits and approvals for construction of the Improvements Delivery of Construction Contract and Payment and Perfortnance Bonds /Letter of Credit Obtain all debt and equity financing for the construction of the Improvements on 90 Unit Site Commencement of Construction. Developer shall commence construction of the Improvements. [Section 5.1] Completion of Construction. Developer shall complete construction of the Improvements. DEADLINE September 29, 2009 December 1, 2011 December 1, 2011 December 1, 2011 December 1, 2011 December 1, 2011 15 months after commencement of construction. Issuance - Certificate of Completion. Agency Not later than 10 days after Developer's shall issue Developer a Certificate of request and upon determination by Completion. [Section 5.141 Agency that the Improvements have been completed in conformance with this Agreement. Closing of any permanent loan(s) needed for the 21 months after commencement of 90 Unit Site construction. Both Sites 1. One hundred and twenty (120) days after the close of Escrow, Developer must obtain and deliver to the City new subdivision improvement bonds for the Site and Development. ATTACHMENT NO. 3 SCHEDULE OF PERFORMANCE Page 2 of 2 ATTACHMENT NO. 4 SCOPE OF DEVELOPMENT Construction of 110 multi-family affordable rental units (to be managed initially by BRIDGE Property Management Company). 90 Unit Site The Improvements on the 90 Unit Site includes nine residential buildings, a management and maintenance office, and recreation facilities including a swimming pool, community room, green space, and outdoor play areas for children. The residential buildings will be two stories consisting of five unit types designed to meet the needs of various families. The units range from 690 square feet to 1,117 square feet in size and offer one, two and three bedroom floor plans. The project will have 90 private garages parking spaces, 20 tandem/driveway spaces and 91 open spaces (including handicapped spaces) (total 201) for residents, management employees, and guests. Each unit will have an assigned garage as well as one open parking space available. 20 Unit Site The Improvements on the 20 Unit Site will consist of 20 multi-family affordable housing units, including three residential buildings previously entitled and partially constructed for a senior condominium community. The Developer will complete the construction of these three buildings as well as a 1,622 square foot community center with a swimming pool. The residential buildings are two stories consisting of five different unit types ranging in size from 1,500 to 2,300 square feet. The Improvements on the 20 Unit Site will include 26 garage parking spaces and 5 guest spaces (31 total). ATTACHMENT NO. 4 SCOPE OF DEVELOPMENT -1- ATTACHMENT NO. 5 CERTIFICATE OF COMPLETION Recording Requested By and When Recorded Mail To: Temecula Redevelopment Agency of the 43200 Business Park Drive Temecula, California 92590 Attn: (Space Above For Recorder's Use) This document is exempt from the payment of a recording fee pursuant to Government Code Section 27383 CERTIFICATE OF COMPLETION This CERTIFICATE OF COMPLETION ( "Certificate") is made this day of , 20 , by the TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic ("Agency") in favor of ("Developer"). A. Agency and Developer entered into that certain Owner Participation and Loan Agreement dated as of ("OPA"). All capitalized terms not otherwise defined herein shall have the meanings assigned to them in the OPA. B. Pursuant to the OPA, the Developer agreed to construct certain "Improvements" on the Project Site described in the OPA. The OPA provides, in Section 5.15 thereof, that the Agency shall furnish the Developer with a recordable Certificate of Completion upon satisfactory completion of all of the Improvements in accordance with the OPA. C. Agency has determined that the construction of the Improvements on the Project Site has been satisfactorily performed in accordance with the OPA. NOW, THEREFORE, Agency certifies as follows: 1. The construction of the Improvements on the Site has been satisfactorily performed and completed in accordance with the OPA. 2. This Certificate constitutes a conclusive determination of the satisfactory completion of the construction of the Improvements in accordance with the OPA 3. This Certificate shall not constitute evidence of compliance with or satisfaction of any obligation of the Developer to any holder of a mortgage, or deed of trust or any insurer of a mortgage, or deed of trust securing money loaned to finance the Developer or any part thereof. ATTACHMENT NO. 5 CERTIFICATE OF COMPLETION 4. This Certificate is not a Notice of Completion as referred to in California Civil Code Section 3093. 5. Except as stated herein, nothing contained in this instrument shall modify in any way any provisions of the OPA or any other provisions of the documents incorporated herein. IN WITNESS WHEREOF, Agency has executed this Certificate as of the day and year first above written. AGENCY: TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic By: Printed Name: Title: ATTEST: Agency Secretary APPROVED AS TO FORM: RICHARDS, WATSON & GERSHON, A Professional Corporation Agency General Counsel Bruce W. Galloway ATTACHMENT NO. 5 CERTIFICATE OF COMPLETION ACKNOWLEDGMENT State of California County of On personally appeared (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public before me, (Seal) ATTACFIlVIENT NO. 5 CERTIFICATE OF COMPLETION EXHIBIT A To Certificate of Completion LEGAL DESCRIPTION ATTACHMENT NO. 5 CERTIFICATE OF COMPLETION ATTACHMENT NO. 6 FORMS OF REGULATORY AGREEMENTS WITH RIGHT OF FIRST OFFER. AND PURCHASE OPTION Recording Requested By and When Recorded Mail To: Temecula Redevelopment Agency 43200 Business Park Drive Temecula, California 92590 Attn: (Space Above For Recorder's Use) This document is exempt from the payment of a recording fee pursuant to Government Code Section 27383 REGULATORY AGREEMENT RIGHT OF FIRST OFFER. AND PURCHASE OPTION This REGULATORY AGREEMENT, RIGHT OF FIRST OFFER, AND PURCHASE OPTION ("Agreement") is entered into this day of , 2009, by and between the TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic (the "Agency"), and SUMMERHOUSE HOUSING ASSOCIATES, L.P., a California limited partnership ("Developer"). WHEREAS, capitalized terms used in this Regulatory Agreement are as defined in the OPA; and WHEREAS, Developer owns that certain real property located in the County of Riverside, California more particularly described in Exhibit "A" attached hereto and incorporated herein by this reference, and which, together with the improvements more or hereafter existing thereon, is collectively referenced to herein as the "Project Site"; and WHEREAS, pursuant to the OPA, Developer plans to construct one hundred and ten (110) housing units on the Project Site (the "Development"), fifty-six (56) of which (pursuant to this Agreement) are to be leased exclusively affordable to Moderate Income Households for 55 years after they are completed, and fifty-four (54) of which shall be leased exclusively to Very Low Income Households for 55 years after they are completed, as described in the OPA and herein and twenty (20) of such moderate and very low income units shall be leased exclusively to Senior Households; and WHEREAS, OPA provides for Agency to make a loan to Developer to facilitate the completion of the development, but the closing of such loan is conditioned upon the execution and recordation of this Agreement. NOW, THEREFORE, AGENCY, AND DEVELOPER COVENANT AND AGREE AS FOLLOWS: -I- 1. Developer covenants and agrees (for itself, its successors, assigns, and every successor in interest to the Project Site or any part thereof) that during construction and thereafter, Developer, successors, and assigns shall devote the Project Site (or any part thereof), to the uses specified therefor in the Redevelopment Plan and this Agreement, the OPA, and shall not devote the Project Site to any uses which are inconsistent with this Agreement and applicable City land use entitlements for the Project Site and Improvements. As set forth in the OPA, Developer shall develop on the Project Site the Development, as more specifically described in the Scope of Development attached to the OPA. 2. In addition to the capitalized terms in the OPA, the following terms shall have the indicated meanings: (a) "Affordable Rent" shall have the meaning set forth in California Health and Safety Code Section 50053(b) and Title 25 of the California Code of Regulations Section 6922. (b) "Executive Director" shall mean the Executive Director of the Agency, or his or her designee. (c) "Area-wide Median Income" shall mean the median family income (adjusted for family size) for Riverside County area as annually published by the United States Department of Housing and Urban Development ("HUD") pursuant to Section 8 of the United States Housing Act of 1937, as amended, whichever is lower. If HUD ceases annually to publish median incomes, the parties will agree upon an adequate substitute manner for determining Area- wide Median Income. (d) "Executive Director" shall mean the Executive Director of Agency, or his or her designee. (e) "Developer" shall mean Summerhouse Housing Associates, L.P., a California limited partnership, its successors and assigns, and all successors to any interest in the Project Site. (f) "Moderate Income Households" shall mean "persons and families of moderate income" as described in California Health & Safety Code Section 50093(b) and Title 25 of the California Code of Regulations Sections 6930 and 6932. (g) "Senior Households" shall mean households consisting of persons at least 62 years of age or older, subject to applicable law, including the Fair Housing Act (42 U.S.C. Section 3601, et. seq.) and 24 Code of Federal Regulations Section 100.204, the California Fair Employment and Housing act (California government Code Section 12900 et. seq.) and the Unruh Civil Rights Act (California Civil Code Section 51 et. seq.). (h) "Very Low Income Households" shall have the meaning set forth in California Health & Safety Code Section 50093 and Title 25 of the California Code of Regulations Section 6926 and 6932. 2- 3. Developer shall assure that fifty-six (56) of the units in the Development are used, operated, occupied, and rented and/or leased exclusively to Moderate Income Households at Affordable Rents, fifty-four (54) of the units in the Development will be used, operated, occupied and rented and/or leased exclusively to Very Low Income Households at Affordable Rents, and twenty (20) of the units will be used, operated, occupied and rented and/or leased exclusively to Senior Households at Affordable Rents (the "Restricted Units"). Twenty (20) of the units rented to Moderate Income Households shall be located on the 20 Unit Site (as defined in the OPA). The Restricted Units rented to the Moderate Income Households shall consist of 20 one bedroom units, 23 two bedroom Units and 13 three bedroom units. The Restricted Units rented to the Very Low Income Households shall consist of 13 one bedroom units, 20 two bedroom units and 21 three bedroom units. 4. Developer shall submit an annual report ("Annual Report") to Agency and Commission, which contains the information required by Health and Safety Code Section 33418, and all information necessary for the Agency to comply with Health and Safety Code Sections 33080.4, 50067 and 19903. The Annual Report shall include information for each and all of the rental units, including: (a) move-in date, (b) rental rate, (c) household income, (d) family size for each unit, all for the applicable annual reporting period. The household income information shall be supplied by the tenant household in a certified statement on a form provided by Agency, or by the form used by the Tax Credit Allocation Committee (provided it includes information sufficient to enable the Agency to verify Developer's compliance with this Agreement). Developer shall submit the Annual Report on or before the first September 1 following the issuance and recording of the Certificate of Completion for the Development and each September 1 thereafter for the term of this Agreement. 5. (a) Pursuant to the OPA, Developer is required to submit to the Executive Director a Management Plan for the Development in a form acceptable to the Executive Director, and including but not limited to, the components listed in Section 6.3 of the OPA. The Management Plan, including approved amendments, shall remain in effect for the term of this Agreement. The Management Plan and any of its component plans or agreements may be amended by Developer only with the prior approval of the Executive Director. (b) If at any time during the term of this Agreement the Agency Executive Director determines that the Development is not being managed or maintained in a manner consistent with well-managed housing developments or in violation of the OPA or the approved Management Plan, the Executive Director may send written notice thereof to Developer, describing the manner in which management of the Development is not being satisfactorily maintained. If Developer fails to cure the failure within thirty (30) days after such written notice, then the Executive Director may require Developer to change management practices or to terminate the management contract and retain a different management agent, approved by Executive Director. The management agreement shall include a provision that it shall be subject to termination by Developer without penalty, upon not less than thirty (30) days prior written notice, if Agency shall request Developer (i) to exercise such right of termination, and (ii) to make immediate arrangements satisfactory to Agency for continuing management of the Development. Developer may change the management agent at any time, with the prior written approval of the Executive Director. -3- 6. After the issuance of a Certificate of Completion for the Development, as provided in Section 5.14 of the OPA, Developer shall not make or permit to be made any material structural additions or modifications to the exterior of any of the Improvements required to be constructed on the Project Site pursuant to the OPA, or permit a use other than as set forth herein, without the prior written consent of Agency. 7. During construction and thereafter, Developer shall maintain the Improvements on the Project Site and shall keep the Project Site free from any accumulation of debris or waste materials. Maintenance shall include the interior and exterior of Project Site and Improvements in a decent, safe and sanitary manner, and the standard of maintenance of rental apartment projects Affordable to Moderate Income Households within Riverside and San Diego Counties. If at any time Developer fails to maintain the Project Site and Improvements in accordance with this Agreement and such condition is not corrected within five (5) days after written notice from Executive Director with respect to graffiti, debris, waste material, and general maintenance, or thirty (30) days after written notice with respect to landscaping and building improvements, then Agency, in addition to whatever remedy it may have at law or at equity, shall have the right to enter upon the applicable portion of the Project Site and perform all acts and work necessary to protect, maintain, and preserve the Project Site and Improvements and landscaped areas thereon, and to attach a lien upon the Project Site, or to assess the Project Site, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by Agency and/or costs of such cure, including a reasonable administrative charge, which amount shall be promptly paid by Developer to Agency upon demand. (a) Developer shall also maintain in good condition any landscaping required to be planted under the Scope of Development. All landscaping areas shall be maintained in a healthy condition and be cared for in a regular manner with an ongoing maintenance schedule. Landscaping shall be irrigated as needed. (b) The Development shall be maintained in good condition at all times. Driveways and walkways shall be smooth, free of undue cracks or potholes; they shall be clean and free of debris. The grounds shall be well kept, mowed and trimmed and free of debris. Regular trash removal shall also include the removal of any debris or foreign materials from the grounds. (c) All lights and fixtures shall be kept in good working order. (d) All residential structures and garages shall be well-maintained and attractive. The condition of the structures shall be inspected periodically to ensure compliance. (e) Private patio areas and balconies shall be maintained and not be used for storage. (f) All carports and garages shall be maintained for parking of operable vehicles and shall not be used for storage or for inoperable vehicles. 8. Developer covenants and agrees for itself, its successors, assigns and every successor in interest to the Project Site or any part thereof, that there shall be no discrimination against or segregation of any person, or group of persons, on account of race, color, religion, -4- creed, national origin, ancestry, physical handicap, medical condition, age (except as permitted by law), marital status, or sex in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project Site nor shall Developer itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, orvendees of the Project Site. All deeds, leases or contracts entered into by Developer that relate to the Project Site or any portion thereof shall contain and be subject to substantially the following nondiscrimination or nonsegregation clauses: (1) In deeds: "The grantee herein covenants by and for and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." (2) In leases: "The lessee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through him, and that this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the leasing, subleasing, transferring, use, or enjoyment of the land herein leased nor shall the lessee himself, or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein leased. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in -5- said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." (3) In contracts: "There shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." 9. In amplification and not in restriction of the provisions set forth herein above, it is intended and agreed that Agency shall be deemed a beneficiary of the covenants and agreements provided herein above both for and in their own right and also for the purposes of protecting the interests of the community and the Project Area. All covenants without regard to technical classification or designation shall be binding for the benefit of Agency, and such covenants shall run in favor of Agency for the entire period during which such covenants shall be in force and effect, without regard to whether Agency is, has, or remains an owner of any land or interest therein to which such covenants relate. Agency shall have the right, in the event of any breach of any such covenant or agreement, after delivery of notice and expiration of the cure period discussed in the OPA, to exercise all the rights and remedies, and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach of covenant or agreement(s). 10. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Agreement shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest permitted by the OPA; provided however, that any subsequent Developer of the Project Site shall be bound by such remaining covenants, conditions, restrictions, limitations, and provisions, whether such Developer's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise. 11. After the issuance of the Certificate of Completion, Developer shall continue to maintain insurance for the Development and Project Site as required by the OPA (Section 5.10), or as subsequently modified by the Executive Director or his risk management designees and such shall remain in effect for the full term of the this Agreement. -6- 12. After the issuance of the Certificate of Completion the indemnification provisions of the OPA shall remain in full force and effect as to Losses and Liabilities between and among Agency, City, and Developer and such shall remain in effect for the full term of this Agreement. 13. The covenants established in this Agreement shall, without regard to technical classification and designation, be binding on Developer and any successor in interest to the Project Site or any part thereof for the benefit and in favor of Agency and its successors and assigns, and the City. Except as set forth below, the covenants contained in this Agreement shall remain in effect for fifty-five (55) years after recordation of a Certificate of Completion for the Development. The covenants against discrimination (as described in Paragraph 8) shall remain in perpetuity. 14. AGENCY RIGHT OF FIRST OFFER In consideration for Agency entering into the OPA, and for other good and valuable consideration received by Developer, Developer hereby grants to Agency the right to make Developer a first offer to purchase the Project Site if the Developer desires to transfer the Property ("First Offer Right") at the Agency Purchase Price (defined in the immediately following sentence). The "Agency Purchase Price" shall be the fair market value of the Project Site, as determined by an appraisal prepared by an independent appraiser reasonably agreed upon by the Agency and the Developer who has at least ten (10) years experience appraising residential developments in Riverside County (and Agency and Developer shall each pay 50% of the cost of the appraisal). The Agency may credit outstanding principal balance of and accrued interest on the Agency Loan made to Developer under the OPA against the purchase price. The First Offer Right shall be subordinate to the option and right of first refusal granted to the managing general partner of Developer, or its affiliate, and described in Developer's limited partnership agreement, as amended (the "Tax Credit Option"). The First Offer Right shall continue until the first (1 st) anniversary of the maturity of the Agency Loan ("First Offer Term"). The First Offer Right shall survive the expiration of the Term of this Regulatory Agreement. Prior to listing the Project Site for sale, marketing the Project Site for sale, or soliciting any offers for sale of the Project Site, or if an unsolicited offer is received then prior to negotiating with the offeror and provided Developer desires to transfer the Project Site, Developer shall promptly notify the Agency in writing (the "Developer Intent to Transfer Notice"). In the event that the Developer delivers the Developer Intent to Transfer Notice to the Agency during the term of the Tax Credit Option, the purchase price under the Agency First Offer Right shall be at least equal to the "debt plus taxes" price under the Tax Credit Option. The Agency may exercise the First Offer Right by delivering Notice to Developer of the Agency's desire to acquire fee title to the Project Site from Developer pursuant to the First Offer Right ("Notice of First Offer Exercise") within sixty (60) days after receiving the Developer Intent to Transfer Notice. The Notice of First Offer Exercise shall be accompanied by a form of purchase and sale agreement acceptable to Agency for Developer's review and reasonable -7- approval. The escrow for the conveyance of fee title to the Project Site from Developer to Agency shall close within sixty (60) days after the date of the Notice of First Offer Exercise. Developer shall convey the Project Site to the Agency free of all liens securing monetary or performance obligations of the Developer, except for liens for property taxes and assessments not yet due, and free from all other encumbrances not approved by Agency and not shown in Agency's lender's title policy as being prior and superior to Agency's deed of trust. If the Agency does not exercise its Right of First Offer, and the Developer does not sell the Project Site within one hundred fifty (150) days thereafter, then this Section 15 (including this sentence) shall again apply, such that the Agency's Right of First Offer shall be periodically reinstated whenever the Developer does not timely consummate a sale. 15. AGENCY PURCHASE OPTION In consideration for Agency entering into the OPA and for other good and valuable consideration received by Developer, Developer hereby grants to Agency the exclusive right and option to purchase the Site at the Agency Purchase Price (defined in the immediately following sentence) ("Purchase Option"). The "Agency Purchase Price" shall be the fair market value of the Site, as determined by an appraisal prepared by an appraiser reasonably selected by Agency and Developer who has at least 10 years experience appraising residential developments in Riverside County. The Agency may credit outstanding principal balance of and accrued interest on the Agency Loan made to Developer under the OPA against the Agency Purchase Price. The Purchase Option shall commence on the date that is fifty-five (55) years after the recordation of a Certificate of Completion of the Development (executed by the Agency) and shall continue until the date that is two (2) years thereafter ("Purchase Option Term"). The Purchase Option shall survive the expiration of the Term of this Regulatory Agreement. The Agency may exercise the Purchase Option by delivering Notice to Developer of the Agency's desire to acquire fee title to the Site from Developer pursuant to the Option ("Notice of Purchase Option Exercise") during the Purchase Option Term. The Notice of Purchase Option Exercise shall be accompanied by a form of purchase and sale agreement acceptable to Agency for Developer's review and reasonable approval. The escrow for the conveyance of fee title to the Site from Developer to Agency shall close within sixty (60) days after the of the Notice of Option Exercise. Owner shall convey the Site to the Agency free of all liens securing monetary or performance obligations of the Developer, except for liens for property taxes and assessments not yet due, and free from all other encumbrances not approved in writing by Agency and not shown in Agency's lender's title policy as being prior and superior to Agency's deed of trust. 8- IN WITNESS WHEREOF, Agency and Developer have executed this Agreement as of the date first set forth above. ATTEST: Agency Secretary APPROVED AS TO FORM: RICHARDS, WATSON & GERSHON Bruce W. Galloway Agency Counsel "AGENCY": TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic By: Print Name: Title: "DEVELOPER": SUMMERHOUSE HOUSING ASSOCIATES, L. P., a California limited partnership By: BRIDGE SC, LLC, a California limited liability company, General Partner By: BRIDGE Housing Corporation - Southern California, a California nonprofit public benefit corporation, its sole member/manager By: Print Name: Title: -9- ACKNOWLEDGMENT State of California County of On personally appeared (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public (Seal) ACKNOWLEDGMENT State of California County of On before me, personally appeared (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Signature of Notary Public before me, -14- EXHIBIT A to Agency Regulatory Agreement LEGAL DESCRIPTION OF PROJECT SITE -11- ATTACHMENT NO. 7 FORM OF AGENCY PROMISSORY NOTE PROMISSORY NOTE SECURED BY DEED OF TRUST $8,438,595.00 Temecula, California 3% Simple Interest 12009 FOR VALUE RECEIVED, Summerhouse Housing Associates, L.P., a California limited partnership ("Borrower") hereby promises to pay to the TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic ("Agency"), or order, a principal amount not to exceed EIGHT MILLION FOUR HUNDRED THIRTY-EIGHT THOUSAND FIVE HUNDRED NINETY-FIVE AND NO/100 DOLLARS ($8,438,595.00) or so much thereof as may be advanced by Agency to the Borrower pursuant to that certain Owner Participation and Loan Agreement dated July 28, 2009 between the Borrower and Agency ("OPA"), plus interest as provided below. Unless, defined differently herein, all defined terms shall have the meaning set forth in the OPA. This Note is made pursuant to the terms of the OPA, a Regulatory Agreement of even date herewith (the "Regulatory Agreement") and a deed of trust (the "Agency Trust Deed") of even date herewith given by the Borrower to Agency for the purpose of securing this Note (collectively, "Agency Agreements"). The Agency Agreements are public records on file in the offices of Agency, and the provisions of these documents are incorporated herein by this reference. I . This Note evidences the obligation of the Borrower to Agency for the repayment of funds loaned to the Borrower by Agency ("Agency Loan"), to assist in financing the acquisition and redevelopment of the real property described in the Agency Trust Deed ("Project Site"). 2. The Agency Loan shall accrue three percent (3%) simple interest, commencing on the date of this Note. 3. Principal and accrued interest shall be repaid as described in Section 7.2.3 of the OPA. Additionally, all principal and accrued interest shall, at the election of the Agency with or without notice, become due and payable immediately if the Development or the Site, or any portion thereof or interest therein, is sold, transferred, assigned or refinanced without the prior written approval of Agency (except for leases that comply with the Regulatory Agreement), or if the OPA is terminated pursuant to the provisions thereof, or in the event of any default under the Regulatory Agreement that is not cured within the applicable time limits. All principal and accrued interest on the Agency Loan shall be repaid fifty-five (55) years from the date of the issuance of a Certificate of Completion by the Agency under the OPA for the Development. 4. This Note is payable at the principal office of Agency, 43200 Business Park Drive, Temecula, California 92590, Attn: , or at such other place as the holder hereof may inform the Borrower in writing, in lawful money of the United States. 5. The Borrower waives presentment for payment, demand, protest, and notices of -1- dishonor and of protest; the benefits of all waivable exemptions; and all defenses and pleas on the ground of any extension or extensions of the time of payment or of any due date under this Note, in whole or in part, whether before or after maturity and with or without notice. The Borrower hereby agrees to pay all costs and expenses, including reasonable attorney's fees, which may be incurred by the holder hereof, in the enforcement of this Note or any term or provision hereof. 6. This Note is nonrecourse to Borrower. Neither the Borrower, nor any general or limited partner of the Borrower, shall have any direct or indirect personal liability for payment of the principal of, and interest on, the Loan or the performance of the covenants of the Borrower under the OPA, the Note, and the Deed of Trust. The sole recourse of the Agency with respect to the principal of, and interest on, the Note and defaults by Borrower in the performance of its covenants under the OPA, the Note, and the Deed of Trust shall be to the property described in the Deed of Trust; provided, however, that nothing contained in the foregoing limitation of liability shall (a) limit or impair the enforcement against all such security for the Note of all the rights and remedies of the Agency hereunder, or (b) be deemed in any way to impair the right of the Agency to assert the unpaid principal amount of the Note as demand for money within the meaning and intendment of Section 431.70 of the California Code of Civil Procedure or any successor provision thereto; and further, nothing contained herein is intended to relieve the Borrower of liability for (i) fraud or willful misrepresentation; (ii) the failure to pay taxes, assessments or other charges which may create liens on the property that are payable or applicable prior to any foreclosure under the Deed of Trust (to the full extent of such taxes, assessments or other charges); (iii) the fair market value of any personal property or fixtures removed or disposed of by Borrower other than in accordance with the Deed of Trust; or (iv) the misappropriation of any proceeds under any insurance policies or awards resulting from condemnation or the exercise of the power of eminent domain or by reason of damage, loss or destruction to any portion of the property. BORROWER: SUMMERHOUSE HOUSING ASSOCIATES, L. P., a California limited partnership By: BRIDGE SC, LLC, a California limited liability company, General Partner By: BRIDGE Housing Corporation - Southern California, a California nonprofit public benefit corporation, its sole member/manager By: Print Name: Title: 2- ATTACHMENT NO. 8 FORM OF AGENCY DEED OF TRUST Recording Requested By and When Recorded Mail To: Temecula Redevelopment Agency 43244 Business Park Drive Temecula, CA 92594 Attn: recording fee pursuant to Government Code Section 27383. DEED OF TRUST With Assignment of Rents, Security Agreement, and Fixture Filing This DEED OF TRUST is made this , 2049, by and between ("Trustor"), FIDELITY NATIONAL TITLE COMPANY ("Trustee"), and the TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic ("Beneficiary"). Trustor grants, transfers, and assigns to Trustee in trust, upon the trusts, covenants, conditions and agreements and for the uses and purposes hereinafter contained, with power of sale, and right of entry and possession, all of Trustor's interest in that real property in the County of Riverside, State of California, described in Exhibit "A" attached hereto and incorporated herein by this reference; Together with the rents, issues, and profits thereof, subject, however, to the right, power, and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues, and profits; and together with all buildings and improvements of every kind and description now or hereafter erected or placed thereon, and all fixtures, including but not limited to all gas and electric fixtures, engines and machinery, radiators, heaters, furnaces, heating equipment, laundry equipment, steam and hot-water boilers, stoves, ranges, elevators and motors, bath tubs, sinks, water closets, basins, pipes, faucets and other plumbing and heating fixtures, mantels, cabinets, refrigerating plant and refrigerators, whether mechanical or otherwise, cooking apparatus and appurtenances, and all shades, awnings, screens, blinds and other furnishings, it being hereby agreed that all such fixtures and furnishings shall to the extent permitted by law be deemed to be permanently affixed to and a part of the realty; and Together with all building materials and equipment now or hereafter delivered to the premises and intended to be installed therein; and Together with all articles of personal property owned by the Trustor now or hereafter attached to or used in and about the building or buildings now erected or hereafter to be erected on the lands described which are necessary for the comfortable use and occupancy of such building or buildings for the purposes for which they were or are to be erected, including all -I- other goods and chattels and personal property as are ever used or furnished in operating a building, or the activities conducted therein, similar to the one herein described and referred to, and all renewals or replacements thereof or articles in substitution therefor, whether or not the same are, or shall be attached to the building or buildings in any manner. To have and to hold the property hereinbefore described together with appurtenances to the Trustee, its or his successors and assigns (the "Property"). FOR THE PURPOSE of securing and securing payment of indebtedness of the Trustor to the Beneficiary in the principal sum of $ , as evidenced by that certain promissory note ("Note") of even date herewith and all modifications thereof. The Note is executed pursuant to that certain Owner Participation and Loan Agreement dated September 22, 2009 between Trustor and Beneficiary (the "OPA"). AND TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR COVENANTS AND AGREES: 1. That it faithfully perform each and every covenant contained in the Agreements; 2. That it will not permit or suffer the use of any of the Property for any put-pose other than the use described in the Agreements as they may be amended from time to time. 3. That all rents, profits and income from the Property are hereby assigned to the Beneficiary for the purpose of securing the obligations of Trustor pursuant to the Agreements. Permission is hereby given to Trustor so long as no default exists hereunder, to collect such rents, profits and income for use in accordance with the provisions of the Agreements. 