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HomeMy WebLinkAbout110111 CC AgendaIn compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the office of the City Clerk (951) 694 -6444. Notification 48 hours prior to a meeting will enable the City to make reasonable arrangements to ensure accessibility to that meeting [28 CFR 35.102.35.104 ADA Title II] AGENDA TEMECULA CITY COUNCIL AN ADJOURNED REGULAR MEETING CITY COUNCIL CHAMBERS 41000 MAIN STREET NOVEMBER 1, 2011 — 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: 11 -10 Resolution: 11 -76 CALL TO ORDER: Mayor Ron Roberts Prelude Music: Susan Miyamoto Invocation: Larry Slusser, Church of Jesus Christ of Latter Day Saints Flag Salute: Council Member Comerchero ROLL CALL: Comerchero, Edwards, Naggar, Washington, Roberts PRESENTATIONS /PROCLAMATIONS Family Night in Temecula Proclamation Certificate of Appreciation for Susan Miyamoto PUBLIC COMMENTS A total of 30 minutes is provided so members of the public may address the City Council on items that appear within the Consent Calendar or ones that are not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the City Council on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form must be filled out and filed with the City Clerk. Once the speaker is called to speak, please come forward and state your name for the record. For all Public Hearing or Council Business items on the agenda, a Request to Speak form must be filed with the City Clerk prior to the City Council addressing that item. There is a five - minute time limit for each speaker. 1 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, 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 October 25, 2011. 3 List of Demands RECOMMENDATION 3.1 Adopt a resolution entitled: RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 4 Riverside County Mortgage Credit Certificate Program RECOMMENDATION: 4.1 Adopt a resolution entitled: RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING PARTICIPATION IN THE RIVERSIDE COUNTY MORTGAGE CREDIT CERTIFICATE (MCC) PROGRAM 2 5 Temporary Street Closures for 2011 -2012 Winterfest Events RECOMMENDATION: 5.1 Receive and file the following proposed action by the City Manager: Temporarily close certain streets for the following 2011 -2012 Winterfest Events: ICE SKATING RINK AT TOWN SQUARE SANTA'S ELECTRIC LIGHT PARADE WINTER WONDERLAND NEW YEARS EVE CELEBRATION SANTA'S WORKSHOP * * * * * *** * * * * * * *** * ** RECESS CITY COUNCIL MEETING TO SCHEDULED MEETINGS OF THE TEMECULA COMMUNITY SERVICES DISTRICT, THE CITY OF TEMECULA REDEVELOPMENT AGENCY, THE TEMECULA HOUSING AUTHORITY, AND THE TEMECULA PUBLIC FINANCING AUTHORITY * * * * * *** * * * * * * *** * ** 3 TEMECULA COMMUNITY SERVICES DISTRICT MEETING CALL TO ORDER: President Jeff Comerchero Next in Order: Ordinance: No. CSD 11 -01 Resolution: No. CSD 11 -09 ROLL CALL: DIRECTORS: Edwards, Naggar, Roberts, Washington, Comerchero CSD PUBLIC COMMENTS A total of 30 minutes is provided so members of the public may address the Board of Directors on items that appear within the Consent Calendar or ones that are not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the Board of Directors on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form must be filled out and filed with the City Clerk. Once the speaker is called to speak, please come forward and state your name for the record. For all Public Hearing or District Business items on the agenda, 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 - minute time limit for each speaker. CSD CONSENT CALENDAR 6 Action Minutes RECOMMENDATION: 6.1 Approve the action minutes of October 25, 2011. CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGERS REPORT CSD BOARD OF DIRECTORS REPORTS CSD ADJOURNMENT Next regular meeting: Tuesday, November 22, 2011, at 5:30 P.M., for a Closed Session, with regular session commencing at 7:00 PM., City Council Chambers, 41000 Main Street, Temecula, California. 4 TEMECULA REDEVELOPMENT AGENCY MEETING CALL TO ORDER: Chair Person Mike Naggar ROLL CALL: AGENCY MEMBERS: Comerchero, Edwards, Roberts, Washington, Naggar RDA PUBLIC COMMENTS A total of 30 minutes is provided so members of the public may address the Agency Members on items that appear within the Consent Calendar or ones that are not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the Agency Members on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form must be filled out and filed with the City Clerk. Once the speaker is called to speak, please come forward and state your name for the record. For all Public Hearing or Agency Business items on the agenda, a Request to Speak form must be filed with the City Clerk prior to the Agency Members addressing that item. There is a five - minute time limit for each speaker. RDA CONSENT CALENDAR 7 Action Minutes RECOMMENDATION: 7.1 Approve the action minutes of October 25, 2011. RDA EXECUTIVE DIRECTORS REPORT RDA AGENCY MEMBERS REPORTS RDA ADJOURNMENT Next regular meeting: Tuesday, November 22, 2011, at 5:30 P.M., for a Closed Session, with regular session commencing at 7:00 PM., City Council Chambers, 41000 Main Street, Temecula, California. 5 Next in Order: Ordinance: No. RDA 11 -01 Resolution: No. RDA 11 -12 TEMECULA HOUSING AUTHORITY MEETING - no meeting TEMECULA PUBLIC FINANCING AUTHORITY MEETING — no meeting 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. 8 Citizen Participation Plan that sets forth the City's policies and procedures for Citizen Participation in the development of its Community Development Block Grant (CDBG) Program RECOMMENDATION: 8.1 Adopt a resolution entitled: RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA TO ADOPT A CITIZEN PARTICIPATION PLAN THAT SETS FORTH THE CITY'S POLICIES AND PROCEDURES FOR CITIZEN PARTICIPATION IN THE DEVELOPMENT OF ITS COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) PROGRAM FIVE -YEAR CONSOLIDATED PLAN, ANNUAL ACTION PLANS, ANNUAL PERFORMANCE REPORTS, AND ANY SUBSTANTIAL AMENDMENTS CITY COUNCIL BUSINESS 9 Execution and Delivery of Lease Financing Documents relating to the Refinancing of the 2001 COPs and 2008 COPs RECOMMENDATION: 9.1 Adopt a resolution entitled: RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS IN CONNECTION WITH THE REFUNDING OF THE CITY'S CERTIFICATES OF PARTICIPATION (2001 CAPITAL IMPROVEMENT FINANCING PROJECT) AND THE CITY'S CERTIFICATES OF PARTICIPATION (2008 TEMECULA CIVIC CENTER FINANCING PROJECT), AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO 7 10 Community Services Commission Appointment RECOMMENDATION: 10.1 Appoint one applicant to serve a full three -year term on the Community Services Commission through October 10, 2014. CITY MANAGER REPORT CITY ATTORNEY REPORT ADJOURNMENT Next regular meeting: Tuesday, November 22, 2011, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. NOTICE TO THE PUBLIC The agenda packet (including staff reports) will be available for viewing at the Main Reception at City Hall (41000 Main Street, 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.orq 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 the Civic Center (41000 Main Street, Temecula — 8:00 — 5:00 PM). In addition, such material will be made available on the City's web — www.cityoftemecula.orq — 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. 8 PRESENTATIONS • to our City; and WHEREAS, families have an important role in teaching our young people to understand the consequences of their actions and to recognize that the decisions they make today could affect the rest of their lives. In times of change, the family values of compassion, reverence, and integrity serve as steady guides; and WHEREAS, during National Family Week, we reaffirm the importance of families as a vital source of strength, confidence, and compassion for all of our citizens; and WHEREAS, the spiritual community of Temecula, in conjunction with the founders of National Family Week, suggests that families set aside every Monday as "Family Night ", recognizing that quality time together provides an opportunity for parents to reinforce family values and strengthen family relationships. It also assists parents in building love, loyalty, and companionship, as well as providing a refine from the many challenges facing children and families in todav's world. il o • have Susan continually training and mentoring Temecula's next generation of musicians. IN WITNESS WHEREOF, I have hereunto affixed my hand and official seal this first day of November, 2011. il 11 CONSENT CALENDAR Item No. 1 Item No. 2 ACTION MINUTES TEMECULA CITY COUNCIL A REGULAR MEETING CITY COUNCIL CHAMBERS 41000 MAIN STREET OCTOBER 25, 2011 — 7:00 PM The City Council meeting convened at 7:00 P.M. CALL TO ORDER: Mayor Ron Roberts Prelude Music: Justine Tiu & Derrick Tiu Invocation: Pastor Jeremy Sharp of New Covenant Church Flag Salute: Mayor Pro Tem Washington ROLL CALL: Comerchero, Edwards, Naggar, Washington, Roberts PRESENTATIONS /PROCLAMATIONS Certificate of Achievement for Eagle Scout Nicholas Beter Red Ribbon Week Proclamation Special Recognition to Herman Parker PUBLIC COMMENTS The following individual addressed the City Council: • Robbie Adkins CITY COUNCIL REPORTS 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 Mayor 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. Action Minutes1102511 1 2 Action Minutes — Approved Staff Recommendation (4 -0 -1) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected approval with exception of Council Member Edwards who abstained. RECOMMENDATION: 2.1 Approve the action minutes of October 11, 2011. 3 List of Demands — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 3.1 Adopt a resolution entitled: RESOLUTION NO. 11 -74 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 4 Special Lien Resolution for Bee Abatement FY 2011 -12 — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 4.1 Adopt a resolution entitled: RESOLUTION NO. 11 -75 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ORDERING CONFIRMATION OF A SPECIAL ASSESSMENT AGAINST 40168 WARBLER CIRCLE PARCEL 919420040 FOR COSTS OF ABATEMENT AND REMOVAL OF A BEE HIVE FOR FISCAL YEAR 2011 -2012 5 Approval of the Plans and Specifications and Authorization to Solicit Construction Bids for Phase 1 of the French Valley Parkway /Interstate -15 Interchange Improvements — Project No. PW07 -04 — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 5.1 Approve the plans and specifications and authorize the Department of Public Works to solicit construction bids for the French Valley Parkway /Interstate -15 Overcrossing and Interchange Improvements, Phase I — Project No. PW07 -04. Action Minutes1102511 2 6 Approval of an Agreement to provide Engineering and Construction Support for Phase 1 of the French Valley Parkway /Interstate -15 Interchange Improvements — Project No. PW07 -04 — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 6.1 Approve an agreement with Moffatt & Nichol Engineers (M &N) in an amount not to exceed $225,000 to provide engineering and construction support for French Valley Parkway /Interstate -15 Overcrossing and Interchange Improvements, Phase I — Project No. PW07 -04. 7 Reject Construction Bid for the Citywide Storm Drain Improvement Project at Calle Fiesta — Project No. PW10 -07, and Authorization to Rebid the Project — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 7.1 Reject the Construction Bid for the Citywide Storm Drain Improvements — Calle Fiesta — Project No. PW10 -07; 7.2 Authorize staff to re- advertise the Citywide Storm Drain Improvements — Calle Fiesta — Project No. PW10 -07 for Construction Bids. 8 Acceptance of Improvements and Notice of Completion for the Citywide Slurry Seal Project FY 2010 -11 — Project No. PW11 -02 — Approved Staff Recommendation (5 -0- 0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 8.1 Accept the construction of the Citywide Slurry Seal Project FY 2010 -11 — Project No. PW11 -02, as complete; 8.2 Direct the City Clerk to file and record the Notice of Completion, release the Performance Bond, and accept a one (1) year Maintenance Bond in the amount of 10% of the contract amount; 8.3 Release the Materials and Labor Bond seven months after filing the Notice of Completion if no liens have been filed. Action Minutes1102511 3 9 Approval of Parcel Map No. 32468, the Temecula Hospital site, located on the north side of Temecula Parkway approximately 700' west of Margarita Road, at Country Glen Way — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 9.1 Approve Parcel Map No. 32468 in conformance with the Conditions of Approval; 9.2 Accept the Subdivision Improvement Agreement and the Faithful Performance Bond and Labor and Materials Bond as security for the agreement; 9.3 Accept the Subdivision Monument Agreement and Monument Bond as security for the agreement. 10 Service Agreement for the Old Town Holiday Outdoor Ice Skating Rink (at the request of Economic Development Committee Members Mayor Roberts and Mayor Pro Tem Washington) — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 10.1 Approve the Agreement for Contractor Services between the City of Temecula and Studio 33 Productions Outdoor Ice Skating Rink and Rink Management in the amount of $45,000; 10.2 Direct staff to quantify through measurements the number of guests /attendees that enjoy this service, for data that can be considered in future year negotiations; 10.3 Direct staff to measure success of event through media impressions such as publicity, media coverage, and a general understanding of any increase in foot traffic /visitor traffic and the collaboration of other City sponsored events. 11 Memorandum of Understanding (MOU) between Riverside County Fire Department, Office of Emergency Services, and the City of Temecula for Shelter Trailers — Approved Staff Recommendation (5 -0 -0) Council Member Comerchero made the motion; it was seconded by Mayor Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 11.1 Approve the MOU between the County of Riverside and the City of Temecula for two mass care and shelter trailers. At 7:25 P.M., the City Council convened as the Temecula Community Services District, the Redevelopment Agency, the Temecula Public Financing Authority, and the Temecula Housing Authority. At 7:33 P.M., the City Council resumed with regular business. Action Minutes1102511 4 CITY COUNCIL BUSINESS 20 Quality of Life Master Plan /Temecula 2030 — Approved staff recommendation (5 -0 -0) — Council Member Naggar made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 20.1 Approve, in substantial form, the Quality of Life Master Plan /Temecula 2030. 21 Urgency Ordinance: Time, Place, and Manner Restrictions for Residences of Sex Offenders on Halloween (at the request of Council Members Comerchero and Naggar) RECOMMENDATION: 21.1 That the Council adopt by a 4 /5th vote the following urgency ordinance: - Approved Staff Recommendation (5 -0 -0) — Council Member Naggar made the motion; it was seconded by Council Member Edwards; and electronic vote reflected unanimous approval. URGENCY ORDINANCE NO. 11 -08 AN URGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TEMECULA ADDING SECTION 9.60.045 TO THE TEMECULA MUNICIPAL CODE CONCERNING TIME, PLACE, AND MANNER RESTRICTIONS FOR RESIDENCES OF SEX OFFENDERS ON HALLOWEEN 21.2 That the Council introduce and read by title only an ordinance entitled: - Approved Staff Recommendation (5 -0 -0) — Council Member Naggar made the motion; it was seconded by Council Member Edwards; and electronic vote reflected unanimous approval. ORDINANCE NO. 11 -09 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TEMECULA ADDING SECTION 9.60.045 TO THE TEMECULA MUNICIPAL CODE CONCERNING TIME, PLACE, AND MANNER RESTRICTIONS FOR RESIDENCES OF SEX OFFENDERS ON HALLOWEEN DEPARTMENTAL REPORTS 22 Planning Department Monthly Report 23 City Council Travel /Conference Report - September 2011 24 Police Department Monthly Report 25 Public Works Department Monthly Report Action Minutes1102511 5 CITY MANAGER REPORT CITY ATTORNEY REPORT ADJOURNMENT At 8:47 P.M., the City Council meeting was formally adjourned in honor of Herman Parker, to Tuesday, November 1, 2011, at 5:30 P.M., for a Closed Session, with regular session commencing at 7:00 P.M., City Council Chambers, 41000 Main Street, Temecula, California. ATTEST: Susan W. Jones, MMC City Clerk [SEAL] Action Minutes1102511 6 Ron Roberts, Mayor Item No. 3 CITY OF TEMECULA AGENDA REPORT TO: City Manager /City Council FROM: Genie Wilson, Director of Finance DATE: November 1, 2011 SUBJECT: List of Demands PREPARED BY: Pascale Brown, Accounting Manager Leah Thomas, Accounting Specialist RECOMMENDATION: That the City Council: 1. Adopt a resolution entitled: ATTACHMENTS: Resolution List of Demands RESOLUTION NO. 11- Approvals City Attorney Director of Finance City Manager "of /-4g GoL 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. 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 $702,359.27 PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 1st day of November, 2011. ATTEST: Susan W. Jones, MMC City Clerk [SEAL] RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A Section 2. The City Clerk shall certify the adoption of this resolution. Ron Roberts, Mayor 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. 11- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 1st day of November, 2011, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk 10/20/2011 TOTAL CHECK RUN CITY OF TEMECULA LIST OF DEMANDS TOTAL LIST OF DEMANDS FOR 11/01/2011 COUNCIL MEETING: $ 702,359.27 DISBURSEMENTS BY FUND: CHECKS: 001 GENERAL FUND 130 RECOVERY ACT JAG FUNDING 165 AFFORDABLE HOUSING 190 TEMECULA COMMUNITY SERVICES DISTRICT 192 TCSD SERVICE LEVEL B 194 TCSD SERVICE LEVEL D 196 TCSD SERVICE LEVEL "L" LAKE PARK MAINT. 197 TEMECULA LIBRARY FUND 210 CAPITAL IMPROVEMENT PROJECTS FUND 280 REDEVELOPMENT AGENCY - CIP PROJECT 300 INSURANCE FUND 320 INFORMATION TECHNOLOGY 330 SUPPORT SERVICES 340 FACILITIES 380 RDA DEBT SERVICE FUND 501 SERVICE LEVEL "C "ZONE 1 SADDLEWOOD 502 SERVICE LEVEL "C "ZONE 2 WINCHESTER CREEK 503 SERVICE LEVEL "C "ZONE 3 RANCHO HIGHLANDS 504 SERVICE LEVEL "C "ZONE 4 THE VINEYARDS 505 SERVICE LEVEL "C "ZONE 5 SIGNET SERIES 506 SERVICE LEVEL "C "ZONE 6 WOODCREST COUNTRY 507 SERVICE LEVEL "C "ZONE 7 RIDGEVIEW 508 SERVICE LEVEL "C "ZONE 8 VILLAGE GROVE 509 SERVICE LEVEL "C "ZONE 9 RANCHO SOLANA 510 SERVICE LEVEL "C "ZONE 10 MARTINIQUE 511 SERVICE LEVEL "C "ZONE 11 MEADOWVIEW 512 SERVICE LEVEL "C "ZONE 12 VINTAGE HILLS 513 SERVICE LEVEL "C "ZONE 13 PRESLEY DEVELOP. 514 SERVICE LEVEL "C "ZONE 14 MORRISON HOMES 515 SERVICE LEVEL "C "ZONE 15 BARCLAY ESTATES 516 SERVICE LEVEL "C "ZONE 16 TRADEWINDS 517 SERVICE LEVEL "C "ZONE 17 MONTE VISTA 518 SERVICE LEVEL "C "ZONE 18 TEMEKU HILLS 519 SERVICE LEVEL "C "ZONE 19 CHANTEMAR 520 SERVICE LEVEL "C "ZONE 20 CROWNE HILL 521 SERVICE LEVEL "C "ZONE 21 VAIL RANCH 522 SERVICE LEVEL "C "ZONE 22 SUTTON PLACE 523 SERVICE LEVEL "C "ZONE 23 PHEASENT RUN 524 SERVICE LEVEL "C "ZONE 24 HARVESTON 525 SERVICE LEVEL "C "ZONE 25 SERENA HILLS 526 SERVICE LEVEL "C "ZONE 26 GALLERYTRADITION 527 SERVICE LEVEL "C "ZONE 27 AVONDALE 528 SERVICE LEVEL "C "ZONE 28 WOLF CREEK 529 SERVICE LEVEL "C "ZONE 29 GALLERY PORTRAIT $ 189,987.24 647.05 3,160.93 263,117.00 45.84 65.99 6,043.94 3,934.66 93,340.10 2,754.85 40,423.07 8,842.18 234.69 6,041.89 5,775.00 1,966.28 2,223.31 1,411.23 352.63 1,946.28 1,227.25 912.26 12,952.51 104.09 673.56 77.41 6,282.33 1,084.73 963.49 741.17 821.28 152.16 7,707.93 2,030.23 5,626.39 9,616.44 221.60 251.77 5,580.01 2,342.35 53.40 2,662.79 7,861.70 98.26 $ 702,359.27 $ 702,359.27 CITY OF TEMECULA LIST OF DEMANDS TOTAL BY FUND: $ 702,359.27 apChkLst Final Check List Page: 1 10/20/2011 11:47:23AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor 148231 10/20/2011 006915 ALLIE'S PARTY EQUIPMENT equip rental:college fair 9/24 4,464.55 148232 10/20/2011 014467 ALMENANA, MARIA refund:Lady & the Tramp Bk 29.99 148233 10/20/2011 014350 ALONZO KING'S LINES BALLET performance:LINES ballet 10/28 -29 148234 10/20/2011 013015 ALWAYS RELIABLE BACKFLOW 148235 10/20/2011 012985 ANDERSON & HOWARD ELECTRIC INC 148236 10/20/2011 011438 BAKER, BLYTHE EDEN 148237 10/20/2011 002541 BECKER CONSTRUCTION SRVS INC 148238 10/20/2011 004040 BIG FOOT GRAPHICS Description backflow testing:parking garage 50.00 welding supplies: pw maint Amount Paid Check Total 4,464.55 29.99 9,000.00 9,000.00 backflow testing: TCC /Civic Ctr 50.00 blackflow testing:var city sites 175.00 backflow testing: slopes 75.00 350.00 network cabling: pd substation 1,500.00 1,500.00 TCSD Instructor Earnings 225.00 225.00 mulch install: city lot locations 9,895.00 9,895.00 entertainment:summer day camp 500.00 TCSD instructor earnings 532.00 TCSD instructor earnings 245.00 TCSD instructor earnings 140.00 1,417.00 148239 10/20/2011 014329 BOOK WHOLESALERS, INC (5) books: library 75.91 75.91 148240 10/20/2011 000128 BROWN & BROWN OF CALIF Nov WC ins:HEUB9055L51211 78,267.00 78,267.00 INC 148241 10/20/2011 000154 C S M F O app fee:11/12 annual op budget 200.00 200.00 148242 10/20/2011 000154 C S M F 0 app fee: 2012 -16 CIP budget 200.00 200.00 148243 10/20/2011 011702 CAFE DANIEL refreshments: '11 Health Fair 9/17 1,020.00 1,020.00 148244 10/20/2011 000413 CALIF DEPT OF FISH & GAME fee:lake /streambed alt agrmnt 2,689.50 2,689.50 148245 10/20/2011 014273 CALIFORNIA PROPERTY right -of -way svcs:french valley pkwy 1,200.00 1,200.00 148246 10/20/2011 004228 CAMERON WELDING SUPPLY helium refills: MPSC 56.50 37.28 93.78 Page:1 apChkLst Final Check List Page: 2 10/20/2011 11:47:23AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 148247 10/20/2011 010514 CAMPINI'S ITALIAN DELI refreshments:CERT trng 11/5/11 338.00 338.00 148248 10/20/2011 002945 CONSOLIDATED ELECTRICAL misc supplies: TCSD Maint 54.95 DIST. misc supplies: TCSD Maint 18.32 73.27 148249 10/20/2011 001264 COSTCO WHOLESALE rfrsmnts:commission recog 10/12 702.75 Artist Hospitality: Theater 73.65 776.40 148250 10/20/2011 013379 COUSSOU, CELINE TCSD Instructor Earnings 109.20 TCSD Instructor Earnings 263.20 TCSD Instructor Earnings 390.60 763.00 148251 10/20/2011 014468 CROHN'S & COLITIS refund:sec dep:picnic rental:RRSP 150.00 refund:overpmt prk reservation 180.00 330.00 148252 10/20/2011 013560 CROWN BUILDING MAINT CO Sept janitorial svc: city facilities 4,077.02 4,077.02 INC 148253 10/20/2011 013622 CURRY, CHASEY TCSD Instructor Earnings 72.00 72.00 148254 10/20/2011 012600 DAVID EVANS & ASSOCIATES SEPT CNSLT SVCS:BUTTERFIELD RD 1,057.25 1,057.25 INC EXT 148255 10/20/2011 007723 DE LA TORRE, MAYRA reimb:sprawl repair manual 90.76 90.76 148256 10/20/2011 014473 DEAGUILAR, FRANK refund:sec dep:picnic rental:harveston 150.00 150.00 148257 10/20/2011 002390 EASTERN MUNICIPAL WATER Oct water meter:39569 Seraphina Rd 2,365.02 DIST Oct water meter:39656 Diego Dr 242.69 2,607.71 148258 10/20/2011 000164 ESGIL CORPORATION Sept plan check svcs: B &S 392.70 392.70 148259 10/20/2011 003665 EXCEL COMMERCIAL Sep long distance phone svcs 54.34 54.34 148260 10/20/2011 001056 EXCEL LANDSCAPE Sept landscape maint: parks 47,825.10 Sept landscape maint: so slopes 34,844.87 Sept landscape maint: no slopes 19,749.97 Sept landscape maint: parks 50,935.88 Sept landscape maint: medians 16,469.70 Sept landscape maint: city sites 9,443.13 179,268.65 Page:2 apChkLst Final Check List Page: 3 10/20/2011 11:47:23AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description 148261 10/20/2011 003347 FIRST BANKCARD CENTER 009090 DELTA AIRLINE INC GY airfare:JAG grant cf Bowers, C 340.80 008326 AVIS RENT -A -CAR GY car rental:JAG grant cf Bowers, C 306.25 011657 CALIF STATE OF PUBLIC GY membership 11/12 300.00 EMPLOYEE 006952 PAYPAL HP Verisign Payflow Pro Transaction 233.90 1,180.95 148262 10/20/2011 014441 FITNESS VENTURES INTL, LLC fitness equip:wellness center 29,096.45 29,096.45 148263 10/20/2011 010326 G E MOBILE WATER, INC Oct power washer maint: Stn 73 59.00 Oct power washer rental: Stn 73 25.86 84.86 148264 10/20/2011 013552 GANDS PRODUCTIONS LLC sttlmnt: Country at the Marc 10/15 787.50 787.50 148265 10/20/2011 009608 GOLDEN VALLEY MUSIC sttlmnt: Schubert Gala 10/8 574.52 574.52 SOCIETY 148266 10/20/2011 003792 GRAINGER misc backstage supplies:theater 75.45 75.45 148267 10/20/2011 000186 HANKS HARDWARE INC Hardware supplies: PW Traffic 151.78 Hardware supplies: TCSD 183.06 Hardware supplies: Town Square 61.00 Hardware supplies: theater /parks 627.46 Hardware supplies: Civic Ctr 497.61 Hardware supplies: Theater 13.53 Hardware supplies: Fire 581.01 Hardware supplies: Library 50.39 Hardware supplies: Maint Facility 26.34 Hardware supplies: MPSC 53.86 Hardware supplies: Ch Museum 85.74 Hardware supplies: CRC 681.41 3,013.19 148268 10/20/2011 001135 HEALTHPOINTE MEDICAL emp industrial care svc: HR 414.03 414.03 GROUP INC 148269 10/20/2011 003198 HOME DEPOT, THE misc supplies: OT boardwalk misc supplies: OT boardwalk misc supplies: OT boardwalk misc supplies: OT boardwalk misc supplies:pumpkin plunge misc supplies: OT boardwalk misc supplies: OT boardwalk 148270 10/20/2011 010953 M E I RESEARCH equipment /pelican box foam insert:Sta 73 CORPORATION sales tax/foam insert: Sta 73 Amount Paid Check Total 31.48 34.67 100.00 31.88 12.96 172.80 44.18 56.26 4.26 60.52 Page:3 427.97 apChkLst 10/20/2011 11:47:23AM Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor 148271 10/20/2011 003782 MAIN STREET SIGNS 148272 10/20/2011 004141 MAINTEX INC 148273 10/20/2011 000944 MCCAIN TRAFFIC SUPPLY INC 148274 10/20/2011 014463 MCLAUGHLIN, SUSAN LYNN 148275 10/20/2011 001892 MOBILE MODULAR 148276 10/20/2011 013777 MONASTERIO, TERESITA L 148277 10/20/2011 010908 MR APPLIANCE OF WINCHESTER 148278 10/20/2011 002925 NAPA AUTO PARTS 148279 10/20/2011 002139 NORTH COUNTY TIMES 148280 10/20/2011 003964 OFFICE DEPOT BUSINESS SVS DIV 148281 10/20/2011 002105 OLD TOWN TIRE & SERVICE 148282 10/20/2011 002105 OLD TOWN TIRE & SERVICE 148283 10/20/2011 002105 OLD TOWN TIRE & SERVICE 148284 10/20/2011 002105 OLD TOWN TIRE & SERVICE 148285 10/20/2011 014469 O LIVAR ES, ALVI NA Final Check List CITY OF TEMECULA (Continued) Description Signage: various park sites Misc signs:PW Maint Misc supplies:csd maint Misc supplies:csd maint credit: prgs pmt /traffic sgnl sync Traffic signal equipment:PW Traffic PRGS PMT -PURCH & INSTALL:TRAF final employee payment 9/15 -10/14 modular bldg lease: OATC 10/15 -11/13 modular bldg lease: OATC 6/17 -7/16 modular bldg lease: OATC 7/17 -8/15 modular bldg lease: OATC 8/16 -9/14 modular bldg lease: OATC refund:sec dep:rm rental:CRC Appliance repairs: snack bar 9/23 Auto parts & misc supplies: Medics Credit:item returned /Medics Sept advertising: Temecula Presents Sept advertising: 9/11 event Credit: billing adj/tcsd Misc. office supplies:childrens museum CITY VEHICLE MAINT SVCS: PW MAINT CITY VEHICLE MAINT SVCS: PW MA City Vehicle Maint Svcs: PW Land Dev City Vehicle Maint Svcs: Code Enf City Vehicle Maint Svcs: Bldg & Safety City Vehicle Maint Svcs: City Mgr refund:The Early Bird Bk Amount Paid 775.80 377.13 34.67 208.04 - 2,064.58 1,579.38 43,447.79 28,325.90 614.18 614.18 619.88 614.18 614.18 150.00 172.50 249.94 -12.93 920.15 354.18 -75.00 32.34 199.59 30.39 305.00 190.88 190.79 181.15 11.99 Page: 4 Check Total 1,152.93 242.71 42,962.59 28,325.90 Page:4 3,076.60 150.00 172.50 237.01 1,199.33 32.34 534.98 190.88 190.79 181.15 11.99 apChkLst 10/20/2011 11:47:23AM Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor 148286 10/20/2011 013127 ON STAGE MUSICALS 148287 10/20/2011 001171 ORIENTAL TRADING COMPANY INC 148288 10/20/2011 004538 PAULEY EQUIPMENT COMPANY 148289 10/20/2011 011439 PELTZER FARMS INC 148290 10/20/2011 010338 POOL & ELECTRICAL PRODUCTS INC 148291 10/20/2011 014354 PROQUEST, LLC 148292 10/20/2011 005075 PRUDENTIAL OVERALL SUPPLY 148293 10/20/2011 000262 RANCHO CALIF WATER DISTRICT 148294 10/20/2011 014466 REDHAWK PIZZA LLC 148295 10/20/2011 004584 REGENCY LIGHTING 148296 10/20/2011 003591 RENES COMMERCIAL MANAGEMENT 148297 10/20/2011 002110 RENTAL SERVICE CORPORATION Final Check List CITY OF TEMECULA (Continued) Description sttlmnt: Big Band Blues 10/2 Misc supplies:var. special events Misc supplies:var special events Equip repair & maint:csd maint Equip repair & maint:csd maint pumpkins: pumpkin plunge 10/15 Pool supplies & chemicals:aquatics Pool supplies & chemicals:aquatics Ancestry Library renewal:library Sept uniform supply svcs:tcsd maint Floor mat & towel rentals:civic center Oct var water meters:TCSD svc lev C Sep var water meters:Wolf crk dr N Sep var water meters:Wolf crk dr N Sep var water meters:Wolf crk dr N Sep water meters:41951 Moraga Rd Sep water meter:Calle Elenita Sep D.C. meter:Landings Rd Sep water meters:40135 Village Rd Sep DC meter:28870,28880,28910 Puj Refreshments:High Hopes Prgm 10/21 Misc supplies:harveston lake Weed abatement:City R.O.W. EQUIP RENTAL & MAINT:PW MAINT Equipment rental:Civic Center Amount Paid 3,407.54 30.00 41.97 59.52 82.54 710.00 58.99 304.17 854.00 1,247.94 571.20 18,347.72 28.19 462.23 66.59 884.23 76.21 14.76 181.09 19.13 178.00 298.20 2,700.00 17.50 31.81 Page: 5 Check Total 3,407.54 71.97 142.06 710.00 363.16 854.00 20,080.15 178.00 Page:5 1,819.14 298.20 2,700.00 49.31 apChkLst Final Check List Page: 6 10/20/2011 11:47:23AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 148298 10/20/2011 004498 REPUBLIC INTELLIGENT Description Traffic signal repair:jefferson & Traffic sgnl repair /maint:Marg & Date Traffic sgnl repair /maint:Pauba & Via Traffic sgnl repair /maint:Pechanga & Traffic sgnl repair /maint:R.C. & Ynez Traffic sgnl repair /maint:Tem. & Meadc Traffic sgnl repair /maint:Wnchstr & Dia 148299 10/20/2011 002412 RICHARDS WATSON & Aug 2011 legal services 169,796.64 169,796.64 GERSHON 148300 10/20/2011 001097 ROADLINE PRODUCTS INC MISC MAINT SUPPLIES:PW MAINT 2,250.87 2,250.87 148301 10/20/2011 000220 ROBINSON PRINTING & Dsgn of AOB & CIP budget documents 365.43 CREATIVE AOB tab dividers: Finance AOB & CIP covers: Finance CIP tab dividers: Finance AOB blank stock: Finance 148302 10/20/2011 009213 SHERRY BERRY MUSIC Jazz @ the Merc 10/13/11 148303 10/20/2011 009746 SIGNS BY TOMORROW 148304 10/20/2011 000645 SMART & FINAL INC misc supplies: B.Beers tribute 10/2 148305 10/20/2011 000537 SO CALIF EDISON Misc signage: Halloween banners /badges PUBLIC NTC POSTING XX 0326: PLA PUBLIC NTC POSTING XX 0210: PLA PUBLIC NTC POSTING XX 0033: PLA PUBLIC NTC POSTING XX 0175: PLA PUBLIC NTC POSTING XX 0225: PLA Signs:var parks /reclaimed water signs Sep 2 -31- 693 - 9784:26036 Ynez TC1 Sep 2 -02- 351- 5281:CRC Oct 2 -33- 777 - 1950:40135 Village Rd Sep 2 -00- 397- 5059:Comm Sery Utl Sep 2- 27- 560 - 0625:32380 Deerhollow Sep 2 -26- 887 - 0789:40233 Village Rd Sep 2 -30- 608 - 9384:28582 Harveston Sep 2 -29- 974 - 7568:26953 Ynez TC1 Sep 2 -31- 419 - 2659:26706 Ynez TC1 148306 10/20/2011 001212 SO CALIF GAS COMPANY Oct 015 - 575 - 0195- 2:Fire Stn 92 Amount Paid Check Total 1,751.20 666.32 666.32 666.32 2,665.28 666.32 666.32 509.66 273.69 509.66 785.50 649.00 1,172.14 296.20 296.20 148.10 148.10 148.10 743.99 509.48 364.76 8,168.12 524.69 9,943.61 3,774.08 2,103.93 822.83 108.19 82.60 Page:6 7,748.08 2,443.94 649.00 2,952.83 509.48 25,892.81 121.54 121.54 apChkLst Final Check List Page: 7 10/20/2011 11:47:23AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor 148307 10/20/2011 000519 SOUTH COUNTY PEST CONTROL INC 148308 10/20/2011 012422 SOUTHERN CALIF LIGHTING INC 148309 10/20/2011 002366 STEAM SUPERIOR CARPET CLEANING 148310 10/20/2011 000305 TARGET BANK BUS CARD SRVCS 148311 10/20/2011 014470 TEMECULA TRITONS 148312 10/20/2011 011736 TEMECULA TROPHY INC 148313 10/20/2011 003519 TEMECULA VALLEY ART LEAGUE 148314 10/20/2011 014471 THE HADJIS FAMILY TRUST 148315 10/20/2011 003862 THYSSENKRUPP ELEVATOR.BRNCH 37 148316 10/20/2011 010276 TIME WARNER CABLE 148317 10/20/2011 000668 TIMMY D PRODUCTIONS INC 148318 10/20/2011 003031 TRAFFIC CONTROL SERVICE INC 148319 10/20/2011 005460 U S BANK (Continued) Description Pest control srvcs:oatc Pest control srvcs:fire station 92 Pest control srvcs:fire station 73 deposit:holiday lights/install OT Carpet /upholstery cleaning:Theater Misc supplies:children's museum refund:sec dep:rm rental:CRC Emp name badges:tcc staff refund:rm rental: Library refund:rm rental: Library refund:rm rental: Library refund:rm rental: CRC Elevator repair:history museum 9/17 Oct high speed internet:32364 Overland Oct high speed internet:32211 Wolf vly Equipment rental: B.Beers Tribute 10/2 Misc supplies:pw traffic Trustee /Fiscal Agent srvcs:02 /06 RDA Amount Paid Check Total 48.00 42.00 48.00 138.00 12,750.00 12,750.00 2,136.00 2,136.00 88.14 88.14 150.00 150.00 68.53 68.53 102.00 36.00 45.00 183.00 55.00 55.00 521.25 521.25 44.95 102.17 147.12 625.00 625.00 1,042.48 1,042.48 5,775.00 5,775.00 Page:7 apChkLst Final Check List Page: 8 10/20/2011 11:47:23AM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 148320 10/20/2011 004261 VERIZON Description Oct xxx -8573 general usage Oct xxx -7562 gen usage:lrrig controller Oct xxx -2372 gen usage:wolf crk irrg Oct xxx -5473 gen usage:Moraga Rd Oct xxx -0682 gen usage:OT sound sys Oct xxx -0714 gen usage:PD mall alarm Oct xxx -0074 general usage Oct xxx -6084 general usage Oct xxx -1341 gen usage:Theater Oct xxx -3143 gen usage:PD overind of Oct xxx -0073 general usage Oct xxx -5072 general usage Oct xxx -3564 general usage Oct xxx -9661 general usage Oct xxx -3910 general usage Oct xxx -1941 genl usage:pta cd ttacsd Amount Paid Check Total 37.05 37.05 37.05 37.25 82.43 72.62 217.96 35.63 344.03 40.88 93.69 1,688.87 37.05 40.61 40.61 37.12 148321 10/20/2011 004789 VERIZON Se[ Internet svcs:41000 Main St 134.99 Oct Internet svcs:TV Museum 99.98 Oct Internet svcs:Civic Center 314.57 549.54 148322 10/20/2011 004848 VERIZON SELECT SERVICES Sep long distance phone svcs 18.15 INC Sep long distance phone svcs 16.31 34.46 148323 10/20/2011 010487 WATSON, LUKE Reimb:ntc of exemption /rda prgm -abxl 27 64.00 64.00 148324 10/20/2011 003730 WEST COAST ARBORISTS INC 9/1 -15 tree trimming:Mdws Prkwy & 3,119.00 9/1 -15 tree trimming:citywide 7,738.00 10,857.00 148325 10/20/2011 007510 WILLCOX, JAMES Reimb:pumpkin plunge 10/15 102.31 102.31 148326 10/20/2011 000230 W I LLDAN FINANCIAL OCT -DEC ASSESSMENT ENG SERVICES SRVCS:CSD 148327 10/20/2011 000348 ZIGLER, GAIL Reimb:commission recognition 10/12 Reimb:Art Show Opening 10/7 5,666.65 5,666.65 221.19 210.01 Grand total for UNION BANK OF CALIFORNIA: 702,359.27 Page:8 2,879.90 431.20 apChkLst Final Check List Page: 9 10/20/2011 11:47:23AM CITY OF TEMECULA 97 checks in this report. Grand Total All Checks: 702,359.27 Page:9 Item No. 4 Approvals City Attorney Director of Finance City Manager M-r -4,P Oa, CITY OF TEMECULA AGENDA REPORT TO: City Manager /City Council FROM: Patrick Richardson, Director of Planning and Redevelopment DATE: November 1, 2011 SUBJECT: Riverside County Mortgage Credit Certificate Program PREPARED BY: Luke Watson, Management Analyst RECOMMENDATION: That the City Council: 1. Adopt a resolution entitled: RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING PARTICIPATION IN THE RIVERSIDE COUNTY MORTGAGE CREDIT CERTIFICATE (MCC) PROGRAM BACKGROUND: The Riverside County Board of Supervisors will authorize the County Economic Development Agency (EDA) to apply to the California Debt Limit Allocation Committee for an allocation of Mortgage Credit Certificates in November of 2011. The City of Temecula is able to participate in the County MCC Program for mortgage loans available for first -time homebuyers in Temecula. Adoption of the attached resolution is necessary for the City to participate in the County's MCC Program. A Mortgage Credit Certificate (MCC) entitles qualified home buyers to reduce the amount of federal tax liability on a home mortgage. This tax credit allows the buyer to more easily qualify for a loan by effectively increasing the income of the buyer. The Riverside County MCC Program allows a 15% rate to be applied against the interest paid on the primary mortgage loan. The borrower can then claim a credit on their taxes equal to 15% of the interest paid during the year. Since the taxes paid by the borrower are being reduced, the annual after tax net income is effectively increased. The borrower can still deduct the remaining part for the interest paid as a standard deduction. When underwriting a loan, a lender takes this potential income increase into consideration, which may allow the borrower to (i) qualify for a larger loan amount, or (ii) improve the borrower's qualifying debt ratios. This program can be used with all types of homes, including foreclosures, new and resale single - family and /or manufactured homes. The City of Temecula has participated in the MCC Program in past years. Staff recommends approval of the attached updated resolution, to provide another tool for qualified homebuyers to purchase a home in Temecula. FISCAL IMPACT: No impact to the City or the Redevelopment Agency budget. Potential buyers can qualify through a lender to receive the MCC from the County. ATTACHMENTS: Resolution Housing Element Certification Form RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING PARTICIPATION IN THE RIVERSIDE COUNTY MORTGAGE CREDIT CERTIFICATE (MCC) PROGRAM THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The City Council of the City of Temecula does hereby find, determine and declare that: A. The Tax Reform Act of 1986 established the Mortgage Credit Certificate Program ( "MCC Program ") as a means of assisting qualified individuals with the acquisition of new and existing single - family housing. B. Pursuant to Division 31, Part 1, Chapter 3.5, Article 3.4 of the California Health and Safety Code Sections 50197 et seq, local issuers are authorized to issue Mortgage Credit Certificates ( "Certificates ") and administer MCC Program. C. The Board of Supervisors of the County of Riverside adopted Resolution No. 87 -564 on December 22, 1987 establishing a Mortgage Credit Certificate Program. D. The Board of Supervisors of the County of Riverside has authorized the Riverside County Economic Development Agency ( "EDA ") to administer the MCC Program pursuant to the applicable federal, state and local policies and procedures, and to enter into those agreements necessary for efficient administration of the MCC Program. E. The County of Riverside ( "County ") will apply to the California Debt Limit Allocation Committee ( "CDLAC ") for a mortgage credit certificate allocation on or about November 2, 2011. F. The City of Temecula ( "City ") wishes to participate in the MCC Program administered by the EDA in connection with mortgage loans it will make available for the acquisition of new and existing single - family housing in Riverside County. G. The adoption of this resolution is necessary to include the City of Temecula as a participating unit of general government under County's MCC Program. H. The City agrees to cooperate with the County of Riverside to undertake the MCC Program within City jurisdiction to assist persons or households of limited income to purchase new and existing single - family residences located in the City. The City by adopting this Resolution, hereby gives notice of its election to participate in the Riverside County MCC Program. Section 2. Now, therefore be it resolved, by the City Council of the City of Temecula as follows: A. The City of Temecula agrees to: 1. Participate in the MCC Program administered by the EDA in connection with mortgage loans it will make available for the acquisition of new and existing single - family housing in Riverside County. 2. Assist the County of Riverside to market the MCC Program with the city's jurisdictional boundary by publishing a general public notice in the local newspaper at least twice a year. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 1st day of November, 2011. ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) Ron Roberts, Mayor I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 11- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 1 day of November, 2011, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk ATTACHMENT K HOUSING ELEMENT CERTIFICATION FORM FOR APPLICATION FOR AN ALLOCATION OF QUALIFIED PRIVATE ACTIVITY BONDS FOR A SINGLE FAMILY HOUSING MORTGAGE CREDIT CERTIFICATE PROGRAM Note: To be completed by each participating jurisdiction. Certification of the City of Temecula (Participating Jurisdiction) In connection with the following Qualified Private Activity Bond Application: APPLICANT: County of Riverside for a Mortgage Credit Certificate Program. The undersigned officer of the City of Temecula (Participating Jurisdiction) hereby certifies as follows: 1. I, Shawn Nelson (Name), am the City Manager (Title) of the City of Temecula (Participating Jurisdiction); which is a participating jurisdiction of the proposed Single Family Housing Mortgage Credit Certificate program. 2. The proposed Single Family Housing Program is consistent with the adopted housing element for the City of Temecula (Participating Jurisdiction) in which the proposed program will operate, pursuant to Section 5267 of the California Debt Limit Allocation Committee Regulations. Signature of Senior Official Print or Type Name City Manager Title Shawn Nelson Date Item No. 5 CITY OF TEMECULA AGENDA REPORT TO: City Manager /City Council FROM: Greg Butler, Director of Public Works /City Engineer DATE: November 01, 2011 SUBJECT: Temporary Street Closures for 2011 -2012 Winterfest Events PREPARED BY: Mayra De La Torre, Senior Engineer Steve Charette, Associate Engineer Approvals City Attorney Director of Finance City Manager "of /-4g GoL RECOMMENDATION: That the City Council receive and file the following proposed action by the City Manager: Temporarily close certain streets for the following 2011 -2012 Winterfest Events: `ICE SKATING RINK AT TOWN SQUARE' `SANTA'S ELECTRIC LIGHT PARADE' `WINTER WONDERLAND' `NEW YEARS EVE CELEBRATION' `SANTA'S WORKSHOP' BACKGROUND: Five special events scheduled during the months of November 2011 through and January 2012 necessitate the physical closure of all or portions of certain streets within the Old Town area. The closures are necessary to facilitate the events and to protect participants and viewers. The five events and the associated street closures are as follows: 1. ICE SKATING RINK AT TOWN SQUARE A temporary ice skating rink will be installed at the Town Square for a period of four weeks beginning Monday, December 12, 2011 to Tuesday, January 10, 2012. The actual opening of the ice skating rink for general public use will start on December 16, 2011. The specific street closure is as follows: Main Street — the westerly property line of 41955 Main Street (Temecula Hills Winery at Villa) to Mercedes Street. Mercedes Street will be kept open to through traffic. 2. SANTA'S ELECTRIC LIGHT PARADE The Santa's Electric Light Parade event will be held on Friday, December 2, 2011 with street closures scheduled between 3:00 PM and 10:00 PM. The street closures are as follows: Closures — 3:00 PM to 10:00 PM: Closures — 5:00 PM to 10:00 PM Old Town Front Street — Moreno Road (N) to Moreno Road (S) Closures — 6:00 PM to 10:00 PM Old Town Front Street — Rancho California Rd to Santiago Road /First St. Closures — 7:00 PM to 1 0:00 PM Traffic will be detoured around the event via Public Works signage and Police personnel. 3. WINTER WONDERLAND Mercedes Street - Moreno Road to 2nd Street: Moreno Road; Main Street - Pujol Street to Mercedes Street; Sixth Street; Fifth Street; Fourth Street; Third Street; Second Street; Old Town Front Street — First Street to Temecula Parkway Santiago Road — First Street to "C" Street First Street - Pujol Street to Old Town Front Street The Winter Wonderland event is a joint effort between the City of Temecula and the Friends of Temecula Children's Museum. The event outside activities will include a snow lab, a S'mores bar, hot chocolate bar, ticket booths, carolers, lighted Christmas trees and 30 tons of snow (placed within the grassy area adjacent to the Museum parking lot). The Winter Wonderland event will be held on Friday, December 16, 2011 with the street closure scheduled between 1:00 PM to 10:00 PM. The street closure is as follows: Main Street — Murrieta Creek to the Old Town Front Street. * * *On December 16 the Police Department will man the intersection of Old Town Front Street at Main Street to provide safe crossing for pedestrians walking between the Winter Wonderland event and the Ice Skating Rink opening day event. The Winter Wonderland and the Ice Skating Rink are located at the west and east ends of Main Street, respectively. 