4. That upon default hereunder or under the aforementioned Agreements, remaining uncured after thirty (30) days from receipt of written notice thereof from Beneficiary, or, if the nature of the default is such that more than thirty (30) days are reasonably required for its cure, then the Trustor has not commenced a cure within the 30-day period and thereafter diligently prosecuted such cure to completion, Beneficiary shall be entitled to the appointment of a receiver by any court having jurisdiction, without notice, to take possession and protect the Property and operate same and collect the rents, profits and income therefrom; 5. That the Trustor will keep the improvements now existing or hereafter erected on the Property insured against loss by fire and such other hazards, casualties, and contingencies as may be required from time to time by the Beneficiary (earthquake insurance not required), and all such insurance shall be evidenced by standard fire and extended coverage insurance policy or policies. In no event shall the amounts of coverage be less than one hundred (100%) percent of the insurable value or not less than the unpaid balance of the insured Deed of Trust, whichever is less, and in default thereof the Beneficiary shall have the right to effect insurance. Such policies shall be endorsed with standard mortgage clause with loss payable to the Beneficiary; 6. To pay, before delinquency, any taxes and assessments affecting the Property including assessments on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on the Property or any part thereof which appear to be prior or superior hereto; all costs, fees, and expenses of this Trust; To keep the Property in good condition and repair, not to remove or demolish any 2- buildings thereon unless authorized by the Agreements; to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged, or destroyed thereon, whether or not insurance proceeds are available to cover any part of the cost of such restoration and repair; to pay when due all claims for labor performed and materials furnished therefor; to comply with all laws affecting the Property or requiring any alterations or improvements to be made thereon; not to commit or permit waste thereof; not to commit, suffer or permit any act upon the Property in violation of law and/or covenants, conditions and/or restrictions affecting the Property; not to permit or suffer any substantial alteration of or addition to the buildings or improvements hereafter constructed in or upon the Property without the consent of the Beneficiary; 8. To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee, and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear; 9. Should Trustor fail to do any act as herein provided, then Beneficiary or Trustee, but without obligation to do so and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof. Beneficiary or Trustee being authorized to enter upon the Property for such purposes, may commence, appear in and/or defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; may pay, purchase, contest, or compromise any encumbrance, charge, or lien which in the judgment of either appears to be prior or superior hereto; and, in exercising any such powers, may pay necessary expenses, employ counsel, and pay his reasonable fees; 10. The Beneficiary shall have the right to pay fire and other property insurance premiums when due should Trustor fail to make any required premium payments. All such payments made by the Beneficiary shall be added to the principal sum secured hereby; 11. To pay immediately and without demand all sums so expended by Beneficiary or Trustee, under permission given under this Deed of Trust, with interest from date of expenditures at the rate of the Eleventh Federal Reserve District Cost of Funds; 12. The Trustor further covenants that it will not voluntarily create, suffer, or permit to be created against the Property any lien or liens except as permitted by the terms of the Promissory Note and Loan Agreement and further that it will keep and maintain the property free from the claims of all persons supplying labor or materials which will enter into the rehabilitation or construction of any and all buildings now being rehabilitated or constructed or to be rehabilitated or constructed on the Property, or will cause the release of or will provide a bond against any such liens within ten (10) days of Trustor's receipt of notice of the lien or liens. Nothing herein contained shall be deemed to prohibit the Trustor from contesting the validity or amounts of any tax assessment, encumbrance or lien, nor to limit the remedies available to the Trustor; 13. That the improvements upon the Property, and all plans and specifications, comply with all municipal ordinances and regulations and all other regulations made or promulgated, now or hereafter, by lawful authority, and that the same will comply with all such municipal ordinances and regulations and with the rules of the applicable fire rating or inspection organization, bureau, association or office; -3- IT IS MUTUALLY AGREED THAT: 14. Should the Property or any part thereof be taken or damaged by reason of any public improvement or condemnation proceeding, or damaged by fire, or earthquake, or in any other manner, the Beneficiary shall be entitled subject to the rights of the holder of the first deed of trust to all compensation, awards, and other payments or relief therefor, and shall be entitled at its option to commence, appear in and prosecute in its own name, any action or proceedings, or to make any compromise or settlement, in connection with such taking or damage. All such compensation, awards, damages, rights of action and proceeds, including the proceeds of any policies of fire and other insurance affecting the Property, are hereby assigned to the Beneficiary subject to the rights of the holder of the first deed of trust. After deducting therefrom all its expenses, including attorneys' fees, and if Trustor is not in default, Beneficiary shall apply all such proceeds to restoring the Property, or in the event of Trustor's default or in the event Trustor determines not to rebuild, the Beneficiary shall retain the proceeds to the extent of the amount of principal and interest due under the Note. Any balance of such proceeds still remaining shall be disbursed by the Beneficiary to the Trustor. 15. Upon default by Trustor in making any payments provided for herein or in the promissory note secured hereby, or if Trustor shall fail to perform any covenant or agreement in this Deed of Trust after receiving thirty (30) days prior written notice of such failure from Beneficiary, and if such default is not cured within thirty (30) days after receipt of written notice thereof from Beneficiary, or, if the nature of the default is such that more than thirty (30) days are reasonably required for its cure, then the Trustor has not commenced a cure within the 30- day period and thereafter diligently prosecuted such cure to completion, the Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale, and of written notice of default and of election to cause the property to be sold, which notice Trustee shall cause to be duly filed for record and the Beneficiary may foreclose this Deed of Trust in the manner provided by law. Beneficiary shall also deposit with Trustee this Deed, the notes and all documents evidencing expenditures secured hereby; 16. After the lapse of such time as may then be required by law following the recordation of the notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell the Property at the time and place fixed by it in the notice of sale, either as a whole or in separate parcels, and in such order as it may determine at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of the Property by public announcement at the time and place of sale, and from time to time thereafter may postpone the sale by public announcement at the time and place of sale, and from time to time thereafter may postpone the sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to the purchaser its Deed conveying the Property so sold, but without any covenant or warranty, express or implied. The recitals in the Deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustor, Trustee or Beneficiary, may purchase at the sale. The Trustee shall apply the proceeds of sale to payment of (1) the expenses of such sale, together with the reasonable expenses of this trust including therein reasonable Trustee's fees or attorneys' fees for conducting the sale, and the actual cost of publishing, recording, mailing and posting notice of the sale; (2) the cost of any search and/or -4- other evidence of title procured in connection with such sale and revenue stamps on Trustee's Deed, if the latter is not paid by buyer; (3) all sums expended under the terms hereof, not then repaid, with accrued interest at the rate specified in the notes; (4) all other sums then secured hereby; and (5) the remainder, if any, to the person or persons legally entitled thereto; 17. Beneficiary may from time to time substitute a successor or successors to any Trustee named herein or acting hereunder to execute this Trust. Upon such appointment, and without conveyance to the successor trustee, the latter shall be vested with all title, powers, and duties conferred upon any Trustee herein named or acting hereunder. Each such appointment and substitution shall be made by written instrument executed by Beneficiary, containing reference to this Deed and its place of record, which, when duly recorded in the proper office of the county or counties in which the Property is situated, shall be conclusive proof of proper appointment of the successor trustee; 18. The pleading of any statute of limitations as a defense to any and all obligations secured by this Deed is hereby waived to the full extent permissible by law; 19. Upon written request of Beneficiary stating that all obligations secured hereby have been performed, and upon surrender of this Deed of Trust to Trustee for cancellation and retention and upon payment of its fees, Trustee shall reconvey, without warranty, the Property then held hereunder. The recitals in such reconveyance of any matters or fact shall be conclusive proof of the truthfulness thereof. The grantee in such reconveyance may be described as "the person or persons legally entitled thereto"; 20. The trust created hereby is irrevocable by Trustor; 21. This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors, and assigns. The term "Beneficiary" shall include not only the original Beneficiary hereunder but also any future Developer and holder including pledges, of the notes secured hereby. In this Deed, whenever the context so requires, the masculine gender includes the feminine, and the singular number includes the plural; 22. Trustee accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made public record as provided by law. Except as otherwise provided by law the Trustee is not obligated to notify any party hereto of pending sale under this Deed of Trust or of any action of proceeding in which Trustor, Beneficiary, or Trustee shall be a party unless brought by Trustee; 23. The Trustor requests that a copy of any notice of default and of any notice of sale hereunder be mailed to it at the address provided in the OPA or to such other address as Trustor may provide in writing to Trustee from time to time. 24. All principal and accrued interest under the Promissory Note shall, at the election of Beneficiary with or without notice, become due and payable immediately if the Property, or any portion thereof or interest therein, is sold, transferred, assigned or refinanced without the prior written approval of Beneficiary. -5- 25. The Loan is nonrecourse to Borrower. Neither the Borrower, nor any general or limited partner of the Borrower, shall have any direct or indirect personal liability for payment of the principal of, and interest on, the Loan or the performance of the covenants of the Borrower under the OPA, the Note, and the Deed of Trust. The sole recourse of the Agency with respect to the principal of, and interest on, the Note and defaults by Borrower in the performance of its covenants under the OPA, the Note, and the Deed of Trust shall be to the property described in the Deed of Trust; provided, however, that nothing contained in the foregoing limitation of liability shall (a) limit or impair the enforcement against all such security for the Note of all the rights and remedies of the Agency hereunder, or (b) be deemed in any way to impair the right of the Agency to assert the unpaid principal amount of the Note as demand for money within the meaning and intendment of Section 431.70 of the California Code of Civil Procedure or any successor provision thereto; and further, nothing contained herein is intended to relieve the Borrower of liability for (i) fraud or willful misrepresentation; (ii) the failure to pay taxes, assessments or other charges which may create liens on the property that are payable or applicable prior to any foreclosure under the Deed of Trust (to the full extent of such taxes, assessments or other charges); (iii) the fair market value of any personal property or fixtures removed or disposed of by Borrower other than in accordance with the Deed of Trust; or (iv) the misappropriation of any proceeds under any insurance policies or awards resulting from condemnation or the exercise of the power of eminent domain or by reason of damage, loss or destruction to any portion of the property. IN WITNESS WHEREOF the Trustor has executed this Deed of Trust as of the day and year set forth above. TRUSTOR/DEVELOPER By: Print Name: Title: -6- ACKNOWLEDGMENT State of California County of On personally appeared (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public (Seal) ACKNOWLEDGMENT State of California County of On before me, personally appeared (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) Signature of Notary Public before me, -7- EXHIBIT A To Agency Deed of Trust LEGAL DESCRIPTION 8- ATTACHMENT NO. 9 PROJECT BUDGETS 20 Unit 90 Unit Total Total Per Project Project Unit 1. Direct Costs Off Site Improvements $0 $0 $0 $0 On-Sites / Landscaping $305,561 $1,375,026 $1,680,587 $15,278 Shell Construction $1,301,017 $9,543,621 $10,844,638 $98,588 Contingency $112,729 $507,282 $620,011 $5,636 Total Direct Costs $1,719,307 $11,425,929 $13,145,236 $119,502 II. Indirect Costs Architecture and Engineering $115,000 $663,500 $778,500 $7,077 Permits and Fees $0 $2,320,648 $2,320,648 $21,097 Legal and Accounting $0 $30,000 $30,000 $273 Taxes and Insurance $48,727 $188,773 $237,500 $2,159 Developer Fee $200,000 $1,400,000 $1,600,000 $14,545 Marketing / Lease Up $40,000 $165,000 $205,000 $1,864 Appraisal / Market Study $0 $30,000 $30,000 $273 Contingency $0 $380,563 $380,563 $3,460 Total Indirect Costs $403,727 $5,178,484 $5,582,211 $50,747 III. Financing Costs Loan Fees $0 $167,129 $167,129 $1,519 City Deferred Interest $0 $85,554 $85,554 $778 Interest During Construction $0 $450,652 $450,652 $4,097 Interest During Lease-Up $0 $375,544 $375,544 $3,414 Title/Recording/Escrow $0 $35,000 $35,000 $318 TCAC Fees/Audit/Cost Cert $0 $97,902 $97,902 $890 Syndication Fees $0 $82,000 $82,000 $745 Operating Lease Up /Reserves $0 $202,552 $202,552 $1,841 Total Financing Costs $0 $1,496,333 $1,496,333 $13,603 IV Total Development Costs Excluding Land $2,123,034 $18,100,746 $20,223,781 $183,853 V. Acquisition Costs Land Acquisition Costs $1,484,892 $3,265,108 $4,750,000 $43,182 Land Related Costs $139,695 $283,707 $423,401 $3,849 Total Acquisition Costs $1,624,587 $3,548,815 $5,173,401 $47,031 Total Development Costs $3,747,621 $21,649,561 $25,397,182 $230,883 -1- TABLE OF CONTENTS PAGE(S) ARTICLE 1 DEFINITIONS 2 1.1 Definitions 2 ARTICLE 2 PURPOSE OF AGREEMENT; PARTIES; REPRESENTATIONS AND WARRANTIES 8 2.1 Purpose of the Agreement 8 2.2 Agency 8 2.3 Developer 9 2.4 Developer Representations 9 2.5 Prohibition Against Transfer 9 ARTICLE 3 SPECIAL PROVISIONS 12 3.1 Schedule of Performance 12 3.2 Delegation to Executive Director 12 3.3 Construction Contract 12 ARTICLE 4 CLOSING OF THE AGENCY LOANS 13 4.1 Conditions Precedent 13 4.2 Condition of Title 13 4.3 Agency Title Insurance 14 4.4 Escrow .....14 4.5 Relocation .....16 ARTICLE 5 DEVELOPMENT OF THE SITE 16 5.1 Scope of Development 16 5.2 Cost of Construction 16 5.3 City and Other Governmental Permits 17 i- TABLE OF CONTENTS (CONT'D PAGE(S) 5.4 Zoning and Land Use Requirements; Environmental Review 17 5.5 Agency Rights of Access During Construction 17 5.6 Local, State and Federal Laws 18 5.7 Indemnification 18 5.8 Developer Insurance Requirements 19 5.9 Developer's Contractor's Construction Insurance Requirements 24 5.14 Non-Discrimination During Construction 27 5.11 Taxes, Assessments, Encumbrances and Liens 28 5.12 Security Financing, Rights of Holders 28 5.13 Certificate of Completion 29 ARTICLE 6 USES OF THE SITE 34 6.1 Uses 34 6.2 Affordable Housing 34 6.3 Management Plans 31 6.4 Maintenance of the Project Site and Improvements 32 6.5 Obligation to Refrain from Discrimination; Form of Non discrimination Clauses 32 6.6 Prohibition Against Walk-Up Services 34 6.7 Agency Regulatory Agreement 34 6.8 Effect and Duration of Covenants 34 ARTICLE 7 AGENCY FINANCIAL ASSISTANCE 35 7.1 Method of Financing Development 35 7.2 Agency Loan 37 ARTICLE 8 EVENTS OF DEFAULT AND RIGHTS OF TERMINATION AND OTHER REMEDIES 39 8.1 Events of Defaults - General 39 8.2 Rights and Remedies are Cumulative 44 -ii- TABLE OF CONTENTS (CONT'D) PAGE(S) 8.3 Remedies 40 8.4 Institution of Legal Actions 40 8.5 Applicable Law and Attorneys' Fees 41 8.6 Acceptance of Service of Process 41 ARTICLE 9 GENERAL PROVISIONS 41 9.1 Notices, Demands and Communications Between the Parties 41 9.2 Nonliability of Officials, Officers, and Employees 42 9.3 Enforced Delay; Extension of Times of Performance 42 9.4 Plans and Data 43 9.5 No Real Estate Commissions 43 9.6 Successors and Assigns 43 9.7 Relationship of the Parties 44 9.8 Text to Control; Interpretation 44 9.9 Severability ...................................................................................................................44 9.10 Approvals by Agency 44 9.11 Time of the Essence 45 9.12 Computation of Time 45 9.13 Calendar Days 45 9.14 Police Power 45 9.15 Estoppel Certificates 45 9.16 Further Assurances 46 9.17 No Merger 46 9.18 Waivers and Amendments 46 9.19 Entire Agreement 47 9.20 Counterpart Originals 47 -iii- CITY OF TEMECULA ENGINEERING DEPARTMENT FEES AND SECURITIES REPORT PARCEL MAP NO. 36219 DATE: September 8. 2009 IMPROVEMENTS FAITHFUL PERFORMANCE SECURITY MATERIAL & LABOR SECURITY Street and Drainage $ 0.00 $ 0.00 Water $ 0.00 $ 0.00 Sewer $ 0.00 $ 0.00 TOTAL $ 0.00 $ 0.00 Monumentation $ 0.00 - DEVELOPMENT FEES RCFCD (ADP) Fee $ Paid Development Impact Fee $ Paid SERVICE FEES Planning Fee $ 0.00 Fire Fee $ 0.00 TCSD Fee $ 0.00 Plan Check Fee $ 0.00 Monumentation Inspection Fee $ 0.00 Fees Paid to Date $ 0.00 Balance of Fees Due $ 0.00 ~pMJN0 CAl'ARI = O~' 1 a 5 ~i S r ~O O p A h~ C 0 4l - OS+~- \ T !gyp 1;9~p~~-` + ~lr 7 N 4~ 7-O O~LA ti. 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W U K U W U ` w 'zW Z a °z a °z RI 8 8,:j \ o \ s O a\~ W ~ \ \ I \ \ ~m \ \ 3W \ U \ \ \ U < \ N \ \ O .M \ d M _ 519.98') \ \ .eni 1.50°W (N09°2 365.69' ¢ y 09°21,50^W 559.29) 160.11 (N F o W W 1 ,08=,1 31V05 ~ W W = 1\ 5 OPENING \ POG.`55 m w \ N J W N m w ~ 1\ W a \ O N LW w d ~ N s i 0 ITEM NO. 22 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA/TEMECULA REDEVELOPMENT AGENCY AGENDA REPORT Executive Director/City Manager TO: Agency Members/City Council FROM: Patrick Richardson, Director of Planning and Redevelopment DATE: September 22, 2009 SUBJECT: Purchase and Sale Agreement and Escrow Instructions between the Redevelopment Agency of the City of Temecula and Temecula Water Park L.P. for the sale of Agency-owned property located at the northwest corner of Diaz Road and Dendy Parkway and approval of Parcel Map No. 36175 at the same location (APN: 909-370-002) PREPARED BY: Luke Watson, Management Analyst RECOMMENDATION: That the City Council/Temecula Redevelopment Agency: 1. That the City Council of the City of Temecula adopt a resolution entitled: RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING A "PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS" BETWEEN THE TEMECULA REDEVELOPMENT AGENCY AND TEMECULA WATER PARK L.P., FOR THE SALE OF APPROXIMATELY 19.7 ACRES LOCATED AT THE NORTHWEST CORNER OF DIAZ ROAD AND DENDY PARKWAY (APN 909-370-002) 2. That the Temecula Redevelopment Agency adopt a resolution entitled: RESOLUTION NO. RDA 09- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING A "PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS" BETWEEN THE TEMECULA REDEVELOPMENT AGENCY AND TEMECULA WATER PARK L.P., FOR THE SALE OF APPROXIMATELY 19.7 ACRES LOCATED AT THE NORTHWEST CORNER OF DIAZ ROAD AND DENDY PARKWAY (APN 909-370-002) That the City Council of the City of Temecula: Approve Parcel Map 36175 in conformance with the Conditions of Approval; and Approve the Subdivision Improvement Agreement with Clearwater Development, the developer of the proposed water park, and accept the Faithful Performance Bond, Labor and Material Bond, as security for the agreement; and Approve the Subdivision Monument Agreement with Clearwater Development and accept the Monument Bond as security for the agreement. BACKGROUND: The subject property consists of an approximate 19.7-acre gross (17.5 net - 763,818 square foot) portion of the approximate 34-acre larger parcel identified as Assessor's Parcel Number 909-370-002. This 17.5-acre net (763,818 square foot) portion of the larger parcel is referred to below as the "subject property." The Agency purchased the parcel from the City in 1994 for a purchase price of $3.8 million with the Redevelopment Agency's affordable housing set-aside fund. Since that time, the Agency has attempted to partner with private entities to develop the property, including the Temecula Education Center. In 2004, the Agency entered into a Disposition and Development Agreement (DDA) with A.G. Kaeding Group for the development of a mixed-use project consisting of affordable housing, commercial/retail space and a five-story education center complex. Due to the developer's financial circumstances, the developer could not meet the terms of the DDA and the DDA expired in July of 2007. Most recently, in September of 2008, the Agency entered into an Exclusive Negotiating Agreement ("ENA") with R.C. Hobbs Co. for the development of affordable housing on an approximate ten-acre portion of the 30-acre larger parcel fronting on Diaz Road. At approximately the same time, the Agency began negotiations with Temecula Water Park L.P. for the development of a water park on the subject property. I n June 2009, the Agency entered into an ENA with Temecula Water Park L.P. for the disposition of the subject property. In October 2008, the Agency retained Joyce Riggs of Riggs and Riggs Inc. to appraise the subject property. The City's appraiser opined that the per square foot value for the subject property was $9.65 based on an October 24, 2008 date of value. Based on this, the fair market value of the subject property would be $7.4 million (rounded) calculated as follows: 763,818 square feet @$9.65 per square foot. The developer recently obtained an independent appraisal of the subject property. The developer's appraiser opined that the fair market value of the subject property based on a June 11, 2009 date of value was $4.775 million (rounded), calculated as follows: 763,818 square feet @ $6.25 per square foot. The developer's appraised price represents a reduction of 35 percent from the October 2008 Riggs and Riggs appraisal. Agency staff discussed the appraisal issues with Mrs. Riggs. Mrs. Riggs noted that based on an analysis of recent data in the Temecula and Murrieta areas, real propertyvalues for commercial and industrial sites have declined up to 10-20 percent from October 2008. Accordingly, if a 10 percent reduction is applied to the $9.65 per square foot value, the fair market value of the subject property would be $6.7 million (rounded), calculated as follows: 763,818 square feet @ $8.75 per square foot. Agency staff negotiated a potential sale of the subject property with the developer based on this information. The Agency also retains Keyser Marston Associate to prepare an analysis of the purchase price. KMA reached a similar conclusion confirming this analysis of the purchase price." During the ENA period, the Agency also commissioned Leighton Consulting Inc. to analyze the soils conditions of the subject property. Leighton Consulting opined that it was necessary to surcharge the soil. Agency staff believes that Leighton Consulting's conclusion further impacts the value of the subject property because the extra cost of surcharging the soil was not factored into the October 2008 appraisal. The Agency estimates that this extra cost could be as much as $1 million. Accordingly, the Agency and Temecula Water Park L.P. have tentatively agreed to the following deal points for the proposed sale of the subject property to Temecula Water Park L.P., subject to approval by the Agency Board: Purchase price of $6.7 million for the subject property (represents a 10 percent reduction in value from October 2008 appraisal). "Holdback" for the sum of $1 million placed in escrow to be used towards the costs of over excavating and recompacting (surcharging) the soil on the subject property. Temecula Water Park L.P. will cause the subject property to be surcharged to the extent recommended by the June 2009 Leighton Consulting Inc. soils report. The Agency will retain any unused portion of the "Holdback" that is not directly used by Temecula Water Park L.P. to surcharge the subject property. Temecula Water Park L.P. will be solely responsible for all costs of surcharging the subject property in excess of the $1 million "Holdback". FISCAL IMPACT: The Agency would net $5.7 million from the sale of the subject property. The Agency would deposit the net $5.7 million in proceeds from the sale of the subject property into the Agency's Housing Set-Aside fund because the property was purchased with funds from this account in 1994. PARCEL MAP 36175: BACKGROUND: Record title Interest: City of Temecula Parcel Map No. 36175 proposes to subdivide 40.02 gross acres (34.61 net acres) into three (3) parcels; Parcel 1 = 19.7 net acres, Parcel 2 = 10.89 net acres, and Parcel 3 = 4.02 net acres; corresponding to a water park development, a vacant parcel for future development, and a public improvements use/development. The property is located at the northeast and the northwest corners of Dendy Parkway and Diaz Road. Tentative Parcel Map No. 36175 (PA09-0040) was approved at the August 19, 2009 Planning Commission Hearing. Subsequently, a Conditional Use Permit Application (CUP), PA09-0041, fora development plan for a Water Park was also approved. The Water Park is to be built in Parcel 1 of Parcel Map No. 36175 -19.31 net acres. Both of the planning applications, the map and the CUP, were conditioned to provide certain public improvements along the property frontage on Dendy Parkway and Diaz Road. A Subdivision Improvement Agreement, Faithful Performance Bond and Labor and Material Bond guarantee installation of the conditioned public improvements. The agreement and respective securities are the responsibility of and are provided by Clearwater Development, the developer of the water park. Survey monuments associated with Parcel Map No. 36175 are required to be set with this map, hence requiring posting of the Monument Agreement and Monument Bond to guarantee their installation, again provided by Clearwater Development, the developer of the water park. The property owner, City of Temecula, met the terms of the Conditions of Approval for map recordation. This parcel map is in conformance with the approved tentative parcel map. The approval of a subdivision map, which substantially complies with the approved tentative map, is a mandatory ministerial act under State Law. FISCAL IMPACT: None ATTACHMENTS: Resolution No. Resolution No. RDA Purchase and Sale Agreement Grant Deed Tentative Parcel Map No. 36175 33433 Report Re-Use Analysis Report RESOLUTION NO. 09- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMEC ULA APPROVING A "PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS" BETWEEN THE TEMECULA REDEVELOPMENT AGENCY AND TEMECULA WATER PARK, LP, FOR THE SALE OF APPROXIMATELY 19.7 ACRES AT THE NORTHWEST CORNER OF DIAZ ROAD AND DENDY PARKWAY (APN: 909-370-002) THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The City Council of the City of Temecula hereby finds, determines and declares that: A. The Redevelopment Agency of the City of Temecula ("Agency") is a community redevelopment agency duly organized and existing under the Community Redevelopment Law ("CRL"), Health and Safety Code Sections 33000 et seq. and has been authorized to transact business and exercise the powers of a redevelopment agency pursuant to action of the City Council of the City of Temecula. B. On June 12, 1988, the Board of Supervisors of the County of Riverside adopted Ordinance No. 658 adopting and approving the "Redevelopment Plan for Riverside County Redevelopment Project No. 1988-1 (hereafter the "Redevelopment Plan") in accordance with the provisions of the CRL. On December 1, 1989, the City of Temecula was incorporated. The boundaries of the Project Area described in the Redevelopment Plan are entirely within the boundaries of the City of Temecula. On April 9, 1991, the City Council of the City of Temecula adopted Ordinances Nos. 91-08, 91-11, 91-14, and 91-15 establishing the Redevelopment Agency of the City of Temecula and transferring jurisdiction over the Redevelopment Plan from the County to the City. Pursuant to Ordinance Nos. 91-11 and 91-15, the City of Temecula and the Redevelopment Agency of the City of Temecula assumed jurisdiction over the Redevelopment Plan as of July 1, 1991. C. The proposed Purchase and Sale Agreement ("Agreement") between the Agency and Temecula Water Park, LP, a California limited partnership ("Buyer") provides for the sale of approximately 19.7 acres of land owned by the Agency northwesterly of the intersection of Diaz Road and Dendy Parkway, APN 909-370-002, in the City of Temecula (the Property"). The sale price will be $6,700,000 with a $900,000 hold back for certain designated soils work. D. The proposed Agreement is intended to effectuate the Redevelopment Plan, by selling the Property to the Buyer for development of uses September 3, 2009 11087-0024\1171642v1.doc allowed by the City's General Plan, Development Code and the Redevelopment Plan. Proceeds from the sale of the Property will be placed into the Agency's Low and Moderate Income Housing Funds (sometimes referred to as the "Housing Set-Aside Fund") for future development of affordable housing in the Project Area and the Community. E. Despite significant efforts, the Agency has been unable to develop an affordable housing project on the Property and, due to physical and market conditions, does not expect to be able to do so for at least five years. Therefore, pursuant to the provisions of Health and Safety Code Section 33334.16, the Agency will sell the Property at fair market value and deposit the proceeds of the sale, less costs of the sale, into the Agency's Low and Moderate Income Housing Fund for increasing, improving and preserving the supply of low and moderate income housing in other areas of the Project Area and City where physical and