4. NEW YEAR'S EVE CELEBRATION The New Year's Eve Celebration will be held at the Town Square on Saturday, December 31, 2011 with street closures scheduled between 3:00 PM, December 31 and 6:00 AM, January 2, 2011. The street closures are as follows: Main Street — Murrieta Creek to the Old Town Front Street; Main Street — the easterly driveway edge of 28636 Old Town Front Street (Rosa's Cantina) to Mercedes Street; Mercedes Street — Fourth Street to Third Street. Mercedes Street traffic will be detoured around the event via Third and Fourth Streets. 5. SANTA'S WORKSHOP The Winter holiday festivities at the Town Square will also include a Santa's Workshop. The workshop will be located within the northerly portion of the Main Street "Y ". In order to maintain safety for the Santa's Workshop participants, the entire Main Street "Y" will be closed as follows: Main Street "Y" — the westerly property line of 41955 Main Street (Temecula Hills Winery at Villa) to Mercedes Street. Mercedes Street will be kept open to through traffic. Street closures for Santa's Workshop will be scheduled between November 22, 2011 and January 8, 2012. Under Vehicle Code Section 21101, "Regulation of Highways ", local authorities, for those highways under their jurisdiction, may adopt rules and regulations by ordinance or resolution for, among other instances, "temporary closing a portion of any street for celebrations, parades, local special events, and other purposes, when, in the opinion of local authorities having jurisdiction, the closing is necessary for the safety and protection of persons who are to use that portion of the street during the temporary closing ". Chapter 12.12 of the Temecula Municipal Code, Parades and Special Events, provides standards and procedures for special events on public streets, highways, sidewalks, or public right of way and authorizes the City Council or City Manager to temporarily close streets, or portions of streets, for these special events. FISCAL IMPACT: The costs of police services, and for provision, placement, and retrieval of necessary warning and advisory devices by the City Maintenance Department, are included in budgetary items. ATTACHMENTS: Location Maps: 1. Ice Skating Rink at Town Square 2. Santa's Electric Light Parade 3. Winter Wonderland 4. New Year's Eve Celebration 5. Santa's Workshop ICE SKATING RINK AT TOWN SQUARE DECEMBER /2, 201/ - JANUARY /0, 20/2 VICINITY MAP LEGEND STREET CLOSURE BARRICADE FIRE STATION 2011 Santa's Electric Light Parade SIXTH ST RANCHO C ALISORNIA RD 6:30 pm RAGISWeEEp Projetls1CorrenunityS= roiceMoliday _parade_2011 .graphic.rr d CHILDREN MUSE WINTER WONDERLAND DECEMBER /6, 20/1 VICINITY MAP LEGEND STREET CLOSURE BARRICADE NEW YEAR'S EVE AT TOWN SQUARE DECEMBER 3/, 2011 VICINITY MAP LEGEND STREET CLOSURE ` BARRICADE SANTA'S WORKSHOP NOVEMBER 22, 2011 - JANUARY 8, 20/2 VICINITY MAP LEGEND a WORKSHOP STREET CLOSURE ` BARRICADE TEMECULA COMMUNITY SERVICES DISTRICT Item No. 6 City Council Chambers, 41000 Main Street, Temecula, California TEMECULA COMMUNITY SERVICES DISTRICT MEETING The Temecula Community Services District Meeting convened at 7:25 P.M. CALL TO ORDER: President Jeff Comerchero ROLL CALL: DIRECTORS: Edwards, Naggar, Roberts, Washington, Comerchero CSD PUBLIC COMMENTS CSD CONSENT CALENDAR ACTION MINUTES of OCTOBER 25, 2011 12 Action Minutes — Approved Staff Recommendation (4 -0 -1) - Director Washington made the motion; it was seconded by Director Roberts; and electronic vote reflected approval; with the exception of Director Edwards who abstained. RECOMMENDATION: 12.1 Approve the action minutes of October 11, 2011. 13 Acceptance of Landscape Bonds and Agreement for Landscaped Medians within the Paseo del Sol Development — Approved Staff Recommendation (5 -0 -0) - Director Washington made the motion; it was seconded by Director Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 13.1 Accept the surety bonds and agreements from Cal -Paseo del Sol, LLC, for landscaped medians located on Meadows Parkway, Butterfield Stage Road, and Campanula Way. 14 Approval of a Minor Construction Services Agreement for the Replacement of the Water Slide at the Community Recreation Center Pool — Project No. PW11 -07 — Approved Staff Recommendation (5 -0 -0) - Director Washington made the motion; it was seconded by Director Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 14.1 Approve an Agreement for Minor Construction Services for the Water Slide Replacement at the Community Recreation Center (CRC) Pool — Project No. PW11 -07, with Great Western Park and Playground in the amount of $136,755.64; CSD Action Minutes1102511 1 14.2 Authorize the General Manager to approve change orders not to exceed the contingency amount of $13,675.56, which is equal to 10% of the contract amount. 15 Acceptance of Improvements and Notice of Completion for the Temecula Community Center Expansion, Phase 2, Renovation of Historical Buildings — Project No. PW06 -05 — Approved Staff Recommendation (5 -0 -0) - Director Washington made the motion; it was seconded by Director Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 15.1 Accept the construction of the Temecula Community Center Expansion, Phase 2, Renovation of Historical Buildings — Project No. PW06 -05, as complete; 15.2 Direct the City Clerk to file and record the Notice of Completion, release the Performance Bond, and accept a one (1) year Maintenance Bond in the amount of 10% of the contract amount; 15.3 Release the Materials and Labor Bond seven months after filing of the Notice of Completion if no liens have been filed. 16 Proposed Public Art Donation for the Old Town Temecula Community Theater — Approved Staff Recommendation (5 -0 -0) - Director Washington made the motion; it was seconded by Director Roberts; and electronic vote reflected unanimous approval. RECOMMENDATION: 16.1 Approve the donation of a public art piece by artist Jorge Marin for installation in the courtyard of the Old Town Temecula Community Theater in honor of Bruce Beers, our City's first Theater Manager. CSD DEPARTMENTAL REPORT 17 Community Services Department Monthly Report CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGERS REPORT CSD BOARD OF DIRECTORS REPORTS CSD Action Minutes1102511 2 CSD ADJOURNMENT At 7:28 P.M., the Temecula Community Services District meeting was formally adjourned to Tuesday, November 1, 2011, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. ATTEST: Susan W. Jones, MMC City Clerk /District Secretary [SEAL] CSD Action Minutes1102511 3 Jeff Comerchero, President REDEVELOPMENT AGENCY Item No. 7 City Council Chambers, 41000 Main Street, Temecula, California TEMECULA REDEVELOPMENT AGENCY MEETING The Temecula Redevelopment Agency Meeting convened at 7:30 P.M. CALL TO ORDER: Chair Person Mike Naggar ROLL CALL: AGENCY MEMBERS: Comerchero, Edwards, Washington, Roberts, Naggar RDA PUBLIC COMMENTS None. RDA CONSENT CALENDAR 18 Action Minutes - Approved Staff Recommendation (4 -0 -1) Agency Member Washington made the motion; it was seconded by Agency Member Comerchero and electronic vote reflected approval with the exception of Agency Member Edwards who abstained. RECOMMENDATION: 18.1 Approve the action minutes of September October 11, 2011. RDA EXECUTIVE DIRECTORS REPORT RDA AGENCY MEMBERS REPORTS RDA ADJOURNMENT At 7:32 P.M., the Redevelopment Agency meeting was formally adjourned to Tuesday, November 1, 2011, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. ATTEST: Susan W. Jones, MMC City Clerk /Agency Secretary [SEAL] ACTION MINUTES of OCTOBER 25, 2011 RDA Action Minutes1102511 1 Michael S. Naggar, Chair Person PUBLIC HEARING Item No. 8 CITY OF TEMECULA AGENDA REPORT TO: City Manager /City Council FROM: Patrick Richardson, Director of Planning and Redevelopment DATE: November 1, 2011 SUBJECT: Citizen Participation Plan that sets forth the City's policies and procedures for Citizen Participation in the development of its Community Development Block Grant (CDBG) Program PREPARED BY: Betsy Lowrey, Assistant Planner RECOMMENDATION: That the City Council: 1. Adopt a resolution entitled: RESOLUTION NO. 11- •Benefit people with low and moderate incomes •Aid in the prevention or elimination of slums and blight •Meet an urgent need (such as earthquake, flood, or hurricane relief) Approvals City Attorney Director of Finance City Manager Po-r 00L A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA TO ADOPT A CITIZEN PARTICIPATION PLAN THAT SETS FORTH THE CITY'S POLICIES AND PROCEDURES FOR CITIZEN PARTICIPATION IN THE DEVELOPMENT OF ITS COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) PROGRAM FIVE -YEAR CONSOLIDATED PLAN, ANNUAL ACTION PLANS, ANNUAL PERFORMANCE REPORTS, AND ANY SUBSTANTIAL AMENDMENTS BACKGROUND: Each year the Federal Department of Housing and Urban Development (HUD) provides funds to local jurisdictions through the Community Development Block Grant (CDBG) Program for local community development, housing activities, and public services. The grant money is used to benefit low and moderate income areas and residents of the City through the funding of non - profit service providers and capital expenditure projects. Regulations governing the CDBG program and the distribution of funds to service providers and for capital projects require that each activity undertaken with CDBG funds meet one of the following three broad national objectives: The County of Riverside has historically administered the City's CDBG funds through a participation agreement that expires on June 30, 2012. On June 14, 2011the City Council directed staff to initiate the process of becoming an "entitlement community." As an entitlement community the City would receive its CDBG allocation directly from HUD as opposed to receiving it via the County of Riverside. At the Council's direction Staff has contracted with an experienced CDBG consultant to prepare the necessary documents (including the Citizen Participation Plan) and to set up the procedure to comply with all HUD requirements for becoming an entitlement community. As a direct recipient of CDBG funds from HUD, the City is required to make strategic choices about how it administers local programs. HUD requires that the City prepare a Five -Year Consolidated Plan that establishes goals for the use of CDBG funds, an Annual Action Plan action that guides the yearly use of CDBG funds and identifies the specific activities and projects to be undertaken by the City during each program year, and a Consolidated Annual Performance and Evaluation Report (CAPER) which is an annual expenditure report of projects and activities at the end of each program year. The City must also prepare a Citizen Participation Plan that that sets forth the policies and procedures to encourage citizen participation (particularly participation by persons of low or moderate incomes) during the development of these plans and during the overall administration of the City's CDBG program. Therefore, staff has prepared a Citizen Participation Plan that provides opportunities for citizen input throughout all stages of administering the City's CDBG program including planning, implementation, and evaluation of the City's CDBG expenditures. At a minimum, the City will hold two annual City Council public hearings and two community outreach workshops to be conducted by staff in order to solicit input from the community. Staff has worked closely with its HUD representative to draft the proposed Citizen Participation Plan and to ensure it provides for citizen input and participation of the City's CDBG program in accordance with HUD guidelines. FISCAL IMPACT: The Citizen Participation Plan itself has no fiscal impact. Upon receiving entitlement status from HUD, in July 2012, the City will then receive its full CDBG allocation directly instead of receiving it from the County, resulting in a higher total allocation. The County currently collects an "administration fee" from the City's gross CDBG allocation via an intergovernmental agreement. Upon receiving entitlement status the County will no longer be involved and the City will receive the portion of its allocation that is currently being taken by the County. ATTACHMENTS: Resolution Draft Citizen Participation Plan RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA TO ADOPT A CITIZEN PARTICIPATION PLAN THAT SETS FORTH THE CITY'S POLICIES AND PROCEDURES FOR CITIZEN PARTICIPATION IN THE DEVELOPMENT OF ITS COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) PROGRAM FIVE -YEAR CONSOLIDATED PLAN, ANNUAL ACTION PLANS, ANNUAL PERFORMANCE REPORTS, AND ANY SUBSTANTIAL AMENDMENTS THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Recitals. The City Council of the City of Temecula does hereby find, determine, and declare that: A. The City currently receives federal Community Development Block Grant (CDBG) funds through an intergovernmental agreement with Riverside County, which is a HUD designated entitlement community; B. The City's intergovernmental agreement with Riverside County expires June 30, 2012, and the City is eligible to become an entitlement city independent of the County of Riverside; C.. The City Council adopted a Resolution on June 14, 2011 initiating the City to obtain entitlement community status and authorized the Director of Planning to prepare and return for City Council approval documents required for the for designation as an entitlement city, including a Citizen Participation Plan. Section 2. Findings. The City Council of the City of Temecula hereby finds, determines and declares: A. Pursuant to Title 24, Housing and Urban Development, of the Code of Federal Regulations, Subtitle A Office of the Secretary, Department of Housing and Urban Development, Part 91 Consolidated Submissions For Community Planning And Development Programs, Subpart B Citizen Participation and Consultation, Section 91.105 Citizen Participation Plan; Local Governments (24 CFR Part 91, Section 91.105), each entitlement jurisdiction must adopt a Citizen Participation Plan that sets forth its CDBG program policies and procedures to encourage community involvement; and B. The City Council encourages the participation of all of its residents particularly low and moderate income persons, non- English speaking persons and persons with special needs in the development of the City's CDBG program; and C. The City Staff has prepared and circulated the proposed "City of Temecula Citizen Participation Plan July 1, 2012 through June 30, 2017" (the "Plan ") in accordance with all applicable laws. D. On November 1, 2011, the City Council held a duly noticed public hearing to receive public comments on the Plan and consider adopting the Plan. E. At the public hearing all persons interested in the Plan had the opportunity to present their comments on the Plan to the City Council. The City Council has reviewed and considered the public comments received and has reviewed and considered the proposed Plan. Section 3. The City Council hereby approves the City of Temecula Citizen Participation Plan, July 1, 2012 through June 30, 2017 in the form presented to the City Council and on file in the Office of the City Clerk. Section 4. Certification. The City Clerk shall certify to the adoption of this Resolution PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 1 day of November, 2011. ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) Ron Roberts, Mayor I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 11- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 1 day of November, 2011, 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 DRAFT Citizen Participation Plan July 1, 2012 through June 30, 2017 EXECUTIVE SUMMARY The City of Temecula is required to adopt a Citizen Participation Plan that sets forth the City's procedure for ensuring and encouraging citizens to participate in the development of the City's Consolidated Plan for the U.S. Department of Housing and Urban Development (HUD) Community Development Block Grant (CDBG). The City of Temecula's CDBG funding has historically been administered by the County of Riverside on behalf of the City of Temecula. Since the City of Temecula will become an entitlement community effective July 1, 2012, the City of Temecula (rather than the County of Riverside) will be able to administer and allocate the City's CDBG funding to the Temecula community directly from HUD. The U.S. Department of Housing and Urban Development (HUD) requires the City to have and follow a Citizen Participation Plan (CCP) as a condition of receiving funds. In order to ensure maximum participation in the consolidated planning process among all populations and needs groups, and in order to ensure that their issues and concerns are adequately addressed, the City of Temecula will follow the standards set forth in its adopted Citizen Participation Plan. This Citizen Participation is a plan to involve the community as the City develops the required HUD Plans for CDBG funding including the multi -year Consolidated Plan, the annual Action Plan, and the yearly review of the Consolidated Annual Performance and Evaluation Report (CAPER) to ensure the citizens are involved in the use of the Community Development Block Grant (CDBG) or other HUD grants including, if such funding becomes available to the City of Temecula, the Home Investment Partnership Program (HOME) and the Emergency Shelter Grant (ESG) Program. The yearly participation process will be developed and monitored by the City of Temecula Community Development Department. PURPOSE OF CITIZEN PARTICIPATION PLAN The City of Temecula recognizes the importance of public participation in both defining and understanding current housing and community development needs, and prioritizing resources to address those needs. The City's Citizen Participation Plan is designed to provide citizens of all ages, genders, economic levels, races, ethnicities, and special needs equal access to become involved each year. This document serves as the City's Citizen Participation Plan for 2012 and all subsequent program years through June 30, 2017. This Citizen Participation Plan was drafted in accordance with Sections 91.100 and 91.105 of HUD's Consolidated Plan regulations. 1 1 P A G E C I T Y OF T E M E C U L A GLOSSARY OF RELEVANT TERMS Action Plan: The yearly plan of action for the Consolidated Plan that identifies the specific activities and projects to be undertaken with CDBG during that funding /program year by the City. Analysis of Impediments (Al): The Analysis of Impediments to Fair Housing Choice (Al) involves a comprehensive review and assessment of how the city's laws, regulations, policies and procedures affect the location, availability, and accessibility of housing, and how conditions, both public and private, affect fair housing choice. The City of Temecula is required to conduct an update to its Analysis of Impediments to Fair Housing Choice in conjunction with the updates to its Consolidated Plan. This analysis will identify the proposed fair housing actions to be taken during the lifespan (5 years) of the Consolidated Plan. CAPER: The Consolidated Annual Performance and Evaluation Report, as required by HUD regulations, reports the City's completion of projects and activities as outlined within the Action and Consolidated Plans and the expenditure of Community Development Block Grant (CDBG) at the end of the program year. CDBG: The Community Development Block Grant Program, as established under Title 1 of the Housing and Community Development Act of 1974, Public Law 93 -383, and the funding received under such program, assists communities to address housing and community development needs, primarily for low and moderate income residents. Consolidated Plan: A three to five multi -year plan of the City's housing and community development needs, resources, priorities, and proposed activities to be undertaken for the CDBG program. Emergency Shelter Grants (ESG): ESG is a HUD grant for the rehabilitation or conversion of buildings into homeless shelters. It also funds certain related social services, operating expenses, homeless prevention activities, and administrative costs. ESG supplements State, local, and private efforts to improve the quality and number of emergency homeless shelters. By funding emergency shelter and related social services, ESG provides a foundation for homeless people to begin moving to independent living. HOME: The HOME Investment Partnerships Program, as established by the Cranston - Gonzalez National Affordable Act of 1990, is designed to provide communities with funding from the U.S. Department of Housing and Urban Development for the creation of affordable housing opportunities through partnerships with other organizations. Low and Moderate Income Areas (LMA): The Low and Moderate Income Areas are typically areas where 51% of the residents are low or moderate income. However, since the City of Temecula is considered an Exception Community, Low and Moderate Income Areas are defined block group areas with the highest 25% (upper quartile) of the low and moderate income residents. This means, based upon Temecula's currently defined block group areas, Low and Moderate Income Areas are areas where 35% of the residents are low or moderate income persons. 