market conditions will support affordable housing projects. As such, the Agreement will also assist the Agency and the City in complying with their obligation to provide low and moderate income housing pursuant to the Health and Safety Code of California and the goals of the City's Housing Element to the Temecula General Plan. F. Pursuant to the provisions of Health & Safety Code Section 33433, on September 22, 2009 the Board of Directors of the Redevelopment Agency of the City of Temecula and the City Council of the City of Temecula held a duly noticed joint public hearing concerning the approval of the proposed Agreement at which time the Council and Agency considered the report prepared pursuant to Section 33433 and the written and oral comments from the public. G. Pursuant to the provisions of Health & Safety Code Section 33433(b)(1) the purchase price for the sale of the Property to the Buyer is not less than the fair market value of the Property at its highest and best use in accordance with the Redevelopment Plan. H. The Agreement is consistent with the Redevelopment Plan and the Implementation Plan adopted by the Agency for the Project Area. 1. The Agreement is consistent with the City's General Plan. J. The City Council has duly considered all terms and conditions of the proposed Agreement and believes that the Agreement is in the best interests of the Agency and City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law requirements. K. The Agreement pertains to and affects the ability of all parties to finance and carry out their statutory purposes and to accomplish the goals of the Redevelopment Plan and is intended to be a contract within the meaning of Government Code Section 53511. September 3, 2009 2 11087-0024\1171642v1.doc Section 2. The Council finds, determines and declares that no environmental review of the Agreement is required because the Agreement is not a "project" within the meaning of the California Environmental Quality Act ("CEQA") and specifically Section 15378 of the State CEQA Guidelines. A. The Agreement does not approve or commit the Agency to any specific project that will affect the environment. The Buyer would be allowed to develop any project that would comply with the applicable land use requirements for the Property set forth in the General Plan, zoning ordinance and the Redevelopment Plan. B. Approval of the Agreement creates funding for the Agency's Agency's Low and Moderate Income Housing Fund but without any commitment to particular projects within the City of Temecula. C. Even if one assumes the Agreement is a project, the Agreement would be exempt from CEQA under Section 15312 of the CEQA Guidelines because it is a sale of surplus government land that is not located in an area of statewide, regional or areawide concern as the as does not commit the Property to any particular development. D. Any specific projects proposed by the Buyer of the Property would require the Buyer to comply with the requirements of CEQA as part of the land use entitlement process for any such project. Any project receiving assistance from the Agency with funds from the Agency's Low and Moderate Income Housing Fund would be required to comply with the provisions of CEQA. Section 3. The City Council hereby terminates that certain agreement entitled "Development Agreement dated July 12, 2005 By and Between The City of Temecula, City, and AGK Group, LLC, Owner." AGK Group did not perfect its purchase of the Property pursuant to that certain "Disposition and Development Agreement" between AGK Group and the Agency, dated as of March 16, 2004, as amended AGK Group has no interests in the Property. The City Manager is hereby authorized to executed on behalf of the City any notices or documents necessary and convenient to effectuate this termination and to clear title. Section 4. The City Council hereby approves the proposed Purchase and Sale Agreement between the Agency and Temecula Water Park, LP, a California limited partnership and consents to the Agency entering into said Agreement. Section 5. The City Clerk shall certify the adoption of this Resolution. September 3, 2009 11087-0024\1171642v1.doc RESOLUTION NO. RDA 09- A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING A "PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS" BETWEEN THE TEMECULA REDEVELOPMENT AGENCY AND TEMECULA WATER PARK, LP, FOR THE SALE OF APPROXIMATELY 19.7 ACRES AT THE NORTHWEST CORNER OF DIAZ ROAD AND DENDY PARKWAY (APN: 909-370-002) THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby finds, determines and declares that: A. The Redevelopment Agency of the City of Temecula ("Agency") is a community redevelopment agency duly organized and existing under the Community Redevelopment Law ("CRL"), Health and Safety Code Sections 33000 et seq. and has been authorized to transact business and exercise the powers of a redevelopment agency pursuant to action of the City Council of the City of Temecula. B. On June 12, 1988, the Board of Supervisors of the County of Riverside adopted Ordinance No. 658 adopting and approving the "Redevelopment Plan for Riverside County Redevelopment Project No. 1988-1 (hereafter the "Redevelopment Plan") in accordance with the provisions of the CRL. On December 1, 1989, the City of Temecula was incorporated. The boundaries of the Project Area described in the Redevelopment Plan are entirely within the boundaries of the City of Temecula. On April 9, 1991, the City Council of the City of Temecula adopted Ordinances Nos. 91-08, 91-11, 91-14, and 91-15 establishing the Redevelopment Agency of the City of Temecula and transferring jurisdiction over the Redevelopment Plan from the County to the City. Pursuant to Ordinance Nos. 91-11 and 91-15, the City of Temecula and the Redevelopment Agency of the City of Temecula assumed jurisdiction over the Redevelopment Plan as of July 1, 1991. C. The proposed Purchase and Sale Agreement ("Agreement") between the Agency and Temecula Water Park, LP, a California limited partnership ("Buyer") provides for the sale of approximately 19.7 acres of land owned by the Agency northwesterly of the intersection of Diaz Road and Dendy Parkway, APN 909-370-002, in the City of Temecula (the Property"). The sale price will be $6,700,000 with a $900,000 hold back for certain designated soils work. D. The proposed Agreement is intended to effectuate the Redevelopment Plan, by selling the Property to the Buyer for development of uses September 3, 2009 11087-0024\1171553v1.doc allowed by the City's General Plan, Development Code and the Redevelopment Plan. Proceeds from the sale of the Property will be placed into the Agency's Low and Moderate Income Housing Funds (sometimes referred to as the "Housing Set-Aside Fund") for future development of affordable housing in the Project Area and the Community. E. Despite significant efforts, the Agency has been unable to develop an affordable housing project on the Property and, due to physical and market conditions, does not expect to be able to do so for at least five years. Therefore, pursuant to the provisions of Health and Safety Code Section 33334.16, the Agency will sell the Property at fair market value and deposit the proceeds of the sale, less costs of the sale, into the Agency's Low and Moderate Income Housing Fund for increasing, improving and preserving the supply of low and moderate income housing in other areas of the Project Area and City where physical and market conditions will support affordable housing projects. As such, the Agreement will also assist the Agency and the City in complying with their obligation to provide low and moderate income housing pursuant to the Health and Safety Code of California and the goals of the City's Housing Element to the Temecula General Plan. F. Pursuant to the provisions of Health & Safety Code Section 33433, on September 22, 2009 the Board of Directors of the Redevelopment Agency of the City of Temecula and the City Council of the City of Temecula held a duly noticed joint public hearing concerning the approval of the proposed Agreement at which time the Council and Agency considered the report prepared pursuant to Section 33433 and the written and oral comments from the public. G. Pursuant to the provisions of Health & Safety Code Section 33433(b)(1) the purchase price for the sale of the Property to the Buyer is not less than the fair market value of the Property at its highest and best use in accordance with the Redevelopment Plan. H. The Agreement is consistent with the Redevelopment Plan and the Implementation Plan adopted by the Agency for the Project Area. 1. The Agreement is consistent with the City's General Plan. J. The Agency Board has duly considered all terms and conditions of the proposed Agreement and believes that the Agreement is in the best interests of the Agency and City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law requirements. K. The Agreement pertains to and affects the ability of all parties to finance and carry out their statutory purposes and to accomplish the goals of the Redevelopment Plan and is intended to be a contract within the meaning of Government Code Section 53511. September 3, 2009 2 11087-0024\1171553v1.doc Section 2. The Agency finds, determines and declares that no environmental review of the Agreement is required because the Agreement is not a "project" within the meaning of the California Environmental Quality Act ("CEQA") and specifically Section 15378 of the State CEQA Guidelines. A. The Agreement does not approve or commit the Agency to any specific project that will affect the environment. The Buyer would be allowed to develop any project that would comply with the applicable land use requirements for the Property set forth in the General Plan, zoning ordinance and the Redevelopment Plan. B. Approval of the Agreement creates funding for the Agency's Agency's Low and Moderate Income Housing Fund but without any commitment to particular projects within the City of Temecula. C. Even if one assumes the Agreement is a project, the Agreement would be exempt from CEQA under Section 15312 of the CEQA Guidelines because it is a sale of surplus government land that is not located in an area of statewide, regional or areawide concern as the as does not commit the Property to any particular development. D. Any specific projects proposed by the Buyer of the Property would require the Buyer to comply with the requirements of CEQA as part of the land use entitlement process for any such project. Any project receiving assistance from the Agency with funds from the Agency's Low and Moderate Income Housing Fund would be required to comply with the provisions of CEQA. Section 3. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby approves that certain agreement entitled "Purchase and Sale Agreement" by and between Temecula Redevelopment Agency and Temecula Water Park LP, ("Agreement") with such changes in such document as may be mutually agreed upon by the Buyer and the Agency Executive Director as are in substantial conformance with the form of such Agreement on file in the Office of the Agency Secretary. The Chairperson of the Agency is hereby authorized to execute the Agreement on behalf of the Agency in said form. A copy of the final Agreement when executed by the Agency Chairperson shall be placed on file in the Office of the Secretary of the Agency. Section 4. The Executive Director of the Agency (or his designee), is hereby authorized, on behalf of the Agency, to take all actions necessary and appropriate to carry out and implement the Agreement and to administer the Agency's obligations, responsibilities and duties to be performed under the Agreement and related documents, including, but not limited to, the approval and execution on behalf of the Agency of escrow instructions, certificates of completion, title reports, certifications, and such other implementing agreements and documents as contemplated or described in the Agreement necessary and convenient for the completion of the sale of the Property. September 3, 2009 11087-0024\1171553v1.doc Section 5. The Secretary of the Agency shall certify the adoption of this Resolution. September 3, 2009 4 11087-0024\1171553v1.doc AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS THIS AGREEMENT FOR PURCHASE AND SALE AND ESCROW INSTRUCTIONS (this "Agreement") dated as of September 22, 2009, is entered into by and between TEMECULA WATER PARK LP, a California limited partnership ("Buyer"), and the TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic ("Seller"). 1. PURCHASE AND SALE, PURCHASE PRICE; HOLDBACK. 1.1 Sale and Purchase. Upon and subject to the terms and conditions in this Agreement, Seller agrees to sell to Buyer and Buyer agrees to purchase from Seller fee simple title to the land identified as Assessor's Parcel Number 909-370-020 in the City of Temecula, County of Riverside, State of California, more particularly described on Exhibit "A" attached hereto, together with any and all easements, privileges, permits, licenses, entitlements, and other rights appurtenant thereto ("Real Property"), and any and all buildings, fixtures, equipment, structures, parking areas, landscaping, appurtenances and other improvements constructed or situated on such Real Property ("Improvements"). The Real Property and Improvements are hereinafter collectively referred to as the "Property". The Real Property is located in Project Area 1988-1 of the Seller and is subject to the Redevelopment Plan for Riverside County Redevelopment Project Area No. 1988-1, as amended (the "Redevelopment Plan"). 1.2 Purchase Price. The purchase price ("Purchase Price") for the Property shall be Six Million Seven Hundred Thousand Dollars ($6,700,000.00), payable in cash. The Purchase Price shall be deposited by Buyer into Escrow in the form of a cashier's check, wire transfer, or other form acceptable to the Escrow Holder, prior to the close of escrow and delivered to Seller upon the Close of Escrow; however, One Million Dollars ($1,000,000.00) of the Purchase Price (the "Improvements Amount") shall be paid by Seller to Buyer as described in Section 1.3 below. Within five (5) days after the opening of escrow under Section 4.2, Buyer shall deliver to Escrow Holder a deposit in the amount of Two Hundred Fifty Thousand Dollars ($250,000.00) (the "Deposit") in the form of a cashier's check, by a federal wire transfer, or other form acceptable to the Escrow Holder. The Deposit shall be placed in an interest bearing account (the "Escrow Account") and all interest accruing thereon shall increase and become a part of the Deposit. On the Close of Escrow, the Deposit shall be applied toward the cash payment of the Purchase Price. The remaining balance of the cash payment of the Purchase Price shall be payable by Buyer in the form of a cashier's check, federal wire transfer, or other form acceptable to the Escrow Holder and placed in the Escrow Account prior to the Close of Escrow. In the event the Agreement terminates under Section 4.7 or as a result of a default by Seller, then the Deposit shall be refunded to Buyer. IF BUYER FAILS TO COMPLETE THE PURCHASE OF THE PROPERTY AS HEREIN PROVIDED BY REASON OF DEFAULT OF BUYER, IT IS AGREED THAT THE DEPOSIT THEN HELD BY ESCROW HOLDER SHALL BE NON-REFUNDABLE AND SELLER SHALL BE ENTITLED TO SUCH DEPOSIT, WHICH AMOUNT SHALL BE ACCEPTED BY SELLER AS LIQUIDATED DAMAGES 1 1087-0001\1 174150v1doc 1 AND NOT AS A PENALTY AND AS SELLER'S SOLE AND EXCLUSIVE REMEDY. IT IS AGREED THAT SAID AMOUNT CONSTITUTES A REASONABLE ESTIMATE OF THE DAMAGES TO SELLER PURSUANT TO CALIFORNIA CIVIL CODE SECTION 1671 ET SEQ. BUYER AND SELLER AGREE THAT IT WOULD BE IMPRACTICAL OR IMPOSSIBLE TO PRESENTLY PREDICT WHAT MONETARY DAMAGES SELLER WOULD SUFFER UPON BUYER'S FAILURE TO COMPLETE ITS PURCHASE OF THE PROPERTY. BUYER DESIRES TO LIMIT THE MONETARY DAMAGES FOR WHICH IT MIGHT BE LIABLE HEREUNDER AND BUYER AND SELLER DESIRE TO AVOID THE COSTS AND DELAYS THEY WOULD INCUR IF A LAWSUIT WERE COMMENCED TO RECOVER DAMAGES OR OTHERWISE ENFORCE SELLER'S RIGHTS. IF FURTHER INSTRUCTIONS ARE REQUIRED BY ESCROW HOLDER TO EFFECTUATE THE TERMS OF THIS PARAGRAPH, BUYER AND SELLER AGREE TO EXECUTE THE SAME. THE PARTIES ACKNOWLEDGE THIS PROVISION BY PLACING THEIR INITIALS BELOW: SELLER BUYER 1.3 Improvements Account. The Improvements Amount shall be disbursed by the Seller to the Buyer after the Close of Escrow on a monthly basis, but no more often than once every 30 days, to pay or reimburse Buyer for costs actually incurred by Buyer in over-excavating and recompacting soil on the Property, provided Buyer delivers to Seller a written request for disbursement showing the amount requested, describing the costs incurred and including reasonable written evidence of such costs (including applicable invoices with unconditional mechanics lien releases from the work paid for with the previous disbursement of Improvements Amount funds and conditional mechanics lien releases for the work for which funds are being requested). Any portion of the Improvements Amount not disbursed by Seller to Buyer as of March 1, 2010 shall be retained by Seller. The provisions of this Section 1.3 shall survive the Close of Escrow. 2. TITLE. 2.1 General. Title to the Property shall be conveyed by Grant Deed and shall be evidenced by a CLTA Standard Coverage Form of Owner's Policy of Title Insurance (or an ALTA Extended Coverage Form Policy if Buyer elects such coverage as provided in Paragraph 2.3 hereof) ("Title Policy"), the cost of which shall be borne by Buyer, issued by First American Title Company, 3625 Fourteenth Street, Riverside, California 92501, Title Officer: Terrell Crutchfield ("Title Company"), with liability in the full amount of the Purchase Price, insuring title to the Property as vested in Buyer, free and clear of all liens and encumbrances and other matters affecting title to the Property, except the following (the "Approved Title Exceptions)": 2.1.1 Real property taxes not yet due and payable; and 2.1.2 All items described in that certain Preliminary Title Report dated August 19, 2009 prepared by First American Title Company under Order No. NHRV-3117568. 1 1087-0001\1 174150v1doc 2 2.2 Acts After Date of Agreement. During the period from the date of this Agreement through the close of escrow, Seller shall not record, or file for record or permit to be recorded or filed for record any document or instrument which will affect the title to or use of the Property without the prior written consent of the Buyer. 2.3 Option for ALTA Coverage. Buyer shall have the option of obtaining an ALTA Extended Coverage Form Policy of Title Insurance or a CLTA Standard Coverage Form Owners Policy of Title Insurance. In such event, Buyer shall, at its expense, procure an ALTA survey (the "Survey"). The cost of an ALTA Extended Coverage Form Policy of Title Insurance shall be borne by Buyer. 3. RIGHT OF ENTRY. 3.1 Seller hereby grants Buyer and its agents, employees, contractors and subcontractors (collectively "Representatives") the right to enter on the Property for the purpose of conducting soils and geological investigation and testing for toxic or hazardous substances and other contamination. Such investigations shall be at Buyer's expense. 3.2 All work performed by Buyer and its Representatives will be performed diligently and in a manner consistent with the standards of care, diligence and skill exercised by recognized consulting firms for similar services, and in accordance with all regulatory and good management standards and the requirements of any governmental agency or entity and all applicable laws. 3.3 Buyer and its Representatives shall promptly notify the Seller of any discovery, spill, release, or discharge of any "Hazardous Materials", as defined in Paragraph 5, on, under or about the Property which is discovered, encountered, or results from or is related to the Buyer's or its Representatives' access to and/or use of the Property under this Agreement. 3.4 In connection with the use of the Property by Buyer and its Representatives, Buyer shall, at its own cost and expense, take any necessary action to keep the Property, and any improvements and personalty thereon, in good order and repair and safe condition to the extent that such Property, improvements or personalty were in such condition prior to its entry, and the whole of the Property, in a clean, sanitary and orderly condition, including, without limitation, ensuring that any holes, ditches or other indentations, as well as any mounds or other inclines created by any excavation by Buyer or its Representatives are regraded, resurfaced and compacted. If any portion of the Property or an adjacent property, including improvements and fixtures, suffers damage or alteration by reason of the access and activities of Buyer or its Representatives on the Property, Buyer shall, at its own cost and expense, promptly repair all such damage and restore the Property or adjacent property to as good a condition as before such damage or alteration occurred, or if it cannot be repaired, Buyer shall replace such damaged or altered property to the extent possible. 3.5 Buyer agrees, at its sole cost and expense, to defend, protect, indemnify, and hold free and harmless Seller and its employees, agents, and representatives, and their successors, and assigns (individually as "Indemnitee" and collectively, "Indemnitees"), free and harmless from and against any and all damages, costs, expenses, liabilities, claims, demands, 1 1087-0001\1 174150v1doc 3 causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever ("Claims"), including fees of accountants, attorneys, expert witnesses, or other professionals, and all costs associated therewith, arising or claimed to arise, directly or indirectly, out of, in connection with, resulting from, or related to any act, failure to act, error, or omission of Buyer or any of its Representatives arising or claimed to arise, directly or indirectly, out of, in connection with, resulting from, or related to entry upon the Property pursuant to this Paragraph 3, except for that portion or percentage of a Claim against an Indemnitee based on the negligence, gross negligence or willful misconduct of such Indemnitee. 4. ESCROW. 4.1 Agreement to Constitute Escrow Instructions. This Agreement shall constitute escrow instructions and a copy hereof shall be deposited with the Escrow Holder for this purpose. 4.2 Escrow Holder. The escrow shall be opened with First American Title Company, 3625 Fourteenth Street, Riverside, CA 92501, Attention: Debra Dunn ("Escrow Holder"), within five (5) business days after the execution of this Agreement (or copies thereof) by Buyer and Seller by depositing an executed copy or executed counterparts of this Agreement with Escrow Holder. This document shall be considered as the escrow instructions between the parties, with such further instructions as Escrow Holder requires in order to clarify the duties and responsibilities of Escrow Holder. If Escrow Holder shall require further escrow instructions, Escrow Holder shall promptly prepare such escrow instructions on its usual form for the purchase and sale of the Property upon the terms and provisions hereof. Provided such further escrow instructions are consistent with this Agreement, they shall be promptly signed by Buyer and Seller within five (5) business days after delivery thereof to each party. The further escrow instructions shall incorporate each and every term of this Agreement and shall provide that in the event of any conflict between the terms and conditions of this Agreement and such further escrow instructions, the terms and conditions of this Agreement shall control. 4.3 Opening of Escrow. Escrow shall be deemed open on the date of delivery to the Escrow Holder of a copy of this fully executed Agreement. 4.4 Close of Escrow. Provided all of Seller's and Buyer's obligations to be performed on or before close of escrow have been performed and all the conditions to the close of escrow set forth in this Agreement have been satisfied, escrow shall close on or before October 30, 2009 ("Closing Date"). All risk of loss or damage with respect to the Property shall pass from Sellers to Buyer at the close of escrow. Possession of the Property shall be delivered to Buyer upon the close of escrow. 4.5 Buyer's Deliveries. On or before the close of escrow, Buyer shall deposit into escrow the following (properly executed and acknowledged, if applicable): 4.5.1 The amount of the Purchase Price less the Deposit; and 4.5.2 All other documents contemplated by this Agreement and required by Escrow Holder to be deposited by Buyer to carry out this escrow. 1 1087-0001\1 174150v1doc 4 4.6 Seller's Deliveries. Before the close of escrow, Seller shall deposit into escrow the following (properly executed and acknowledged, if applicable): 4.6.1 A Grant Deed conveying the Property to Buyer; and 4.6.2 Any other documents contemplated by this Agreement or required by Escrow Holder or the Title Company to be deposited by Seller to carry out this escrow. 4.7 Conditions to the Close of Escrow. Escrow shall not close unless and until both parties have deposited with Escrow Holder all sums and documents required to be deposited as provided in this Agreement. The failure of a party to timely deposit any such sums and/or documents shall constitute a default by such party. In addition to the closing conditions set forth above, Buyer's obligation to proceed with the transaction contemplated by this Agreement is subject to the satisfaction of all of the following conditions precedent, which are for Buyer's benefit and may be waived only by Buyer: 4.7.1 Buyer's reasonable approval of the results of such soils, geological, toxic waste, hazardous substance, and/or any other kind of soil or water contamination tests and analyses as Buyer or its agents, employees or representatives may, prior to the Closing Date, perform with respect to the Property; 4.7.2 Buyer shall have obtained debt and/or equity financing for the purchase on or before October 15, 2009 (as such date may be extended by the Executive Director of the Seller, in writing for cause); and 4.7.3 Title Company shall have issued or shall have committed to issue the Title Policy to Buyer in the amount of the Purchase Price, showing fee title to the Property to be vested in Buyer, subject only to the Approved Title Exceptions. Waiver of any condition to close of escrow shall not relieve any party for liability resulting from breach of any representation, warranty, covenant or agreement under this Agreement. In the event that the conditions to close of escrow are not timely satisfied for a reason other than a default of Buyer or Seller under this Agreement (and in the case of the condition in Section 4.7.2, Buyer shall have used diligent reasonable efforts to satisfy such condition and shall have sent Seller a written notice of termination within five (5) business days after the deadline set forth in Section 4.7.2, as it may have been extended pursuant to the terms of Section 4.7.2): (i) This Agreement, the escrow and the rights and obligations of Buyer and Sellers hereunder shall terminate, except as otherwise provided herein; provided, however, no such termination shall occur until (A) Buyer has had the opportunity to waive any condition for Buyer's benefit within two (2) business days after the later of Buyer's receipt of written notice from Sellers or Buyer's discovery that such condition will not be satisfied, and (B) Buyer does not elect to waive such condition; and (ii) Escrow Holder, upon such termination, is hereby instructed to promptly return to Buyer the Deposit and other funds (and all interest accrued thereon) and documents deposited by Buyer in escrow, and to return to Sellers all funds and documents deposited by 1 1087-0001\1 174150v1doc 5 Sellers in escrow and which are held by Escrow Holder on the date of the termination (less, in the case of the party otherwise entitled to such funds, however, the amount of any cancellation charges required to be paid by such party under Paragraph 4.11 below). 4.8 Recordation of Grant Deed; Delivery of Funds. Upon receipt of the funds and instruments described in this Paragraph 4, Escrow Holder shall cause the Grant Deed to be recorded in the office of the County Recorder of Riverside County, California. Thereafter, Escrow Holder shall deliver the proceeds of this escrow (less any appropriate charges) to Seller. 4.9 Taxes. Any supplemental or escape real estate taxes and assessments on the Property attributable to the period after the close of escrow shall be paid by Buyer outside of the escrow. All prorations shall be determined on the basis of a 360-day year. 4.10 Costs of Escrow. Buyer shall pay all escrow fees and costs associated with the purchase of the subject real property, the cost of recording the Grant Deed, if any, the cost of documentary transfer taxes in connection with the recordation of the Grant Deed, if any, and all other closing costs or charges. 4.11 Escrow Cancellation Charges. In the event that this escrow shall fail to close by reason of the default of either party hereunder, the defaulting party shall be liable for all escrow and title cancellation charges. In the event that the escrow shall fail to close for any other reason, each party shall pay one-half 0/2) of all escrow and title cancellation charges. 4.12 Broker's Commissions. Buyer and Seller represent to one another that no broker or finder has been engaged in connection with the transaction contemplated by this Agreement, or to its knowledge is in any way connected with such transaction. Seller covenants and agrees that any broker fee or commission, which may be due or payable in connection with the closing of the transaction contemplated by this Agreement, shall be borne solely by Seller. Seller agrees to indemnify, defend, protect and hold harmless Buyer and its respective employees, agents, representatives, council members, attorneys, successors and assigns, from and against all claims of any agent, broker, finder or other similar party arising from or in connection with the sale of the Property to Buyer. 5. CERTAIN DEFINITIONS. The term "Hazardous Materials" shall mean and include the following, including mixtures thereof: any hazardous substance, pollutant, contaminant, waste, by-product or constituent regulated under the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et sec; oil and petroleum products and natural gas, natural gas liquids, liquefied natural gas and synthetic gas usable for fuel; pesticides regulated under the Federal Insecticide, Fungicide, and Rodenticide Act, 7 U.S.C. Section 136 et sec; asbestos and asbestos-containing materials, PCBs and other substances regulated under the Toxic Substances Control Act, 15 U.S.C. Section 2601 et sue; source material, special nuclear material, by-product material and any other radioactive materials or radioactive wastes, however produced, regulated under the Atomic Energy Act or the Nuclear Waste Policy Act of 1982; chemicals subject to the OSHA Hazard Communication Standard, 29 C.F.R. Section 1910.1200 et sue; industrial process and pollution control wastes, whether or not hazardous within the meaning of the Resource 1 1087-0001\1 174150v1doc 6 Conservation and Recovery Act, 42 U.S.C. Section 6901 et sec l.; any substance defined as a. "hazardous substance" in California Civil Code Section 2929.5(e)(2) or California Code of Civil Procedure Section 736(f)(3); and any other substance or material regulated by any Environmental Laws. The term "Environmental Laws" shall mean and include all federal, state and local statutes, ordinances, regulations and rules in effect on or prior to the date hereof relating to environmental quality, health, safety, contamination and clean-up, including, without limitation, the Clean Air Act, 42 U.S.C. Section 7401 et sue; the Clean Water Act, 33 U.S.C. Section 1251 et seq; and the Water Quality Act of 1987; the Federal Insecticide, Fungicide, and Rodenticide Act 7 U.S.C. Section 136 et sec; the Marine Protection, Research, and Sanctuaries Act, 33 U.S.C. Section 1401 et sec ; the National Environmental Policy Act, 42 U.S.C. Section 4321 et sue; the Noise Control Act, 42 U.S.C. Section 4901 et sec ; the Occupational Safety and Health Act, 29 U.S.C. Section 651 et sec r the Resource Conservation and Recovery Act 42 U.S.C. Section 6901 et sec l; as amended by the Hazardous and Solid Waste Amendments of 1984; the Safe Drinking Water Act, 42 U.S.C. Section 300f et sec; the Comprehensive Environmental Response, Compensation and Liability Act 42 U.S.C. Section 9601 et sec ; as amended by the Superfund Amendments and Reauthorization Act, the Emergency Planning and Community Right-to-Know Act and the Radon Gas and Indoor Air Quality Research Act; the Toxic Substances Control Act 15 U.S.C. Section 2601 et sue; the Atomic Energy Act, 42 U.S.C. Section 2011 et sue; and the Nuclear Waste Policy Act of 1982, 42 U.S.C. Section 10101 et sce ; and state and local environmental statutes and ordinances, with implementing regulations and rules in effect on or prior to the date hereof. 6. EMINENT DOMAIN OR TAKING-, PHYSICAL DAMAGE OR DESTRUCTION. 6.1 If, prior to the close of escrow, any material portion of the Property is taken or if the access thereto is materially reduced or restricted by eminent domain or otherwise (or becomes the subject of a pending, threatened or contemplated taking which has not been consummated, other than any such taking prosecuted by or on behalf of the Buyer), Seller shall immediately notify Buyer of such fact. In such event, Buyer shall have the option, in its sole and absolute discretion, to terminate this Agreement upon written notice to Seller given not later than ten (10) business days after receipt of Seller's notice. If Buyer does not exercise this option to terminate this Agreement, neither party shall have the right to terminate this Agreement, but the Seller shall assign and turn over to Buyer, and the Buyer shall be entitled to receive and keep, all awards for the taking by eminent domain which accrue to Seller, and the parties shall proceed to the close of escrow pursuant to the terms hereof, without modification of the terms of this Agreement and without any reduction in the Purchase Price. Unless and until this Agreement is terminated, Seller shall take no action with respect to any eminent domain proceeding without the prior written consent of Buyer, which consent shall not be unreasonably withheld or delayed. 