2 The LMA benefit category is the most commonly used national objective for activities that benefit a low and moderate income block group area. Attached as Appendix A is a map that shows the boundaries of the City of Temecula eligible Low and Moderate Income Block Group areas. Activities that benefit the residents within the Low and Moderate Income Area are the type of activities that may qualify for the purposes of meeting a national objective. Examples of area benefit activities may include the following: •Acquisition of land to be used as a neighborhood park; • Construction of a health clinic; •Improvements to public infrastructure like the installation of gutters and sidewalks; and •Development of a community center or community gymnasium. Low and Moderate Limited Clientele Benefit (LMC): LMC activities provide benefits to a group of low or moderate income persons regardless of where they live; as opposed to LMA activities benefitting all the residents of a particular low and moderate area. In contrast to the Low and Moderate Area (LMA) benefit category, it is not the concentration of low to moderate persons living within the service area of the activity that determines whether the activity will qualify or not, but rather the actual number of Low and Moderate Income (LMI) persons that benefit from the activity. LMC activities benefit a limited clientele of whom at least 51 % are low or moderate incomes. Activities in this category provide benefits to specific groups of low and moderate income persons rather than everyone in an area. It may benefit particular persons without regard to their residence, or it may be an activity that provides a benefit to only particular persons within a specific area . Examples of activities that qualify under the limited clientele category include: •Acquisition of a building to be converted into a shelter for the homeless; •Rehabilitation of a center for training severely disabled persons to enable them to live independently; • Clearance of a structure from the future site of a neighborhood center that will exclusively serve the elderly; and Public services activities (i.e., the provision of health services); and •Construction of a community recreational park or gymnasium serving the low to moderate Income residents. Groups that automatically qualify under LMC criteria are generally presumed by HUD to be principally low to moderate income persons as follows: •Abused children; • Elderly persons (age 62 and older); •Battered spouses; •Homeless persons; •Severely disabled adults; • Illiterate adults; •Persons living with AIDS; and •Migrant farm workers. Severely Disabled Adults: As defined by the Bureau of Census, persons are classified as having a severe disability if they: (a) used a wheelchair or had used another special aid for 6 months or longer; (b) were unable to perform one or more functional activities or needed assistance with an activity of daily living or instrumental activity of daily living; (c) were prevented from working at a job or doing housework; or (d) had a condition including autism, cerebral palsy, Alzheimer's disease, senility, or mental retardation. Finally persons who are under 65 years of age and who are covered by Medicare or receive Social Security are considered to have a disability (and a severe disability). Functional activities include seeing, hearing, having one's 3 1 Y a,;;E CITY Or TEMECULA speech understood, lifting and carrying, walking up a flight of stairs, and walking. Activities of daily living include getting around inside the house, getting in and out of bed or a chair, bathing, dressing, eating, and toileting. Instrumental activities of daily living include going outside the home, keeping track of money or bills, preparing meals, doing light housework, and using the telephone. CONSOLIDATED PLAN OF PROGRAMS The Consolidated Plan is a U.S. Department of Housing and Urban Development (HUD) requirement for a city to receive federal housing and community development funding (CDBG funding). The Consolidated Plan report examines the housing and community development needs of a city, sets priorities for HUD grant monies to which a city is entitled, identifies the city's performance in meeting its goals, and establishes a strategic plan for meeting current and future needs. The City of Temecula is in the process of preparing its first multi -year Consolidated Plan as an "Entitlement Community" covering the program years July 1, 2012 through June 30, 2017. The City of Temecula multi -year Consolidated Plan covers the geographic area within the City limits of Temecula. The City is entitled to receive CDBG funding from HUD during its five program years beginning July 1, 2012 and ending June 30, 2017. Each program year coincides with the City's fiscal year of July 1st to June 30th. The City's Consolidated Plan is also required to have a strategy for citizen participation in the consolidated planning process. The citizen participation strategy is outlined in this document, the Citizen Participation Plan, which details the City's plan for soliciting and receiving citizen input during preparation of the Consolidated Plan. A public hearing to discuss and adopt this document, the City of Temecula's proposed Citizen Participation Plan, will be held on November 1, 2011 at 7 p.m. at the City of Temecula Council Chambers, 41000 Main Street, Temecula, California, 92590. CITIZEN PARTICIPATION The City of Temecula consolidated planning processes will offer many opportunities for citizen participation. Participation will be solicited and encouraged through community outreach meetings, City Council public hearings and public Finance Committee meetings. The City will particularly encourage participation of persons with special needs and /or persons who are often underrepresented in public process (i.e. low income, non - English speaking persons, minorities, persons with disabilities, and persons who are homeless). A minimum of two public hearings, and two or three community meetings, will be held before submittal of the draft Consolidated Plan (or the Annual Plan) to HUD. It is anticipated that one or two optional Finance Committee meetings open to the public may also be held annually. The first public hearing is held in September, October or November each year. Citizen Input will also include two or three community meetings in October, November or December, and conclude with a final public hearing in April, May or June to adopt the Consolidated Plan and/or annual Action Plan. The public hearings will take place at the City of Temecula Civic Center, Council Chambers, 41000 Main Street, Temecula, California, 92590, a location which is accessible to persons with physical disabilities. The community outreach meetings will also take place at the City of Temecula Civic Center at one of the available meeting rooms. 4 1 C I T Y O F T E M E C U L A Citizen Participation Opportunities - Relevant Public Hearings and Meetings: All sites selected for public meetings and public hearings are accessible to the physically disabled. The City will provide a Spanish translator upon request to accommodate non - English speaking persons at public hearings or community meetings. Persons needing special accommodations or a translator should make their request one week before the meeting so the City can assure the special needs are met. These requests should be made to the Community Development Department at 951 - 694 -6400. Multiple processes will be used to inform citizens, local government officials, advocates, housing and community development officials, and others about the City Council public hearings and community meetings. Citizens will be given at least 15 days' advance notice of the City Council public hearings and community meetings through postings on the City website (www.cityoftemecula.org), postings at public places including the City of Temecula Public Library and City of Temecula Civic Center, email notifications (interested parties' email addresses will be added to Appendix B as they are obtained), personal contact with agencies and advocates, and publications in a local newspaper of general circulation (The Press Enterprise or The Californian). The City will also distribute public notices to residents through property landlords or directly to residents living within existing, designated low income areas and neighborhoods throughout the City to inform residents about the public hearings as an effort to increase public participation. The City will also send notifications to all interested parties and individuals listed on Appendix B. •Community Meetings: Two or three community meetings will be held annually during the months of October, November and /or December conducted by City staff to gather public input about the housing and community development needs of citizens and their neighborhoods and to provide technical assistance on CDBG applications. The community meetings will provide an opportunity for citizens and interested parties to obtain information about the City's housing and community development programs and eligibility requirements. One of the community meetings during these months will be dedicated to potential stakeholders that may be eligible for funding of service programs and City staff will be available at the meetings to provide technical assistance for developing funding proposals for the programs covered by the Consolidated Plan. At least one community meeting will be held in early evenings to accommodate work schedules and at least one community meeting will be held during daylight to accommodate those uncomfortable driving at night. The location for these meetings will be at the City of Temecula Civic Center (at one of its available meeting rooms) which is within a low and moderate income area (LMA) of the City. Type of Meeting Community Meetings Date Location October, November and /or December City of Temecula Civic Center (Available Meeting Room) Address 41000 Main St. Temecula, CA •City Council Public Hearings: The City Council will fulfill its required role by holding public hearings and carrying out the procedures established in this Citizen Participation Plan. The City Council makes the final determination about the priority of various community needs that will guide the Council each year when allocating CBDG funds in the annual Action Plan. 5 ( ! C I T Y O F T E M E C U L A The first public hearing will be held during the months of September, October or November each year prior to drafting and releasing the Consolidated Plan and /or Annual Action Plan. A final public hearing will be held after the release of the Draft Consolidated Plan and /or yearly Action Plan during the months of April, May or June. The Citizen Participation Plan provides for at least two public hearings; however, additional public hearings may be necessary if the City is needs to, for example, address a substantial amendment or obtain additional citizens' views, respond to proposals and questions, address housing or community development needs, development of proposed activities and /or review the program performance. A minimum of two public hearings is required. Type of Meeting Date Location Address Public Hearing September, October and /or City of Temecula 41000 Main St. November Civic Center Temecula, CA (Council Chambers) Public Hearing April, May and /or June City of Temecula 41000 Main St. Civic Center Temecula, CA (Council Chambers) The public will have the opportunity of reviewing the draft Consolidated Plan and /or Annual Action Plan (and providing input to City Staff) within a 30 -day comment period during March and /or April each year. City staff will incorporate public comments submitted to City staff during the 30 -day comment period and then present the draft Consolidated Plan (and /or Action Plan) for approval to the City Council at a public hearing in the months of April, May or June. Public comments and citizen participation are encouraged during all public hearings each year. •City Finance Committee: It is anticipated (but optional to the City) that the Finance Committee may meet one to three times a year regarding CDBG. The public will be noticed and such meetings would provide additional opportunities for the public to participate. The City Finance Committee consists of two appointed City Council Members (the two appointed Council Members are selected by City Council vote each calendar year or as may be determined at any other City Council meeting). The Finance Committee meets as needed and performs in an advisory manner to City staff and to the City Council concerning City Finance issues which may also include CDBG funding as a topic item on a City Finance Committee Agenda. Therefore, it is anticipated the Finance Committee would perform in an advisory manner to City staff and to the City Council concerning planning, implementing and assessing CDBG programs /activities through the following: • Consideration of citizen input concerning neighborhood /community needs; • Project recommendations for the City Council's approval; and • Review of project/program progress. This meeting is intended more as an internal City meeting concerning CDBG however offers the public a supplemental opportunity to participate and the public is invited to attend. The anticipated timing of these City Finance Committee meetings that would have a CDBG topic item on the Agenda is expected to occur within 45 days before City Council CDBG public hearings and /or in January or February during City staff review of all CDBG service applications for funding requests that were submitted to the City. In the event Staff proposes a Substantial Amendment to the any of the CDBG plans, then a Finance Committee meeting may be scheduled to provide a status to the Finance Subcommittee before proposing a Substantial Amendment at a City Council Public Hearing. The public will be notified of any Finance Committee meetings in a manner that exceeds the City's standard noticing requirements for standing Committees (3 -days' advance public notice) when CDBG is a topic item on the agenda. If CDBG is an item on the agenda for a Finance Committee meeting, then a minimum of 10 days' advance notice (rather than the City's 6 1 P A G E C I T Y O F T E M E C U L A standard 3 days' advance notice for standing Committee meetings) shall be required and the Public Notice shall specify that CDBG will be a discussion item. Ten days' public notice shall be through publication in at least one local newspaper (The Press Enterprise or The Californian) and through notices posted at public areas including City Civic Center and the City of Temecula Public Library, and on the City's website at www.cityoftemecula.org. Citizen Participation Opportunities - Relevant Plans: The City will make every effort to involve the community, especially lower income persons or special needs, during the preparation of all relevant HUD plans including the Citizen Participation Plan, the Consolidated Plan and /or Annual Action Plan and the CAPER. The City will also seek input from other groups that might not be eligible for funding but may have tenants or employees, or are aware of charitable organizations interested in participating. Appendix B provides a list of groups that will be invited to participate in the public process. The City will maintain the list and verify the contact information periodically and, at a minimum, annually. The list will continue to evolve and be administratively modified each year, without a substantial amendment, as stakeholders or potential participants are identified or dissolved. Organizations or groups and persons interested in registering to be on the list may contact the City of Temecula Community Development Department at 951 - 694 -6400 to make the request to be added to the CDBG contact list. •Citizen Participation Plan: The draft Citizen Participation Plan will be released for public review and comment for 15 days in October or November and posted on the City's website at htto: / /www.citvoftemecula.orq. A public hearing to present, discuss and adopt the Citizen Participation Plan will be held in November. This Citizen Participation Plan will be in effect through June 30, 2017. In the event there are substantial amendments to the Citizen Participation Plan during the five -year consolidated plan period, a public comment period of at least 15 days will be provided. Key housing and community development organizations in the City listed on Appendix B will be notified of the 15 -day comment period for this Citizen Participation Plan and, if necessary, any substantially amended Citizen Participation Plan in the future. This Citizen Participation Plan will be made available in a format accessible to persons with disabilities upon request. •Consolidated Plan / Action Plan: Prior to the adoption of a Consolidated Plan (and /or Annual Action Plan), the City will make available to the public and all interested parties the draft Consolidated Plan and /or Annual Action Plan for a comment period of no Tess than 30 days. The public comment period will commence in March, April or May each year. City Staff will then include public comments into the Consolidated Plan (and /or Annual Action Plan) prior to the public hearing on the draft Consolidated Plan (and /or Annual Action Plan) by City Council. The draft Consolidated Plan (and /or Annual Action Plan) will contain the amount of assistance the City expects to receive through the CDBG and the activities that are planned each year during the five -year consolidated planning period. The draft Consolidated Plan will also include the City's policies related to displacement of low and moderate income individuals, reducing poverty, removal of lead -based paint hazards, preventing and mitigating homelessness and removing barriers to fair housing choice. The City does not anticipate any displacement of individuals under the Consolidated Plan and the City's "anti- displacement plan," as part of the Consolidated Plan, will describe how the City will minimize displacement of persons or, in the unanticipated event of displacement, how the City will assist any persons who are actually displaced as a result of the use of these funds, specifying the type and levels of assistance and amount of compensation. An 7 1 PAGE CITY OF TF.MECULA Appendix to the draft Consolidated Plan will also include the Analysis of Impediments to Fair Housing Choice (Al) which involves a comprehensive review and assessment of how the city's laws, regulations, policies and procedures affect the location, availability, and accessibility of housing, and how conditions, both public and private, affect fair housing choice. The entire proposed Consolidated Plan will be available at the City Hall and the City Library during the public comment period. The proposed Consolidated Plan will also be available for viewing on the City's website, http : / /www.cityoftemecula.org. Hard copies of the Consolidated Plan will be available to the public upon request. Annual Action Plans will likewise be made available. Citizens or groups that have attended any of the community meetings or public hearings will be added to Appendix B and notified when the draft Consolidated Plan (and/or Annual Action Plan) is available for comment. Any person or organization may be added to Appendix B (or deleted) upon request to the Community Development Department at 951 - 694 -6400. The City will openly consider any comments of individuals or groups received in writing during the process of drafting the Consolidated Plan and /or annual Action Plan including at public hearings or meetings. A summary of the written and public hearing comments will be included in the final Consolidated Plan and /or Annual Action Plan, along with the City's response to the comments. Please note however that copies of the complaints, along with the City's response will be sent to HUD if they occur outside of the Consolidated Planning and /or Annual Action Planning process and, as such, may not appear in the Consolidated Plan. The City will provide a written response to all written citizen comments and complaints related to the Consolidated Plan, amendments, and the CAPER within 30 days of receiving the comments and complaints. •Consolidated Annual Performance and Evaluation Report (CAPER): Before the City submits a Consolidated Plan Annual Performance and Evaluation Report (CAPER) to HUD, the City will make available to interested parties the proposed CAPER for a comment period of no less than 15 days. Citizens will be notified of the CAPER's availability through publications in at least one local newspaper of general circulation within the City (The Press Enterprise or The Californian). Any comments or views of citizens received in writing, or orally at public hearings in preparing the performance report will be considered when preparing the CAPER. A summary of these comments shall be attached to the performance report. The CAPER will be available for review at the City during the full public comment period. Hard copies of the Draft CAPER will be located at the City of Temecula public library, City Clerk's Office, Community Development Department, and on the City's website at http: / /vwvw.cityoftemecula.org. 8 1 P; G CITY OF TEMECULA Citizen Participation Opportunities — Summary of Annual Schedule of Public Hearings and Meetings: The schedule for public participation and public review and adoption of all relevant plans including the Consolidated Plan and /or Annual Action Plan and Consolidated Annual Performance and Evaluation Report is a follows: • City Council Public Hearing (September — November): Public Hearing on the Consolidated Annual Performance and Evaluation Report CAPER (and /or Citizen Participation Plan if it is a Consolidated Plan year) by the City Council; with a 15 -day public review period for public review and comments. This hearing is intended to present the public with an overview of the CDBG funding priorities prior to drafting /adopting the Annual Action Plan. This will include an overview of allowed activities under the CDBG programs, as well as an overview of the previous year's Action Plan activities and projects for the City. • Community Meetings (October — December): Two or three community outreach meetings to gather input from the public on the overall proposed activities and programs to be completed as part of that year's Action Plan. •Finance Committee Meetings (January— April; August—November): It is anticipated (but not required) that the Finance Committee may review existing and potential programs and projects funded with Community Development Block Grant funds prior to drafting and /or adopting the Consolidated Plan and /or Annual Action Plan. These meetings would be publically noticed and open to the public for input and participation. The timing of these meetings is expected to occur within 45 days before any City Council public hearings regarding CDBG and /or in January or February to review all CDBG service applications for funding requests that were submitted to the City. •City Council Public Hearing (March - June): Public Hearing on the Consolidated Plan and /or annual Action Plan by the City Council; with a 30 -day public review period for public review and comments. The public hearing provides an opportunity for public input before the City Council adopts the proposed Consolidated Plan and /or annual Action Plan. •HUD Submittal (May- June): Submittal of the Consolidated and /or Annual Action Plan to Department of Housing and Urban Development. Each year, the annual schedule and locations for community hearings and meetings for public input will be posted on the City's website at www.cityoftemecula.orq by September 15 PUBLIC ACCESS TO RECORDS The City shall provide opportunities for residents, public agencies, and other interested parties, including those most affected, with reasonable and timely access to information and records relating to the jurisdiction's consolidated plan, as well as the proposed, actual, and past use of funds covered by this Citizen Participation Plan. Standard documents will be available for public review at the City of Temecula, Community Development Department, 41000 Main St., Temecula, CA 92592. These materials will also be available in a form accessible to persons with disabilities, upon request. Comments, questions, or suggested amendments should be directed to the Community Development Department at (951) 694 -6400. Standard program documents that shall be made accessible for public review and comment throughout the preparation process include: the proposed and final Consolidated Plan, Annual Action Plan, Consolidated Annual Performance Report (CAPER), Substantial Amendments, and this Citizen Participation Plan. The City will maintain and provide access to documentation and records for a period of five (5) years. 9 I l'A ':P: CITY OF TEMECULA CONSULTATION WITH ORGANIZATIONS AND CITY AGENCIES When preparing the Consolidated Plan, the City will actively consult with public and private agencies that provide housing, health, and social services in order to ensure that the interests and needs of all groups are being adequately addressed. The City will also make the Consolidated Plan available to surrounding units of local government including local housing authorities. This consultation will occur through the community meetings, consultation or interviews conducted with such organizations including those that provide services to special needs populations and incorporation of data and reports produced by such organizations into the Consolidated Plan. The City will develop a list of these organizations and agencies and add them to Appendix B. COMPLAINTS Residents or other interested parties may submit complaints to the City in relation to administration of the CDBG programs or plans. Complaints may be made via telephone by calling (951) 694 -6400 or in writing to: Community Development Department/CDBG, City of Temecula, 41000 Main St., Temecula, CA 92589. The complaining party should state the nature of the complaint, what prior efforts have been made to resolve the problem and any other pertinent information which would help staff determine a solution. All complaints will receive careful consideration and a timely, substantive response will be provided within fifteen (15) days where practicable but no less than thirty (30) working days. SUBSTANTIAL AMENDMENTS Occasionally, public comments warrant an amendment to the Consolidated Plan. The criteria for whether to amend are referred to by HUD as "Substantial Amendment Criteria." A change in the Annual Action Plan will be considered substantial whenever costs increase by $50,000 or 25% of the project's budget, whichever is greater. It would constitute a substantial change if a proposal is made to amend the description of an existing activity in such a way that the newly described purpose, scope, location, or beneficiaries differ significantly from the original activity's purpose, scope, location, or beneficiaries, The addition or deletion of an activity would also constitute a substantial change except in the following cases: (1) if the additional activity were on the back up priority list approved by the City Council; (2) if the activity were being deleted due to delays and would be included in the following year's Annual Action Plan; (3) if there are nonperformance or eligibility issues requiring activity termination; (4) if project deletion or funding reductions are due to facility closure or bankruptcy; (5) if the agency becomes disqualified or ineligible to receive funding or is unable to produce sufficient eligible billings in accordance with the provisions of the agreement; or (6) if an applicant requests that their activity be terminated. Reallocation of funds allocated to an activity in the Action Plan to other activities of equal or lesser priority need level as a result of a federal government recession or changes of appropriated funds that the City makes an administrative decision not to fund one or more activities are not considered to be Substantial Amendments. If such federal government funding cuts or changes were to happen, the City would be required to follow its plan of action as outlined in the Consolidated Plan and /or the annual Action Plan. Modifications to appendixes in the plans are not considered to be a Substantial Amendment. 10 CITY OF TEMECULA Citizen participation in the Event of a Substantial Amendment: In the event of a substantial amendment to the Consolidated Plan, the City will conduct at least one public hearing. This hearing will be held after a comment period of no less than 30 days, where the proposed, substantially amended Consolidated Plan will be made available to interested parties. Citizens will be informed of the public hearing through newspaper notification prior to the hearing, and the notice will appear in at least one newspaper. The substantially amended sections of the Consolidated Plan will be available for review at the City during the full public comment period. In addition, the substantially amended sections of the Consolidated Plan will be made available on the City's website, http: / /www.cityoftemecula.orq, for the full duration of the public comment period. Consideration of Public Comments on Substantially Amended Plan: In the event of substantial amendments to the Consolidated Plan, the City will openly consider any comments on the substantially amended Consolidated Plan from individuals or groups. Comments must be received in writing, including emails, or verbally during public hearings. A summary of the written and public hearing comments on the substantial amendments will be included in the Final Consolidated Plan. Also included in the Final Consolidated Plan will be a summary of all comments not accepted and their reasons for dismissal. 11 1 PAGC CITY OF Tr•:MECUiA 12 1 Appendix A City of Temecula Map of Low to Moderate Income Areas 0) 0 r 0 o ,uc o 1 3 CD(D r 3 x cD > 0 a) 0 3 CD ID 0) N 11011 i 3 ° qq 9- N - w 3 1.6iPAt f5 a N w n a r 0 0 O a o fD 00 0 0 3 c C_ N w Q n C) Nonprofit Organizations, Public /Private Organizations or Interested Persons RIVERSIDE AREA RAPE CRISIS CENTER 1845 Chicago Avenue, Suite A, Riverside, CA 92507 ASSISTANCE LEAGUE OF TEMECULA VALLEY 28720 Via Montezuma, Temecula, CA 92593 BOYS AND GIRLS CLUBS OF SOUTHWEST COUNTY P.O. Box 892349, Temecula, CA 92589 -2349 CASA COURT APPOINTED SPECIAL ADVOCATES FOR RIVERSIDE COUNTY, INC. P.O. Box 3008, Indio, CA 92202 -3008 SAFE ALTERNATIVES FOR EVERYONE, INC. 28910 Pujol Street, Temecula, CA 92590 - 2829 SENIOR CITIZEN SERVICE CENTER 41538 Eastman Dr. # C, Murrieta, CA 92562 VINEYARD OF THE NEW WINE P.O. Box 218, Temecula, CA 92593 TEMECULA MURRIETA RESCUE MISSION 31300 Rancho Community Way, Temecula, CA 92592 TEMECULA VALLEY UNIFIED SCHOOL DISTRICT 31350 Rancho Vista Road, Temecula CA 92592 TEMECULA VALLEY CHAMBER OF COMMERCE 26790 Ynez Ct # A, Temecula CA 92591 -5607 Economic Development Corporation of Southwest California P.O. Box 1388 Temecula CA 92593 -1388 Appendix B CDBG Notification List of Persons or Organizations Any person or organization may be added to this list (or deleted) upon request. Please contact Dana Weaver, Associate Planner Dana.WeaverACityofTemecula.orq or 951 694 - 6400 13 I C I T Y O F T M F C U F A Appendix B Affordable Rental Housing Rancho Creek Apts. 28464 Felix Valdez, Temecula, CA 92590 Rancho West Apts. 42200 Main Street, Temecula, CA 92590 Mission Village Apts. 28485 Pujol Street, Temecula, CA 92590 Riverbank Senior Apts. 28500 Pujol Street, Temecula, CA 92590 Dalton Historical Building (Dalton II) 41925 Fifth Street, Temecula, CA 92590 Palomar Heritage Building (Dalton III) 41955 Fifth Street, Temecula, CA 92590 Temecula Reflections 31111 Black Maple Dr., Temecula, CA 92592 Summerhouse 44155 Margarita Rd., Temecula, CA 92592 Warehouse at Creekside 42081 Third Street, Temecula, CA 92590 Oaktree Apts. 42176 Lyndie Lane, Temecula, CA 92591 Rancho California Apts. 29210 Stonewood Rd. , Temecula, CA 92591 Creekside Apts. 28955 Pujol Street, Temecula, CA 92590 14 I CITY OF TI•.;MECULA Coachella Valley Housing Coalition 45 -701 Monroe Street, Suite G Indio, CA 92201 (760) 347 -3157 Habitat for Humanity 27475 Ynez Road, Suite 390 Temecula, CA 92592 951 -296 -3362 Jamboree Housing 17701 Cowan Ave., Suite 200 Irvine, CA 92614 (949) 263 -8676 The Olson Company 30200 Old Ranch Pkwy, #250 Seal Beach, CA 90740 (562) 596 -4770 BRIDGE Housing 2202 30th Street San Diego, CA 92104 -5427 619- 231 -6300 Affordable Housing Developers Affirmed Housing 13520 Evening Creek Drive North, Suite 160 San Diego, CA 92128 (858) 679 -2828 15 1 PAGE Appendix B CITY OF TE.MEC:ULA CITY COUNCIL BUSINESS Item No. 9 Approvals City Attorney Director of Finance City Manager Ott'L CITY OF TEMECULA AGENDA REPORT TO: City Manager / City Council FROM: Genie Wilson, Director of Finance DATE: November 1, 2011 SUBJECT: Execution and Delivery of Lease Financing Documents relating to the Refinancing of the 2001 COPs and 2008 COPs RECOMMENDATION: That the City Council adopt a resolution entitled: RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS IN CONNECTION WITH THE REFUNDING OF THE CITY'S CERTIFICATES OF PARTICIPATION (2001 CAPITAL IMPROVEMENT FINANCING PROJECT) AND THE CITY'S CERTIFICATES OF PARTICIPATION (2008 TEMECULA CIVIC CENTER FINANCING PROJECT), AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO BACKGROUND: In December 2001, the City delivered $6,465,000 Certificates of Participation (2001 COPs) to refund the Temecula Community Services District (TCSD) 1992 COPs, and to finance the costs of construction of various recreational facilities, including a new community sports park. The 2001 COPs are supported by a combination of General Fund contributions (REST), as well as proceeds of the TCSD special tax levied by the City for purposes of operating, maintaining, and servicing various park and recreation services throughout the City. The 2001 COPs are currently outstanding in the principal amount of $3,860,000. The interest rate on the outstanding 2001 COPs is approximately 4.8 %. In March 2008, the City delivered $24,535,000 Certificates of Participation for the 2008 Temecula Civic Center Financing Project (2008 COPs) to finance a portion of the costs of the City's new Civic Center. The remaining costs were funded from cash on hand. The 2008 COPs are supported by the City's General Fund and are currently outstanding in the principal amount of $23,210,000. The interest rate on the outstanding 2008 COPs is approximately 4.8 %. In the past, the City has used public bond issuances in order to finance and refinance certain capital projects deemed appropriate by the City Council. The City worked with an Underwriter and Bond Counsel to prepare and complete a public offering in order to obtain the required financing at the best interest rates available in the market at the time of bond issuance. City staff is regularly reviewing the City's outstanding obligations to determine when refinancing opportunities are available. Compass Mortgage Corporation ('Compass ") has presented the City with a refunding opportunity for both the 2001 COPs and the 2008 COPs. The refunding will result in an annual debt service reduction for the 2001 COPs from approximately $490,000 to $485,000 per year. The annual debt service for the 2008 Certificates will increase from approximately $1,570,000 to $1,650,000 per year, but the term of the COPs will be reduced from 27 years to 20 years resulting in annual savings of $1,540,000 per year from 2031 -2038. The net present value (NPV) of this refinancing opportunity is approximately $3.76 million. The City will save approximately $9.37 million in interest over the life of the loan. This financing will be a private placement direct placement lease financing with Compass, providing significant savings over a public offering. City Staff and consultants have been working to prepare the necessary documents to finalize the lease financing, including a Site and Facility Lease, a Lease Agreement, an Assignment Agreement, and related documents. The proceeds of the lease financing will be available on or about December 2, 2011, and the 2001 COPs and the 2008 COPs will be redeemed on that date. The City's payment obligation with respect to the lease financing will be payable from the General Fund. The City Council resolution being presented for approval authorizes the execution of the various documents related to the lease financing to be signed by the City including a Site and Facility Lease, a Lease Agreement, and a Letter Agreement for Purchase. As the interest rate has been set by Compass and is guaranteed for 60 days, the documents are final and the savings are firm. City Staff will bring a resolution to the Temecula Public Financing Authority for approval on November 22n 2011 which authorizes the execution of the various documents related to the lease financing to be signed by the Authority including a Site and Facility Lease, a Lease Agreement, and an Assignment Agreement. FISCAL IMPACT: The City's payment obligation with respect to the lease financing will be payable from the General Fund. The fiscal impact in fiscal year 2011 -12 will be an increase in total debt service payments of approximately $39,000. The refunding will result in an increase in total debt service payments of approximately $75,000 per year from 2012 -2031, and a decrease in debt service payments of approximately $1,540,000 per year from 2032 -2038. The net present value (NPV) of this refinancing opportunity is approximately $3.76 million. Total interest savings over the life of the loan will be approximately $9.37 million. ATTACHMENTS: Resolution Authorizing execution of Lease Financing Documents Site and Facility Lease Lease Agreement Assignment Agreement Letter Agreement for Purchase Termination Agreement RESOLUTION NO. 11- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS IN CONNECTION WITH THE REFUNDING OF THE CITY'S CERTIFICATES OF PARTICIPATION (2001 CAPITAL IMPROVEMENT FINANCING PROJECT) AND THE CITY'S CERTIFICATES OF PARTICIPATION (2008 TEMECULA CIVIC CENTER FINANCING PROJECT), AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The City, working together with Temecula Public Financing Authority (the "Authority "), has heretofore caused the execution and delivery of (a) the $6,465,000 Certificates of Participation (2001 Capital Improvement Financing Project) (the "2001 Certificates ") evidencing direct, undivided fractional interests of the owners thereof in installment payments to be made by the City as the purchase price for certain property pursuant to an installment sale agreement with the Authority, to finance and refinance the construction of various community recreation facilities, and (b) the $24,535,000 Certificates of Participation (2008 Temecula Civic Center Financing Project) (the "2008 Certificates ") evidencing direct, undivided fractional interests of the owners thereof in lease payments to be made by the City as the rental for certain property pursuant to a lease agreement with the Authority to finance the construction of the Temecula Civic Center. Section 2. The 2001 Certificates are currently outstanding in the principal amount of $3,860,000, and the 2008 Certificates are currently outstanding in the principal amount of $23,210,000. Section 3. The City has determined at this time, due to prevailing interest rates in the municipal bond market and for other reasons, to refinance its obligations with respect to the 2001 Certificates and the 2008 Certificates. Section 4. It is in the public interest and for the public benefit that the City authorize and direct execution of the Lease Agreement (hereinafter defined) and certain other documents in connection therewith. Section 5. The documents below specified have been filed with the City and the members of the City Council, with the aid of its staff, have reviewed said documents. NOW, THEREFORE, it is hereby DECLARED and ORDERED, as follows: Section 6. The City Council hereby approves the refinancing of the 2001 Certificates and the 2008 Certificates. Section 7. The below- enumerated documents be and are hereby approved, and the Mayor, the City Manager or the Assistant City Manager or the designee of any such official, is hereby authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such official, the execution thereof to be conclusive evidence of such approval, and the City Clerk is hereby authorized and directed to attest to such official's signature: A. A site and facility lease, between the City, as lessor, and the Authority, as lessee (the "Site and Facility Lease "), pursuant to which the City will lease certain existing real property and the improvements thereon (the "Property ") to the Authority. B. A lease agreement, by and between the Authority, as lessor, and the City, as lessee (the "Lease Agreement "), pursuant to which the Authority will lease the Property back to the City, so long as the total principal amount of the Lease Agreement does not exceed $30,000,000, and so long as the lease payments to be made by the City under the Lease Agreement results in net present value savings as compared to the lease payments with respect to the 2001 Certificates and the 2008 Certificates of at least 5% on a combined basis. C. A letter agreement for purchase between Compass Mortgage Corporation and the City, whereby Compass Mortgage Corporation agrees to acquire the rights of the Authority to the lease payments to be made by the City under the Lease Agreement and the rights of the Authority under the Site and Facility Lease D. A termination agreement, by and among the City, U.S. Bank National Association, as Trustee for the 2008 Certificates (the "2008 Trustee ") and the Authority, whereby the City, the Authority and the 2008 Trustee agree to terminate the documents relating to the 2008 Certificates. Section 8. The Mayor, the City Manager, the Assistant City Manager, the Director of Finance, the City Clerk, and all other appropriate officials of the City are hereby authorized and directed to execute such other agreements, documents and certificates and to take such other actions as may be necessary to effect the purposes of this resolution and the financing herein authorized. Section 9. This Resolution shall take effect upon its adoption by this City Council. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 1st day of November, 2011. ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) Ron Roberts, Mayor I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 11- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 1st day of November, 2011, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk AFTER RECORDATION PLEASE RETURN TO: Quint & Thimmig LLP 575 Market Street, Suite 3600 San Francisco, CA 94105 -2874 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. SITE AND FACILITY LEASE Dated as of December 1, 2011 by and between the CITY OF TEMECULA, as Lessor and the TEMECULA PUBLIC FINANCING AUTHORITY, as Lessee SITE AND FACILITY LEASE THIS SITE AND FACILITY LEASE (this "Site and Facility Lease "), dated as of December 1, 2011, is by and between the CITY OF TEMECULA, a municipal corporation and general law city, duly organized and existing under and by virtue of the laws of the State of California (the "City "), as lessor, and the TEMECULA PUBLIC FINANCING AUTHORITY, a joint exercise of powers authority duly organized and existing under and by virtue of the laws of the State of California (the "Authority "), as lessee; WITNESSETH: WHEREAS, pursuant to this Site and Facility Lease, the City proposes to lease those certain parcels of real property situated in the City of Temecula, Riverside County, State of California, more particularly described in Exhibit A attached hereto and made a part hereof (the "Site "), and those certain improvements thereon, more particularly described in Exhibit B hereto (the "Facility" and, with the Site, the "Property "), to the Authority, all for the purpose of enabling the City to (a) refinance the construction of various community recreation facilities and, in particular, to provide for the refunding of the $6,465,000 Certificates of Participation (2001 Capital Improvement Financing Project) evidencing direct, undivided fractional interests of the owners thereof in installment payments to be made by the City as the purchase price for certain property pursuant to an installment sale agreement with the Authority, and (b) refinance the construction of the Temecula Civic Center and, in particular, to provide for the refunding of the $24,535,000 Certificates of Participation (2008 Temecula Civic Center Financing Project) evidencing direct, undivided fractional interests of the owners thereof in lease payments to be made by the City as the rental for certain property pursuant to a lease agreement with the Authority; WHEREAS, the Authority proposes to lease the Property back to the City pursuant to that certain Lease Agreement, dated as of December 1, 2011, a memorandum of which is recorded concurrently herewith (the "Lease Agreement ") and to assign all of its rights, title and interest in, to and under this Site and Facility Lease and the Lease Agreement, including its right to receive lease payments under the Lease Agreement (the "Lease Payments "), its right to enforce payment of the Lease Payments and otherwise to enforce its interest and rights under the Lease Agreement in the event of a default thereunder by the City, to Compass Mortgage Corporation (the "Assignee ") pursuant to that certain Assignment Agreement, dated as of December 1, 2011, by and between the Authority and the Assignee, and recorded concurrently herewith; NOW, THEREFORE, IT IS HEREBY MUTUALLY AGREED, as follows: Section 1. Definitions. Capitalized terms used, but not otherwise defined, in this Site and Facility Lease shall have the meanings ascribed to them in the Lease Agreement. Section 2. Site and Facility Lease. The City hereby leases to the Authority and the Authority hereby leases from the City, on the terms and conditions hereinafter set forth, the Property. Section 3. Term. The term of this Site and Facility Lease shall commence on the date of recordation of this Site and Facility Lease in the Office of the County Recorder of the County of Riverside, State of California, and shall end on December 1, 2031, unless such term is extended or sooner terminated as hereinafter provided. If, on December 1, 2031, the aggregate amount of Lease Payments (as defined in and as payable under the Lease Agreement) shall not have been paid by reason of abatement, default or otherwise, or provision shall not have been made for their payment in accordance with the Lease Agreement, then the term of this Site and Facility Lease shall be extended until such Lease Payments shall be fully paid or provision made for such payment, but in no event later than December 1, 2041. If, prior to December 1, 2031, all Lease Payments shall be fully paid or provision made for such payment in accordance with the Lease Agreement, the term of this Site and Facility Lease shall end. Section 4. Advance Rental Payment. The City agrees to lease the Property to the Authority in consideration of the payment by the Authority of an advance rental payment of $26,835,000. The City and the Authority agree that by reason of the assignment of the Lease Payments to the Assignee under and pursuant to the Assignment Agreement, the advance rental payment referenced in the preceding sentence shall be deemed to have been paid. Section 5. Purpose. The Authority shall use the Property solely for the purpose of leasing the Property to the City pursuant to the Lease Agreement and for such purposes as may be incidental thereto; provided, however, that in the event of default by the City under the Lease Agreement, the Authority and its assigns may exercise the remedies provided in the Lease Agreement. Section 6. City's Interest in the Property. The City covenants that it is the owner in fee of the Property. Section 7. Assignments and Subleases. Unless the City shall be in default under the Lease Agreement, the Authority may not assign its rights under this Site and Facility Lease or sublet the Property, except as provided in the Lease Agreement and the Assignment Agreement, without the written consent of the City and the Assignee. If the City is in default under the Lease Agreement, the Assignee (including its successors and assigns under the Lease Agreement) may fully and freely assign and sublease the Property or any portion thereof, subject to this Site and Facility Lease. Section 8. Right of Entry. The City reserves the right for any of its duly authorized representatives to enter upon the Property at any reasonable time to inspect the same or to make any repairs, improvements or changes necessary for the preservation thereof. Section 9. Termination. The Authority agrees, upon the termination of this Site and Facility Lease, to quit and surrender the Property in the same good order and condition as the same were in at the time of commencement of the term hereunder, reasonable wear and tear excepted, and agrees that any permanent improvements and structures existing upon the Site at the time of the termination of this Site and Facility Lease shall remain thereon and title thereto shall vest in the City. Section 10. Default. In the event the Authority shall be in default in the performance of any obligation on its part to be performed under the terms of this Site and Facility Lease, which default continues for thirty (30) days following notice and demand for correction thereof to the Authority, the City may exercise any and all remedies granted by law, except that no merger of this Site and Facility Lease and of the Lease Agreement shall be deemed to occur as a result thereof and the City shall have no right to terminate this Site and Facility Lease as a remedy for such default. Notwithstanding the foregoing, so long as the Lease Agreement remains in effect, the City will continue to pay the Lease Payments to the Assignee. In the event of the occurrence of an Event of Default under the Lease Agreement, the Authority may (i) exercise the remedies provided in the Lease Agreement, (ii) use the Property for any lawful purpose, subject to any applicable legal limitations or restrictions, and (iii) exercise all options provided herein. Section 11. Quiet Enjoyment. The Authority, at all times during the term of this Site and Facility Lease, shall peaceably and quietly have, hold and enjoy all of the Property subject to the provisions of the Lease Agreement. Section 12. Waiver of Personal Liability. All liabilities under this Site and Facility Lease on the part of the Authority are solely liabilities of the Authority and the City hereby releases each and every Boardmember, director, officer, employee and agent of the Authority of and from any personal or individual liability under this Site and Facility Lease. No Boardmember, director, officer, employee or agent of the Authority shall at any time or under any circumstances be individually or personally liable under this Site and Facility Lease for anything done or omitted to be done by the Authority hereunder. Section 13. Taxes. All assessments of any kind or character and all taxes, including possessory interest taxes, levied or assessed upon the Property or the Authority's interest in the Property created by this Site and Facility Lease(including both land and improvements) will be paid by the City in accordance with the Lease Agreement. Section 14. Eminent Domain. In the event the whole or any part of the Property is taken by eminent domain proceedings, the interest of the Authority shall be recognized and is hereby determined to be the amount of the then unpaid principal component of the Lease Payments, any then unpaid interest component of the Lease Payments and any premium due with respect to the prepayment of Lease Payments to the date such amounts are remitted to the Authority or its assignee, and, subject to the provisions of the Lease Agreement, the balance of the award, if any, shall be paid to the City. The City hereby waives, to the extent permitted by law, any and all rights that it has or may hereafter have to acquire the interest of the Authority in and to the Property through the eminent domain powers of the City. However, the City hereby agrees, to the extent permitted by law, that the compensation to be paid in any condemnation proceedings brought by or on behalf of the City with respect to the Property shall be in an amount not less than the total unpaid principal component of Lease Payments, the interest component of Lease Payments accrued to the date of payment of all Lease Payments and any premium due with respect to the prepayment of Lease Payments under the Lease Agreement. Section 15. Use of the Proceeds. The City and the Authority hereby agree that the lease to the Authority of the City's right and interest in the Property pursuant to Section 2 serves the public purposes of the City. Section 16. Partial Invalidity. If any one or more of the terms, provisions, covenants or conditions of this Site and Facility Lease shall, to any extent, be declared invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, the finding, order or decree of which becomes final, none of the remaining terms, provisions, covenants and conditions of this Site and Facility Lease shall be affected thereby, and each provision of this Site and Facility Lease shall be valid and enforceable to the fullest extent permitted by law. Section 17. Notices. All notices, statements, demands, consents, approvals, authorizations, offers, designations, requests or other communications hereunder by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if delivered personally or if mailed by United States registered mail, return receipt requested, postage prepaid, at the addresses set forth in the Lease Agreement, or to such other addresses as the respective parties may from time to time designate by notice in writing. -3- Section 18. Binding Effect. This Site and Facility Lease shall inure to the benefit of and shall be binding upon the City and the Authority and their respective successors and assigns. The Assignee is hereby made a third party beneficiary hereunder with all rights of a third party beneficiary. Section 19. Amendment. This Site and Facility Lease may not be amended except as permitted under the Lease Agreement. Section 20. Section Headings. All section headings contained herein are for convenience of reference only and are not intended to define or limit the scope of any provision of this Site and Facility Lease. Section 21. Applicable Law. This Site and Facility Lease shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made and performed in California. Section 22. No Merger. Neither this Site and Facility Lease, the Lease Agreement nor any provisions hereof or thereof shall be construed to effect a merger of the title of the City to the Property under this Site and Facility Lease and the City's leasehold interest therein under the Lease Agreement. Section 23. Execution in Counterparts. This Site and Facility Lease may be executed in any number of counterparts, each of which shall be deemed to be an original but all together shall constitute but one and the same instrument. IN WITNESS WHEREOF, the City and the Authority have caused this Site and Facility Lease to be executed by their respective officers thereunto duly authorized, all as of the day and year first above written. Attest: Attest: Susan W. Jones, MMC City Clerk Susan W. Jones, MMC Secretary CITY OF TEMECULA By Shawn D. Nelson City Manager TEMECULA PUBLIC FINANCING AUTHORITY By Shawn D. Nelson Executive Director [NOTARY ACKNOWLEDGMENTS TO BE ATTACHED] EXHIBIT A DESCRIPTION OF THE SITE All that certain real property situated in the City of Temecula, Riverside County, State of California, described as follows: That certain parcel of land situated in the City of Temecula, County of Riverside, State of California, being Parcel 1 of the Official Map No. 2008- 0270686, recorded in Book 1, Pages 20 through 22, inclusive of Official Maps in the office of the County Recorder of said County. Except therefrom that portion of aid land described in the Director's Deed recorded November 06, 1987, as Instrument No. 320395, of Official Records. Except from portions of said land together with the right to grant to others all mineral, oil and gas rights below the depth of 500 feet below the surface of said land without the right of surface entry, as reserved by Bedford Development Company, a California corporation, formerly known as Kaiser Development Company, a California corporation in Deed recorded August 21, 1989 as Instrument No. 283725, of Official Records. Exhibit A Page 1 EXHIBIT B DESCRIPTION OF THE FACILITY The Facility consists of the Temecula Civic Center including a city hall office building, attached council chambers and community room totaling approximately 96,795 square feet. Exhibit B AFTER RECORDATION RETURN TO: Quint & Thimmig LLP 575 Market Street, Suite 3600 San Francisco, CA 94105 -2874 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. LEASE AGREEMENT Dated as of December 1, 2011 by and between the TEMECULA PUBLIC FINANCING AUTHORITY, as Sublessor and the CITY OF TEMECULA, CALIFORNIA, as Sublessee TABLE OF CONTENTS ARTICLE I DEFINITIONS; RULES OF INTERPRETATION Section 1.1. Definitions 2 Section 1.2. Interpretation 5 ARTICLE II COVENANTS, REPRESENTATIONS AND WARRANTIES Section 2.1. Covenants, Representations and Warranties of the City 6 Section 2.2. Covenants, Representations and Warranties of the Authority 8 ARTICLE III DEPOSIT AND APPLICATION OF FUNDS Section 3.1. Deposit of and Application of Funds 10 Section 3.2. Termination of 2001 Installment Sale Agreement and 2008 Lease Agreement 10 ARTICLE N LEASE OF PROPERTY; LEASE PAYMENTS Section 4.1. Sublease of Property by the Authority Back to the City 11 Section 4.2. Term 11 Section 4.3. Lease Payments 11 Section 4.4. Quiet Enjoyment 13 Section 4.5. Titlel3 Section 4.6. Release of Excess Property 13 Section 4.7. Substitution of Property 14 ARTICLE V MAINTENANCE; TAXES; INSURANCE; AND OTHER MATTERS Section 5.1. Maintenance, Utilities, Taxes and Assessments 15 Section 5.2. Modification of Property 15 Section 5.3. Public Liability Insurance 15 Section 5.4. Casualty Insurance 16 Section 5.5. Rental Interruption Insurance 16 Section 5.6. Worker's Compensation Insurance 16 Section 5.7. Recordation Hereof; Title Insurance 16 Section 5.8. Insurance Net Proceeds; Form of Policies 17 Section 5.9. Installation of City's Personal Property 17 Section 5.10. Liens 17 Section 5.11. Advances 17 Section 5.12. Environmental Covenants 17 Section 5.13. City Consents to Assignment Agreement 18 ARTICLE VI EMINENT DOMAIN; USE OF NET PROCEEDS Section 6.1. Eminent Domain 19 Section 6.2. Application of Net Proceeds 19 Section 6.3. Abatement of Lease Payments in the Event of Damage or Destruction 20 ARTICLE VII OTHER COVENANTS OF THE CITY Section 7.1. Disclaimer of Warranties 22 Section 7.2. Access to the Property; Grant and Conveyance of Right of Entry 22 Section 7.3. Release and Indemnification Covenants... 22 Section 7.4. Assignment Agreement by the Authority 23 Section 7.5. Assignment Agreement and Subleasing by the City 23 Section 7.6. Amendment of Lease Agreement 23 Section 7.7. Tax Covenants 23 Section 7.8. Financial Statements; Budgets 24 Section 7.9. Records and Accounts 24 Section 7.10. Observance or Laws and Regulations 24 Section 7.11. Notices 24 ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section 8.1. Events of Default Defined ... ......... ......... 26 Section 8.2. Remedies on Default 26 Section 8.3. No Remedy Exclusive 28 Section 8.4. Agreement to Pay Attorneys' Fees and Expenses 28 Section 8.5. No Additional Waiver Implied by One Waiver ........................................................... .............. 28 Section 8.6. Assignee to Exercise Rights 28 PREPAYMENT OF LEASE PAYMENTS Section 9.1. Security Deposit 29 Section 9.2. Optional Prepayment 29 Section 9.3. Mandatory Prepayment From Net Proceeds of Insurance or Eminent Domain 30 Section 10.1. Notices 31 Section 10.2. Binding Effect 31 Section 10.3. Severability 31 Section 10.4. Net - net -net Lease 31 Section 10.5. Further Assurances and Corrective Instruments 31 Section 10.6. Execution in Counterparts 32 Section 10.7. Applicable Law 32 Section 10.8. Captions 32 EXHIBIT A EXHIBIT B EXHIBIT C ARTICLE IX ARTICLE X MISCELLANEOUS DESCRIPTION OF THE SITE DESCRIPTION OF THE FACILITY SCHEDULE OF LEASE PAYMENTS LEASE AGREEMENT THIS LEASE AGREEMENT (the "Lease Agreement "), dated as of December 1, 2011, is by and between the TEMECULA PUBLIC FINANCING AUTHORITY, a joint exercise of powers authority organized and existing under the laws of the State of California, as lessor (the "Authority "), and the CITY OF TEMECULA, a municipal corporation and general law city, duly organized and existing under and by virtue of the laws of the State of California, as lessee (the "City "); WITNESSETH: WHEREAS, pursuant to that certain Site and Facility Lease, dated as of December 1, 2011 (the "Site and Facility Lease "), the City has leased those certain parcels of real property situated in the City of Temecula, Riverside County, State of California, more particularly described in Exhibit A attached hereto and made a part hereof (the "Site "), and those certain improvements thereon, more particularly described in Exhibit B hereto (the "Facility" and, with the Site, the "Property "), to the Authority, all for the purpose of enabling the City to (a) refinance the construction of various community recreation facilities and, in particular, to provide for the refunding of the $6,465,000 Certificates of Participation (2001 Capital Improvement Financing Project) (the "2001 Certificates ") evidencing direct, undivided fractional interests of the owners thereof in installment payments to be made by the City as the purchase price for certain property pursuant to an installment sale agreement with the Authority, and (b) refinance the construction of the Temecula Civic Center and, in particular, to provide for the refunding of the $24,535,000 Certificates of Participation (2008 Temecula Civic Center Financing Project) (the "2008 Certificates ") evidencing direct, undivided fractional interests of the owners thereof in lease payments to be made by the City as the rental for certain property pursuant to a lease agreement with the Authority; WHEREAS, the Authority proposes to lease the Property back to the City pursuant to this Lease Agreement and to assign all of its rights, title and interest in, to and under this Lease Agreement, including its right to receive lease payments under this Lease Agreement (the "Lease Payments "), its right to enforce payment of the Lease Payments and otherwise to enforce its interest and rights under this Lease Agreement in the event of a default hereunder by the City and its rights under the Site and Facility Lease, to Compass Mortgage Corporation (the "Assignee "), pursuant to that certain Assignment Agreement, dated as of December 1, 2011, by and between the Authority and the Assignee; and WHEREAS, the City and the Authority have agreed to enter into this Lease Agreement providing for Lease Payments with an aggregate principal component in the amount of $26,835,000 for the purpose of implementing the financing transactions described above. AGREEMENT: NOW, THEREFORE, for and in consideration of the premises and the covenants hereinafter contained, the parties hereto hereby formally covenant, agree and bind themselves as follows: ARTICLE I DEFINITIONS; RULES OF INTERPRETATION Section 1.1. Definitions. All terms defined in this Section 1.1 have the meanings herein specified for all purposes of this Lease Agreement. "Additional Payments" means the amounts specified as such in Section 4.3(b) of this Lease Agreement. "Applicable Environmental Laws" means and shall include, but shall not be limited to, the Comprehensive Environmental Response, Compensation, and Liability Act ( "CERCLA "), 42 USC Sections 9601 et seq.; the Resource Conservation and Recovery Act ( "RCRA "), 42 USC Sections 6901 et seq.; the Federal Water Pollution Control Act, 33 USC Sections 1251 et seq.; the Clean Air Act, 42 USC Sections 7401 et seq.; the California Hazardous Waste Control Law ( "HWCL "), California Health & Safety Code Sections 25100 et seq.; the Hazardous Substance Account Act ( "HSAA "), California Health & Safety Code Sections 25300 et seq.; the Porter Cologne Water Quality Control Act (the "Porter- Cologne Act "), California Water Code Sections 1300 et seq.; the Air Resources Act, California Health & Safety Code Sections 3900 et seq.; the Safe Drinking Water & Toxic Enforcement Act, California Health & Safety Code Sections 25249.5 et seq.; and the regulations under each thereof; and any other local, state, and /or federal laws or regulations, whether currently in existence or hereafter enacted, that govern: (a) the existence, cleanup, and /or remedy of contamination on property; (b) the protection of the environment from spilled, deposited, or otherwise emplaced contamination; (c) the control of hazardous wastes; or (d) the use, generation, transport, treatment, removal, or recovery of Hazardous Substances, including building materials. "Assignee" means (a) initially, Compass Mortgage Corporation, as assignee of all rights, title and interests of the Authority hereunder, and (b) any other entity to whom the rights of the Authority hereunder are assigned, including subsequent assignees of the Assignee. "Assignment Agreement" means the Assignment Agreement, dated as of December 1, 2011, between the Authority, as assignor of its rights under the Site and Facility Lease and this Lease Agreement, and the Assignee, as assignee, as originally executed or as thereafter amended under any duly authorized and executed amendments thereto. "Authority" means Temecula Public Financing Authority, a joint exercise of powers authority, organized and existing under the laws of the State. "Bond Counsel" means (a) Quint & Thimmig LLP, or (b) any other attorney or firm of attorneys of nationally recognized expertise with respect to legal matters relating to obligations the interest on which is excludable from gross income under Section 103 of the Tax Code. "Business Day" means a day other than a Saturday, Sunday or legal holiday, on which banking institutions are not closed in the State. "City" means the City of Temecula, California, a municipal corporation and general law city organized and existing under the laws of the State. -2- "City Representative" means the Mayor, the City Manager, the Finance Director, or the designee of any such official, or any other person authorized by resolution delivered to the Authority and the Assignee to act on behalf of the City under or with respect to the Site and Facility Lease and this Lease Agreement. "Closing Date" means the date this Lease Agreement or a memorandum thereof is recorded in the office of the County Recorder of the County of Riverside. "Contract" means any indenture, trust agreement, contract, agreement (other than this Lease Agreement), other contractual restriction, lease, mortgage or instrument. "Event of Default" means any of the events of default as defined in Section 8.1. "Facility" means those certain existing facilities more particularly described in Exhibit B to the Site and Facility Lease and in Exhibit B to the Lease Agreement. "Federal Securities" means any direct general non - callable obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America), or obligations the timely payment of principal of and interest on which are directly guaranteed by the United States of America. "Fiscal Year" means each twelve -month period during the Term of this Lease Agreement commencing on July 1 in any calendar year and ending on June 30 in the next