6.2 If, prior to the close of escrow, any material portion of the Property is physically damaged or destroyed due to any cause, natural or otherwise, including, without limitation, (i) any destructive seismic or geological conditions such as any earthquake or tremor, subsidence, or unstable subsurface conditions known to seller; or (ii) a condition arising from violation of any Environmental Laws known to Seller, Seller shall immediately notify Buyer of 1 1087-0001\1 174150v1doc 7 such fact. In such event, Buyer shall have the option, in its sole and absolute discretion, to terminate this Agreement upon written notice to Sellers given not later than ten (10) business days after receipt of Seller's notice. If Buyer does not exercise this option to terminate this Agreement, neither party shall have the right to terminate this Agreement, but the Seller shall assign and turn over, and the Buyer shall be entitled to receive and keep, all insurance proceeds paid by Seller's insurer in connection with such damage or destruction, and the parties shall proceed to the close of escrow pursuant to the terms hereof, without modification of the terms of this Agreement and without any reduction in the Purchase Price (except as otherwise provided pursuant to Paragraph 1.2 hereof). Unless and until this Agreement is terminated, Seller shall take no action with respect to any such damage and destruction without the prior written consent of Buyer, which consent shall not be unreasonably withheld or delayed. 7. INCORPORATION OF EXHIBITS. All exhibits attached hereto and referred to herein are incorporated in this Agreement as though fully set forth herein. 8. ATTORNEYS' FEES. In any action between Buyer and Seller seeking enforcement of any of the terms and provisions of this Agreement, or in connection with the Property, the prevailing party in such action shall be awarded, in addition to damages, injunctive or other relief, its reasonable costs and expenses, not limited to taxable costs, reasonable attorneys' fees and reasonable fees of expert witnesses. 9. NOTICES. All notices, requests, demands and other communication given or required to be given hereunder shall be in writing and personally delivered, sent by first class United States registered or certified mail, postage prepaid, return receipt requested, or sent by a nationally recognized courier service such as Federal Express, duly addressed to the parties as follows: To Seller: Temecula Redevelopment Agency 43200 Business Park Drive Post Office Box 9033 Temecula, California 92589 Attention: Luke Watson With a Copy To: Richards, Watson and Gershon 355 South Grand Avenue, 40th Floor Los Angeles, California 90071- 3101 Attention: Peter Thorson To Buyer: Temecula Water Park LP 999 Corporate Dr., Suite 215 Lindera Ranch, CA 92694 Attn: Joshua Hunter To Escrow Holder: First American Title Company 3625 Fourteenth Street Riverside, CA 92501 1 1087-0001\1 174150v1doc Attention: Debra Dunn, Escrow Officer; Terrell Crutchfield, Title Officer Delivery of any notice or other communication hereunder shall be deemed made on the date of actual delivery thereof to the address of the addressee, if personally delivered, and on the date indicated in the return receipt or courier's records as the date of delivery or as the date of first attempted delivery, if sent by mail or courier service. Any party may change its address for purposes of this Paragraph 9 by giving notice to the other party and to Escrow Holder as herein provided. 10. ASSIGNMENT. At any time before the close of escrow, Buyer may assign this Agreement, in whole, to an entity ("Assignee") that is managed by Clearwater Waterpark Development, LLC, a California limited liability company, and the General Partner of Buyer; provided, however, that following any such assignment, unless and until the close of escrow Buyer shall remain jointly liable with Assignee for any liability hereunder. Buyer shall promptly notify Seller and Escrow Holder in writing of any such assignment. Otherwise, neither this Agreement nor any interest herein may be assigned by either party without the prior written consent of the other party. 11. BINDING EFFECT. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto, and their successors and assigns. 12. ENTIRE AGREEMENT. This Agreement contains all of the agreements of the parties hereto with respect to the matters contained herein, and all prior or contemporaneous agreements or understandings, oral or written, pertaining to any such matters are merged herein and shall not be effective for any purpose. No provision of this Agreement may be amended, supplemented or in any way modified except by an agreement in writing signed by the parties hereto or their respective successors in interest and expressly stating that it is an amendment of this Agreement. 13. HEADINGS. The headings of this Agreement are for purposes of reference only and shall not limit or define the meaning of the provisions of this Agreement. 14. COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 15. SURVIVAL. Any provision hereof which is executory as of the Closing Date and all representations and warranties shall survive such close of escrow and delivery of the Grant Deed and shall continue to be a binding provision on the parties hereto according to its terms. 16. TIME OF THE ESSENCE. Time is of the essence of this Agreement. 17. THIRD PARTIES. Nothing contained in this Agreement, expressed or implied, is intended to confer upon any person, other than the parties hereto and their successors and assigns, any rights or remedies under or by reason of this Agreement. 1 1087-0001\1 174150v1doc 9 18. SEVERABILITY. If any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein, unless such invalidity, illegality or unenforceability materially affects the economic terms of the transactions contemplated by this Agreement or the ability of either party to perform its obligations under this Agreement. In such case, either party may terminate this Agreement and the escrow upon written notice to the other party given no later than ten (10) business days after the party giving such notice becomes aware of such invalidity, illegality or unenforceability. In the event of such termination, all funds deposited with Escrow Holder by Buyer and any interest accrued thereon shall be returned to Buyer. 19. ADDITIONAL DOCUMENTS. Each party hereto agrees to perform any further acts and to execute, acknowledge and deliver any further documents that may be reasonably necessary to carry out the provisions of this Agreement. 20. DEVELOPMENT AND USE PER REDEVELOPMENT PLAN. Buyer shall develop and use the Property in accordance with the Redevelopment Plan. The foregoing shall be included in the Grant Deed, and shall survive the Close of Escrow. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. BUYER: TEMECULA WATER PARK LP, a California limited partnership By: Clearwater Waterpark Development, LLC, a California limited liability company, General Partner By: EDJ, LLC, a California limited liability company, Manager By: Evan Gentry Manager SELLER: TEMECULA REDEVELOPMENT AGENCY, a public body, corporate and politic By: Ron Roberts, Chairperson 1 1087-0001\1 174150v1doc 10 Attest: Susan W. Jones, MMC, Agency Secretary APPROVED AS TO FORM: Richards. Watson & Gershon By: Peter M Thorson, Agency Counsel 1 1087-0001\1 174150v1doc 11 EXHIBIT "A" DESCRIPTION OF THE LAND Real property in the City of Temecula, County of Riverside, State of California, described as follows: THAT PORTION OF PARCEL 1 OF PARCEL MAP NO. 4646 AS SHOWN BY PARCEL MAP OF FILE IN BOOK 6 PAGE(S) 75 OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHERLY CORNER OF SAID PARCEL 1; THENCE ALONG THE NORTHEASTERLY LINE OF SAID PARCEL 1 (SAID NORTHEASTERLY LINE ALSO BEING THE CENTERLINE OF A RIVER CHANNEL EASEMENT TO THE COUNTY OF RIVERSIDE), SOUTH 41°42'22" EAST 19.08 FEET TO THE BEGINNING OF A TANGENT 4000.00 FOOT RADIUS CURVE CONCAVE NORTHEASTERLY; THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 6036'30", A DISTANCE OF 461.35 FEET; THENCE TANGENT TO SAID CURVE SOUTH 48018'52" EAST 482.01 FEET; THENCE LEAVING SAID NORTHEASTERLY BOUNDARY SOUTH 43058`46" WEST 1387.89 FEET TO THE BEGINNING OF A TANGENT 850.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 25052'42" A DISTANCE OF 383.91 FEET; THENCE NORTH 41050'22" WEST 1001.63 FEET; THENCE NORTH 48009'30" EAST 1680.60 FEET TO THE POINT OF BEGINNING. APN: 909-370-002 1 1087-0001\1 174150v1doc A-1 RECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO AND MAIL TAX STATEMENTS TO: Temecula Water Park LP 999 Corporate Drive, Suite 215 Lindera Ranch, CA 92694 Attn: Joshua Hunter APN's: 909-370-002 [Space Above For Recorder's Use Only] Grantor declares that this Grant Deed is exempt from Recording Fees pursuant to California Government Code Sections 6103 and 27383. Documentary Transfer Tax is [$7,370.00] computed on the full value of the property conveyed. GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body corporate and politic ("Grantor"), hereby GRANTS to TEMECULA WATER PARK LP, a California limited partnership ("Grantee"), that certain land located in the City of Temecula, County of Riverside, State of California, more particularly described on Exhibit A attached hereto and all improvements thereon (the "Property") SUBJECT TO, a lien to secure payment of general and special real property taxes and assessments, not delinquent; the lien of supplemental taxes assessed pursuant to Chapter 3.5 commencing with California Revenue and Taxation Code Section 75; and FURTHER SUBJECT TO, any and all existing building and use restrictions, easements, licenses, rights-of-way, conditions, covenants, restrictions, reservations, liens, encumbrances, exceptions and other matters of record; and FURTHER SUBJECT TO, all matters apparent from an inspection of the Property or which a current, accurate survey of the Property would disclose (including encroachments, overlaps, boundary line disputes, drains, streams or watercourses). BY ACCEPTANCE HEREOF, Grantee covenants, for itself and its successors and assigns, to use and develop the Property in accordance with the redevelopment plan for Riverside County Redevelopment Project Area 1988-1 as amended, and to refrain from restricting the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property on the basis of race, color, creed, religion, ancestry, sex, marital status, national origin or age of any person, nor shall Grantee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the Property. All deeds, leases or contracts entered into 11086-0161\1169173v1.doc with respect to the Property shall contain or be subject to substantially the following nondiscrimination/nonsegregation clauses: (1) In deeds: "The grantee herein covenants by and for and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." (2) In leases: "The lessee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through him, and that this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the leasing, subleasing, transferring, use, or enjoyment of the land herein leased nor shall the lessee himself, or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein leased. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." (3) In contracts: "There shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 11086-0161\1169173v1.doc 2 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." The foregoing shall remain in effect in perpetuity. All covenants contained in this Grant Deed shall run with the land for the benefit of, and shall only be enforceable by, Grantor and its successors and assigns, without regard to whether Grantor is or remains an owner of any land or interest therein to which such covenants relate. In the event of a breach of any covenant contained in this Grant Deed, Grantor shall have the right to exercise any right or remedy provided herein or otherwise available at law or in equity, to enforce the curing of such breach. [This Space Intentionally Left Blank; Signature On The Next Page] 11086-0161\1169173v1.doc IN WITNESS WHEREOF, the undersigned has executed this Grant Deed as of the date set forth below. Dated as of: September 22, 2009. GRANTOR: REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body, corporate and politic By: Ron Roberts Chairperson ATTEST: By: Susan W. Jones, MMC Agency Secretary 11086-0161\1169173v1.doc 4 EXHIBIT A LEGAL DESCRIPTION THE LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF RIVERSIDE, CITY OF TEMECULA, DESCRIBED AS FOLLOWS: LEGAL DESCRIPTION Real property in the City of Temecula, County of Riverside, State of California, described as follows: THAT PORTION OF PARCEL 1 OF PARCEL MAP NO. 4646 AS SHOWN BY PARCEL MAP OF FILE IN BOOK 6 PAGE(S) 75 OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST NORTHERLY CORNER OF SAID PARCEL 1; THENCE ALONG THE NORTHEASTERLY LINE OF SAID PARCEL 1 (SAID NORTHEASTERLY LINE ALSO BEING THE CENTERLINE OF A RIVER CHANNEL EASEMENT TO THE COUNTY OF RIVERSIDE), SOUTH 41°42'22" EAST 19.08 FEET TO THE BEGINNING OF A TANGENT 4000.00 FOOT RADIUS CURVE CONCAVE NORTHEASTERLY; THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 6036'30", A DISTANCE OF 461.35 FEET; THENCE TANGENT TO SAID CURVE SOUTH 48018'52" EAST 482.01 FEET; THENCE LEAVING SAID NORTHEASTERLY BOUNDARY SOUTH 43058'46" WEST 1387.89 FEET TO THE BEGINNING OF A TANGENT 850.00 FOOT RADIUS CURVE CONCAVE NORTHWESTERLY; THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 25052'42" A DISTANCE OF 383.91 FEET; THENCE NORTH 41050'22" WEST 1001.63 FEET; THENCE NORTH 48009'30" EAST 1680.60 FEET TO THE POINT OF BEGINNING. APN: 909-370-002 11086-0161\1169173v1.doc A-1 ACKNOWLEDGMENT State of California County of On before me, (insert name and title of the officer) personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. 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Introduction ................................................................................................................................1 II. Costs of the Agreement to the Agency ......................................................................................3 III. Estimated Value of the Interest to be Conveyed at the Highest and Best Use Permitted Under the Redevelopment Plan .................................................................................................4 IV. Estimated Value of the Interest to be Conveyed at the Use and with the Conditions, Covenants, and Development Costs Required by the Sale of the Property ..............................5 V. Compensation which Buyer will be Required to Pay ..................................................................6 VI. Explanation of the Difference, if any, between the Compensation to be Paid to the Agency 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 ...................7 VII. Explanation of why the Sale of the Property will Assist with the Elimination of Blight ................8 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 Temecula Redevelopment Agency (Agency) and the public about the proposed transaction between the Agency and Temecula Water Park LP (Buyer). The Report describes and specifies: 1. The costs to be incurred by the Agency under the proposed Purchase and Sale Agreement (Agreement); 2. The estimated value of the interest to be conveyed at the proposed use and with the conditions, covenants, and development costs required by the sale of the Property; 3. The compensation to be paid to the Agency pursuant to the proposed transaction; 4. An explanation of the difference, if any, between the compensation to be paid to the Agency under the proposed transaction, and the fair market value at the highest and best use consistent with the Redevelopment Plan; and 5. An explanation of why the sale of the Property will assist with the elimination of blight. B. Description of Area and Proposed Project The development site is located between Dendy Parkway and Cherry Street, west of Diaz Road. The site comprises 17.5 net acres (Property), and is currently owned by the Agency. The Agency proposes to convey the Property to the Buyer for the development of a water park. The Property is currently vacant, and the Agency has made certain improvements in order to raise the Property out of the Murrieta Creek flood plain. The Property abuts the City of Murrieta boundary on its northern side (Cherry Street). The surrounding area is characterized by industrial/business park uses and vacant land. C. Proposed Transaction Terms This section summarizes the salient aspects of the proposed business terms contained in the Agreement. • The Buyer will purchase the Property from the Agency for $6,700,000 (Purchase Price). The Purchase Price will be deposited by the Buyer into an escrow account. Upon the close of escrow, the Purchase Price will be delivered to the Agency; however, $1,000,000 (Improvements Amount) of the Purchase Price will be paid by Summary Report Page 1 Temecula Water Park 09129ndh the Agency to the Buyer to reimburse the Buyer for costs actually incurred by the Buyer in over-excavating and recompacting soil on the Property. The Agency will grant the Buyer the right to enter the Property for the purpose of conducting soils and geological testing prior to conveyance. The Buyer will pay all escrow fees and costs associated with the purchase of the Property. Summary Report Page 2 Temecula Water Park 09129ndh COSTS OF THE AGREEMENT TO THE AGENCY The estimated costs to the Agency related directly to development of the Property are $7,084,300, as follows: Agency Costs Totals Acquisition Costs c'at2~ $2,411,400 Appraisal t') $8,500 Over-excavation & Recompaction of Soil (Holdback Amount) I'y $1,000,000 Grading and Annual Maintenance (FY 05-06 to present) $3,536,000 Soils Report ('y $2,800 Department of Fish and Game I'y $86,000 Weed Abatement t') $9,600 Miscellaneous/Other Costs (Allowance) t3a $30,000 Total Agency Costs $7,084,300 (1) Source: Temecula Redevelopment Agency (Agency). (2) Pro rata share of $3,800,000 original purchase price for 31.0-acre site. (3) Estimated costs to the Agency for third-party consultants. Summary Report Page 3 Temecula Water Park 09129ndh 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. Typically, the analysis of the fair market value at highest and best use does not consider the specific transaction or development concept, but rather the most profitable use that is consistent with the Redevelopment Plan or other governing land use regulations. The purpose of the analysis is to estimate the maximum compensation that the Agency could achieve if it were to offer the subject property or development right on the open market. The highest and best use of the property is the use that generates the highest property value. By definition, the highest and best use is that use which is physically possible, financially feasible, and legally permitted. The City of Temecula General Plan governs the land uses for the Property. The Property is zoned PDO-10. Permitted uses include adult continuing education, medical and professional offices, multiple-family housing, and a variety of commercial and retail uses. Sports and recreational facilities are also permitted with a conditional use permit. Based on a review of the zoning, land uses permitted on the Property, and the recent trends in land values, KMA concludes that the fair market value of the Property at its highest and best use as though over-excavated and recompacted is $6,700,000. Summary Report Page 4 Temecula Water Park 09129ndh IV. ESTIMATED VALUE OF THE INTEREST TO BE CONVEYED AT THE USE AND WITH THE CONDITIONS, COVENANTS, AND DEVELOPMENT COSTS REQUIRED BY THE SALE OF THE PROPERTY 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 conditions, covenants, and development costs imposed by the Agreement. Since there are no extraordinary covenants, conditions, or restrictions delineated in the Agreement, KMA concludes that the fair re-use value of the Property is equal to its fair market value at highest and best use, or $6,700,000. Summary Report Page 5 Temecula Water Park 09129ndh V. THE COMPENSATION WHICH BUYER WILL BE REQUIRED TO PAY Under California Community Redevelopment Law, the Agency is obligated to publicly disclose information sufficient for a comparison of the purchase price contained in the proposed Agreement with the estimated fair re-use value. The Buyer will purchase the Property from the Agency for $6,700,000. The Purchase Price will be deposited by the Buyer into an escrow account. Upon the close of escrow, the Purchase Price will be delivered to the Agency; however, $1,000,000 (Improvements Amount) of the Purchase Price will be paid by the Agency to the Buyer to reimburse the Buyer for costs actually incurred by the Buyer in over-excavating and recompacting soil on the Property. Summary Report Page 6 Temecula Water Park 09129ndh VI. EXPLANATION OF THE DIFFERENCE, IF ANY, BETWEEN THE COMPENSATION TO BE PAID TO THE AGENCY 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 $6,700,000. The value of the compensation to be received by the Agency is $6,700,000. The compensation to be paid to the Agency is equal to the fair market value of the interest to be conveyed at its highest and best use. Summary Report Page 7 Temecula Water Park 09129ndh VII. EXPLANATION OF WHY THE SALE OF THE PROPERTY WILL ASSIST WITH THE ELIMINATION OF BLIGHT The Property is not located within the Redevelopment Project Area, and therefore is not governed by the Redevelopment Plan. Summary Report Page 8 Temecula Water Park 09129ndh KEYSER MARSTON ASSOCIATES ADVISORS IN PUBLIC/PRIVATE REAL ESTATE DEVELOPMENT MEMORANDUM AU%INoRS Ifc. REAL ESTATE REDEVELOPMENT ALLORDABLE HOUSING ECYINOM11C DEVELOPMENT 11, I CU A. JERRY KEYSER TIM01HYC. KELLY KATE EARLS FUNK DrBBIF M. KERN ROBHCI I. WErMORE RIIU I KAWAIIARA LON;YNI;FIFI KATIILFEN 11. H[AD JAMES A. RABE PAUL C. ANDERSON GREGORY[). 5004100 KEVIN E. ENDS I ROM JULIE l-. RCIMFY DLNISF BICKFRSTAFF NAN DI 160 GERALD M. TRIMBLE PAUL C. MARRA To: Patrick Richardson, Deputy Planning Director City of Temecula From: KEYSER MARSTON ASSOCIATES, INC. Date: September 1 , 2009 Subject: Temecula Water Park - Review of Proposed Transaction A. Introduction Keyser Marston Associates, Inc. (KMA) has been requested to review the draft Purchase and Sale Agreement (Agreement) under discussion as of August 26, 2009 between the Temecula Redevelopment Agency (Agency) and Temecula Water Park LP (Buyer). The development site is located between Dendy Parkway and Cherry Street, west of Diaz Road. The site comprises 17.5 net acres (Property), as outlined below. Property Area Totals Gross Property Area (Less) Unusable Area 19.7 Acres (2.20) Acres Net Property Area 17.5 Acres The Property is currently owned by the Agency. The Buyer intends to develop a water park on the Property. B. Summary of Findings KMA's principal conclusions regarding the proposed transaction are summarized as follows: • The estimated value of the compensation to be received by the Agency from the Buyer is $6,700,000. 1660 HOTEL CIRCLE NORTFI, SUITE 716 > SAN DIEGO. CALIFORNIA 92108 > PHONE: 619 7189500 > FAX: 619 7189508 09128ndh W W W. K EYS E RM A RSTON.COM 19545.027.001 To: Patrick Richardson, Deputy Planning Director September 1, 2009 Subject: Temecula Water Park - Review of Proposed Transaction Page 2 • The estimated fair market value of the Property at its highest and best use is $6,700,000. • The estimated fair re-use value of the Property is $6,700,000. C. Background on Proposed Development The Riverside County Board of Supervisors adopted Redevelopment Project No. 1-1988 in July 1988. The Project Area includes approximately 1,635 acres of land within four sub-areas. The Property is located outside, and directly adjacent to, the Project Area. The Agency acquired the Property in April 1992 for the purpose of developing affordable housing. The Agency proposes to convey the Property to the Buyer for the development of a water park. The Property is currently vacant, and the Agency has made certain improvements in order to raise the Property out of the Murrieta Creek flood plain. The Property abuts the City of Murrieta boundary on its northern side (Cherry Street). The surrounding area is characterized by industrial/business park uses and vacant land. D. Proposed Transaction Terms This section summarizes the salient aspects of the proposed business terms contained in the Agreement. • The Buyer will purchase the Property from the Agency for $6,700,000 (Purchase Price). The Purchase Price will be deposited by the Buyer into an escrow account. Upon the close of escrow, the Purchase Price will be delivered to the Agency; however, $1,000,000 (Improvements Amount) of the Purchase Price will be paid by the Agency to the Buyer to reimburse the Buyer for costs actually incurred by the Buyer in over-excavating and recompacting soil on the Property. • The Agency will grant the Buyer the right to enter the Property for the purpose of conducting soils and geological testing prior to conveyance. • The Buyer will pay all escrow fees and costs associated with the purchase of the Property. E. Estimated Compensation to the Agency 09128ndh 19545.027.001 To: Patrick Richardson, Deputy Planning Director September 1, 2009 Subject: Temecula Water Park - Review of Proposed Transaction Page 3 Based on the transaction terms discussed above, the estimated compensation to be received by the Agency for the 17.5-net acre Property is $6,700,000. F. Estimate of Fair Market Value at Highest and Best Use Section 33433 of California Community Redevelopment Law requires that, prior to selling or leasing real property, redevelopment agencies estimate the fair market value of the interest to be conveyed at its highest and best (most profitable) use. Typically, the analysis of fair market value at highest and best use does not consider the specific transaction or development concept, but rather the most profitable use that is consistent with the Redevelopment Plan, or other governing land use regulations. The purpose of the analysis is to estimate the maximum compensation that the Agency could achieve if it were to offer the subject property or development right on the open market. The highest and best use of the Property is that use that generates the highest property value. By definition, the highest and best use is the use that is physically possible, financially feasible, and legally permitted. The City of Temecula General Plan governs the land uses for the Property. The Property is zoned PDO-10. Permitted uses include adult continuing education, medical and professional offices, multiple-family housing, and a variety of commercial and retail uses. Sports and recreational facilities are also permitted with a conditional use permit. KMA undertook a review of available appraisals and comparable land sales in order to determine the fair market value of the Property. KMA first reviewed the appraisal conducted by Riggs & Riggs, Inc. on behalf of the Agency with a date of value of October 24, 2008. The Riggs & Riggs, Inc. appraisal determined the value of the Property to be $9.65 per square foot (SF) of net land area. The appraisal relied on comparable land sales between March 2005 and May 2008. In addition, KMA undertook its own review of comparable land sales in the City of Temecula and western Riverside County communities. Table 1 summarizes the KMA review of commercial and industrial land sales transactions. The KMA survey focused on sales of sites ranging in size from 10 to 50 acres for the period from January 2008 to the present. As shown in the table, sales prices ranged from $1.28 to $9.79 per SF of land. The appraised value determined by Riggs & Riggs, Inc. of $9.65 per SF of land falls at the upper end of this range of comparables. However, land values have declined in recent years, and a downward value adjustment is therefore appropriate. On this basis, then, KMA believes that a reduction from the appraised value on the order of 10% is warranted. 09128ndh 19545.027.001 To: Patrick Richardson, Deputy Planning Director September 1, 2009 Subject: Temecula Water Park - Review of Proposed Transaction Page 4 KMA concludes that the fair market value of the Property at its highest and best use as though over-excavated and recompacted is $8.75 per SF net land, or $6,700,000, as detailed in the following table. Fair Market Value Totals Net Property Area Estimated Land Value per SF 17.5 Acres $8.75 per SF Fair Market Value at Highest and Best Use (rounded) $6,700,000 G. Estimate of Re-use Value 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 Agreement. Since there are no extraordinary covenants, conditions, or restrictions delineated in the Agreement, KMA concludes that the fair re-use value of the Property is equal to its fair market value at highest and best use, or $6,700,000. H. Limiting Conditions The estimates of re-use and fair market value at the highest and best use contained in this memorandum assume compliance with the following assumptions: 1. There are no soil or subsoil problems, including toxic or hazardous conditions, on the Property that need to be remediated in order to develop the Property. 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 local or national economy, the conclusions herein may no longer be valid. 09128ndh 19545.027.001 To: Patrick Richardson, Deputy Planning Director Subject: Temecula Water Park - Review of Proposed Transaction September 1, 2009 Page 5 Both parties are well informed and well advised and each is acting prudently in what he/she considers his/her own best interest. attachment 09128ndh 19545.027.001 TABLE1 COMMERCIAL AND INDUSTRIAL LAND SALES COMPARABLES (1) TEMECULA WATER PARK CITY OF TEMECULA $ISF Sale Date Address City Sales Price Acres Land Property Description 6/22/2009 Monroe Avenue Murrieta $4,500,000 10.55 $9.79 Commercial Land 3/6/2009 14900 Concordia Ranch Road Lake Elsinore $2,015,000 18.73 $2.47 Industrial Land 11/26/2008 31225 Nicolas Road Temecula $2,400,000 19.00 $2.90 Commercial Land 10/1/2008 W. Florida Avenue @ Myers Street Hemet $12,739,000 47.57 $6.15 Commercial Land 9/30/2008 30035-30095 Commerce Street Murrieta $3,600,000 13.28 $6.22 Commercial Land 6/21/2008 12360Temescal Canyon Road Lake Elsinore $1,425,000 25.55 $1.28 Industrial Land 5/20/2008 355 W. Markham Street Perris $5,446,960 22.43 $5.57 Industrial Land 3/5/2008 Rancho California Road @ Butterfield Stage Road Temecula $3,500,000 18.41 $4.36 Commercial Land Minimum $1,425,000 10.55 $1.28 Maximum $12,739,000 47.57 $9.79 Average $4,453,245 21.94 $4.84 Median $3,550,000 18.87 $4.97 (1) The communities of Temecula, Murrieta, Lake Elsinore, Hemet, Perris; sites ranging from 10 to 50 acres in size; January 2008 to present. Prepared by: Keyser Marston Associates, Inc. Filename is Temecula/Water Park\Hobbs Water Park Comps;8/28/2009;wcl RDA DEPARTMENTAL REPORT ITEM NO. 23 Approvals City Attorney 110 Director of Finance City Manager TEMECULA REDEVELOPMENT AGENCY AGENDA REPORT TO: Executive Director/Agency Members FROM: Patrick Richardson, Planning and Redevelopment Director DATE: September 22, 2009 SUBJECT: Redevelopment Departmental Monthly Report RECOMMENDATION: Receive and file. REDEVELOPMENT Town Square Market Place - As part of the Civic Center Master Plan, the City has created a development opportunity for approximately 52,000 square feet of commercial and office development surrounding the Town Square along the reconfigured Main Street. The Agency issued a Request for Interest to select a preferred development partner. On August 26, 2008, the City Council entered into an Exclusive Negotiating Agreement (ENA) with Pelican Properties to develop the project. Pelican has participated in several meetings with Old Town stakeholders and adjacent property owners. They have worked closely with staff on site planning issues. On January 22, 2009 the Executive Director granted a three-month extension to the Exclusive Negotiating Agreement which expires on May 26, 2009. Due to the state of the economy staff recommends the Agency extend the ENA an additional six months. On May 26, 2009 Agency Board approved a six (6) month extension to the ENA. Auto Mall Sign - The Agency and Auto Dealers Association have agreed on deal points and both parties are reviewing the loan documents at this time. The new deal as of this time will include a loan from the Agency to the Auto Dealers Association in the amount of $875,000 for a state of the art high definition marquee sign. Part of the agreement stipulates that the City will have 10% of the time between sunrise and 11:00 p.m. daily to use the sign to promote City interests. The sign will be located on the currently vacant parcel south of Rancho Ford. The old sign will be removed. The Loan Agreement is scheduled to come before the Agency Board on October 13, 2009 Facade Improvement Program - The Facade Improvement Program provides funding assistance to Old Town business and property owners to provide exterior improvements to their buildings and property. Funding in the amount of $80,000 is available during FY 2009-2010. The following facade improvements are in process or recently completed: ■ Emporium Center - Facade Renovation ■ Temecula Stage Stop - Outdoor canopy renovation ■ Believe Galleria - New business signs ■ The Painted Garden - Paving at entrance from Old Town Front Street ■ Pennypickle's Workshop - Change copy and refurbish sign The applications currently under review have exhausted the Facade Improvement Program budget for this Fiscal Year. Staff will advise all subsequent applicants that funds are not available for the remainder of this Fiscal Year. HOUSING Housing Element Update - The Agency is preparing the Housing Element Update. A third draft of the Housing Element was submitted to the State Department of Housing and Community Development {HCD} for a 60-day review and comment period on April 9, 2009. HCD comments were received on June 9, 2009. RDA staff revised the final draft based on HCD's June 2009 letter. Staff is currently completing an initial study and Negative Declaration for the Housing Element. The Planning Commission recommended on September 2, 2009 that the City Council approve the Housing Element Update and adopt the Negative Declaration. A City Council hearing is anticipated on October 13, 2009. Upon adoption by the City Council, the Housing Element will be submitted a final time to HCD for a 90-day Certification review. The Warehouse at Creekside - On August 12, 2008, the City Council approved an Owner Participation Agreement with Warehouse at Creekside for an Affordable Housing Mixed Use Project. The Agency is currently working with Bill Dalton on a new development on 3rd Street in Old Town. The proposed development includes 32 units of affordable housing and a 3500 square foot ground floor of commercial. The project includes one dedicated parking space for each residential unit. Grading permits have been issued for the project. The project is currently under construction and is slated to be completed by fall 2010. Diaz Road Exclusive Negotiation Agreement - The Agency issued a Request for Interest to select a preferred development partner for the 30-acre site located on Diaz Road. Seven firms have responded. On September 9, 2008, the City Council entered into an Exclusive Negotiating Agreement with RC Hobbs Company to develop the project. Due to the State of California's Redevelopment SERAF take it is not possible for the Agency to pursue a project with the Hobbs Company on the Diaz site at this time. However, the Agency is currently negotiating for the sale 20 acres of the site to Clearwater Development for the purpose of developing a water park. The Agency anticipates bringing forth to the full Agency Board a Purchase and Sale Agreement and Escrow Instructions for the sale of approximately 20 acres to Clearwater Development for the development of a water park. First Time Homebuvers Program - On July 22, 2008, the City Council approved an amendment to increase the loan amount for down payment assistance from $24,000 to $65,000. This down payment assistance allows qualifying households to purchase homes in the $250,0004300,000 price range. An article published in the Californian on July 5, 2009 has generated tremendous interest in the program. However, on July 24, 2009, the State Legislature passed a budget that proposes a take of $2.05 Billion in statewide redevelopment agency funds to help close the State's current budget deficit. This means that about $4,300,000 in City of Temecula Redevelopment Agency funds could be diverted to the state this Fiscal Year and an additional $900,000 diverted to the state in Fiscal Year 2010/2011. As a result, funding for this program is temporarily frozen and no new applications are being considered at this time. Summerhouse - The Agency is currently in negotiating with an affordable housing developer, in regards to the purchase of the Summerhouse development near the intersection of Margarita Road and Temecula Parkway. The affordable housing developer has entered into escrow and has submitted their development plan to the City for a 110 unit affordable housing development, of which 20 units will be senior affordable housing units. The Agency is negotiating an Owner Participation Agreement with the affordable housing. The goal of the Agency is to add 110 affordable units, at or below the "very low" income designation for 55 years. The Agency will bring forward the OPA between BRIDGE Housing and the Agency on September 22, 2009. Residential Improvement Program - The program budget for FY 2009/2010 is $200,000.00. However, on July 24, 2009, the proposed State budget take of about $4,300,000 from the City of Temecula Redevelopment Agency has required unreserved funds budgeted for this program to be temporarily frozen. The Redevelopment Agency is currently processing 8 applications totaling $42,280 that were in the queue prior to Monday, July 27. No new applications are being considered at this time. Eleven applications are on hold pending release of funds for this program. DEPARTMENTAL REPORTS ITEM NO. 24 Approvals /0~ City Attorney Director of Finance City Manager aa~_ CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Patrick Richardson, Director of Planning and Redevelopment DATE: September, 2009 SUBJECT: Monthly Report The following are the recent highlights for the Planning Division of the Community Development Department for the month of August, 2009. CURRENT PLANNING ACTIVITIES New Cases The Division received 51 new applications for administrative, other minor cases, and home occupations including 6 applications for public hearings during the month of August. Special Projects & Long Range Planning Activities The Long Range Planning Division commits work efforts toward larger scale and longer time frame projects for both private and public purposes. These activities can range from a relatively simple ordinance or environmental review to a new specific plan or a general plan amendment. Some of the major special projects and long range planning activities currently in progress are described in the paragraphs below: Temecula Regional Hospital - This project was approved by the City Council on January 22, 2008. The CEQA challenge period for the Supplemental El R expired on February 28, 2008. No legal challenges were filed regarding the SEIR. The CEQA challenge period for the second reading of the Zone Change expired on March 14, 2008. The Public Works Department and Planning Department met with the applicant and the applicant's architect on May 21, 2009 regarding the status of grading plans, street improvement plans, the project's Water Quality Management Plan, and fees. The applicant's architect continues to indicate that building plans, or more specifically the geo-technical report for the project, is being reviewed by the Office of Statewide Health Planning and Development (OSHPD) and that approval of these plans. The applicant's architect indicated that a revised geo-technical report would be submitted to OSHPD by mid-August, 2009, and that OSHPD approval of building plans could shortly follow. Staff is awaiting re-submittal of plans to address comments regarding permits for rough grading, precise grading, street improvement plans, and a Water Quality Management Plan. (FISK) ■ General Plan Housing Element Update -Staff submitted the final draft Housing Element to HCD on April 9, 2009, and HCD completed its review on June 9, 2009. Comments received on the final draft contained a handful of suggested corrections and sample language to add to the Housing Element. Staff completed an initial study and circulated a Negative Declaration for a 30-day public review and comment period from July 31, 2009 through August 31, 2009. Planning Commission hearing was held on September 2, 2009 where the Commission recommended that the City Council approve the Housing Element Update and adopt the Negative Declaration. A City Council hearing is scheduled for October 13, 2009. Upon adoption by the City Council, the Housing Element will be submitted a final time to HCD for a 90-day Certification review. (PAPP) ■ Nicolas Valley Rural Preservation Area - Staff held a community meeting on February 26, 2009, where 70-80 residents attended. Concerns regarding road cost, financing mechanisms and zoning densities were discussed. A community meeting was held March 19, 2009 to explain in more detail all zoning options, financing, and a community survey to be mailed following the meeting. The survey was mailed to property owners and residents on March 31, 2009 to determine support for proposed zone change (2.5 acres, 1 acre, or'/ acre minimums) due to responses received from various property owners that'/ acre is not wanted. Staff mailed surveys to 124 property owners and 22 residents. The owner response rate was 72%; the resident response rate was 4%; and the overall response rate was 62%. The survey clearly indicated that there is not support for a CFD for roadway improvements (57% of owners and 83% of registered voters within the CFD boundarywould not support). The survey did not clearly reveal an overwhelming decision on preferred zoning for each of the districts. A Community Meeting was held on May 21, 2009 where 55 residents attended to inform the residents of the survey responses and discontinue this work effort. The residents requested the opportunity to conduct their own follow up survey to determine if a majority could agree on a zoning preference for the area. The results of this resident sponsored survey are expected by the end of September. Staff will complete the roadway design traffic study and hydrology study which are currently being prepared. No additional technical studies/consultant work will be completed. Staff also finalized and posted on the website the revisions to the Dirt Road Policy to allow more leniency for additions and replacement of existing residences. (PETERSIKITZEROW) ■ Transportation Planning - The Temecula Trolley began service in June 2009 to coincide with new service changes to other RTA routes. The service is intended to connect local residents to business using public transit as a means to travel to school, commercial centers, and connections to other RTA routes. Trolley service is provided Monday thru Friday in the morning and afternoon, connecting the Harveston communityto Chaparral High School, the Promenade Mall, and the County Administrative offices just south of Harveston. A route also operates between the Mall and Old Town Temecula during the lunch period, as well as on weekends. Staff is developing a survey for residents and riders of the Trolley to gain perspective of public transit use and needs of the Community. (WEST) ■ 1-15 Interregional Partnership (I RP) - Staff is working with WRCOG, SCAG, RCTC, RTA, SANDAL, and the Cities of Temecula, Murrieta, and Lake Elsinore on a Smart Growth Concept Map, which will coordinate land use and transportation decisions to accomplish the goals of SB 375 and AB 32. Based on the June 15, 2009 Policy Committees discussion, the Smart Growth Map Working Group will refine the place type descriptions and their locations within the project area. A tentative date of November 10, 2009 has been scheduled for the next Smart Growth Map Working Group. (WESTIINNES) ■ City Sustainability Plan - Staff continues with the preparation of the draft Sustainability Plan by focusing on the Green House Gas Emissions Inventory (explained below) and the development of the Energy Efficiency and Conservation Block Grant. Delays with the completion of this Plan are attributed to shifting priorities, opportunities and mandates as further described: Energy Efficiency and Conservation Block Grant - Staff submitted the Energy Efficiency and Conservation Strategy Development application prior to the June 25 deadline to secure the Block Grant funds, which is essentially a place holder notifying the Department of Energy that the City intends to submit a complete grant application packet. Staff has until October 25, 2009 to complete an Energy Efficiency and Conservation Strategy and select implementation programs to complete the application package. (WEST) The green house gas (ghg) inventory emissions analysis kick-off meeting was held on July 14, 2009. Representatives from City Departments as well as representatives from our utility companies and outside agencies attended the meeting. The committee selected 2007 as the base year for ghg emissions inventory analysis. There are two separate inventories being prepared; 1) a municipal operations inventory and 2) a communitywide inventory. Staff is working through each of the Departments to obtain data forthe municipal operations inventory, and working with the utility companies and water agencies for the communitywide inventory. Staff anticipates obtaining the majorityof the data necessaryforthe municipal operations by mid August. Obtaining the data necessary for the communitywide analysis from the utility companies will take longer than anticipated due to customer confidentiality and how the data is maintained by the utility companies. Once the ghg inventory is complete, the next step will be to develop a climate action plan and incorporate the findings into the Sustainability Plan. (WEST) Energy Efficiency Loan Program - Staff is currently developing a program which would allow property owners to applyfor a low-interest loan for energy improvements that would be paid through property taxes. This program is being modeled after the Palm Desert program as authorized under AB 811. The draft Administrative Guidelines and loan documentation has been prepared and staff is now identifying eligible improvements for the program. Additionally, staff is working with the Redevelopment Agency to make energy efficiency improvements an available component of the Home Improvement Program. (WEST) Water Efficient Landscape Ordinance - The Water Conservation in Landscaping Act of 2006 (AB 1881) requires local agencies to adopt an updated state model ordinance developed by the Department of Water Resources (DWR), or an equivalent, no later than January 1, 2010. Staff will compare the City's Water Efficient Landscape Ordinance to the State's model ordinance and revise as necessary to comply with AB 1881. Staff anticipates bringing a draft of the revised Water Efficient Landscape Ordinance to the Planning Commission on November 4, 2009, and then to the City Council on November 24, 2009. (WEST) ■ Santa Margarita Area Annexation - On November 19, 2008, the Planning Commission recommended approval to proceed with an application to the Riverside County Local Agency Formation Commission to expand the City's Sphere of Influence and annex the Santa Margarita Area consisting of approximately 4,997 acres located immediately southwest of the City. On December 9, 2008, the City Council adopted Resolutions in favor of the Sphere of Expansion and Annexation. The City Council also certified the Environmental Impact Report for this project on December 9, 2008. Staff filed a Sphere of Influence and Annexation application with LAFCO on December 17, 2008. The application was denied by LAFCO on June 4, 2009. Resolutions for denial were adopted by LAFCO on June 25, 2009. The City has filed an Application for Reconsideration which removes the Liberty Quarry project site (and a few neighboring parcels) the from the Annexation proposal. The Annexation Reconsideration hearing is scheduled for September 24, 2009. (LOWREYIRICHARDSON) Liberty Quarry Draft Environmental Impact Report- The County of Riverside has released the Draft Environmental Impact Report for Granite Construction's Liberty Quarry Surface Mining Permit, Change of Zone, and Noise Ordinance Exception. The project is a 75-year land use permit for a rock quarry and associated aggregate processing facilities, hot mix asphalt plant, ready mix concrete plant, concrete and asphalt recycling facility, administration and employee buildings, a maintenance facility with diesel, gas and propane tanks, water tanks, natural gas fuel engines for electric power generation, water and gas lines, settling ponds, truck scales, and truck and equipment parking areas within a 414 acre-site located approximately % mile from the City's southwest boundary within the County of Riverside. The public review and comment period was extended 60 days beyond the original commenting deadline. The City is reviewing the Draft Environmental Impact Report and will provide comments to the County of Riverside by November 23, 2009. (LOWREYtWEST/RICHARDSON) Development Code Update - Staff is preparing an update of the Development Code with various changes that include: codification of the City's current policywhich allows directional signs for colleges and universities; amendment to large family daycares consistent with State Law; removal of granny flats from the code consistent with State Law; updating the square footage allowance for guest houses to be the same as what is allowed for second dwelling units; wine tasting to require a CUP (unless the applicant is also a wine maker), minimizing requirements which trigger processing a sign program, and other minor clarifications within the Code. A public hearing is anticipated for Planning Commission on October 21, 2009 and Planning Commission recommendations will be broughtforward to the City Council on November 10, 2009. (LOWREY) Old Town Specific Plan Update - Staff is working in conjunction with consulting firms Inland Planning+Design and Fehr and Peers (parking and circulation) to prepare an update to the Old Town Specific Plan that addresses the ten goals and recommendations for Old Town presented to City Council on March 25, 2008. On August 11, 2008, the Old Town Local Review Board formed a steering committee forthe Specific Plan Update currently consisting of Board Members Blair and Moore, with the purpose of this committee being to provide the Old Town Local Review Board with additional opportunities to review and comment on concepts and preliminary plans as the Specific Plan update progresses and for the committee to report back to the other Board members on the progress of the update. Commissioners Guerriero and Kight are also members of the Steering Committee, which most recently met on June 23, 2009 to review progress on the proposed sustainability and public art sections for the Specific Plan Amendment. An Environmental Impact Report (EIR) is currently being prepared for the project, and staff held a scoping meeting with the community on July 21, 2009 to solicit input on environmental concerns that should be addressed in the EIR. Staff intends to complete the first draft of the Specific Plan Amendment in October 2009, to present the draft update to the Steering Committee in November 2009, and to bring the updated plan to the Old Town Local Review Board for review in December 2009, to the Planning Commission for review in January 2010, and to City Council for review in January 2010. (FISKIINNESILOWREY) SCAG 2012 RTP - The update to the Southern California Association of Governments (SCAG) 2012 Regional Transportation Plan (RTP) is underway. Staff attended a meeting with SCAG, Western Riverside Council of Governments (WRCOG) and the Center for Demographic Research (CDR) in August 2009 to review the schedule and process for the update. The RTP will include a Sustainable Communities Strategy (SCS); a new component to the RTP as a result of the passage of SB 375. Staff will be working with the abovementioned agencies throughout the update process. The first order of business is to review Base Year Conditions and General Plan Based Growth Forecast/Distribution and Land use for 2020 and 2035 (WEST) Planning Agenda Report 8/1/2009 through 8/31/2009 1. Recently Approved APN # • PA09-0170 The Wine Collective CUP 922033009 DANA SCHUMA A Minor Conditional Use Permit to allow for a wine bar with wine tasting and retail (Type 42 ABC license) at 28544 Old Town Front Street Submitted Date Approved Date 5/6/2009 Aug 5 2009 APN # • PA09-0174 Springhill Suites CUP alcohol 921060059 CHERYL KITZEROW/MATT PETERS A Conditional Use Permit for Springhill Suites to sell beer and wine per a Type 20 ABC license, addressed as 28220 Jefferson Avenue Submitted Date Approved Date 5/11/2009 Aug 5 2009 APN # • PA09-0195 Springhill Suites PCN 921060047 CHERYL KITZEROW/MATT PETERS A Finding of Public Convenience or Necessity for a Type-70 ABC license for the Springhill Suites by Marriott Hotel located at 28220 Jefferson Avenue (Related Case - CUP, PA09-0174) Submitted Date Approved Date 6/10/2009 Aug 5 2009 APN # • PA09-0260 Major TUP Juls BBQ Live Music 922033006 CHERYL KITZEROW/MATT PETERS A Major Temporary Use Permit for Jul's BBQ House (formerly the Dog House) to have a live band/amplified music from 1 p.m. to 9 p.m. on August 29, 2009 at 41964 5th Street in Old Town Submitted Date Approved Date 8/21/2009 Aug 28 2009 APN # • PA09-0230 Grannys Grapes of the Vine PCN 921280008 DANA SCHUMA A Finding of Public Convenience or Necessity application for a Type-42 ABC license (on-sale beer and wine) for Granny's Grapes on the Vine located at 28450 Felix Valdez Road (related cases: PA09-0229 and PR09-0009) Submitted Date Approved Date 7/15/2009 Aug 19 2009 APN # • PA09-0229 Grannys Grapes of the Vine CUP 921280008 DANA SCHUMA A Minor Conditional Use Permit to allow for a Type-42 ABC license (on-sale beer and wine) for Granny's Grapes on the Vine located at 28450 Felix Valdez Road (related cases: PA09-0230 and PR09-0009) Submitted Date Approved Date 7/15/2009 Aug 19 2009 APN # • PA09-0226 The Wine Collective 922033009 DANA SCHUMA 1 of 5 Planning Agenda Report 8/1/2009 through 8/31/2009 A Finding of Public Convenience or Necessity application for a Type-42 license (on-sale beer and wine) for The Wine Collective located at 28544 Old Town Front Street. (Related case PA09-0170) Submitted Date Approved Date 7/10/2009 Aug 5 2009 APN # • PA09-0059 HELP Ride Event 922073024 CHRISTINE DAMKO A Major Temporary Use Permit for the first annual HELP Motorcycle Ride on August 29, 2009 in Old Town Temecula. The event proposes to "show" motorcycles in the Stampede parking lot and on Front Street between Second and Third Streets (street closure required) followed by a music concert on Quaid Harley Davidson property located near the south end of Old Town Front Street. Submitted Date Approved Date 2/20/2009 Aug 27 2009 APN # • PA09-0041 Diaz Property 909370002 DANASCHUMA A Development Plan with a Conditional Use Permit to construct a 15 acre water park located on the northwest corner of Dendy Parkway and Diaz Road. (Related PA09-0039 and PA09-0040) (Former PR08-0059) Submitted Date Approved Date 2/5/2009 Aug 19 2009 APN # • PA09-0040 Diaz Property 909370002 DANASCHUMA A Tentative Parcel Map (TPM 36175) to subdivide 35 acres in to three parcels, one 19.7 acre parcel, one 11.3 acre parcel, and a 4.0 acre parcel to be dedicated for public improvements. The project site is located on the northwest corner of Diaz Road and Dendy Parkway. (Related PA09-0039 and PA09-0041) (Former PR08-0059) Submitted Date Approved Date 2/5/2009 Aug 19 2009 2 of5 Planning Agenda Report 8/1!2009 through 8/31/2009 2. Scheduled for Hearing APN # • PA08-0165 AT&T Wireless 954020005 DANA SCHUMA A Conditional Use Permit/Antenna Facility Application for the construction and operation of one slimline pole and one monopine and associated equipment structure for ATT Wireless on Rancho California Water District property located at 41520 Margarita Road. Submitted Date DRC Meeting Date Planning Commision 7/3112008 8/2812008 Oct 7 2009 APN # • PA09-0083 Lyndie Lane Major Mod 921760015 DANA SCHUMA A Major Modification to an approved Development Plan (PA05-0305) to reduce the building size from 8,642 square feet to 5,200 square feet located at 29742 Rancho California Road. Submitted Date DRC Meeting Date Directors Hearing 3/3/2009 4/2/2009 Oct 1 2009 APN # • PA09-0009 Stellar Cellar CUP 922034036 ERIC JONES A Minor Conditonal Use Permit to allow Stellar Cellar to operate a wine bar with live entertainment located at 28636 Old Town Front Street Submitted Date DRC Meeting Date Planning Commision 1/14/2009 Sep 16 2009 APN # • PA08-0125 Temecula Village PDO-5 Amendl 944290012 CHERYL KITZEROW/MATT PETERS A Zoning Amendment to modify PDO-5 (Temecula Village) to permit Grocery Stores up to 15,000 square feet with a Conditional Use Permit (currently allowed up to 10,000 SF w/CUP). Other changes include reducing landscape buffer/setback along Rancho California Road from 25 to 20 feet and miscellaneous clean-up/references to previous approvals. Temecula Village is located along the south side of Rancho California Road, east of Moraga Road. (Associate projects PA08-0122 and PA08-0123 - Fresh and Easy DP/CUP) Pending City Council hearing (date to be determined). Submitted Date DRC Meeting Date Planning Commision 6/4/2008 6/26/2008 Oct 15 2008 3 of 5 Planning Agenda Report 8/1/2009 through 8/31/2009 3. New Submittals Pending DRC Meeting APN # • PA09-0235 Race for the Cure 910420005 CHRISTINE DAMKO A Major Temporary Use Permit for the Susan G Komen Race for the Cure in/around the Promenade Mall on Sunday, October 18, 2009 from 5:00 a.m. to 4:00 p.m. involving street closures in the morning hours Submitted Date Anticipated DRC Meeting Date No Hearing Planned 7/22/2009 TBD APN # • PA09-0246 Ronpaugh Estates SPA#3 PA10 920100048 CHERYL KITZEROW/MATT PETERS A Specific Plan Amendment (text only) to change the permitted uses/development standards for Planning Area 10 of the Roripaugh Estates Specific Plan to the standards of the Neighborhood Commercial zoning district with the addition to permit automobile service stations with or without an automated car wash. Project proponent proposes future car wash at the existing Arco AM/PM at the southeast corner of Winchester & Nicolas Roads, addressed as 40212 Winchester Road. Submitted Date Anticipated DRC Meeting Date No Hearing Planned 8/4/2009 TBD APN # • PA09-0248 Vernon Wireless Monopine CUP 960330017 DANA SCHUMA A Conditional Use Permit to construct, operate and maintain a wireless facility consisting of 18 panel antennas and one microwave dish attached to a new 55-foot monopine located at 43980 Mahlon Vail Road Submitted Date Anticipated DRC Meeting Date No Hearing Planned 8/5/2009 9/3/2009 TBD APN # • PA09-0256 Longshadow Ranch Bistro CUP 922024008 DANA SCHUMA A Minor Conditional Use Permit to permit live music entertainment inside and outside on the patio at Longshadow Ranch Bistro located at 28500 Old Town Front Street. (Related case PA09-0236) Submitted Date Anticipated DRC Meeting Date No Hearing Planned 8/12/2009 9/17/2009 TBD APN # • PA09-0265 Margarita Med Bldg Cell Site 921831014 CHERYL KITZEROW/MATT PETERS A Minor Conditional Use Permit and Minor Modification application for a wireless antenna facility located within a new cupola on the Margarita Medical Building generally located at the southeast corner of Margarita Road and North General Kearny. Applicant proposes to add a six-foot cupola to the roof of the existing two-story building to accommodate six panel antennas, four BTS radio equipment cabinets, and one microwave dish with antennas and microwave dish screened by the new cupola and equipment cabinets located inside the building. Submitted Date Anticipated DRC Meeting Date No Hearing Planned 8/28/2009 9/24/2009 TBD APN # • PA09-0266 JRs Hawaiian Ice TUP- Mall 910420005 CHERYL KITZEROW/MATT PETERS A Major Temporary Use Permit for JR's Hawaiian Shaved Ice portable trailer at the Promenade Mall Expansion (in the paseo between Building A and C).The trailer is 12 feet wide by 8.5 feet deep and is designed with a Hawaiian/tiki but theme. The use (sale of shaved ice) will operate 7 days a week from 12 noon to 8 p.m. with only one employee. Use will be for 60 days from approval. The mall is addressed as 40820 Winchester Road. 4 of 5 Planning Agenda Report 8/1/2009 through 8/31/2009 Submitted Date Anticipated DRC Meeting Date No Hearing Planned 9/1/2009 TBD APN # • PA09-0268 Feduniw Family Day Care Minor 957550002 ERIC JONES A Minor Conditional Use Permit to allow a home-based family day care facility to operate with up to 12 children at 30713 East Gate Parkway Submitted Date Anticipated DRC Meeting Date No Hearing Planned 9/2/2009 TBD APN # • PA09-0273 Rod Run 922026008 CHRISTINE DAMKO A Major Temporary Use Permit for the Fall Rod Run located in Old Town Temecula on October 9th and 10th. Street Closures required. Submitted Date Anticipated DRC Meeting Date No Hearing Planned 9/3/2009 TBD APN # • PA09-0274 Auto Dealers Used Car Sale TUP 910420005 DANA SCHUMA A Major Temporary Use Permit for the Temecula Auto Dealers used car tent sale to be held Friday, October 23, 2009 through Sunday, October 25, 2009 located at the Promenade Mall, 40820 Winchester Road, between Macy's and Johnny Carinos Submitted Date Anticipated DRC Meeting Date No Hearing Planned 9/4/2009 TBD APN # • PA08-0143 BAILY'S RESTAURANT BANQUET 922046018 CHRISTINE DAMKO TUP A Major Temporary Use Permit to allow Baily's Restaurant to conduct banquets/events throughout the year within an approximately 2,000 square foot tent on restaurant property. Live entertainment is also part of this application. Baily's Restaurant is located at the northwest corner of Front Street and Second Street within the Old Town Specific Plan. Submitted Date Anticipated DRC Meeting Date No Hearing Planned 6/25/2008 TBD 5 of5 ITEM NO. 25 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Shawn D. Nelson, City Manager DATE: September 22, 2009 SUBJECT: City Council Travel/Conference Report - August 2009 PREPARED BY: Sue Steffen, Executive Assistant RECOMMENDATION: Receive and file On August 10, 2009 Council Member Ron Roberts traveled to Irving, Texas to attend the Transportation and Infrastructure Summit. Expenses for this conference will be reimbursed by the Riverside County Transportation Commission (RCTC). Attachments: Meeting Agendas 12th Annual Transportation and Infrastructure Summit August 11-14, 2009 ( Irving, TX Tuesday, August 11 7 to 5 p.m. 2 to 3:15 p.m. 3:15 to 3:30 p.m. 3:30 to 4:45 p.m. 5 to 6:30 p.m. 6:30 to 7:30 p.m. Registration Special General Session World-Class High-Speed Rail. Turning a Vision into Reality Frank R. Lautenberg, U.S. Senator (D-NJ) Joseph C. Szabo, Administrator, Federal Railroad Administration (FRA) Andrew Von Ah, Assistant Director, US Government Accountability Office, Los Angeles, CA (c) Mandalay Ballroom Refreshment Break Special General Session Bringing World Class High-Speed Rail to America-A Panel of HSR Initiatives in America Moderator-Rod Diridon, Executive Director, Mineta Transportation Institute, San Jose, CA (c) Rick Harnish, Executive Director, Midwest High-Speed Rail Association, Chicago, IL (c) Judge Robert Eckels, Chair, Texas High-Speed Rail and Transportation Corporation, Houston, TX Frank Busalacchi, Secretary, Wisconsin Department of Transportation, Madison, WI (c) Scott Witt, Co-Director, Freight Systems Division, Washington State Department of Transportation, Olympia, WA David Foster, Project Manager Southeast High-Speed Rail Corridor, North Carolina Department of Transportation, Raleigh, NC Mandalay Ballroom Reception Texas High-Speed Rail & Transportation Corporation Annual Meeting Wednesday, August12 6 to 9 a.m. Breakfast Ray LaHood, U.S. Secretary of Transportation, Washington, DC Las Colinas Ballroom 9 to 9:15 a.m. Break 9:15 to 10:45 a.m. Special General Session Airline Leadership Roundtable Gerard Arpey, Chairman/CEO, American Airlines, DFW, TX Sir Richard Branson, President, The Virgin Companies, Crawley, West Sussex, England Ben DeLeon, Director, Airport Planning & Programming, Federal Aviation Administration, Washington, DC Larry Kellner, CEO, Continental Airlines, Houston, TX Gary Kelly, CEO, Southwest, Dallas, TX (c) I Mandalay Ballroom 10:45 to 11 a.m. Refreshment Break Page l of9 Updated: June 16, 2009 Times, subjects and speakers are subject to change (c) confined 11 to 12:15 p.m. Concurrent Panel Sessions 12:15 to 12:30 p.m. Panel Session 1 1 Rebuild America Karen Walz, FAICP, Executive Director, Strategic Community Solutions, Dallas, TX (c) Ar,:larnan Panel Session 2 1 Order in the County Today's infrastructure challenges require extensive coordination between regions. Come hear from a group of county leaders as they discuss the challenges they face in improving their infrastructure and how they relate with other organizations and levels of government. Moderator-Robert Eckels, Former Harris County Judge, Houston, TX Samuel Biscoe, County Judge, Travis County, TX James Carlow, County Judge, Bowie County, TX (c) Burrell Ellis, CEO, DeKalb County, GA Ed Emmett, County Judge, Harris County, TX Jim Foster, County Judge, Dallas County, TX Keith Self, County Judge, Collin County, TX (c) Buddy Villines, County Judge, Pulaski County, AR (c) Glenn Whitley, County Judge, Tarrant County, TX Zachary Williams, County Administrator, Fulton County, GA Nelson Wolff, County Judge, Bexar County, TX Marual,v 6aliGOm Panel Session 3 Transit CEO Roundtable Back by popular demand-this informative session will feature transit executives from some of the most well to known transit agencies regarding the day to day operating challenges and opportunities of providing transit service to their communities. As public transportation experiences a renaissance, learn what the future holds! Moderator-TBA John Inglish, CEO & General Manager, Utah Transit Authority, Salt Lake City, UT (c) Arthur T. Leahy, CEO, Los Angeles County Metropolitan Transportation Authority, Los Angeles, CA Rick Simoneta, CEO, Valley Metro, Phoenix, AZ (c) Gary Thomas, DART, Dallas, TX (c) Ncpai Panel Session 4 1 Ports of the World Major ports around the world are the channels of international trade between nations and serve as the primary gates of entry and exit of the many goods and raw materials. Listen to top executives speak about their port's capabilities and strategies in dealing with future demand. Moderator-TBA Jim Edmonds, Chairman, Port of Houston, TX (c) Richard Steinke, Executive Director, Port of Long Beach, CA Sylvia Vachon, Acting President & CEO, Port of Montreal, Canada Bertha M. Wynne, Punta Colonist, Mexico Tay Yoshitani, CEO, Port of Seattle, WA Alberto Aleman Zubieta, Administrator, Panama Canal Authority, Panama PAartauae Panel Session 5 1 Regional Water Resources Regional Water Agencies provide water to 6.3 million people everyday with resources as far away as the Texas to Oklahoma border. Listen to North Texas' Regional Water District leadership speak about their resources, strategies, and challenges in meeting the water needs of the fourth largest metropolitan area in the nation. Moderator -TBA Kevin Mercer, President, Upper Trinity Regional Water District, Lewisville, TX (c) Jim Oliver, General Manager, Tarrant Regional Water District, Fort Worth, TX Jim Parks, Executive Director, North Texas Municipal Water District, Wylie, TX Rangoon Break Page 2 of 9 Updated: June 16,2009 Times, subjects and speakers are subject to change (c) confirmed! 