succeeding calendar year, or any other twelve -month period selected by the City as its fiscal year period. "Governmental Authority" means any governmental or quasi - governmental entity, including any court, department, commission, board, bureau, agency, administration, central bank, service, district or other instrumentality of any governmental entity or other entity exercising executive, legislative, judicial, taxing, regulatory, fiscal, monetary or administrative powers or functions of or pertaining to government, or any arbitrator, mediator or other person with authority to bind a party at law. "Hazardous Substance" means any substance that shall, at any time, be listed as "hazardous" or "toxic" in any Applicable Environmental Law or that has been or shall be determined at any time by any agency or court to be a hazardous or toxic substance regulated under Applicable Environmental Laws; and also means, without limitation, raw materials, building components, the products of any manufacturing, or other activities on the Property, wastes, petroleum, and source, special nuclear, or by- product material as defined by the Atomic Energy Act of 1954, as amended (42 USC Sections 3011 et seq.). "Lease Agreement " means this Lease Agreement, dated as of December 1, 2011, between the Authority and the City. "Lease Payment Date" means March 1, June 1, September 1 and December 1 in each year, commencing March 1, 2012, and continuing to and including the date on which the Lease Payments are paid in full. "Lease Payments" means all payments required to be paid by the City under Section 4.4, including any prepayment thereof under Sections 9.2 or 9.3. "Material Adverse Effect" means an event or occurrence which adversely affects in a material manner (a) the assets, liabilities, condition (financial or otherwise), business, facilities or operations of the City, (b) the ability of the City to carry out its business in the manner -3- conducted as of the date of this Lease Agreement or to meet or perform its obligations under this Lease Agreement on a timely basis, (c) the validity or enforceability of this Lease Agreement, or (d) the exclusion of the interest component of the Lease Payments from gross income for federal income tax purposes or the exemption of such interest for state income tax purposes. "Material Litigation" means any action, suit, proceeding, inquiry or investigation against the City in any court or before any arbitrator of any kind or before or by any Governmental Authority, (i) if determined adversely to the City, may have a Material Adverse Effect, (ii) seek to restrain or enjoin any of the transactions contemplated by this Lease Agreement, or (iii) may adversely affect (A) the exclusion of the interest component of the Lease Payments from gross income for federal income tax purposes or the exemption of such interest for state income tax purposes or (B) the ability of the City to perform its obligations under this Lease Agreement. "Net Proceeds" means any insurance or eminent domain award (including any proceeds of sale to a governmental entity under threat of the exercise of eminent domain powers), paid with respect to the Property, to the extent remaining after payment therefrom of all expenses incurred in the collection thereof. "Permitted Encumbrances" means, as of any time: (a) liens for general ad valorem taxes and assessments, if any, not then delinquent, or which the City may permit to remain unpaid under Article VI of this Lease Agreement; (b) the Site and Facility Lease, this Lease Agreement and the Assignment Agreement; (c) that certain office lease, dated as of February 22, 2011, by and between the City and Richards, Watson & Gershon, (d) any right or claim of any mechanic, laborer, materialman, supplier or vendor not filed or perfected in the manner prescribed by law; (e) the exceptions disclosed in the title insurance policy issued with respect to the Property issued as of the Closing Date; and (f) any easements, rights of way, mineral rights, drilling rights and other rights, reservations, covenants, conditions or restrictions which exist of record and which the City certifies in writing will not materially impair the use of the Property for its intended purposes. "Property" means, collectively, the Site and the Facility. "Rental Period" means each period during the Term of the Lease commencing on and including December 2 in each year and extending to and including the next succeeding December 1. The first Rental Period begins on the Closing Date and ends on December 1, 2012. "Site" means that certain real property more particularly described in Exhibit A to the Site and Facility Lease and in Exhibit A to the Lease Agreement. "Site and Facility Lease" means the Site and Facility Lease, dated as of December 1, 2011, by and between the City, as lessor, and the Authority, as lessee, together with any duly authorized and executed amendments thereto. "State" means the State of California. "Tax Code" means the Internal Revenue Code of 1986 as in effect on the Closing Date or (except as otherwise referenced herein) as it may be amended to apply to obligations issued on the Closing Date, together with applicable proposed, temporary and final regulations promulgated, and applicable official public guidance published, under the Tax Code. "Term of this Lease Agreement or "Term" means the time during which this Lease Agreement is in effect, as provided in Section 4.2. "2001 Certificates" means the $6,465,000 Certificates of Participation (2001 Capital Improvement Financing Project) evidencing direct, undivided fractional interests of the owners thereof in installment payments to be made by the City as the purchase price for certain property pursuant to the 2001 Installment Sale Agreement. "2001 Installment Sale Agreement" means that certain Installment Sale Agreement, dated as of December 1, 2001, by and between the Authority and the City. "2001 Trustee" means U.S. Bank National Association, as Trustee with respect to the 2001 Certificates. "2008 Certificates" means the $24,535,000 Certificates of Participation (2008 Temecula Civic Center Financing Project) evidencing direct, undivided fractional interests of the owners thereof in lease payments to be made by the City as the rental for certain property pursuant to the 2008 Lease Agreement. "2008 Lease Agreement" means that certain Lease Agreement, dated as of June 1, 2008, by and between the Authority and the City. "2008 Trustee" means U.S. Bank National Association, as Trustee with respect to the 2008 Certificates. Section 1.2. Interpretation. (a) Unless the context otherwise indicates, words expressed in the singular include the plural and vice versa and the use of the neuter, masculine, or feminine gender is for convenience only and include the neuter, masculine or feminine gender, as appropriate. (b) Headings of articles and sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and do not affect the meaning, construction or effect hereof. (c) All references herein to "Articles," "Sections" and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Lease Agreement; the words "herein," "hereof," "hereby," "hereunder" and other words of similar import refer to this Lease Agreement as a whole and not to any particular Article, Section or subdivision hereof. ARTICLE II COVENANTS, REPRESENTATIONS AND WARRANTIES Section 21. Covenants, Representations and Warranties of the City. The City makes the following covenants, representations and warranties to the Authority as of the date of the execution and delivery of this Lease Agreement: (a) Due Organization and Existence. The City is a municipal corporation and general law city, duly organized and existing under and by virtue of the laws of the State, has full legal right, power and authority under the laws of the State to enter into the Site and Facility Lease and this Lease Agreement and to carry out and consummate all transactions on its part contemplated hereby and thereby, and by proper action the City has duly authorized the execution and delivery by the City of the Site and Facility Lease and this Lease Agreement. (b) Due Execution. The representative of the City executing the Site and Facility Lease and this Lease Agreement has been fully authorized to execute the same by a resolution duly adopted by the City Council of the City. (c) Valid, Binding and Enforceable Obligations. The Site and Facility Lease and this Lease Agreement have been duly authorized, executed and delivered by the City and constitute the legal, valid and binding agreements of the City enforceable against the City in accordance with their respective terms. (d) No Conflicts. The execution and delivery of the Site and Facility Lease and this Lease Agreement, the consummation of the transactions therein and herein contemplated and the fulfillment of or compliance with the terms and conditions thereof and hereof, do not and will not conflict with or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, lease, contract or other agreement or instrument to which the City is a party or by which it or its properties are otherwise subject or bound, or result in the creation or imposition of any prohibited lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the City, which conflict, violation, breach, default, lien, charge or encumbrance would have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Site and Facility Lease or this Lease Agreement or the financial condition, assets, properties or operations of the City. (e) Consents and Approvals. No consent or approval of any trustee or holder of any indebtedness of the City or of the voters of the City, and no consent, permission, authorization, order or license of, or filing or registration with, any governmental authority is necessary in connection with the execution and delivery of the Site and Facility Lease and this Lease Agreement, or the consummation of any transaction therein and herein contemplated, except as have been obtained or made and as are in full force and effect. (f) No Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, municipal or other governmental authority pending or, to the knowledge of the City after reasonable investigation, threatened against or affecting the City or the assets, properties or operations of the City which, if determined adversely to the City or its interests, would have a material and adverse effect upon the consummation of the transactions contemplated by or the validity of the Site and Facility Lease and this Lease Agreement or upon the financial condition, assets, properties or operations of the City, and the City is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental authority, which default might have -6- consequences that would materially and adversely affect the consummation of the transactions contemplated by this Lease Agreement, or the financial condition, assets, properties or operations of the City. (g) Sufficient Funds. The City reasonably believes that sufficient funds can be obtained to make all Lease Payments and all other amounts required to be paid pursuant to this Lease Agreement. (h) No Defaults. The City has never non- appropriated or defaulted under any of its payment or performance obligations or covenants, either under any financing lease of the same general nature as this Lease Agreement, or under any of its bonds, notes, or other debt obligations. (i) Fee Title. The City is the owner in fee of title to the Property. No lien or encumbrance on the Property materially impairs the City's use of the Property for the purposes for which it is, or may reasonably be expected to be, held. (j) Use of the Property. During the term of this Lease Agreement, the Property will be used by the City only for the purpose of performing one or more governmental or proprietary functions of the City consistent with the permissible scope of the City's authority. (k) Change in Financial Condition. The City has experienced no material change in its financial condition since June 30, 2010. (1) Hazardous Substances. The Property is free of all Hazardous Substances, and the City is in full compliance with all Applicable Environmental Laws. (m) Flooding Risk. The Property is not located in a flood hazard area and has never been subject to material damage from flooding. (n) Value of Property. The insured value of the Property (real property replacement cost) is not less than $40,000,000. (o) Essential to City Operations. The Property is essential to the City's efficient and economic operations and the lease thereof for use by the City is in the best interest of the City. (p) Financial Statements. The statement of financial position of the City as of June 30, 2010, and the related statement of activities and statement of cash flows and changes in financial position for the year then ended and the auditors' reports with respect thereto, copies of which have heretofore been furnished to the Assignee, are complete and correct and fairly present the financial condition, changes in financial position and results of operations of the City at such date and for such period, and were prepared in accordance with generally accepted accounting principles. Since the period of such statements, there has been no (i) change which would have a Material Adverse Effect and (ii) no material increase in the indebtedness of the City. (q) No Material Adverse Change. Since the most current date of the information, financial or otherwise, supplied by the City to the Assignee: (i) There has been no change in the assets, liabilities, financial position or results of operations of the City which might reasonably be anticipated to cause a Material Adverse Effect. (ii) The City has not incurred any obligations or liabilities which might reasonably be anticipated to cause a Material Adverse Effect. -7- (iii) The City has not (A) incurred any material indebtedness, other than the Lease Payments, and trade accounts payable arising in the ordinary course of the City's business and not past due, or (B) guaranteed the indebtedness of any other person. (r) Accuracy of Information. All information, reports and other papers and data furnished by the City to the Assignee were, at the time the same were so furnished, complete and accurate in all material respects and insofar as necessary to give the Assignee a true and accurate knowledge of the subject matter and were provided in expectation of the Assignee's reliance thereon in entering into the transactions contemplated by this Lease Agreement. No fact is known to the City which has had or, so far as the City can now reasonably foresee, may in the future have a Material Adverse Effect, which has not been set forth in the financial statements previously furnished to the Assignee or in other such information, reports, papers and data or otherwise disclosed in writing to the Assignee prior to the Closing Date. Any financial, budget and other projections furnished to the Assignee by the City or its or their agents were prepared in good faith on the basis of the assumptions stated therein, which assumptions were fair and reasonable in light of the conditions existing at the time of delivery of such financial, budget or other projections, and represented, and as of the date of this representation, represent the City's best estimate of its future financial performance. No document furnished nor any representation, warranty or other written statement made to the Assignee in connection with the negotiation, preparation or execution of this Lease Agreement contains or will contain any untrue statement of a material fact or omits or will omit to state (as of the date made or furnished) any material fact necessary in order to make the statements contained herein or therein, in light of the circumstances under which they were or will be made, not misleading. Section 2.2. Covenants, Representations and Warranties of the Authority. The Authority makes the following covenants, representations and warranties to the City as of the date of the execution and delivery of this Lease Agreement: (a) Due Organization and Existence. The Authority is a joint powers authority duly organized and existing under the laws of the State, has full legal right, power and authority to enter into the Site and Facility Lease, this Lease Agreement and the Assignment Agreement and to carry out and consummate all transactions on its part contemplated hereby and thereby, and by proper action the Authority has duly authorized the execution and delivery by the Authority of the Site and Facility Lease, this Lease Agreement and the Assignment Agreement. (b) Due Execution. The representative of the Authority executing the Site and Facility Lease, this Lease Agreement and the Assignment Agreement is fully authorized to execute the same under official action taken by the Board of Directors of the Authority. (c) Valid, Binding and Enforceable Obligations. The Site and Facility Lease, this Lease Agreement and the Assignment Agreement have been duly authorized, executed and delivered by the Authority and constitute the legal, valid and binding agreements of the Authority, enforceable against the Authority in accordance with their respective terms. (d) No Conflicts. The execution and delivery of the Site and Facility Lease, this Lease Agreement and the Assignment Agreement, the consummation of the transactions herein and therein contemplated and the fulfillment of or compliance with the terms and conditions hereof and thereof, do not and will not conflict with or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, lease, contract or other agreement or instrument to which the Authority is a party or by which it or its properties are otherwise subject or bound, or result in the creation -8- or imposition of any prohibited lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the Authority, which conflict, violation, breach, default, lien, charge or encumbrance would have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Site and Facility Lease, this Lease Agreement and the Assignment Agreement or the financial condition, assets, properties or operations of the Authority. (e) Consents and Approvals. No consent or approval of any trustee or holder of any indebtedness of the Authority, and no consent, permission, authorization, order or license of, or filing or registration with, any governmental authority is necessary in connection with the execution and delivery of the Site and Facility Lease, this Lease Agreement or the Assignment Agreement, or the consummation of any transaction herein or therein contemplated, except as have been obtained or made and as are in full force and effect. (f) No Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, municipal or other governmental authority pending or, to the knowledge of the Authority after reasonable investigation, threatened against or affecting the Authority or the assets, properties or operations of the Authority which, if determined adversely to the Authority or its interests, would have a material and adverse effect upon the consummation of the transactions contemplated by or the validity of the Site and Facility Lease, this Lease Agreement or the Assignment Agreement, or upon the financial condition, assets, properties or operations of the Authority, and the Authority is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental authority, which default might have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Site and Facility Lease, this Lease Agreement or the Assignment Agreement or the financial condition, assets, properties or operations of the Authority. ARTICLE III DEPOSIT AND APPLICATION OF FUNDS Section 3.1. Deposit of and Application of Funds. On the Closing Date, the Authority shall cause the amount of $3,929,990.43 to be deposited with the 2001 Trustee to be used to redeem the 2001 Certificates and the Authority shall cause the amount of $23,491,641.84 (which includes $795,411.00 held by the 2008 Trustee in the reserve fund established for the 2008 Certificates) to be deposited with the 2008 Trustee to be used to redeem the 2008 Certificates. Such amount shall be derived from amounts paid by the Assignee under the Assignment Agreement. In addition, a portion of the amounts paid by the Assignee under the Assignment Agreement (net of amounts retained by the Assignee for its fees) shall be applied by the Assignee to pay financing costs of the transaction in the amount of $208,778.73. Section 3.2. Termination of 2001 Installment Sale Agreement and 2008 Lease Agreement. As a result of the redemption of the 2001 Certificates, the 2001 Installment Sale Agreement has been discharged and terminated in accordance with its terms. As a result of the redemption of the 2008 Certificates, the 2008 Lease Agreement has been discharged and terminated in accordance with its terms. On the Closing Date, the City shall enter into an agreement terminating the 2008 Lease Agreement, and shall cause an executed copy of said agreement to be recorded in the office of the Riverside County Recorder. ARTICLE IV LEASE OF PROPERTY; LEASE PAYMENTS Section 4.1. Sublease of Property by the Authority Back to the City. (a) The Authority hereby subleases the Property to the City, and the City hereby subleases the Property from the Authority, upon the terms and conditions set forth in this Lease Agreement. (b) The leasing of the Property by the City to the Authority pursuant to the Site and Facility Lease shall not affect or result in a merger of the City's subleasehold estate pursuant to this Lease Agreement and its fee estate as lessor under the Site and Facility Lease. Section 4.2. Term. The Term of this Lease Agreement commences on the date of recordation of this Lease Agreement or a memorandum hereof and ends on December 1, 2031, or the date on which all of the Lease Payments have been paid in full. If on December 1, 2031, the Lease Payments payable hereunder shall have been abated at any time and for any reason and not otherwise paid from rental interruption insurance or other sources, or the City shall have defaulted in its payment of Lease Payments hereunder or any Event of Default has occurred and continues without cure by the City, then the term of this Lease Agreement shall be extended for the actual period of abatement or for so long as the