12:30 to 2 p.m Luncheon U.S. Congressman James Oberstar, MN Las cmww 17zdlri,om 2 to 2:15 p.m. Break 2:15 to 3:30 p.m. Special General Session A Key to the City. Mayors Roundtable Lee Leffingwell- City of Austin, TX Richard Daley- City of Chicago, IL Eric Perrodin-City of Compton, CA Tom Leppert- City of Dallas, TX John Hickenlooper- City of Denver, CO Bill White--City of Houston, TX Herbert Gears-City of Irving, TX Mark Stodola-City of Little Rock, AR Antonio Villaraigosa-City of Los Angeles, CA Michael Bloomberg-City of New York, NY Mick Cornett-City of Oklahoma City, OK (c) Phil Gordon-City of Phoenix, AZ Idiandslay Hellroom 3:30 to 3:45 p.m. Refreshment Break 3:45 to 5 p.m. Concurrent Panel Sessions Panel Session 1 EPA: Lower Emission Standards with Population Increase The Environmental Protection Agency seeks not only to maintain environment quality but improve it. However, many factors have led to a greaterstrain on the environment. More and more people live in cities and are consuming larger amounts of goods and services. Highways are forced to support unprecedented volume of cars and trucks. How are officials protecting the environment in the midst of population growth? Find out the strategies of the EPA as they continue their mission without jeopardizing economic growth and prosperity. Moderator-TBA Denise Bode, CEO, American Wind Energy Association, Washington, DC (c) Natalie Marquis, Executive Director, Texas Solar Energy Society, Austin, TX (c) John W. Poston, Associate Director, Nuclear Power Institute, College Station, TX Maria Richards, Coordinator, SMU Geothermal Lab, Dallas, TX Dub Taylor, Director, State Energy Conservation Office, Austin, TX rte, ai Panel Session 2 1 Going Green Technology We all enjoy a clean and cultivated environment. Hear about the latest technologies that will allow us to continue our mobile lifestyles and economic prosperity without harming the environment. See what technologies can revolutionize our energy sources, transportation, and others. Moderator-TBA Ken Nicholson, General Manager, Dallas Office, Clean Energy, Dallas, TX Steven Smith, Deputy Administrator, Research & Innovative Technology Administration (RITA), Washington, DC Rangoon Page 3 of 9 Updated: June 16,2009 Times, subjects and speakers are sublect to change (c) confirmed Panel Session 31 The Future of Highways As population growth throughout the nation continues to stretch the limited and strained highway system, a plan of action is needed in order to determine how best to invest resources into roads and bridges. Come hear about the development of a national transportation policy for our country's highways. Hear from officials and their conceptions for the future of our most to used mode of transportation in the United States. Moderator-TBA Scott Bennett, Assistant Chief Engineer, Arkansas Highway Department, Little Rock, AR Frank Busalacchi, Secretary, Wisconsin Department of Transportation, Madison, WI John Esslinger, PE, Director, Transportation & Development Institute, American Society of Civil Engineers, Reston, VA (c) Amadeo Saenz, Executive Director, Texas Department of Transportation, Austin, TX (c) Martr:b;w Panel Session 41 Global HSR Developers & Companies The implementation of high speed rail requires extensive coordination, planning, and development in the regions it will serve. Leading developers will share the expertise gained through successfully implementing projects around the world. Moderator-TBA Steve Clark, Southwest Rail Leader, ARUP, Houston, TX (c) Diego Diaz, President and CEO, Systra, Little Falls, NJ - Juan Jose Ortega, Prointec, Sacramento, CA Antonio Perez, President and CEO, Talgo, Inc., Seattle, WA (c) Steve Roescher, Director to. Business Development, Siemens, Littleton, CO Juan Valles, Vice President of Infrastructure, ACS, Madrid, Spain Mandalay Balhoorn Panel Session 5 1 Moving Toward Intelligent Ocean Travels Specialists and experts talk about technologies that will make ocean travel more secure and efficient. Learn about the development of new techniques that contribute to an effective use of our planet's oceans through the discussion of advances in navigation and technology. Moderator-TBA Admiral Thad Allen, Commandant, U.S. Coast Guard, Washington, DC Jody W. Cambridge, Marine & Intermodal Specialist, Transportation Research Board, Washington, DC Jim Pugh, Direcot of the Office of Marine Highways and Passenger Services, U.S. Maritime Administration, Washington, DC (c) Andama^ 5 to 6:30 p.m. Reception 6:30 to 7:30 p.m. National Multi-modal Transportation Steering Committee Annual Meeting Thursday, August 13 6 to 9:15 a.m. Breakfast U.S. Congressman John Mica, FL Las Colinas Baliroom 9:15 to 9:30 a.m. Break Page 4 of9 Updated: June 16, 2009 Times, subjects and speakers are 6,blect to change (c) confined 9:30 to 10:45 a.m. Special General Session Railroad CEO Roundtable Moderator-Bill Withuhn, Curator, History of Technology, Smithsonian Institution, Washington, DC (c) Mike Haverty, CEO, Kansas City Southern, Kansas City, MO (c) Wick Moorman, CEO, Norfolk Southern, Norfolk, VA (c) Matt Rose, CEO, BNSF, Fort Worth, TX (c) 69anUp,lay Ballroom 10:45 to 11 a.m. Refreshment Break 11 a.m. to 12:30 p.m. Special General Session The Voice of Our United States Leaders House T&I Committee Senate Committee on Commerce, Science, and Transportation U.S. Congresswoman Eddie Bernice Johnson, TX (c) F.•1andeluv Ballroom 12:30 to 12:45 p.m. Break 12:45 to 2:30 p.m. Luncheon U.S. Senator Kay Bailey Hutchison, TX L.as Colinas Ballroom 2:30 to 2:45 p.m. Break 2:45 to 4 p.m. Concurrent Panel Sessions Panel Session 1 I Major Transportation Management Centers A Transportation Management Center (TMC) is the hub or nerve center for freeway management systems, and is where data is collected, processed and merged with other information in order to monitor freeway operations and respond to traffic incidents with optimal performance. This panel will highlight advances in transportation management centers across the nation. Moderator-TBA Dennis Christiansen, Director, TTi , College Station, TX (c) Caltrans, Sacramento, CA Jack R. Whaley, Director, Houston Transtar, Houston, TX (c) Rangooe Panel Session 2 1 Commuter Rail Commuter rail continues to provide an alternative to highways in major metropolitan markets as it continues to be a key element in future development plans for many cities and suburbs. Listen to commuter rail operating executives and administrators talk about their systems and the benefits of commuter rail to the transportation system as a whole. Moderator-TBA ! Christopher P. Boylan, Deputy Executive Director, Metropolitan Transportation Authority, New York, NY Stephen Gardner, Vice President, Policy & Development, AMTRAK, Washington, D.C. John Inglish, CEO & General Manager, Utah Transit Authority, Salt Lake City, UT (c) Marla Lien, General Counsel, Regional Transportation District (RTD), Denver, CO (c) i Mandalav BafhoUm - - Page 5 of9 Updated: June 16, 2009 Times, subjects and speakers are subject to change (o) contmed Panel Session 3 1 Transportation Financing to Funding the Transportation System With past transportation funding streams running dry, lawmakers are seeking new ways to generate revenue to finance transportation projects. Learn from experts of different transportation modes explaining the many different funding options, including tolls, taxes, and new technologies. Discuss the various effects of the mechanisms being considered and the means by which they have or will be implemented. Moderator-TBA Jack Basso, AASHTO, Director of Program. Finance & Management, Washington, DC Anne O'Ryan, Legislative and Government Affairs Representative, AAA Texas, Austin, TX (c) Jack Schenendorf, Vice Chair, National Surface Transportation Policy and Revenue Study Commission, Washington, DC Rob Wigington, Deputy Director of Marketing, Communications, & Community Affairs, Houston Airport Systems (c) NI:,rKtbnn Panel Session 4 1 Future Water Development in Texas North Texas' exploding population, a trend that has no end in sight due to factors ranging from a favorable business climate to heavy immigration, is affecting water usage and development in Texas. Come learn from those responsible for providing water resource strategies as they discuss plans to ensure that the State has enough water to meet growing needs. Moderator-TBA Jerry Chapman, General Manager, Greater Texoma Utility Authority, Denison, TX (c) J. Kevin Ward, Executive Administrator, Texas Water Development. Board, Austin, TX (c) Nepal Panel Session 5 1 Intelligent Transportation Systems Innovation is desperately needed as our nation faces the challenges of improving its infrastructure, which include limited space, lack of finances, growing populations and strangling congestion. New developments in technology bring great potential and create opportunities for enhanced solutions in meeting these transportation challenges. Listen to experts as they discuss how new technology can facilitate mobility growth. Moderator- Koorash Olyat, Assistant Vice President, Dallas Area Rapid Transit (DART), TX (c) Speakers-TBA Andaman 4 to 4:15 p.m. Refreshment Break 4:15 to 5:30 p.m. Concurrent Panel Sessions Panel Session 1 Building and Maintaining the Airports of the Future Meet with airport executives of the largest airports in the world and learn about what the busiest airports are doing to maintain their facilities. Hear them talk about their preparation for future challenges, including the design of new airports and the development of new technology that will guide the aviation industry into the future. Moderator-TBA Larry Cox, CEO, Memphis International Airport, TN Benjamin DeCosta, Aviation General Manager, Hartsfield to Jackson Atlanta International Airport, GA Jeff Fagan, CEO, DFW International Airport, TX Sean Hunter, Director of Aviation, Lotus Armstrong New Orleans International Airport, New Orleans, LA (c) Danny Murphy, Aviation Director, Phoenix Sky Harbor International Airport, AZ Eric Potts, Director, Houston Airport System, TX (c) Rangoon - - Page 6of9 Updated: June 16, 2009 Times, subjects and speak6m are sub)ectlo Menge _ (c) confirmed Panel Session 2 1 Bus Rapid Transit Bus Rapid Transit (BRT) is a transportation strategy designed to optimize the flexibility of buses and the efficiency of rail. Using dedicated bus lanes or other transit ways allows operation at lower costs and higher speeds which equals increased rider to ship and reduced congestion. Come hear how communities from around the world are being benefited by BRT development. Moderator-TBA Michael Eichler, Department of Transportation Planning, National Capital Region Transportation Planning Board, Washington, DC (c) Keith Parker, President, VIA Metropolitan Transit, San Antonio, TX Tom Ryden, Transportation Planning Director, Parsons Brmckerhoff, Dallas, TX (c) Mandalay Rall x; Panel Session 3 1 Intermodalism Intermodal transport-the act of transferring goods or a facility where goods, usually in shipping containers, are transferred from one mode of transportation to another, such as from ship to train or from train to truck-sis quickly becoming a necessity for goods movement corridors. Join this panel to learn more about this timely subject. Moderator-TBA William Ankner, Secretary, Louisiana Department of Transportation, Baton Rouge, LA John Hill, Administrator, Federal Motor Carrier Safety Administration, Washington, DC Skip Kalb, Director, Strategic Development, BNSF Railway Company, Fort Worth, TX Michael Morris, Director of Transportation, NCTCOG, Arlington, TX MartaDIVP Panel Session 4 1 Moving the World's Cargo National experts in goods movement and logistics speak on the shipping industry. Get insight on what ports and national transportation experts believe will help increase cargo capacity and efficiency. Explore the benefits of container shipments and intermodal container hubs. Moderator-TBA Raul Alfonso, Director, Container Cargo Marketing & Trade Development, Port of Jacksonville, FL Russell Held, Deputy Executive Director, Virginia Port Authority, Norfolk, VA (c) Gary LaGrange, President & CEO, Port of New Orleans, LA (c) John LaRue, Executive Director, Port of Corpus Christi, TX (c) Tamara Porter, Director, East Coast & Gulf Terminal Operations, Horizon Lines, Inc., Charlotte, ,NC.(c) Nee; I; Panel Session 5 1 Water at the National Level Hear from national leaders as they address the increasingly scarce resource of water and how to equitably and efficiently disburse it throughout the nation. Find out where the biggest needs of water are around the country and how the nation plans on addressing these needs. See what strategies and technologies are used around the country to extend and expand water sources. Moderator-TBA - - U.S. Congresswoman Eddie Bernice Johnson, Chair, United States House Subcommittee on Water Resources and the Environment, TX (c) Michael R. Gabaldon, Director, Technical Resources, US Bureau of Reclamation, Washington, DC (c) Major General Don T. Riley, Deputy Commanding General, USACE, Washington, DC FEMA Andaman 5:30 to 6:30 p.m. Leadership Reception 6:30 to 7:30 p.m. Transportation Excellence in the 216 Century (TEX-21) Annual Meeting Page l of 9 ❑ptleted: June 16, 2009 rimes, subjects and speakers are subject to change _ (c) confirmed Friday, August 14 8 to 9:15 a.m. Breakfast David Dewhurst, Texas Lieutenant Governor, Austin, TX Las c.,lina= ea!Imom 9:15 to 9:30 a.m. Break 9:30 to 10:45 a.m. Special General Session The Voice of Our State Leaders Texas Senator Florence Shapiro (c) Texas Senator Kirk Watson (c) Texas Representative Wayne Smith (c) klanaeaav Ealtroom 10:45 to 11 a.m. Refreshment Break 11 to 12:15 p.m. Concurrent Panel Sessions Panel Session 1 1 Reliever Airports: Current Role and Future Applications We all have experienced the operation of major hub airports. Few realize the important role of reliever airports and their possible future applications. Come hear from managers of reliever airports talk about the importance of their role in the current passenger hub system and the future applications for reliever and general aviation airports. Moderator- John Happ, Aviation Director, Texas A&M University - Easterwood Airport, College Station, TX (c) Joel Jenkmson, Airport Manager, Addison Airport, Addison, TX Mike Nicely, Executive Director, Federal Aviation Administration Southwest Region, Fort Worth, TX (c) Peter Bowler, President & CEO, American Eagle Airlines, Fort Worth, TX Andaman Panel Session 2 The Changing Face of Tollways Technology has changed the way we live. It has also changed the way we drive. It is changing the way we pay tolls. Hear of the latest efforts to keep traffic moving on important tollways utilizing technology. Also learn about new applications of tolling to help pay for new highway expansion and growth. Moderator-TBA Paul Wageman, Board Member, North Texas Tollway Authority, Plano, TX Phil Russell, Assistant Executive Director, Innovative Project Development, TxDOT, Austin, TX Art Storey, Executive Director, Harris County Toll Road Authority (HCTRA), Houston, Tx Mike Heiligensteln, Executive Director, Central Texas Regional Mobility Authority, Austin, TX Mike King, Acting Executive Director, Illinois State Tollway Authority, Downers Grove, IL M artaban Panel Session 3 1 Marine Highways Hear from companies and experts who advocate shipping goods by sea as an alternative to long highway shipments. Come learn about the benefits of marine highways as a means of increasing shipping capacity while mitigating highway truck shipping traffic. Moderator-TBA Peter Drakos, President, Coastal Connect LLC, Stamford, CT Alexander Metcalf, PH.D., President, Transportation Economics & Magnet Systems, Inc., Frederick, MD Eugene Pentimonti, Former Vice President, Maersk Shipping, Arlington, VA Mike Ryan, Manager of Terminal Operations, Hanjin Shipping, Paramus, NJ Nepal Page 8 of9 Updated: June 16.2009 Times, subjects antl speakers ere subject to change (c) confirmed Panel Session 4 High-Speed Rail-Fast Track to Livable Communities Come listen to experts talk about the role of high speed rail in creating sustainable and livable communities. High speed rail provides a quick, efficient, and reliable alternative to regional intercity travel. Learn about high speed rail's positive impact on many areas, including commerce, travel, energy consumption, business, and quality of life. Moderator-TBA Antoine Averseng, Embassy of France, Trade Commission, Washington, DC (c) Kevin Brubaker, Director of HSR Projects, Environmental Law and Policy Center, Chicago, IL (c) Frank Guzzo, Director, Business Development, Western Region, Siemens Transportation Systems, Inc., Sacramento, CA Eduardo Romo Urroz, Director of Corporate Innovation and Integration, Prointec, Inc., Madrid, Spain Manddl av Ballroom Panel Session 5 1 Managed HOV Lanes Managed Lanes are defined by the Federal Highway Administration as highway facilities or a set of lanes where operational strategies are proactively implemented and managed in response to changing conditions. Sit in on this panel to learn more regarding the challenges and successes for these types of programs. Moderator-TBA Katie Turnbull, Associate Director, Texas Transportation Institute (TTI), College Station, TX (c) Koorash Olyai, Assistant Vice President, Dallas Area Rapid Transit (DART), TX (c) Jessie Yung, Freeway Management Program. Manager, Federal Highway Administration (FHWA), Washington, DC (c) ra i gooil 12:15 to 12:30 p.m. Break 12:30 p.m. to 2 p.m. Keynote Luncheon J. Randolph Babbitt, Administrator, FAA, Washington, DC Las Colinas Baltroom Page 9 of 9 Updated: June 16, 2009 Times, suble=and speakers are subleet to change te) confirmed ITEM NO. 26 Approvals City Attorney Director of Finance City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works DATE: September 22, 2009 SUBJECT: Public Works Department Monthly Report RECOMMENDATION: Receive and file the attached Department of Public Works Monthly Activity Reports for the month of August, 2009. CAPITAL IMPROVEMENT PROJECTS Monthly Activity Report August / September 2009 Prepared by: Amer Attar Submitted by: Greg Butler Date: 9/22/2009 PROJECTS UNDER CONSTRUCTION Roripaugh Ranch Fire Station The majority of work was completed by April of 2006. The remaining work will be completed when the mainline utilities are installed, which the City is undertaking - estimated start in June of 2009. A fire engine/truck venting system (requested/added on 2/06) will be installed when the Contractor re- mobilizes, this cost is also included in the approved change order total. City Property at Diaz Road and Dendy Parkway (Northwest RDA Property) - Rough Grading This project provided for the rough grading of the vacant City property at Diaz Road and Dendy Parkway. All work was completed on March 28, 2007. Site restoration, including hydroseeding, was completed in December of 2008. A notice of completion was approved by the City Council at the 1/13/09 meeting. Ongoing maintenance expenses will be incurred for NPDES measures until such time the property is developed. Murrieta Creek Multi Purpose Trail This project will build equestrian, pedestrian and bike trails between Murrieta Creek and Diaz Road from Rancho California Road to Winchester Road. Contract work is complete. The 90-day landscape maintenance period was completed effective 7/1/09. Turnover of the project to the City was made effective 7/9/09, after a final walk-through. Project was accepted by City Council at the 08/11/09 meeting, and is complete. Old Town Infrastructure Project -Town Square and Mercedes & Main Street This project involves construction of the Town Square and street improvements on Mercedes & Main Streets. The project was awarded on March 18, 2008. All storm drain, sewer, and water improvements are complete and all the roadways are paved. Work near completion in the Town Square and the Fountain is fully functional. Various specialty items and added work will extend the completion date through September 2009. Pechanga Parkway Phase II Street Improvements from Temecula Parkway to City Limits @ Pechanga Rd. This project widens Pechanga Pkwy to its ultimate width from Temecula Pkwy to Pechanga Rd. The contractor has essentially completed the roadway improvements. The remaining work includes landscaping/irrigation & some change order work. The extra work includes landscape & irrigation work as well as the construction of dual right turn lanes at Temecula Pkwy. The dual right turn lane was paved on 08/31/09. Loops installation and striping remains. Because of the added work, completion of the project is anticipated for Sept/Oct 2009. Old Town Infrastructure Projects - Parking Structure & Office/Retail Frontage This project includes the site grading and retaining walls for the Civic Center & the Parking Structure site as well as construction of a parking structure, including office frontage shell space. Construction of elevated slabs is complete. B occupancy structure erection and interior parking structure improvements are ongoing. Ronald Reagan Sports Park Channel Silt Removal & Desiltation Pond This project includes restoring the Best Management Practices (BMP) of the Stormwater Pollution Prevention Plan (SWPPP), the Water Quality Management Plan (WQMP) and the requirements of RWQCB by desilting the basin located near the Sports Park. 401 Certification, Streambed Alteration Agreement, and Nationwide Permits have been acquired. Bids were opened on 08/26/08 and will be awarded pending confirmation of FEMA reimbursement funding. Old Town Civic Center This project will construct the Old Town Civic Center. City Council awarded the contract to Edge Development, Inc. on 09/09/08. Edge began work on 4/8/09. Work is ongoing on structural steel erection and metal decks. Steel stud framing is anticipated to start the second week of September. Temecula Community Center Expansion Work began on January 13, 2009. The building is complete and final punch list items are being addressed. The Escallier house and barn have been fumigated for termites. Dry rot & termite infested wood has been removed and replaced. Staff has reviewed 100% Plans and edits are required. Resubmittal is expected in 1 month. De Portola Road Pavement Rehabilitation Project (from Jedediah Smith to Margarita) This project involves rehabilitating De Portola Rd pavement from Jedediah Smith to Margarita Rd. This is a federally funded project. Construction began the week of 3/16/09. All base paving work is complete. A dispute arose between the City and contractor over the accuracy of the contract plans, resulting in suspension of work. Dispute was resolved effective 8/27/09, work to resume on the project 9/1/09. Remaining work is cap paving, installation of AC berms, and final striping. Tentative completion date is 9/18/09. Pavement Rehabilitation Rancho California Road (Ynez to East City Limit) - STPL Project This project will rehabilitate Rancho California Road from Ynez Road to the City limits on the east. Construction began on June 3, 2009 and is anticipated to be completed by December 2009. The contractor is working at night between Ynez Road and Moraga Road. Work in this area is expected to be completed by the end of September Traffic Signal Installation - Citywide, Butterfield Stage Rd at Welton Way / Channel St This project will install a new traffic signal on Butterfield Stage Road at Welton Way / Channel Street. Work began on July 6, 2009 and is anticipated to be completed in September 2009. Poles have been installed and are being inspected. Traffic Signal Installation - Citywide, Meadows Pkwy at McCabe Dr This project will install a new traffic signal on Meadows Parkway at McCabe Drive. Work began on July 6, 2009 and is anticipated to be completed in September 2009. Southern California Edison is working on installing the transformer for the power connection. Citywide Slurry Seal Project FY08-09 This project will slurry seal local streets within Paloma Del Sol and Temeku Hills. This project is complete, in order for the City to issue a Notice of Completion letter the City Inspector must submit a final inspection report. The Contractor must submit the following: The Maintenance Bond and the Affidavit and Release form. Street Striping Program FY 2009-10 This project will refresh old striping throughout the City. The first cycle is scheduled to start in late 2009. Citywide Concrete Repairs FY 2008-09 This project will replace concrete at various locations in the City. The project is scheduled to be completed by mid September 2009. Traffic Signal Interconnect Equipment Installation This project will install traffic signal interconnect equipment on Margarita Road, form Rancho California Road to Pio Pico Road. Bid were opened on July 30, 2009. Contract was awarded at the August 25, 2009, City Council meeting PROJECTS IN DESIGN Re-Stripe Route 79 South to 8 lanes from Pechanga Parkway to 1-15 This project will provide four lanes in each direction on Temecula Parkway (formerly State Route 79 South) from 1-15 to Pechanga Parkway. The City is working to meet Caltrans requirements to do the striping. Pechanga Parkway Storm Drain Improvements - Environmental Mitigation This project includes the construction of new wetlands for the Wolf Valley Creek Channel Improvements- Stage I. The wetlands will be created through the construction of new landscape & irrigation systems. The site is located along the north bank of Temecula Creek (within flood-plain/way areas). The environmental regulatory agencies have approved this new mitigation area. Mylars are ready for signature. The contract bid documents were reviewed and will be revised to incorporate all of the corrections. Offers for purchase of the properties were made. The City Council adopted a Resolution of Necessity to acquire the property at their 11/25/08 mtg. The proposed improvements cannot be implemented until the City obtain possession of the properties. Currently, the City is communicating with the various regulatory agencies concerning an alternative mitigation strategy suggested by the State Department of Fish & Game. Murrieta Creek Bridge and Overland Drive Extension from Commerce Center to Diaz Rd The project includes the extension of Overland Drive from Commerce Center Drive to Diaz Road with a bridge over Murrieta Creek. Coordination with RCFC & WCD, U.S. Army Corps of Engineers and the state environmental regulatory agencies is required. The 90% plan comments have been returned to the consultant for corrections. The consultant additional scope of work was approved by the City Council at the 08/11/09 meeting. The 95% plans will be submitted to the City for review on 9-15-09. Main Street Bridge Over Murrieta Creek (Replacement) This project will replace the existing Main Street Bridge over Murrieta Creek. Design consultant Simon Wong Engineering (SWE) and the City are continuing to pursue environmental permitting and coordination issues associated with pursuing the bridge replacement as a project separate from the Army Corps of Engineer's Murrieta Creek Improvement project. Comments on the environmental technical reports were received from Caltrans on 4/28/09, and are being addressed by the consultant. The draft 100% PS&E package was received from the design consultant on 2/17/09, and staff review is complete. Comments on draft 100% plans resubmitted to design consultant 8/31/09. Mitigation for the project, previously not expected, has become a potential requirement, discussions are underway with the resource agencies to clarify. Pedestrian/Bicycle Bridge Over Santa Gertrudis Creek This project includes the construction of an approx. 150' ped/bike bridge over Santa Gertrudis Creek near Chaparral H.S. This is a federally funded project, which will involve a NEPA document. The approved Preliminary Environmental Study (PES) form was received from Caltrans on 12/03/08, technical reports were submitted to Caltrans on 5/13/09. Staff comments on draft 100% plans were returned to consultant on 5/27/09. Comments on environmental technical reports received from Caltrans in June, and are being addressed by City staff and consultants. Resubmittal of environmental technical reports to Caltrans is anticipated in September'09. Western Bypass Bridge Over Murrieta Creek This project involves the design, environmental clearance, and construction of a new bridge over Murrieta Creek at the westerly terminus of Western Bypass and an extension of Pujol Street to the new structure. Once constructed, this will serve as the southerly connection of the Western Bypass Corridor. Design is underway. Geotechnical investigations have been initiated and 90% Plans and Specs are being reviewed. The Mitigated Negative Declaration (MND) has been noticed and the response to comments is being prepared. Redhawk Park Improvements This project will add amenities to four park sites in the Redhawk area. Due to budgetary constraints, the construction was divided into phases over a number of years. At the December 11, 2007 meeting, the City Council approved an agreement with RJM for the construction drawings of the chosen amenities, which include a half court basketball court, ADA accessible parking, and dog park at Redhawk Community Park, a seatwall and shade structure at Sunset Park. Authorization to advertise for construction bids was received from the Community Services District Board of Directors at the 6/23/09 meeting. The project will be advertised for bids during the next period. Temecula Park and Ride (79 South) This project will design and construct a park and ride facility on Temecula Parkway (formerly 79 South) at La Paz. The 70% design drawings are being returned to AAE for revision and resubmittal. The WQMP for this project is being reviewed and may change the configuration of the detention basins. This project is currently on hold. Pechanga Pkwy-Dual Right Turn Lanes from Temecula Parkway (SR 79S) This project includes the design and construction of 2 right-turn lanes on eastbound Temecula Pkwy to southbound Pechanga Pkwy. The project includes the widening of Temecula Pkwy at Pechanga Pkwy & relocation of traffic signal poles. The Pechanga Pkwy Ph II St Improvements' contractor is currently constructing this work, as a change order to their contract. The dual lanes have been paved. Installation of traffic loops and striping remain. Construction is anticipated to be complete by Sept 2009. Santiago Detention Basin This project includes the design and construction of a detention basin, which is 1 acre in size and located on the south side of Santiago Rd between Vallejo Ave & Orsmby Rd. Plans and Specifications (P&S) are 99% complete. The environmental reports are being updated. Upon completion of the P&S, the bid documents will be finalized. This project has been de-funded in the new CIP budget and will be shelved. Winchester Road / State Route 79 North - North Corridor Beautification This federally funded project will design and construct landscaping and irrigation enhancements to the existing raised medians along Winchester Road between Ynez Road and the easterly City limits. The 100% design package has been submitted to Caltrans for construction authorization. French Valley Parkway/ Interstate 15 Over-Crossing and Interchange Improvements - Phase 1 (PS&E) A southbound off-Ramp to Jefferson, an auxiliary lane, and widening the bridge over Santa Gertrudis Creek at the Winchester southbound off-ramp are the components of Phase 1. City continued the design work. Status is as follows: > PS&E - City is preparing 95% Plans, Specifications, and Estimate. > Right of Way - Establishing limits of dedication. > Declaration of Units - Caltrans Approved Metric Exception for this phase. > Utilities - Pothole of existing utilities within APE are complete. > Conceptual Landscape/Aesthetics - Concept was selected, with Murrieta, Caltrans, and IBC concurrence. Selection was incorporated into Draft Structures PS&E submittal. Other: > Maintenance Agreement - City preparing exhibit for first draft. Old Town Gymnasium This projects involves the design of the approximately 9,000 square foot gymnasium adjacent the Boys & Girls Club on Pujol Street. WLC is still working on design scenarios with Boys and Girls Club Staff. The land is to be utilized as staging area for the Murrieta Creek Improvements project and it will need to be acquired from Riverside County Flood Control (RCFC) for the current design. The land will not be available until the Creek project is completed. A conceptual design committee meeting was held on January 27, 2009. Pavement Management Program Update This project will update the City's Pavement Management Program (PMP) for the years 2008-2013. The consultant is finalizing City comments and developing a least cost financial scenario for inclusion into the final report which will be completed over the next period. Long Canyon Detention Basin - Access Road Plans and specifications are 90% complete. City is seeking FEMA funds to remove excess silt deposited within the basin before constructing the access road. Project is on hold until FEMA determination is finalized. Santa Gertrudis Creek Pedestrian/Bicycle Trail Extension and Interconnect The project will provide a Class I bicycle trail that connects the existing Santa Gertrudis Creek Pedestrian/Bicycle Trail at Ynez Road to the Murrieta Creek Multi-Purpose Trail at Diaz Road. The City Council approved an agreement with Hall & Foreman at the 11/25/08 meeting. The kick off meeting was held on 01/08/09. The alignment study has been completed. Extension of time for the Bicycle Transportation Account funds was approved on 05/01/09. 30% design plans have been submitted by the consultant for review. Nicolas Valley - Assessment District (Liefer Road) This project will study assessment district feasibility and formation, including completing the street and minor storm drain improvements on the unimproved portions of certain streets within Nicolas Valley (Liefer Road) area. The City Council approved an agreement for the street improvement design with David Evans and Associates at the 10/28/08 City Council Meeting. The kick off meeting for the design of the street improvements was held on 12/17/08. Consultant is preparing 90% plans and estimate. Roripaugh Ranch Street Improvements - Phase I Phase I includes the construction of a portion of Murrieta Hot Springs Rd (MHSR), Calle Chapos (CC), South Loop Rd and Butterfield Stage Rd from MHSR to CC/So Loop Rd and getting the Fire Station functional. Currently, liens have been resolved and settlements have been reached. Thus, staff was given formal direction to proceed with the design of this project. Staff is working on the Bid Package. The developer will start to work on the R/W acquisition and perform all their MOU commitments. The City will obtain contracts for all applicable design consultant to proceed with the design. Citywide Slurry Seal Project FY 2009-2010 This project will slurry seal local streets within the Roripaugh Hills Estates, Campus Verdes and Nicholas Valley Areas. Proposition 1 B funds will be used to fund this project. The project is scheduled on the City Council Agenda on September 22, 2009 to get authorization to solicit construction bids. PROJECTS IN THE PLANNING STAGE 1-15 / SR 79S Ultimate Interchange This project will modify the 1-15/ SR 79 South Interchange to accommodate projected future traffic. City continued development of design geometrics, technical studies, and reports. Status of outstanding items are as follows: > Project Report - Under Caltrans review. > Supplemental Fact Sheet - Under Caltrans review. > Modified Access Report - FHWA Determination of Acceptability, approved July 2007. Final approval pending approval of the Final Environmental Document. > Geometric Approval Drawings - Under Caltrans review. > Final Environmental Document - Approved June 2009. > Life Cycle Cost Analysis - Under Caltrans review. French Valley Parkway/ Interstate 15 Over-Crossing and Interchange Improvements (PA & ED) This project will construct an interchange between Winchester Road Interchange and the 1-15/1-215 split. City continued development of the Project Report and Environmental Document. Status is as follows: > Draft Project Report - Approved June 2006. > Project Report - City preparing 1 st draft. > Draft Environmental Document - Approved April 2009. > New Connection Report (NCR) - Letter of Acceptability received in July 2008. > Traffic Operations Analysis - Approved 02/05/08. > Exception to 20-yr Traffic Design - Approved 12/17/07. > Stormwater Data Report - Under Caltrans review. > Mandatory Design Exceptions - Approved 07/18/06. > Advisory Design Exceptions - Approved 07/18/06. > Exception to Ramp Metering Policy - Approved 07/05/06. > Geometric Approval Drawings - Approved 07/18/06. > Revised Geometric Approval Drawings - Approved 01/11/08. > Storm Drain Study - Approved 03/21/08. > Floodplain and Scour Analysis Report - Approved Oct 2008. > Final Environmental Document - City preparing first draft. Other: > Declaration of Units - Request for Metric Exception denied by Caltrans. > Freeway Agreements - Execution pending approval of the Project Report. > Risk Management Plan - Updating as necessary. > Project Charter - 1st draft is under Caltrans review. > Maintenance Agreement - Preparing 1st submittal for Caltrans review. > Financial Plan - Updating as necessary. Temecula Creek Crossing - Access to Highway 79 South (Temecula Parkway) The project consists of performing an alignment study to set a specific horizontal and vertical alignment for an extension of Avenida de Missions southerly to gain vehicular access to Loma Linda Road, including a bridge crossing over Temecula Creek. Final engineering report is complete. Project is pending allocation of funds for design. CITY OF TEMECULA PAGE 1 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. camp.! PAID bid date) PROJECTS UNDER CONSTRUCTION Roripaugh Ranch Fire Station The majority of work was completed by April of 2006. The remaining work will be Contractor: Tovey Shultz Construction, Inc. completed when the mainline utilities are installed, which the City is undertaking - PW03-01 I Contract Amount: $3,298,000 David McBride 97%(9110) 93% estimated start in March of 2010. A fire engine/truck venting system (requested/added on Approved Change Orders: $212,768.24 2/06) will be installed when the Contractor re-mobilizes, this cost is also included in the Account No. 210-165-741 approved change order total. City Property at Diaz Road and Dendy Parkway This project provided for the rough grading of the vacant City property at Diaz Road and (Northwest RDA Property) - Rough Grading Dendy Parkway. All work was completed on March 28, 2007. Site restoration, including PW06-03 I Contractor: Skanska David McBride Complete 100% hydroseeding, was completed in December of 2008. A notice of completion was approved Final Contract Cost $5,948,799.71 by the City Council at the 1/13/09 meeting. Ongoing maintenance expenses will be incurred for NPDES measures until such time the property is developed. Murrieta Creek Multi Purpose Trail This project will build equestrian, pedestrian and bike trails between Murrieta Creek and Contractor: IAC Engineering, Inc. Diaz Road from Rancho California Road to Winchester Road. Contract work is complete. PW01-27 I ContractAmount: $1,308,148.48 Jon Salazarl 100% (02109) 100% The 90-day landscape maintenance period was completed effective 7/1/09. Turnover of Approved Change Orders (1-12): $217,447.09 Amer Attar the project to the City was made effective 7/9/09, after a final walk-through. Project was Account No. 210-190-142-58XX accepted by City Council at the 08/11/09 meeting, and is complete. Old Town Infrastructure Project-Town Square and This project involves construction of the Town Square and street improvements on Mercedes & Main Street Mercedes & Main Streets. The project was awarded on March 18, 2008. All storm drain, Contractor: LH Engineering Contract Amt: sewer, and water improvements are complete and all the roadways are paved. Work near PW06-07 I $3,458,495.00 Approved Change Order(s) $ 252,298.15 David McBride 0 9910 (9109) o 95 l0 completion in the Town Square and the Fountain is fully functional. Various specialty { } 1C & 1 E items and added work will extend the completion date through September 2009. Account Nos.: 210-165-636 210-165-643 Pechanga Parkway Phase Ii Street Improvements This project widens Pechanga Pkwy to its ultimate width from Temecula Pkwy to from Temecula Parkway to City Limits @ Pechanga Pechanga Rd. The contractor has essentially completed the roadway improvements. The Rd. Mayra De La remaining work includes Ian dscapingfirrigation & some change order work. The extra work PW99-11 (Ph II) I Contractor: All American Asphalt ContractAmount: $8,131,964.98 Torre/Amer 98% 70% includes landscape & irrigation work as well as the construction of dual right turn lanes at Attar Temecula Pkwy. The dual right turn lane was paved on 08/31/09. Loops installation and Account No. 210-165-668-58XX striping remains. Because of the added work, completion of the project is anticipated for Sept/Oct 2009. Old Town Infrastructure Projects This project includes the site grading and retaining walls for the Civic Center & the Parking - Parking Structure & Office/Retail Frontage Structure site as well as construction of a parking structure, including office frontage shell PW06-07 David space. Construction of elevated slabs is complete. B occupancy structure erection and (1 D) I Contractor: PCL Construction ContractAmount: $15,797 010.00 McBride/ Bill 67% (12r09) 64% interior parking structure improvements are ongoing. , Approved Change Orders: ($191,347) McAteer Account No. 210-165-644 CITY OF TEMECULA PAGE 2 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. comp.! PAID ($j bid date) Ronald Reagan Sports Park Channel Silt Removal & This project includes restoring the Best Management Practices (BMP) of the Stormwater Desiltation Pond Pollution Prevention Plan (SWPPP), the Water Quality Management Plan (WQMP) and Contractor: Sean Malek William the requirements of RWQCB by desilting the basin located near the Sports Park. 401 PW05-13 I Engineering Contract Amount: $315,510 Becerral Avlin p% 0% Certification, Streambed Alteration Agreement, and Nationwide Permits have been Account No. 210-190-187-58XX Odviar Odvi acquired. Bids were opened on 08/26/08 and will be awarded pending confirmation of FEMA reimbursement funding. Old Town Civic Center This project will construct the Old Town Civic Center. City Council awarded the contract to Edge Development, Inc. on 09/09/08. Edge began work on 4/8/09. Work is ongoing on PW06-07 l Contractor: Edge Development $31 555 C t t A t 500 Bill McAteer! ° 28l {9110) ° 21 / structural steel erection and metal decks. Steel stud framing is anticipated to start the Ph2 on , rac moun : , David McBride ° ° second week of September. Approved Change Orders: $43,326 Account No. 210-165-751-58XX Temecula Community Center Expansion Work began on January 13, 2009. The building is complete and final punch list items are Contractor: Erickson-Hall Construction Company William being addressed. The Escallier house and barn have been fumigated for termites. Dry rot PW06-05 III Contract Amount: $1,184,000.00 Becerral David 69% 83% & termite infested wood has been removed and replaced. Staff has reviewed 100% Plans Account No. 210-190-197 McBride and edits are required. Resubmittal is expected in 1 month. De Portola Road Pavement Rehabilitation Project This project involves rehabilitating De Portola Rd pavement from Jedediah Smith to (from Jedediah Smith to Margarita) Margarita Rd. This is a federally funded project. Construction began the week of 3/16/09. Contractor: Hardy & Harper, Inc. Jon Salazar/ All base paving work is complete. A dispute arose between the City and contractor over PW06-10 1 Contract Amount: $1,161,000 Amer Attar 107% 45% the accuracy of the contract plans resulting in suspension of work. Dispute was resolved Approved Change Orders {i-3}: $166,002.01 , effective 8/27/09; work to resume on the project 9/1/09. Remaining work is cap paving, Account No. 210-165-656-68XX installation of AC berms, and final striping. Tentative completion date is 9/18/09. Pavement Rehabilitation Rancho California Road This project will rehabilitate Rancho California Road from Ynez Road to the City limits on (Ynez to East City Limit) - STPL Project Kendra the east. Construction began on June 3, 2009 and is anticipated to be completed by PW06-14 I Contractor: All American Asphalt Hannah- 42% (12!09) 6% December 2009. The contractor is working at night between Ynez Road and Moraga ContractAmt: $3,666,004.25 Meistrell! Avlin Odviar Road. Work in this area is expected to be completed by the end of September Account No. 210-165-657 Traffic Signal Installation - Citywide, Butterfield Stage This project will install a new traffic signal on Butterfield Stage Road at Welton Way / Rd at Welton Way I Channel St Kendra Channel Street. Work began on July 6, 2009 and is anticipated to be completed in PW07-09 I Contractor: Christopher R. Morales, Inc. Hannah- 95%(9109) 50% September 2009. Poles have been installed and are being inspected. Contract Amount: $323,893.00 Meistrell f Avlin Odviar Account No. 210-165-669-58XX Traffic Signal Installation - Citywide, Meadows Pkwy This project will install a new traffic signal on Meadows Parkway at McCabe Drive. Work at McCabe Dr Kendra began on July 6, 2009 and is anticipated to be completed in September 2009. Southern PW07-10 I Contractor: Christopher R Morales, Inc. Hannah- 75%9109 ( ) 50% California Edison is working on installing the transformer for the power connection. Contract Amount: $323,983.00 Meistrell) Avlin Odviar Account No. 210-165-672-58XX Citywide Slurry Seal Project FY08-09 This project will slurry seal local streets within Paloma Del Sol and Temeku Hills. This Contractor: Pavement Coating Company an 7 P y Chris White i project is complete, in order for the City to issue a Notice of Completion letter the City PW 09-01 I ContractAmount: $323,817.1 nt: $323, 17.17 Mayra De La 100% {8109) 100% Inspector must submit a final inspection report. The Contractor must submit the following: Account No. o Torre The Maintenance Bond and the Affidavit and Release form. CITY OF TEMECULA PAGE 3 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. camp.! PAID ($j bid date) Street Striping Program FY 2009-10 Chris White J This project will refresh old striping throughout the City. The first cycle is scheduled to start PW09-04 I Contractor: Pacific Striping, Inc. Mayra De La 0% 0% in late 2009. Contract Amount: $111,925.00 Torre Account No. 001-164-601-54xx Citywide Concrete Repairs FY 2008-09 Chris This project will replace concrete at various locations in the City. The project is scheduled PW09-03 I Contractor: B & T Works, Inc. White/Mayra 75%(8109) 55% to be completed by mid September 2009. Contract amount of $113,915.55 De La Torre Account No. 001-164-601-54xx Traffic Signal Interconnect Equipment Installation Chris This project will install traffic signal interconnect equipment on Margarita Road, form PW04-05 I Contractor: High-Light Electric, Inc. White/Mayra 0% 0% Rancho California Road to Pio Pico Road. Bid were opened on July 30, 2009. Contract Contract Amount: $211,878.00 De La Torre was awarded at the August 25, 2009, City Council meeting Account No. 210-165-712-58xx PROJECTS BEING DESIGNED BY CONSULTANTS Re-Stripe Route 79 South to 8 lanes from Pechanga This project will provide four lanes in each direction on Temecula Parkway (formerly State Parkway to 1-15 Kendra Route 79 South) from 1-15 to Pechanga Parkway. The City is working to meet Caltrans PW07-08 I Consultant: JMD Hannah- 60%(07109) 50% requirements to do the striping. Amount: $29,210.00 Iin Oetl! Avlin dviar Account No. 210-165-676-58XX Pechanga Parkway Storm Drain Improvements- This project includes the construction of new wetlands for the Wolf Valley Creek Channel Environmental Mitigation Improvements-Stage 1. The wetlands will be created through the construction of new landscape & irrigation systems. The site is located along the north bank of Temecula Consultants: Community Works Design Creek (within flood-plain/way areas). The environmental regulatory agencies have Contract Amount: $29,840 Ma La approved this new mitigation area. Mylars are ready for signature. The contract bid I 98% 98% documents were reviewed and will be revised to incorporate all of the corrections. Offers 11 EM 11 EM Account No. 210-165-668-58XX Torre Toe for purchase of the properties were made. The City Council adopted a Resolution of Necessity to acquire the property at their 11/25/08 mtg. The proposed improvements cannot be implemented until the City obtain possession of the properties. Currently, the City is communicating with the various regulatory agencies concerning an alternative mitigation strategy suggested by the State Department of Fish & Game. Murrieta Creek Bridge and Overland Drive Extension The project includes the extension of Overland Drive from Commerce Center Drive to Diaz from Commerce Center to Diaz Rd Road with a bridge over Murrieta Creek. Coordination with RCFC & WCD, U.S. Army Chris Whiter Corps of Engineers and the state environmental regulatory agencies is required. The 90% PW00-26 I Consultant: Project Design Consultants Mayra De La 90% 90% plan comments have been returned to the consultant for corrections. The consultant Contract Amount: $466,940 Torre additional scope of work was approved by the City Council at the 08/11/09 meeting. The Account No. 210-165-602-58XX 95% plans will be submitted to the City for review on 9-15-09. CITY OF TEMECULA PAGE 4 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. camp.! PAID ($j bid date) Main Street Bridge Over Murrieta Creek This project will replace the existing Main Street Bridge over Murrieta Creek. Design (Replacement) consultant Simon Wong Engineering (SWE) and the City are continuing to pursue Consultant: Simon Wong Engineering environmental permitting and coordination issues associated with pursuing the bridge Contract amount: $317,719 replacement as a project separate from the Army Corps of Engineer's Murrieta Creek Amendment No. 1: Contract term extension Amendment No 2: Contract term extension Jon Salazar! ° °l0 (Phases I 93 ° Improvement project. Comments on the environmental technical reports were received PW03-05 I Amendment No. 3: $322,305 Amer Attar 97t° (8!09) ( ) II) -Phase 97 3) { from Caltrans on 4/28/09, and are being addressed by the consultant. The draft 100% Amendment No. 4: $24,063 (RCWD waterline) PS&E package was received from the design consultant on 2/17/09, and staff review is complete. Comments on draft 100% plans resubmitted to design consultant 8/31/09. Account No. 210-165-743-58XX Mitigation for the project, previously not expected, has become a potential requirement; discussions are underway with the resource agencies to clarify. Pedestrian/Bicycle Bridge Over Santa Gertrudis This project includes the construction of an approx. 150' ped/bike bridge over Santa Creek Gertrudis Creek near Chaparral H.S. This is a federally funded project, which will involve a Consultant: Nolte Associates NEPA document. The approved Preliminary Environmental Study (PES) form was Contract Amount: $132,807 Jon Salazar! received from Caltrans on 12/03/08; technical reports were submitted to Caltrans on PW05-11 I Account No. 210-165-738-58XX Amer Attar 99% {8109) 76% 5/13/09. Staff comments on draft 100% plans were returned to consultant on 5/27/09. Comments on environmental technical reports received from Caltrans in June, and are being addressed by City staff and consultants. Resubmittal of environmental technical reports to Caltrans is anticipated in September '09. Western Bypass Bridge Over Murrieta Creek This project involves the design, environmental clearance, and construction of a new Consultant: TYLIN International bridge over Murrieta Creek at the westerly terminus of Western Bypass and an extension Contract Amt: $378, 76.20 William of Pujol Street to the new structure. Once constructed, this will serve as the southerly PW06-04 I Amen $ Amendment ent 2 Amt: mt: $244,824.80 Becerra! Avlin 70% 70% connection of the Western Bypass Corridor. Design is underway. Geotechnical Account No. 210-165-660-58XX odviar investigations have been initiated and 90% Plans and Specs are being reviewed. The Mitigated Negative Declaration (MND) has been noticed and the response to comments is being prepared. Redhawk Park Improvements This project will add amenities to four park sites in the Redhawk area. Due to budgetary Consultant: RJM Design Group, Inc. constraints, the construction was divided into phases over a number of years. Al the Contract Amount: $164,574 Kendra December 11, 2007 meeting, the City Council approved an agreement with RJM for the PW06-06 I Account No. 210-190-144-58XX Hannah- 100% (06109) 80% construction drawings of the chosen amenities, which include a half court basketball court, Meistrell! ADA accessible parking, and dog park at Redhawk Community Park; a seatwall and Aviin odviar shade structure at Sunset Park. Authorization to advertise for construction bids was received from the Community Services District Board of Directors at the 6/23/09 meeting. The project will be advertised for bids during the next period. Temecula Park and Ride (79 South) This project will design and construct a park and ride facility on Temecula Parkway (formerly 79 South) at La Paz. The 70% design drawings are being returned to AAE for Design Development AAE, Inc. Bill McAteer! revision and resubmittal. The WOMP for this project is being reviewed and may change PW06-09 I Con tact amount $109,085 David McBride 75% 75% the configuration of the detention basins. This project is currently on hold. Amendment #1 $20,500 Account No. 210-165-747-58XX CITY OF TEMECULA PAGE 5 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME o!o PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. camp.! PAID ($j bid date) Pechanga Pkwy-Dual Right Turn Lanes from This project includes the design and construction of 2 right-turn lanes on eastbound Temecula Parkway (SR 79S) Temecula Pkwy to southbound Pechanga Pkwy. The project includes the widening of Consultant: Cozad & Fox Mayra De La Temecula Pkwy at Pechanga Pkwy & relocation of traffic signal poles. The Pechanga PW06-11 I Contract Amount: $29,010 Torre 100% 99% Pkwy Ph II St Improvements' contractor is currently constructing this work, as a change Account No. 210-165-637-58XX order to their contract. The dual lanes have been paved. Installation of traffic loops and striping remain. Construction is anticipated to be complete by Sept 2009. Santiago Detention Basin This project includes the design and construction of a detention basin, which is 1 acre in Consultant: Kimley Horn size and located on the south side of Santiago Rd between Vallejo Ave & Orsmby Rd. PW06-12 I Contract Amount: $65,250 Mayra De La 95% 95% Plans and Specifications (P&S) are 99% complete. The environmental reports are being Account No. 210-165-666-58XX Torre updated. Upon completion of the P&S, the bid documents will be finalized. This project has been de-funded in the new CIP budget and will be shelved. Winchester Road / State Route 79 North - North This federally funded project will design and construct landscaping and irrigation Corridor Beautification enhancements to the existing raised medians along Winchester Road between Ynez PW06-15 1 Consultant: RBF Agreement Amount: $ 179,916.00 David McBride 99% 99°!° Road and the easterly City limits. The 100% design package has been submitted to Approved EVVA's: $ 6,000 Caltrans for construction authorization. Account No. 210-165-638 French Valley Parkway I Interstate 15 over-Crossing A southbound off-Ramp to Jefferson, an auxiliary lane, and widening the bridge over and Interchange Improvements- Phase 1 (PS&E) Santa Gertrudis Creek at the Winchester southbound off-ramp are the components of Consultant: Moffatt & Nichol Phase 1. City continued the design work. Status is as follows: Amend. No. 1: $ 507,881.00 4: $ . 8 .00 No. > PS&E - City is preparing 95% Plans, Specifications, and Estimate. $1,,087087,,33 8: 00 .00 Amend. No. William > Right of Way - Establishing limits of dedication. Notes: Becerraf > Declaration of Units - Caltrans Approved Metric Exception for this phase. PW07-04 I > Amend. Nos. 1, 4, & 8 amend original agreement Avlin Odviarf 60°!° (05110) 61°!° > Utilities - Pothole of existing utilities within APE are complete. under PUU02-11. Amer Attar > Conceptual Landscape/Aesthetics - Concept was selected, with Murrieta, Caltrans, and > Amendment amounts represent portion IBC concurrence. Selection was incorporated into Draft Structures PS&E submittal. appropriated for PVV07-04. Account No. 210-165-719-58XX Other: > Maintenance Agreement - City preparing exhibit for first draft. Old Town Gymnasium This projects involves the design of the approximately 9,000 square foot gymnasium Consultant: UULC Architects adjacent the Boys & Girls Club on Pujol Street. WLC is still working on design scenarios Contract Amount: $307,390.00 with Boys and Girls Club Staff. The land is to be utilized as staging area for the Murrieta PW07- 05CSD II Account No. 210-190-186 Bill McAteer! David McBride 10% (12209) 5% Creek Improvements project and it will need to be acquired from Riverside County Flood Control (RCFC) for the current design. The land will not be available until the Creek project is completed. A conceptual design committee meeting was held on January 27, 2009. Pavement Management Program Update This project will update the City's Pavement Management Program (PMP) for the years Consultant: Wiildan 2008-2013. The consultant is finalizing City comments and developing a least cost PW07-11 I Agreement Amount: $ 66,915 David McBride 100 90°!O financial scenario for inclusion into the final report which will be completed over the next Account Nos.: period. 001-164-601-5248 210-165-655-58XX CITY OF TEMECULA PAGE 6 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. camp.! PAID ($j bid date) Santa Gertrudis Creek Pedestrian/Bicycle Trail The project will provide a Class I bicycle trail that connects the existing Santa Gertrudis Extension and Interconnect Kendra Creek Pedestrian/Bicycle Trail at Ynez Road to the Murrieta Creek Multi-Purpose Trail at Alignment Study, Design & Environmental Clearance Hannah- Diaz Road. The City Council approved an agreement with Hall & Foreman at the 11/25/08 PW08-04 II Consultant: Hall & Foreman, Inc. Meistrell! 30%(12109) 25% meeting. The kick off meeting was held on 01/08/09. The alignment study has been Contract Amount: $246,865.00 Avlin Odviar completed. Extension of time for the Bicycle Transportation Account funds was approved Account No. 210-165-739-58XX on 05/01/09. 30% design plans have been submitted by the consultant for review. Nicolas Valley - Assessment District (Liefer Road) This project will study assessment district feasibility and formation, including completing Consultant: David Evans &Associates (DEA) Kendra the street and minor storm drain improvements on the unimproved portions of certain Contract Amount: $120,900.00 Hannah- ° streets within Nicolas Valley (Liefer Road) area. The City Council approved an agreement PW08-06 11 Meistrell ! 60 I°(08109) 60% for the street improvement design with David Evans and Associates at the 10/28/08 City Account No. 210-165-502-58XX Avlin Odviar J Amer Attar Council Meeting. The kick off meeting for the design of the street improvements was held on 12/17/08. Consultant is preparing 90% plans and estimate. Roripaugh Ranch Street Improvements- Phase I Phase I includes the construction of a portion of Murrieta Hot Springs Rd (MHSR), Calle Construction of Butterfield Stage Road Chapos (CC), South Loop Rd and Butterfield Stage Rd from MHSR to CC/So Loop Rd Mayra De La and getting the Fire Station functional. Currently, liens have been resolved and PW09-02 I Consultant: David Evans &Associates (DEA) Torres Amer 0% 0% settlements have been reached. Thus, staff was given formal direction to proceed with the Contract Amount: Attar design of this project. Staff is working on the Bid Package. The developer will start to work Account No. 210-165-723-58XX on the RM acquisition and perform all their MOU commitments. The City will obtain contracts for all applicable design consultant to proceed with the design. PROJECTS BEING DESIGNED BY STAFF Long Canyon Detention Basin - Access Road Plans and specifications are 90% complete. City is seeking FEMA funds to remove PW04-07 I 0% NIA excess silt deposited within the basin before constructing the access road. Project is on hold until FEMA determination is finalized. Citywide Slurry Seal Project FY 2009.2010 This project will slurry seal local streets within the Roripaugh Hills Estates, Campus Slurry seal local streets within the Roripaugh Hills Chris Verdes and Nicholas Valley Areas. Proposition 1 B funds will be used to fund this project. PW 09-06 1 Estates, Campus Verdes and Nicholas Valley Areas. WhitelMayra 0% 0% The project is scheduled on the City Council Agenda on September 22, 2009 to get De La Torre authorization to solicit construction bids. PROJECTS IN THE PLANNING STAGE 1-15/ SR 79S Ultimate Interchange This project will modify the 1-15/ SR 79 South Interchange to accommodate projected Project Report (PR) future traffic. City continued development of design geometries, technical studies, and Consultant: RBF Consulting reports. Status of outstanding items are as follows: Contract Amount: $ 325,944.00 Amendment No. 1: 98,196.0 Extra Work Auth uth. No. 1: 13,426..00 > Project Report - Under Caltrans review. PW04-08 I Extra Work Auth. No. 2: 17,732.00 Avlin Odviar! 95%(07109) 95% > Supplemental Fact Sheet - Under Caltrans review. (Extra Work Auth. No. 3: 18,428.00) Amer Attar > Modified Access Report - FHWA Determination of Acceptability, approved July 2007. (Extra Work Auth. No. 4: 5,032.00) Final approval pending approval of the Final Environmental Document. (Extra Work Auth. No. 5: 21,240.00) > Geometric Approval Drawings - Under Caltrans review. Note: EVVA No. 3, 4, and 5 will be paid with unused > Final Environmental Document - Approved June 2009. portion of Amend No. 1. > Life Cycle Cost Analysis - Under Caltrans review. Account No. 210-1654-662-58XX CITY OF TEMECULA PAGE 7 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. camp.! PAID ($j bid date) French Valley Parkway / Interstate 15 Over-Crossing This project will construct an interchange between Winchester Road Interchange and the I and Interchange Improvements (PA & ED) -15/1-215 split. City continued development of the Project Report and Environmental Consultant: Moffatt & Nichol Document. Status is as follows: Agreement Amount: $1,091,693.00 Amend. No. 1: 202,652.40- Amend. No. 2: 21 21,63030.000 > Draft Project Report - Approved June 2006. CCO No. 1: 25,000.00 > Project Report -City preparing 1 st draft. CCO No. 2: 8,000.00 > Draft Environmental Document - Approved April 2009. CCO No. 3: 18,008.00 > New Connection Report (NCR) - Letter of Acceptability received in July 2008. CCO No. 4: 11,320.00 > Traffic Operations Analysis - Approved 02/05/08. CCO No. 5: 37,645.00 > Exception to 20-yr Traffic Design - Approved 12/17/07. Amend. No. 3: 283,982.52 > Stormwater Data Report - Under Caltrans review. Amend. No. 4: See PW004 00.. . 5: 1 69 , 00 00 No. > Mandator Design Exceptions roved 07/18/06. 6: 1 10 , 91 7 .00 Amend. No. William > Advisory Design Exceptions - Approved 07/18/06. Amend. No. 7: 14,573.36 Becerra! Avlin ° ° > Exception to Ramp Metering Policy - Approved 07/05/06. PW02-11 I Amend. No. 8 See PW07-04 Odviarf Amer (03110) g0 % ° > Geometric Approval Drawings - Approved 07/18/06. Amend. No. 9 100,000.00 Attar > Revised Geometric Approval Drawings - Approved 01/11/08. Notes: > Storm Drain Study- Approved 03/21/08. > Amend. No.1 also applies to PVV07-04. See PVV07 ' > Floodplain and Scour Analysis Report - Approved Oct 2008. I apportionment. -04 for add > Final Environmental Document - City preparing first draft. Account No. 210-165-677-58XX Other: > Declaration of Units - Request for Metric Exception denied by Caltrans. > Freeway Agreements - Execution pending approval of the Project Report. > Risk Management Plan - Updating as necessary. > Project Charter - 1 st draft is under Caltrans review. > Maintenance Agreement - Preparing 1st submittal for Caltrans review. > Financial Plan - Updating as necessary. Temecula Creek Crossing - Access to Highway 79 The project consists of performing an alignment study to set a specific horizontal and South (Temecula Parkway) vertical alignment for an extension of Avenida de Missions southerly to gain vehicular Bridge Alignment Study- Avenida de Missions over Kendra access to Loma Linda Road, including a bridge crossing over Temecula Creek. Final PW08-03 I I Temecula Creek Consultant: Nolte Associates, Inc. Hannah- Meistre111 Avlin 100% 100% engineering report is complete. Project is pending allocation of funds for design. Contract Amount: $87,923.00 Odviar Account No. 210-165-677-68XX PROJECTS WAITING IN THE WINGS PW00-29 11 Citywide Master Drainage Plan ( ) % Postponed. Multi-Trails System- Margarita Road Under Crossing This project will construct a trail for bicycles and pedestrians along Santa Gertrudis Creek Consultant: LAN Engineering under Margarita Road. Data regarding existing utilities are being incorporated into the PW04-13 I Contract Amount: $114,426.00 William 100% 100% design. RCFC has provided an Encroachment Permit. Plans & Specs are complete. This Becerra project cannot be constructed until adequate funds are identified. An application was submitted for State Bicycle Transportation Account (BTA) funds on 12/1/06. CITY OF TEMECULA PAGE 8 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. comp.! PAID ($j bid date) Sam Hicks Monument Park Playground Replacement This project will replace the playground at Sam Hicks Monument Park to comply with new PW06-16 0% NIA standards. The funding for this project is through Community Development Block Grant. Funding for this project has been reallocated to a future fiscal year. Auxiliary Lanes on 1-15 in Temecula A feasibility study will be conducted to determine if auxiliary lanes can be added between on and off-ramps on 1-15 in Temecula to improve the freeway operation. An RFP to PW06-17 I Amer attar conduct the study was published on the City's website on 02/14/07. Proposals were received on 03/16/07. The City reviewed the proposals and selected a consultant. Due to funding constraints, this project is being delayed until Fiscal Year 2009/ 2010. RIGHT OF WAY RELATED PROJECTS French Valley Parkway/ 1-15 Overcrossing and William The review appraisal is complete. Caltrans has approved the appraisals. The City Council PW02-11 I Interchange, Project Report (PR) Becerral Amer NIA NIA reviewed this matter in Closed Session on June 9, 2009. Negotiations with two property Attar owners have begun. Butterfield Stage Road - Roripaugh CFD Now that liens have been resolved and settlements have been reached, the developer will Project Description: Right-of-Way issues associated Mayra De La resume to perform their MOU commitments and obtain the required RAW. The developer CFD 03-02 with the construction of specific improvements (BSR, Torres Amer was directed to focus on the RAN issues related to the properties within Phase 1 of the MHSR, fire station, etc.) Contractor: N/A; Contract: N/A Attar project first. A number of property owners have contacted the City indicating that they have been contacted by the developer to resolve the MOU they both signed. Diaz Realignment All required right-of-way documents have been recorded with the County; consultant PW 95-27 1 Jon Salazar! surveyor is in the process of recording the Record of Survey, which will complete the Amer Attar process. Pechanga Parkway (right turn lanes) Purchase & Sale Agreement was sent to the property owner. He has not accepted the City's offer. City Council adopted the Resolution of Necessity at the 11/25/08 meeting. A PW 06-11 Amer Attar check was prepared for court deposit to file eminent domain lawsuit. Lawsuit was filed in mid February. The City gained possession of the property as of June 5, 2009. Settlement papers are in the process of being signed Pechanga Parkway (mitigation land) Purchase & Sale Agreement was sent to the property owner. He has not accepted the City's offer. City Council has adopted the Resolution of Necessity at the 11/25/08 meeting. A check was prepared for court deposit for eminent domain lawsuit. Lawsuit was filed in PW 99-11 Amer Attar mid February. The City is working on the legal documents to gain possession of the property. The State Department of Fish & Game is now involved due to impacts to properties that has Conservation Easements on them. Surplus Land : Diaz Road Realignment Staff met with Outdoor Channel. City Council approved the counter offer. Purchase and Sale Agreement was prepared by City and it was presented to the buyer. The agreement has been agreed upon by the City and the buyer. A new revised agreement that include Amer Attar the lot line adjustment was drafted. The City Council approved the Purchase and Sale Agreement at the 08-11-09 City Council meeting. Escrow was opened for the sale of this property. CITY OF TEMECULA PAGE 9 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. comp.! PAID ($j bid date) Riverside County Flood Control Parcels-Old Town Staff received Purchase Agreements from RCFC to purchase portions of six parcels. City met with Flood Control in January and asked for updated values. RCFC will revise their Beryl offers based on current sales comps. Staff is also working with RCFC to finalize the Yasmosky Purchase & Sale Agreement. RCFC requested that the City quitclaim a channel Amer Attar easement for another parcel (APN 922-035-024) and for City to accept the Declaration of Dedication. This matter was approved by the City Council at the 2/24/09 meeting. The City is working with RCFC to finalize the acquisition agreements. Santa Gertrudis Ped. Bridge The City Council approved the Purchase and Sale Agreement with Rancho California PW07-05 Amer Attar Water District (RCWD) at the 10/14/08 meeting. Escrow has closed and the City received the Final Settlement Statement. Santiago Detention Basin This project is postponed indefinitely. It will be taken out of the Work Progress Sheet next PW06-12 Amer Attar month. Murrieta Creek Bridge and Overland Drive Extension To initiate this right of way work, seven title reports were ordered on 12/2/08. Consultant is PW00-26 Amer Attar in the process of preparing Iegals/plats. A proposal from an appraiser will be sought once the plats are completed. The appraisal process will start after that. Policy re: Site Assessments Amer Attar Editing Site Assessment policy Miscellaneous Right of Way Related Items Amer Attar On-going review of Caltrans procedures; working on draft of Relocation handout required by law Western Bypass Bridge Over Murrieta Creek Will Becerraf City needs to accept the Offer of Dedication that was not accepted by County on Parcel PW06-04 I Beryl Map PM 8248, which was recorded on 2/15/1977. Up to Twelve Iegals and plats will be Yasinoskyl prepared by the consultant. Once Iegals/plats are received, the City will obtain appraisals. Amer Attar SPECIAL AND MISCELLANEOUS PROJECTS Roripaugh Ranch CFD Staff reviewed the submitted Reimbursement Request for the two bridges. Comments Annie Bostre- were provided to Ashby USA representatives. Meetings were held with the developer CFD 03-02 Lei Amer Attar NIA seeking these reimbursements to finalize the numbers. The City Attorney was provided the information. CFD 01-02 Harveston CFD Amer Attar NIA No activities during the last period CFD 03-06 Harveston CFD Amer Attar NIA NIA No activities during the last period. CFD 03-01 Crown Hill CFD Amer Attar NIA NIA During the last period, the developer submitted reimbursement request for the retention. CITY OF TEMECULA PAGE 10 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. comp.! PAID ($j bid date) Wolf Creek CFD Met with Tony Louka, Caltrans Environmental Engineering, Adam Smith, Standard Pacific, along with Matt Peters (city Planner) and Steve Beswick (Pechanga Parkway Project Manager). The meeting was to review the walls along the Wolf Creek Development. Standard Pacific is to raise them to 8'. To satisfy the Federal requirements, Caltrans will need a letter from the City for some of the open area that provide access from the trail to the development. Standard Pacific is to survey adjacent property owners to see if they are OK with the openings or if they want these openings closed. The City's letter would notify CFD 03-03 Amer Attar N/A NIA Caltrans with the results and what action the City would take based on these results. A letter from the City to Standard Pacific detailing the wall requirements was sent on 01/06/09. Standard Pacific is in the process of obtaining the required waivers. They have obtained 20 waivers as of 07/17/09. In addition, they started raising the walls the week of 07/06/09. Work on raising the walls continues. CFD 02-08 Serena Hills CFD Amer Attar N/A NIA No activities during the last period. Quarterly Review- Tracking, preparing, and Various Projects. Various I processing Federal, State and TUMF Funds Julie Dauer On-going NIA Reimbursements Contract Administration On-going review of CIP project contracts, amendments, extra work authorizations & Various I Julie Dauer On-going NIA change orders and maintaining budget accounts. Providing assistance to staff in processing invoices for all CIP division projects. Murrieta Creek Multi Purpose Trail Project is currently in construction phase. Continue to process reimbursement requests for PW01-27 I Julie Dauer NIA N/A Caltrans submittal and approval. Surface Transportation Program (STP) - De Portola Contract has been awarded. Federal funding reimbursement requests will be submitted to PW06-10 I Road Pavement Rehabilitation Julie Dauer NIA NIA Caltrans as project progresses. $458,990 STP funds Highway Bridge Replacement & Rehabilitation New PES form updated and submitted to Caltrans, Environmental Division to obtain PW03-05 I Program (HBRR) - Main Street Bridge Julie Dauer NIA NIA environmental clearances & approval to proceed with final design processes. Total HBRR funds $3,920,000. SR2S- Safe Routes to School Program - Ped/Bicycle Received December 2, 2008 the approval of our PES document. Prior to obtaining the Bridge over Santa Gertrudis Creek to Chaparral Hig Categorical Exclusion we shall provide Caltrans various technical studies. SR2S funding PWOS-11 I Julie Dauer N/A N/A has been awarded in the amount of $425,520. In addition to SR2S funding we have been awarded $132,000 in SB821 funding. Transportation Uniform Mitigation Fee (TUMF) Quarter Ended 12/31/08- TUMF reimbursement requests to be prepared for submittal to WRCOG & RCTC. Meeting with WRCOG to clear up outstanding progress billings and Various I Julie Dauer NIA NIA review of processes for future reimbursement requests. Letter to follow from City to WRCOG in summary of meeting minutes. CITY OF TEMECULA PAGE 11 OF 11 CAPITAL IMPROVEMENTS PROJECTS - MONTHLY WORK PROGRESS SHEET 913/2009 % TIME 0yo PROJECT PRIORITY PROJECT NAME, DESCRIPTION, PROJECT COMPLETE CONTRACT CURRENT STATUS & PROGRESS NO CONTRACTOR & CONTRACT $'s ENGINEER (Est. camp.! PAID ($j bid date) TE - Transportation Enhancement Program funding is scheduled for FY2009-2010. Environmental clearance has been Winchester Road/State Route 79 North Corridor approved and project is slated for construction in the next fiscal year. Currently in process PW06-15 I Beautification Projec Julie Dauer N/A NIA of preparing our'Request for Allocation' through the CTC and also our RFA package to Caltrans for 'Authorization to Proceed with Construction'. Total funds awarded per TE Funding adjustments $1,133,000. Pechanga Parkway Phase II Street Improvements - Continue to review construction expenditures for federal reimbursement of PLH funds. PW99-11 I Public Land & Highways Funded Julie Dauer NIA NIA Prepare and submit reimbursement requests to Caltrans, Sacramento. Total PLH funding (Phase II) is $4,000,000. Various I Bond Releases Julie Dauer NIA NIA Continued review of CIP project bonds scheduled for release. 2006/07 Bicycle Transportation Account Resolution approved by City Council for the Cooperative Work Agreement (CWA). The BTA Funds CWA will extend the terms of the original agreement to allow for the continuation of project PW08-04 I Santa Gertrudis Creek Bicycle Trail Extension and Julie Dauer NIA NIA implementation and the award of a consultant agreement for this project. 2006/07 BTA Interconnect funds approved for the planning & preliminary engineering and total award of $395,000. CWA is anticipated to be approved in April 2009. Standardize the format of the Specifications for all Specifications library is continuously being updated and amended. The boiler-plate section projects is also being reviewed and updated. Federal Specifications were updated and David McBride On-going NIA standardized for De-Portola and Rancho California Road. All specifications were updated to 2009. Federal specifications were updated to new DBE regulations. Circulation Element Implement Plan This Project is to identify all future projects necessary so that the current Circulation Element of the General Plan is fully implemented. Data entry into the database is complete. The tasks of field verification, cost estimates preparation, and aerial mapping I Amer attar NIA NIA have all been completed. The information gathering and the reporting stage of this project is complete. CIP staff will work with GIS to automate the availability and the update of the information. Update Plans to Reflect As-Built Conditions for All City receives blue prints from many contractors marked with As-Built conditions for various Recent Projects projects. Some of these As-Built conditions have never been transferred to the project On-going NIA mylars. As-Built plans will be created for all recent projects, if it was not done at the time of submission. Consultant Selection An Access database was created for our Consultant Selection List. Information is Various I On-going NIA available on the City's web-site on how to be placed on the list and responses are being entered into the computer as they are received. Pavement Rehabilitation - Rancho California Road Caltrans, Local Assistance approved the construction phase of work. STPL funding of PW06-14 I (STPL) Julie Dauer NIA NIA $2,958,000. Project is currently out to bid. Bid Opening is scheduled for January 29, 2009. Pavement Rehabilitation of Rancho California Road from Ynez Road to Butterfield Stage Road Citywide Traffic Light Synchronization System City has been awarded $515,000 in Traffic Light Synchronization Program (TLSP) TBD I Purchase, install & implement an adaptive traffic Julie Dauer NIA NIA funding. Disbursements for these programs have currently been suspended. signal synchronization system along six corridors within the City. MEMORANDUM TO: Greg Butler, Director of Public Works FROM: Rodney Tidwell, Maintenance Supervis r DATE: September 8, 2009 SUBJECT: Monthly Activity Report - August, 2009 The following activities were performed by Public Works Department, Street Maintenance Division in-house personnel for the month of August, 2009: I. SIGNS A. Total signs replaced 33 B. Total signs installed 6 C. Total signs repaired 20 II. TREES A. Total trees trimmed for sight distance and street sweeping concerns 67 III. ASPHALT REPAIRS A. Total square feet of A. C. repairs 9,007 B. Total Tons 72.5 IV. CATCH BASINS A. Total catch basins cleaned 167 B. Down Spouts 40 V. RIGHT-OF-WAY WEED ABATEMENT A. Total square footage for right-of-way abatement 200 VI. GRAFFITI REMOVAL A. Total locations 116 B. Total S.F. 5,661 VB. STENCILING A. 355 New and repainted legends B. 6,447 L.F. of new and repainted red curb and striping C. 500 Bull Nose R'.\MAINfAIN\MOA=PT Also, City Maintenance staff responded to 75 service order requests ranging from weed abatement, tree trimming, sign repair, A.C. failures, litter removal, and catch basin cleanings. This is compared to 84 service order requests for the month of uJ ly, 2009. The Maintenance Crew has also put in 49 hours of overtime which includes standby time, special events and response to street emergencies. The total cost for Street Maintenance performed by Contractors for the month of August, 2009 was $10,617.00 compared to $9,750.00 for the month of July, 2009. Account No. 5402 Account No. 5401 Account No. 999-5402 Electronic Copies: Amer Attar, Principal Engineer Dan York, City Engineer Jerry Gonzalez, Associate Engineer $10,617.00 $ -0- $ -0- (Capital Improvements) (Traffic Division) R:WAIMI'AI MMOACIR VI' rn O - N ` 3 m m a n ~ T m N p, C n R a mC7 0 d 'E mT T ~ m n y a 3 R R c o m a Y o ~ 3aUo N J W' Q OO~: Wo Z 0 F- m Q Z } W J W J H M U F Q0 a~ W D ~ Q. O W LL Y. ~ 0 J O Qy U.: Q LL f" N og N N m n m O N w o o 0 0 O N tll m n Pl f9 m O Yl m M ~ M ~ o O W O V ap NK 0 0 O N O M O~ N N A W V! O m O m O N N O n N V N' f9 1R n m N n O n n M O N Of t+f' O O us ui N N M N a a- Yi N M W M a N ~ m m Of M m N ~ of O Np m N fD n w K:Q. N O m O O O O O N m O O O n O m • O M O M N O O O O! M N m O O O W D . W. r. V O O f9 N O O f9 M O m V m N O G m N m m M O O N 0 M N N O N 19 m Yl m N ri m m W m tll M Cl m mJ 0 U, a O 9 O 9 N 9 di _ N Y9 N W 9 J N Q LL F N O= a W N: 09 LL 0 W m YW? 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I N' r, p• a" rt,,. ~ ~li vm 1 I ~ ~ ,r, r/". .,i: ~ r„~ ~ l i n /rc~,i r r ~ r , , „ ~ r,~J ra~~ ~ ~ l 1 li l ll ~ !~ld r 'H i ~ , ~ ~ ~ / ~ ~ / ~ ! ~ ~ > /Il~ ~ l~ . : , . . , r. i i r~ / .•~~/6/~ I`~/ / ~p11 / ~~'/f 1 11~!/II' r ~ ~ ~ ~ ~ ~ ~ ~ ~ iY / i/ r f eu~;~~ irl~~ll••rY~ l O o 0 0 liii/ r • ~ ~rG,l.~l/~H;llNi 0 0 ° ~ !,l„j~ ~w o 0 0 i9 I G /~vl~,i~~ ° O : rr , . r i>; n, 1/~,~~>rl~~,~r ~~Y/,,1,, it/r~; '~;~j~"l~ljlli9 • / lill~~,~ ~lrl:~lll~~i~Ul~ll~L,:ll~ll~n.:~ ~ [l~~i~ !/~I~:;xabha-i N M ° o ~ ° 0 m ji ~I 0 m 0 f9 o ° o W N r n W e9 v ~ m a N y m N ° o O r q W o:: m LL i` ~ U> m m ~ W j p' L y u°'. ~ d m ~ LL ~ W H m a N W z U ¢ a v W ~ N) F O LL O y i Y W Q F f t W h a U m d 12 w a E m z `m m ~ 5 o W ¢ m a a U rv Z D U a Q ~ - ¢ m W chi N 1n d a N w a E v i M ~ o• W 0 0 z N d m U U._ ~ N~ J M O N O v O ¢ J U F at a J O N O = E E O- m U U f R' J R' N N O O a m U J O O n E E o. m;~ a w E w E O '2 K - w ~ 2 U ~ F 6 m N ~ ~ N C' N ~ p U J O Q U O U N N f F r r 6' F U in U ti K Z Q tq U H STREET MAINTENANCE CONTRACTORS The following contractors have performed the following projects for the month of August, 2009 DATE DESCRIPTION TOTAL COST ACCOUNT STREET/CHANNEL/BRIDGE OF WORK SIZE CONTRACTOR: BECKER ENGINEERING Date: 08/12/09 DE PORTOLA ROAD REPLACED DAMAGED GUARDRAIL DUE TO T.C. # 5402 TOTAL COST $ 2,420.00 Date: 08/20/09 CITY WIDE A.C. SAW CUTTING FOR P.W. PATCH CREW # 5402 TOTAL COST $ 6,775.00 Date: TOTAL COST Date: TOTAL COST CONTRACTOR: WEST COAST ARBORISTS, INC. Date: 08/20/09 CITY WIDE REMOVAL OF DEAD TREES # 5402 TOTAL COST $ 1,422.00 Date: TOTAL COST CONTRACTOR: Date: TOTAL COST Date: TOTAL COST TOTAL COST ACCOUNT #5401 $10,617.00 TOTAL COST ACCOUNT #5402 -0- TOTAL COST ACCOUNT #99-5402 - 0 - R:\MAINTAIMMOA=" CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION ASPHALT (POTHOLES) REPAIRS MONTH OF AUGUST, 2009 8/04/09 ~ noo ICOLAS AT JOSEPH SC Q OB ' of, Emm - sun..:y ^ ~u.r ..Y..,w...~ . POTHOLE S ) 4 T I 08/06/09 AVENIDA DE SAN PASQUAL AC OIL 1,196 4 08/07/09 SANTIAGO BRIDGE POTHOLE 1 08/10/09 SANTIAGO BRIDGE DECK R & R 15 08/10/09 SIERRA BONITA AC OIL 420 2.5 08/10109 NICOLAS AT JOSEPH POTHOLE 2 08/11/09 LA PAZ AT VALLEJO AC BERM 213 6 08/12/09 BUTTERFIELD AT WELTON R & R 180 6 08/12/09 MARGARITA ATSTONEWOOD POTHOLE 1 08/13/09 BUTTERFIELD AT WELTON R & R 180 6 08118/09 AVENIDA DE SAN PASQUAL OIL 1,532 4.5 08/19/09 LIEFER ROAD ASPHALT GRINDINGS 3,000 08/20/09 LIEFER ROAD PROJECT ASPHALT GRINDINGS 325 08/24/09 RANCHO CALIFORNIA ROAD AT YNEZ ROAD POTHOLE 16 08/24109 BUTTERFIELD STAGE ROAD AT WOLF VALLEY R & R 200 6 08/25/09 W/B MARGARITA ROAD AT VIA LA VIDA POTHOLE 2 08/25/09 SIB BUTTERFIELD STAGE ROAD AT WOLF STORE R & R 432 12 08/26/09 BUTTERFIELD STAGE AT WOLF STORE R & R 330 10.5 08/27/09 PROMENADE CHARDONNAY AT PARDUCCI R & R 10 08/27/09 NICOLAS ROAD, MERCEDES, 1ST POTHOLE 20 08127/09 MERCEDES AC OIL 108 3 08/31/09 YUKON AT SWEET SHADE POTHOLE 2 08/31/09 NIB MARGARITA AT PIO PICO R & R 440 08131/09 PUJOL AT PANTRY AC 0/L 200 12 TOTAL S.F. OF REPAIRS 9.007 TOTAL TONS 72.5 R: 4~AW[WKCWLTDNSPH T.RPR CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION CATCH BASIN MAINTENANCE MONTH OF AUGUST, 2009 08/03/09 CITY WIDE "HOT SPOTS" CLEANED & CHECKED 23 CATCH BASINS 08/05/09 AREA #1 CLEANED & CHECKED 32 CATCH BASINS 08/06/09 AREA #1 CLEANED & CHECKED 9 CATCH BASINS 08/10/09 HOT SPOTS CLEANED & CHECKED 11 CATCH BASINS 08/11/09 CB HOT SPOTS CLEANED & CHECKED 43 CATCH BASINS 08/12/09 MARGARITA AT STONEWOOD CLEANED & CHECKED 1 CATCH BASIN 08/12109 AVOLA COURT CLEANED & CHECKED 1 CATCH BASIN 08/17/09 CB HOT SPOTS CLEANED & CHECKED 13 CATCH BASINS 08/24/09 CB HOT SPOTS CLEANED & CHECKED 24 CATCH BASINS 08/25/09 MATERA COURT CLEANED & CHECKED 2 CATCH BASINS 08/25/09 MEADOWVIEW DOWN SPOUTS CLEANED & CHECKED 6 DOWNSPOUTS 08/26109 MEADOWVIEW DOWN SPOUTS CLEANED & CHECKED 19 DOWN SPOUTS 08/27109 MEADOWVIEW DOWN SPOUTS CLEANED & CHECKED 12 DOWN SPOUTS 08/31109 CITY WIDE "HOT SPOTS" CLEANED & CHECKED 8 CATCH BASINS 08131109 MEADOWVIEW DOWN SPOUTS CLEANED & CHECKED 3 DOWN SPOUTS TOTAL CATCH BASINS CLEANED & CHECKED 167 TOTAL DOWN SPOUTS 40 CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION GRAFFITI REMOVAL MONTH OF AUGUST, 2009 DATE L'OGAIION W ORK'COMPLETD 08/03/09 MAIN STREET BRIDGE REMOVED 130 S.F. OF GRAFFITI 08/03/09 AVENIDA DE MISSIONS REMOVED 550 S.F. OF GRAFFITI 08/03/09 33251 CAMINO PIEDRA ROJO REMOVED 13 S.F. OF GRAFFITI 08/03/09 45125 VIA DEL CORONADO REMOVED 1 S.F. OF GRAFFITI 08/03/09 VIA DEL CORONADO AT LOMA LINDA REMOVED 1 S.F. OF GRAFFITI 08/03/09 BEECH AT LOMA LINDA REMOVED 1 S.F. OF GRAFFITI 08/03/09 BUTTERFIELD STAGE ROAD AT NIGHTHAWK PASS REMOVED 8 S.F. OF GRAFFITI 08/03/09 MORAGA AT RANCHO CALIFORNIA ROAD REMOVED 20 S.F. OF GRAFFITI 08/03/09 TARGET SHOPPING CENTER REMOVED 91 S.F. OF GRAFFITI 08/03/09 TOWER PLAZA PARKING STRUCTURE REMOVED 56 S.F. OF GRAFFITI 08/03/09 SANTA GERTRUDIS / MARGARITA REMOVED 50 S.F. OF GRAFFITI 08/03/09 C-STREET CHANNEL REMOVED 14 S.F. OF GRAFFITI 08/03/09 ACROSS FROM 29911 MIRA LOMA REMOVED 6 S.F. OF GRAFFITI 08/03/09 LA SERENA AT VIA PUESTA REMOVED 1 S.F. OF GRAFFITI 08/03/09 LA SERENA AT TEMEKU REMOVED 2 S.F. OF GRAFFITI 08/03/09 MARGARITA MEADOWS AT WINCHESTER REMOVED 2 S.F. OF GRAFFITI 08/05/09 HONORS AT MARGARITA REMOVED 2 S.F. OF GRAFFITI 08/05/09 42082 VIA BESA DEL SOL REMOVED 6 S.F. OF GRAFFITI 8/05/09 CANTON COURT REMOVED 48 S.F. OF GRAFFITI 08/05/09 ANTELOPE PLACE REMOVED 4 S.F. OF GRAFFITI 08/05/09 WOLF CREEK REMOVED 1 S.F. OF GRAFFITI 08/06/09 29581 NO. GENERAL KEARNY REMOVED 5 S.F. OF GRAFFITI 08/06/09 NO. GENERAL KEARNY AT CAMINO CAMPOS REMOVED 1 S.F. OF GRAFFITI 08/06/09 NO. GENERAL KEARNY AT MARGARITA REMOVED 1 S.F. OF GRAFFITI 08/06/09 MARGARITA AT HARVESTON REMOVED 1 S.F. OF GRAFFITI 08/05/09 RUSTIC GLEN AT HARVESTON REMOVED 2 S.F. OF GRAFFITI 08/05/09 YNEZ AT TOWER PLAZA REMOVED 49 S.F. OF GRAFFIT] RAMAINTAIMWKCMPLTM0RAF 1TA DATE LOC~ITION 'COMPLETED 08/05/09 RANCHO CALIFORNIA ROAD AT DIAZ REMOVED 20 S.F. OF GRAFFITI 08/05/09 RANCHO CALIFORNIA ROAD AT 15 FREEWAY REMOVED 5 S.F. OF GRAFFITI 08/05/09 BUTTERFIELD STAGE ROAD AT CROWNE HILL REMOVED 30 S.F. OF GRAFFITI 08/05/09 DE PORTOLA AT CAMPANULA REMOVED 2 S.F. OF GRAFFITI 08/05/09 27360 YNEZ REMOVED 18 S.F. OF GRAFFITI 08/06/09 27360 YNEZ ROAD REMOVED 48 S.F. OF GRAFFITI 08/06/09 YNEZ AT YNEZ COURT REMOVED 2 S.F. OF GRAFFITI 08/06/09 YNEZ ROAD AT DLR DRIVE REMOVED 3 S.F. OF GRAFFITI 08/07/09 LOMA LINDA AT VIA DEL CORONADO REMOVED 75 S.F. OF GRAFFITI 08/07/09 TEMECULA AT CANTERFIELD REMOVED 137 S.F. OF GRAFFITI 08/10/09 AVENIDA DE MISSIONS AT VIA RIO TEMECULA REMOVED 267 S.F. OF GRAFFITI 08/10/09 WOLF VALLEY AT REDHAWK REMOVED 3 S.F. OF GRAFFITI 08/10/09 REDHAWK AT CAMINO BROZAS REMOVED 3 S.F. OF GRAFFITI 08/10/09 REDHAWK AT CALLESITO VALLARTA REMOVED 3 S.F. OF GRAFFITI 08/10/09 REDHAWK AT VIA SALTIO REMOVED 1 S.F. OF GRAFFITI 08/10/09 REDHAWK AT VIA ALMAZAN REMOVED 1 S.F. OF GRAFFITI 08/10/09 TARGET CENTER REMOVED 10 S.F. OF GRAFFITI 08/10/09 SANTA GERTRUDIS AT MARGARITA REMOVED 22 S.F. OF GRAFFITI 08/10/09 SANTA GERTRUDIS AT WINCHESTER REMOVED 710 S.F. OF GRAFFITI 08/10/09 SANTA GERTRUDIS AT MARGARITA REMOVED 12 S.F. OF GRAFFITI 08/10/09 SOLANA AT MARGARITA REMOVED 1 S.F. OF GRAFFITI 08/10/09 STONEWOOD AT MARGARITA REMOVED 2 S.F. OF GRAFFITI 08/10/09 LOMA LINDA AT VIA DEL CORONADO REMOVED 129 S.F. OF GRAFFITI 08/10/09 45337 PECHANGA PARKWAY REMOVED 10 S.F. OF GRAFFITI 08/10/09 RORIPAUGH AT STERLING REMOVED 3 S.F. OF GRAFFITI 08/10/09 WINCHESTER AT NICOLAS REMOVED 15 S.F. OF GRAFFITI 08/10/09 MARGARITA AT SOLANA REMOVED 12 S.F. OF GRAFFITI 08/10/09 TARGET CENTER AT CREEK REMOVED 363 S.F. OF GRAFFITI 08/10/09 SOLANA AT MARGARITA REMOVED 5 S.F. OF GRAFFITI 08/10/09 SOLANA AT YNEZ REMOVED 8 S.F. OF GRAFFITI 08/10/09 MARGARITA AT SOLANA REMOVED 2 S.F. OF GRAFFITI RAMAMTAIM W KCMPLTD\GRAFFi,rn DATE LOCATION';. W®`RK COMPLETED 08/10/09 MARGARITA AT RAMSEY ED 14 S.F. OF GRAFFITI 08/10/09 MARGARITA AT MARGARITA PARK ED 4 S.F. OF GRAFFITI 08/10/09 CERCLE BEAUREGARD AT CERCLE LATOUR D 14 S.F. OF GRAFFITI AFF 08/10/09 ABETO WAY AT LEENA WAY D 2 S.F. OF GRAFFITI 08/10/09 43120 AVOLA COURT D 2 S.F. OF GRAFFITI 08/12/09 SOLANA AT VIA LA VIDA I D g 2 S.F. OF GRAFFITI 08/12/09 COUNTRY GLEN AT BRIARWOOD D 4 S. F. OF GRAFFITI 08/12/09 REDHAWK BRIDGE AT OVERLAND TRAIL D 8 S.F. OF GRAFFI TI 08/13/09 CAMINO CAMPOS VERDES AT ODESSA D 1 S. F. OF GRAFFITI 08/13/09 MARGARITA AT NO. GENERAL KEARNY D 2 S.F. OF GRAFFITI 08/13/09 WINCHESTER AT RORIPAUGH D 2 S.F. OF GRAFFITI 08/13/09 MEADOWS AT VIA JASSO REMOVED 4 S.F. OF GRAFFITI 08/13/09 HARVESTON AT ANN ARBOR REMOVED 1 S.F. OF GRAFFITI 08/13109 HARVESTON AT MARGARITA REMOVED 2 S.F. OF GRAFFITI 08/14/09 ALTAMURA AT CASSINO REMOVED 2 S.F. OF GRAFFITI 08/14/09 CAMPO AT TRAVIATTA REMOVED 1 S.F. OF GRAFFITI 08/14/09 CAMPO AT CALLE PORTOFINO REMOVED 1 S.F. OF GRAFFITI 08/14/09 PALM PLAZA AT YNEZ REMOVED 4 S.F. OF GRAFFITI 08/14/09 YNEZ AT TOWN CENTER REMOVED 1 S.F. OF GRAFFITI 08/17/09 MARGARITA BRIDGE AT SANTA GERTRUDIS CREEK REMOVED 42 S.F. OF GRAFFITI 08117/09 MARGARITA AT HARVESTON WAY REMOVED 24 S.F. OF GRAFFITI 08/17/09 RUSTIC GLEN AT WINCHESTER REMOVED 915 S.F. OF GRAFFITI 08/17/09 RAINBOW CREEK AT CANYON RIM REMOVED 1 S.F. OF GRAFFITI 08/17/09 SANTA GERTRUDIS CREEK REMOVED 73 S.F. OF GRAFFITI 08/17/09 YANKEE RUN AT WILLOW RUN REMOVED 4 S.F. OF GRAFFITI 08/17/-0 CALLE PINA COLADA AT VIA NORTE3 REMOVED 2 S.F. OF GRAFFITI 08/17/09 VIA GILBERTO REMOVED 70 S.F. OF GRAFFITI 08/18/09 1-15 AT TEMECULA CREEK REMOVED 30 S.F. OF GRAFFITI 08/18/09 BEHIND TOWER PLAZA REMOVED 8 S.F. OF GRAFFITI 08/18/09 WOLF CREEK AT CEDAR WAY REMOVED 32 S.F. OF GRAFFITI 08/18/09 PECHANGA AT MURFIELD DRIVE REMOVED S S.F. OF GRAFFITI RAMA1NTAIM W KCMPLTMGRAFFITA DATE L®CATLON WORK C0IGLPLETEl) 08/19/09 VIA RIO TEMECULA AT ASHBURY REMOVED 3 S.F. OF GRAFFITI 08119/09 DEL REY AT CALLE PINA COLADA REMOVED 3 S.F. OF GRAFFITI 08/20/09 NO. GENERAL KEARNY AT MARGARITA REMOVED 4 S.F. OF GRAFFITI 08/20/09 MARGARITA BRIDGE AT SANTA GERTRUDIS REMOVED 472 S.F. OF GRAFFITI 08/20/09 MARGARITA AT CARA LANE REMOVED 3 S.F. OF GRAFFITI 08/20/09 MARGARITA ATSTONEWOOD REMOVED 2 S.F. OF GRAFFITI 08/24/09 PECHANGA PARKWAY AT LOMA LINDA REMOVED 13 S.F. OF GRAFFITI 08/24/09 OVERLAND BRIDGE AT YNEZ REMOVED 8 S.F. OF GRAFFITI 08/24/09 WINCHESTER ATYNEZ REMOVED 630 S.F. OF GRAFFITI 08/24/09 DEER MEADOW AT NO. GENERAL KEARNY REMOVED 3 S.F. OF GRAFFITI 08/24/09 WINCHESTER AT WINCHESTER CREEK REMOVED 12 S.F. OF GRAFFITI 08/24/09 RORIPAUGH AT SWALLOW REMOVED 1 S.F. OF GRAFFITI 08/24/09 RORIPAUGH AT WINCHESTER REMOVED 1 S.F. OF GRAFFITI 08/24/09 WINCHESTER BRIDGE AT SANTA GERTRUDIS CREEK REMOVED 24 S.F. OF GRAFFITI 08/24/09 YNEZ AT SANTA GERTRUDIS CREEK REMOVED 3 S.F. OF GRAFFITI 08/24/09 MARGARITA AT SANTA GERTRUDIS CREEK REMOVED 18 S.F. OF GRAFFITI 08/25/09 MAIN STREET BRIDGE REMOVED 5 S.F. OF GRAFFITI 08/25/09 WOLF CREEK AT WOLF VALLEY REMOVED 1 S.F. OF GRAFFITI 08/25/09 WALLABY AT WOLF VALLEY REMOVED 1 S.F. OF GRAFFITI 08/25/09 VIA COLORADO AT DEER HOLLOW REMOVED 3 S.F. OF GRAFFITI 08/31/09 RANCHO VISTA AT MEADOWS REMOVED 9 S.F. OF GRAFFITI 08/31/09 RANCHO VISTA ATYNEZ REMOVED 30 S.F. OF GRAFFITI 08/31/09 OVERLAND CHANNEL AT 1-15 FREEWAY REMOVED 22 S.F. OF GRAFFITI 08/31/09 S/B 1-15 FREEWAY AT IN-N-OUT REMOVED 14 S.F. OF GRAFFITI 08/31/09 S/B 1-15 FREEWAY AT 79 SO. REMOVED 60 S.F. OF GRAFFITI 08/31/09 S/" FREEWAY FREEWAY AT RANCHO CALIFORNIA ROAD REMOVED 36 S.F. OF GRAFFITI TOTAL S.F. GRAFFITI REMOVED 5.661 TOTAL LOCATIONS 116 RAMAINTAIN\W KCMPLTMGRAFF1 CA a ~o U~ U °1 0 N = w o = o = z - o = CL w m C7 a `r 7 w Z } Q a m w U. z¢ a U a ti W " ¢ h h ~ Y O Fr Z A w ~J t- ~ MO d' M ~-1 tn O N O 00 N O\.. oo O M iA '-I A tn O O d~ k'.,' G ti ca w .L7 Cc3 7. cc :9 i, y by a ~n y 0 A Z a A 7 LN 000 C w W ~ N ~ w O cn F 00000000000000000000000000 88888888888858888888888888 rM IMAM rMl~ IAMr MP tAMr Mf~~A Mr MINA Mr tA~ ctcFcF ef'MMMMM NN NNN rrr rr CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION SERVICE ORDER REQUEST LOG MONTH OF AUGUST, 2009 DATE REC'D LOCATION REQUEST DATE WORK COMPLETED 07/29/09 RORIPAUGH HILLS ASPHALT REPAIR 08/10/09 07/30/09 31005 BUNKER DRIVE TREE 08/03/09 08/03/09 29904 VIA PUESTA DEL SOL DEBRIS 08/03/09 08/03/09 LA PAZ AT VALLEJO DEBRIS 08/03/09 08/03/09 STONEWOOD AT MARGARITA DEBRIS 08/03/09 08/03/09 REDHAW K AT OVERLAND TRAIL DEBRIS 08/03/09 08/03/09 CANTON COURT GRAFFITI 08/03/09 08/05/09 42082 VIA BESO DEL SOL GRAFFITI 08/05/09 08/05/09 STONEWOOD AT MARGARITA DEBRIS 08/05/09 08/05/09 MALLARD AT PHEASANT SIGN REPAIR 08/05/09 08/05/09 MORAGA BETWEEN MARGARITA & RANCHO CALIFORNIA DEBRIS 08/05/09 08/05/09 SONIA LANE AT SERAPHINA MISC. INFORMATION 08/06/09 08/05/09 CORTE ESCOBAR SWEEPER 08/06/09 08/05/09 30000 RANCHO CALIFORNIA ROAD CHANNEL 08/10/09 08/06/09 NO. GENERAL KEARNY NEXT TO PARK GRAFFITI 08/05/09 08/06/09 30617 CALLE PINA COLADA WEEDS 08/06/09 08/06/09 23760 YNEZ ROAD GRAFFITI 08/06/09 08/06/09 WINCHESTER AT MARGARITA SIGN REPAIR 08/06/09 08/07/09 DE PORTOLA (DEAD END) DEBRIS 08/07/09 08/07/09 45630 RAINBOW CANYON TREE 08/11/09 08/07/09 BLACK MAPLE DRIVE AT LOMA LINDA GRAFFITI 08/07/09 08/07/09 PAUBA AT BUTTERFIELD STAGE ROAD SIGN REPAIR 08/07/09 08/10/09 45827 COUTE RICARDO TREE 08/10109 08/10/09 LOMA LINDA ACROSS FROM SCHOOL GRAFFITI 08/10/09 08/10/09 MORAGA AT MARGARITA DEBRIS 08/10/09 08/10/09 MARGARITA AT YMCA GRAFFITI 08/10/09 08/10/09 CERCLE LATOUR AT CERCLE BEAUREGARD GRAFFITI 08/10/09 R AMAINTAIMW RKCOMPLTD\SORS\ DATE WORK CnN4PL4FTU71 08/10/09 MARGARITA ATSOLANA GRAFFITI 08/10/09 08/11/09 29977 VIA PUESTA DEL SOL TREE TRIM 08/12/09 08/11/09 46393 VIANNE COURT DEBRIS 08/12/09 08/11/09 PAUBA AT BUTTERFIELD STAGE ROAD TREE 08/11/09 08/11/09 ABETO WAY AT LEENA WAY GRAFFITI 08/11/09 08/11/09 CASERTA DRIVE AT PAUBA CATCH BASIN 08/12/09 08/11/09 GLEN WAY AT GATE GRAFFITI 08/12/09 08/11/09 MARGARITA AT STONEWOOD CATCH BASIN 08/12/09 08/11/09 MARGARITA AT MORAGA DEBRIS 08/12/09 08/12/09 CAMINO CAMPOS VERDE GRAFFITI - 08/12/09 08/12/09 RANCHO VISTA AT MARGARITA DEBRIS 08/12/09 08/13/09 41974 NIBLICK ROAD SIDEWALK REPAIR 08/21/09 08/14/09 STONEWOOD ROAD DEBRIS 08/14/09 08/14/09 30369 COLINA VERDE DEBRIS 08/14/09 08/17/09 WILLOW RUN AT YANKEE RUN COURT GRAFFITI 08/17/09 08/17/09 HARVESTON AT MARGARITA GRAFFITI 08/17/09 08/17/09 TEHACHAPI PASS AT REGINA SIGN REPAIR 08/17/09 08/17/09 31021 VIA GILBERTO GRAFFITI 08/17/09 08/18/09 N/B MARGARITA BTWN. AVE. CIMA DEL SOL & MORAGA TREE 08/18/09 08/18/09 TERRAZA COURT AT VIA DESTELLO DEBRIS 08/19/09 08/18/09 VIA RIO TEMECULA AT ASHBURY PLACE GRAFFITI 08/19/09 08/19/09 CALLE PINA COLADA AT DEL REY GRAFFITI 08/19/09 08/19/09 NO. GENERAL KEARNY AT CAMINO CAMPOS VERDE GRAFFITI 08/20/09 08/19/09 MARGARITA AT WINCHESTER GRAFFITI 08/19/09 08/19/09 MARGARITA AT W INCO FOODS GRAFFITI 08/20/09 08/20/09 MARGARITA ATSTONEWOOD GRAFFITI 08/20/09 08/20/09 SPARKMAN SCHOOL GRAFFITI 08/20/09 08/20/09 SHADESCALE DRIVE DEBRIS 08/24/09 08/20/09 VALENTINO AT REGINA DEBRIS 08/24/09 08/20/09 1-15 FREEWAY AT RANCHO CALIFORNIA ROAD ASPHALT REPAIRS 08/24/09 08/20/09 27483 DANDELION COURT TREE 08/24/09 08/21/09 ROVATO STREET CATCH BASIN 08/25/09 RAMAINTAI N\ W RKCOMPUM\SORS\ DATE REC'D LOCATION' REQUEST - DATE WORK COMPLETED 08/21/09 EAGLE POINT/ ROYAL OAKS ASPHALT/SLURRY 08/24/09 08/21/09 DODARO AT TARA STREET GRAFFITI 08/24/09 08/21/09 CORTE ALBANILLA AT VIA CAMPANARIO DEBRIS 08/24/09 08/24/09 MARGARITA AT PASEO BRILLANTE DEBRIS 08/24/09 08/24/09 PEACH TREE AT VINE GRAFFITI 08/24/09 08/24/09 MAIN STREET BRIDGE GRAFFITI 08/25/09 08/24/09 WALLABY WAY AT WOLF VALLEY ROAD GRAFFITI 08/25/09 08/24/09 POURROY ROAD AT MURRIETA HOT SPRINGS GRAFFITI 08/24/09 08/24/09 31783 CORTE ENCINAS TREE 08/25/09 08/25/09 TEMECULA PARKWAY / ROSS PARKING LOT CONCRETE ISSUE 08/25/09 08/26/09 43035 CAMINO CASILLAS DEBRIS 08/26/09 08/26/09 28500 PUJOL STREET DEBRIS 08/27/09 08/28/09 YUKON AT SWEETSHADE ASPHALT REPAIR 08/31/09 08/31/09 RANCHO VISTA AT YNEZ ROAD GRAFFITI 08/31/09 08/31/09 41946 5T" STREET TREE 09/01/09 08/31/09 W/B 1-15 FREEWAY AT RANCHO CALIFORNIA ROAD GRAFFITI 08/31/09 TOTAL SERVICE ORDER REQUESTS 75 RAMA W TAIMW RKCOMPCFMSORS\ CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION SIGNS MONTH OF AUGUST, 2009 LOCATION WORK COMPLETED g NCHO CALIFORNIA ROAD AT FRONT STREET REPAIR R6-1 NTA CECILIA NEW INSTALL 2 R2-25 08/05/O9 NKER AT VARDON REPLACED R1-1 08/05/09 MARGARITA AT DATE REPAIR R4-7 MALLARD AT PHEASANT REPLACED SNS DIAZ AT WINCHESTER REPAIR OM4-3 DIAZ AT W INCHESTER REPLACED R-26 t WINCHESTER ATREMINGTON REPLACED R1-1 30241 SANTA CECILIA NEW INSTALL R2-25 PAUBA AT VIA TORRES REPLACED R2-50 TEMECULA AT SUNFLOWER REPLACED W3-1 08/07/09 SANTA SANTA CECILIA NEW INSTALL R2-25 08/11/09 RANCHO CALIFORNIA ROAD AT DIAZ REPLACED 1 DELINEATOR 08/11/09 NICOLAS AT WINCHESTER REPLACED 9 DELINEATORS 08/11/09 SOLANA AT MARGARITA NEW INSTALL 1 R18-2 08/11/09 SOLANAATYNEZ REPLACED R-26 08/11/09 ABETO WAY AT LEENA WAY REPLACED 2 R4-7 08/12/09 CAMPANULA AT VOLTA REPLACED R4-7 08/12/09 MARGARITA AT OVERLAND TRAIL REPLACED 1 DELINEATOR 08/12/09 FRONT STREET AT TEMECULA PARKWAY REPLACED 1 DELINEATOR 08/12/09 MARGARITA AT WINCHESTER REPLACED R2-45 08/13/09 PIO PICO AT MARGARITA REPLACED 2 DELINEATORS 08/13/09 NICOLAS AT WINCHESTER REPLACED 1 DELINEATOR 08/13/09 MARGARITA AT W INCO REPLACED 1 DELINEATOR 08/13/09 PIO PICO AT MARGARITA REPAIR 2 DELINEATORS 08/13/09 WINCHESTER AT MARGARITA REPAIR 2 R4-7 08/13/09 HARVESTON AT EVANSTON REPLACED W 1-7 RWAINTAIMWKCMPLTD\ IGNS\ DATE` ! LOCATION ORT{ COMPLETED -'W 08/13/09 HARVESTON AT NEWPORT REPAIR W1-7 08/13/09 HARVESTON AT ANN ARBOR REPAIR R1-1 08/13/09 MARGARITA AT HARVESTON REPLACED R26-81 08/17/09 TEHACHAPI PASS AT REGINA REPAIR St-1 & S4-3 08/18/09 DEER HOLLOW AT PECHANGA PARKWAY REPAIR C PACKAGE - 08/18/09 LYON LANE AT WOLF CREEK REPAIR R1-1 / SNS 08/19/09 DEL REY AT CALLE PINA COLADA REPAIR R1-1 08/20/09 VIA SALTIO AT SAN JOSE REPLACED R1-1 08/20/09 CORTE MONTOYA AT PASEO DURANGO NEW INSTALL R1-1 08/21/09 MAHLON VAIL ROAD AT TEMECULA PARKWAY REPLACED R4-7 08/27/09 JEFFERSON AT OVERLAND REPAIR R4-7 08/27/09 YNEZ AT TIERRA VISTA REPAIR W3-3 08/31/09 BUSINESS PARK DRIVE AT DIAZ REPAIR R1-1 & 193-2 08/31/09 NICOLAS ROAD AT WINCHESTER REPLACED 1 DELINEATOR TOTAL SIGNS REPLACED 22 TOTAL SIGNS INSTALLED 5 TOTAL SIGNS REPAIRED 14 R:\MAINTAIMW KCMPLTD\SIGNSI CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION STENCILS / STRIPING MONTH OF AUGUST, 2009 DATE LOCATIO,N~ 4V0$aK COMPLETED 08/03/09 CITY WIDE SCHOOL LEGENDS REPAINTED 23 LEGENDS 08/04/09 CITY WIDE SCHOOL LEGENDS REPAINTED 34 LEGENDS 08105/09 CITY WIDE SCHOOL LEGENDS REPAINTED 28 LEGENDS 08/06/09 CITY WIDE SCHOOL LEGENDS REPAINTED 12 LEGENDS 08/07/09 SANTA CECILIA NEW INSTALL 4-25s 08/10/09 CITY WIDE SCHOOL LEGENDS REPAINTED 30 LEGENDS 08/12/09 CITY WIDE BULL NOSE REPAINTED 112 08/13/09 CITY WIDE BULL NOSE REPAINTED 90 08/13/09 MARGARITA AT PIO PICO REPAINTED 250 L.F. YELLOW CURB 08/13/09 MARGARITA AT AVENIDA BARCA REPAINTED 2,493 L.F. (BERM) 08/14/09 BUTTERFIELD STAGE ROAD AT WELTON REPAINTED 2 LEGENDS 08/17/09 CITY WIDE BULL NOSE REPAINTED 34 08/17/09 YELLOW BERM REPAINTED 3,704 L.F. 08/18/09 CITY WIDE BULL NOSE REPAINTED 84 08/19/09 CITY WIDE BULL NOSE REPAINTED 72 08/20/09 CITY WIDE BULL NOSE REPAINTED 64 08/21/09 BUNKER AT VARDON DRIVE NEW INSTALL 2 LEGENDS 08/21/09 BUNKER AT DRIVER LANE NEW INSTALL 2 LEGENDS 08/21/09 PASEO DURANGO AT CORTE MONTOYA NEW INSTALL 2 LEGENDS 08/24/09 CITY WIDE BULL NOSE REPAINTED 44 08/24/09 AREA #2 REPAINTED 21 LEGENDS 08/25/09 AREA #2 LEGENDS REPAINTED 50 LEGENDS 08/26/09 AREA #2 LEGENDS REPAINTED 37 LEGENDS 08/27/09 AREA #4 REPAINTED 46 LEGENDS 08/31/09 AREA #4 REPAINTED 62 LEGENDS TOTAL NEW & REPAINTED LEGENDS 355 NEW & REPAINTED RED CURB & STRIPING L.F. 6.447 BULL NOSE 500 R:WAINTAIM W RKCOMPLTMSTRIPING CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION RIGHT-OF-WAY TREE TRIMMING MONTH OF AUGUST, 2009 DATE LOCATION : WORK COMPLETED 08/03/09 NIBLICK AT NASSAU TRIMMED 1 R.O.W. TREES 08/03/09 WEDGE WAY AT VARDON TRIMMED 1 R.O.W. TREES 08/04/09 YNEZ AT SANTIAGO TRIMMED 3 R.O.W. TREES 08/04/09 PAUBA AT MARGARITA TRIMMED 1 R.O.W. TREES 08/04/09 MARGARITA AT PIO PICO TRIMMED 23 R.O.W. TREES 08/11/09 PAUBA AT BUTTERFIELD STAGE ROAD TRIMMED 1 R.O.W. TREES 08/12/09 29977 VIA PUESTA DEL SOL TRIMMED 1 R.O.W. TREES 08/12/09 MARGARITA AT WINCHESTER TRIMMED 1 R.O.W. TREES 08/13/09 HARVESTON AT EVANSTON TRIMMED 1 R.O.W. TREES 08/18/09 LYON LANE AT WOLF CREEK TRIMMED 1 R.O.W. TREES 08/18/09 CAMINO ALAGON AT CALLE MARQUIS TRIMMED 1 R.O.W. TREES 08/18/09 FRONT STREET AT MORENO TRIMMED 1 R.O.W. TREES 08/19/09 PALOMA DEL SOL AT CORTE ALGETE TRIMMED 1 R.O.W. TREES 08/20.09 C-STREET TRIMMED 25 R.O.W. TREES 08/21/09 NIBLICK AT BRASSIE TRIMMED 1 R.O.W. TREES 08/27/09 FRONT STREET AT SOUTH ARCHWAY TRIMMED 4 R.O.W. TREES TOTAL R.O.W. TREES TRIMMED 67 RAMAINTAIMMKCOMPLTMTREE CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION RIGHT-OF-WAY WEED ABATEMENT MONTH OF AUGUST, 2009 R:\MAINTAIN\WKCOMPLTD\WEEDS