default remains uncured, as necessary to accommodate the final payment of all Lease Payments due hereunder, not to exceed ten (10) years. The provisions of this Section 4.2 are subject to the provisions of Section 6.1 relating to the taking in eminent domain of the Property or any portion thereof. Section 4.3. Lease Payments. (a) Obligation to Pay. Subject to the provisions of Sections 6.1 and 6.3 and the provisions of Article IX, the City agrees to pay to the Authority, its successors and assigns, the Lease Payments (denominated into components of principal and interest) in the respective amounts specified in Exhibit C attached hereto (including any supplements thereto) and by this reference incorporated herein, to be due and payable in immediately available funds on each of the respective Lease Payment Dates specified in Exhibit C. The Lease Payments payable in any Rental Period with respect to the Property shall be for the use of the Property during such Rental Period. The interest components of the Lease Payments have been calculated based on an interest rate of 3.75% per annum, on the basis of a 360 -day year of twelve 30 -day months. The City understands that the Assignee will send an invoice to the City in advance of each Lease Payment Date. (b) Additional Payments. In addition to the Lease Payments set forth herein, the City agrees to pay as Additional Payments all of the following: (i) all taxes and assessments of any nature whatsoever, including but not limited to excise taxes, ad valorem taxes, ad valorem and specific lien special assessments and gross receipts taxes, if any, levied upon the Property or upon any interest of the Authority therein or in this Lease Agreement; provided, however, the City may, at the City's expense and in its name, in good faith contest any such taxes and assessments and, in the event of such contest, may permit such taxes and assessments to remain unpaid during the period of such contest and appeal therefrom unless the Authority shall notify the City that, in the opinion of Bond Counsel, by nonpayment of any such items, the interest of the Authority in the Property will be materially endangered or the Property, or any portion thereof, will be subject to loss or forfeiture, in which event the City shall promptly pay such taxes and assessments or provide the Authority with full security against any loss which may result from nonpayment, in form satisfactory to the Authority; (ii) insurance premiums, if any, on all insurance required under the provisions of Article V hereof; (iii) any other reasonable fees, costs or expenses incurred by the Authority in connection with the execution, performance or enforcement of this Lease Agreement or any of the transactions contemplated hereby or related to the Property, including, without limitation, any amounts which may become due; provided, however, the City shall not be responsible for any costs incurred by the Authority associated with any assignment made by the Assignee; and (iv) any amounts required to be paid as rebate to the United States pursuant to the Tax Certificate. Amounts constituting Additional Payments payable hereunder shall be paid by the City directly to the person or persons to whom such amounts shall be payable. The City shall pay all such amounts when due or at such later time as such amounts may be paid without penalty or, in any other case, within 60 days after notice in writing from the Authority to the City stating the amount of Additional Payments then due and payable and the purpose thereof. (c) Effect of Prepayment. If the City prepays all Lease Payments in full under Sections 9.2 or 9.3, the City's obligations under this Section will thereupon cease and terminate. If the City prepays the Lease Payments in part but not in whole under Section 9.3, the principal components of the remaining Lease Payments will be reduced on a pro rata basis; and the interest component of each remaining Lease Payment will be reduced on a pro rata basis. (d) Rate on Overdue Payments. If the City fails to make any of the payments required in this Section 4.3, the payment in default will continue as an obligation of the City until the amount in default has been fully paid, and the City agrees to pay the same with interest thereon, from the date of default to the date of payment at the rate of 12% per annum or any lesser maximum legal rate. (e) Fair Rental Value. The Lease Payments coming due and payable during each Rental Period constitute the total rental for the Property for such Rental Period, and will be paid by the City in each Rental Period for and in consideration of the right of the use and occupancy of, and the continued quiet use and enjoyment of the Property during each Rental Period. The parties hereto have agreed and determined that the total Lease Payments due during each Rental Period are not in excess of the fair rental value of the Property during such Rental Periods. In making this determination, consideration has been given to the estimated fair market value of the Property, the estimated replacement cost of the Property, the uses and purposes which may be served by the Property and the benefits therefrom which will accrue to the City and the general public. (f) Source of Payments; Budget and Appropriation. The Lease Payments are payable from any source of legally available funds of the City, subject to the provisions of Sections 6.1, 6.3 and 9.1. The City covenants to take such action as may be necessary to include all Lease Payments in each of its annual budgets during the Term of this Lease Agreement and to make the necessary annual appropriations for all such Lease Payments. The covenants on the part of the City herein contained constitute duties imposed by law and it is the duty of each and every public official of the City to take such action and do such things as are required by law in the performance of the official duty of such officials to enable the City to carry out and perform the covenants and agreements in this Lease Agreement agreed to be carried out and performed by the City. -12- (g) Allocation of Lease Payments. All Lease Payments received shall be applied first to the interest components of the Lease Payments due hereunder, then to the principal components of the Lease Payments due hereunder, but no such application of any payments that are less than the total rental due and owing shall be deemed a waiver of any default hereunder. (h) No Offsets. Notwithstanding any dispute between the Authority, or Assignee as the Authority's assignee, and the City, the City shall make all Lease Payments when due without deduction or offset of any kind and shall not withhold any Lease Payments pending the final resolution of such dispute. (i) Assignment Agreement. The City understands and agrees that all Lease Payments have been assigned by the Authority to the Assignee under the Assignment Agreement executed concurrently herewith, and the City hereby assents to such assignment. The Authority hereby directs the City, and the City hereby agrees, to pay to the Assignee (or to its assignees as directed pursuant to Section 7.4 hereof) all payments payable by the City under this Section 4.3 and all amounts payable by the City under Article D(. Lease Payments shall be paid to the Assignee as follows: Compass Bank 201 North Hwy 183 Leander, TX 78641 (512) 421 -5715 ABA #: 113 - 010 -547 For Credit to: 90124099 DO NOT POST. CONTACT LD &FCPublicFinanceFundingDesk @BBVACompass.com Reference: City of Temecula Section 4.4. Quiet Enjoyment. Throughout the Term of this Lease Agreement, the Authority will provide the City with quiet use and enjoyment of the Property and the City will peaceably and quietly have and hold and enjoy the Property, without suit, trouble or hindrance from the Authority, except as expressly set forth in this Lease Agreement. The Authority will, at the request of the City and at the City's cost, join in any legal action in which the City asserts its right to such possession and enjoyment to the extent the Authority may lawfully do so. Notwithstanding the foregoing, the Authority and the Assignee have the right to inspect the Property as provided in Sections 5.12(c) and 7.2. Section 4.5. Title. At all times during the Term of this Lease Agreement, the City shall hold title to the Property, including all additions which comprise fixtures, repairs, replacements or modifications thereto, subject to Permitted Encumbrances and subject to the provisions of Section 7.2. Upon the termination of this Lease Agreement (other than under Section 8.2(b) hereof), all right, title and interest of the Authority in and to the Property shall be transferred to and vested in the City. Upon the payment in full of all Lease Payments allocable to the Property, or upon the deposit by the City of security for such Lease Payments as provided in Section 9.1, all right, title and interest of the Authority in and to the Property shall be transferred to and vested in the City. The Authority agrees to take any and all steps and execute and record any and all documents reasonably required by the City to consummate any such transfer. Section 4.6. Release of Excess Property. The City may, at any time and from time to time, release any portion of the Property (the "Released Property ") from the Lease, with the prior written consent of the Assignee, which consent shall be at the Assignee's sole discretion, and upon satisfaction of all of the following requirements which are conditions precedent to such release: (a) The City shall certify to the Authority and the Assignee that no Event of Default has occurred and is continuing, and no event giving rise to an abatement of Lease Payments under Section 6.3 has occurred or is continuing with respect to the Property to be remaining following release of the Released Property; (b) The City shall file with the Authority and the Assignee, and cause to be recorded in the office of the Riverside County Recorder, an amendment to this Lease Agreement which deletes the Released Property from the description of the Property; (c) The City shall file with the Authority and the Assignee a written certificate of the City stating the City's determination that the estimated value of the real property which will remain leased under this Lease Agreement following such release is at least equal to the original principal components of the Lease Payments and upon request of the Assignee, the City shall provide to the Assignee additional information and documents to evidence the value of the remaining portion of the Property; (d) The City shall file with the Authority and the Assignee a written certificate of the City stating the City's determination that the estimated fair rental value, for each remaining Rental Period and in the aggregate, of the Property remaining after release of the Released Property is at least equal to the remaining Lease Payments for each remaining Rental Period and in the aggregate; and (e) The City shall file with the Authority and the Assignee such other information, documents and instruments as the Authority or the Assignee shall reasonably request, including (if requested by the Assignee) evidence of the insurable value of the Property to be remaining following release of the Released Property, indicating that such value is in excess of the then unpaid principal component of the Lease Payments and such endorsements to the title policy delivered on the Closing Date. Upon the satisfaction of all such conditions precedent, the Term of this Lease Agreement will thereupon end as to the Released Property. The City is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of such release. The Authority and the City shall execute, deliver and cause to be recorded all documents required to discharge this Lease Agreement of record against the Released Property. Section 4.7. Substitution of Property. (a) In the event of damage or destruction of the Property due to earthquake or other uninsured casualty for which rental interruption insurance is not available or in the event that following the condemnation of all or a portion of the Property the fair rental value of the Property remaining after such condemnation is less than the remaining Lease Payments due under this Lease Agreement, the City shall substitute under the Site and Facility Lease and this Lease Agreement one or more parcels of unimpaired and unencumbered real property, the fair rental value of which, for each remaining Rental Period and in the aggregate, shall be at least equal to the remaining Lease Payments hereunder. (b) If for any reason the City is unable to so substitute real property for the Property with a fair rental value at least equal to the remaining Lease Payments hereunder, the City shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. ARTICLE V MAINTENANCE; TAXES; INSURANCE; AND OTHER MATTERS Section 5.1. Maintenance, Utilities, Taxes and Assessments. Throughout the Term of this Lease Agreement, as part of the consideration for the rental of the Property, all improvement, repair and maintenance of the Property are the sole responsibility of the City, and the City will pay for or otherwise arrange for the payment of all utility services supplied to the Property, which may include, without limitation, janitor service, security, power, gas, telephone, light, heating, water and all other utility services, and shall pay for or otherwise arrange for the payment of the cost of the repair and replacement of the Property resulting from ordinary wear and tear or want of care on the part of the City or any assignee or sublessee thereof. In exchange for the Lease Payments herein provided, the Authority agrees to provide only the Property, as hereinbefore more specifically set forth. The City waives the benefits of subsections 1 and 2 of Section 1932, Section 1933(4) and Sections 1941 and 1942 of the California Civil Code, but such waiver does not limit any of the rights of the City under the terms of this Lease Agreement. The City will pay or cause to be paid all taxes and assessments of any type or nature, if any, charged to the Authority or the City affecting the Property or the respective interests or estates therein; provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the City is obligated to pay only such installments as are required to be paid during the Term of this Lease Agreement as and when the same become due. The City may, at the City's expense and in its name, in good faith contest any such taxes, assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges so contested to remain unpaid during the period of such contest and any appeal therefrom unless the Authority shall notify the City that, in its reasonable opinion, by nonpayment of any such items the interest of the Authority in the Property will be materially endangered or the Property or any part thereof will be subject to loss or forfeiture, in which event the City will promptly pay such taxes, assessments or charges or provide the Authority with full security against any loss which may result from nonpayment, in form satisfactory to the Authority. The City shall promptly notify the Assignee of any tax, assessment, utility or other charge it elects to contest. Section 5.2. Modification of Property. The City has the right, at its own expense, to make additions, modifications and improvements to the Property or any portion thereof. All additions, modifications and improvements to the Property will thereafter comprise part of the Property and become subject to the provisions of this Lease Agreement. Such additions, modifications and improvements may not in any way damage the Property, or cause the Property to be used for purposes other than those authorized under the provisions of state and federal law; and the Property, upon completion of any additions, modifications and improvements made thereto under this Section, must be of a value which is not substantially less than the value thereof immediately prior to the making of such additions, modifications and improvements. Section 5.3. Public Liability Insurance. The City shall maintain or cause to be maintained throughout the Term of this Lease Agreement a standard comprehensive general liability insurance policy or policies in protection of the City, the Assignee and their respective members, officers, agents, employees and assigns. Said policy or policies shall provide for indemnification of said parties against direct or contingent loss or liability for damages for bodily and personal injury, death or property damage occasioned by reason of the operation of the Property. Such policy or policies must provide coverage with limits of at least $1,000,000 per occurrence, $3,000,000 in the aggregate, for bodily injury and property damage coverage, and -15- excess liability umbrella coverage of at least $5,000,000, and in all events in form and amount (including any deductibles) satisfactory to the Assignee. Such insurance may be maintained as part of or in conjunction with any other insurance coverage carried by the City (including, with Assignee's prior written consent, a self insurance program), and may be maintained in whole or in part in the form of the participation by the City in a joint powers authority or other program providing pooled insurance. The City will apply the proceeds of such liability insurance toward extinguishment or satisfaction of the liability with respect to which such proceeds have been paid. Section 5.4. Casualty Insurance. The City will procure and maintain, or cause to be procured and maintained, throughout the Term of this Lease Agreement, casualty insurance against loss or damage to all buildings situated on the Property and owned by the City, in an amount at least equal to the greater of the replacement value of the insured buildings and the aggregate principal amount of the Lease Payments outstanding, with a lender's loss payable endorsement. Such insurance must, as nearly as practicable, cover loss or damage by all "special form" perils. Such insurance shall be subject to a deductible of not to exceed $250,000. Such insurance may be maintained as part of or in conjunction with any other insurance coverage carried by the City (including, with the Assignee's prior written consent, a self insurance program), and may be maintained in whole or in part in the form of the participation by the City in a joint powers authority or other program providing pooled insurance. The City will apply the Net Proceeds of such insurance as provided in Section 6.2. Section 5.5. Rental Interruption Insurance. The City will procure and maintain, or cause to be procured and maintained, throughout the Term of this Lease Agreement, rental interruption or use and occupancy insurance to cover loss, total or partial, of the use of the Property and the improvements situated thereon as a result of any of the hazards covered in the insurance required by Section 5.4, in an amount at least equal to the maximum Lease Payments coming due and payable during any future 24 month period. Such insurance may be maintained as part of or in conjunction with any other insurance coverage carried by the City, and may be maintained in whole or in part in the form of the participation by the City in a joint powers authority or other program providing pooled insurance; provided that such rental interruption insurance shall not be self - insured by the City. The City will apply the Net Proceeds of such insurance towards the payment of the Lease Payments allocable to the insured improvements as the same become due and payable. Section 5.6. Worker's Compensation Insurance. If required by applicable California law, the City shall carry worker's compensation insurance covering all employees on, in, near or about the Property and, upon request, shall furnish to the Authority certificates evidencing such coverage throughout the Term of this Lease Agreement. Such insurance may be maintained as part of or in conjunction with any other insurance coverage carried by the City (including a self insurance program), and may be maintained in whole or in part in the form of the participation by the City in a joint powers authority or other program providing pooled insurance. Section 5.7. Recordation Hereof; Title Insurance. On or before the Closing Date, the City shall, at its expense, (a) cause this Lease Agreement, the Site and Facility Lease and the Assignment Agreement, or a memorandum hereof or thereof in form and substance approved by Bond Counsel, to be recorded in the office of the Riverside County Recorder with respect to the Property, and (b) obtain a CLTA title insurance policy insuring the Assignee's interests in the leasehold estate established under the Site and Facility Lease and hereunder in the Property, subject only to Permitted Encumbrances, in an amount equal to the original principal components of the Lease Payments. The City will apply the Net Proceeds of such insurance as provided in Section 6.2. Section 5.8. Insurance Net Proceeds; Form of Policies. All insurance policies (or riders) required by this Article V and provided by third party insurance carriers shall be taken out and maintained with responsible insurance companies organized under the laws of one of the states of the United States and qualified to do business in the State, and shall contain a provision that the insurer shall not cancel or revise coverage thereunder without giving written notice to the insured parties at least ten days before the cancellation or revision becomes effective. Each insurance policy or rider required by Sections 5.3, 5.4 and 5.5 and provided by third party insurance carriers shall name the City and the Assignee as insured parties and the Assignee as loss payee and shall include a lender's loss payable endorsement for the benefit of the Assignee. In the case of coverage pursuant to Section 5.3, the Authority and the Assignee shall be added as an additional insureds. Prior to the Closing Date, the City will deposit with the Assignee policies (and riders and endorsements, if applicable) evidencing any such insurance procured by it, or a certificate or certificates of the respective insurers stating that such insurance is in full force and effect. Before the expiration of any such policy (or rider), the City will furnish to the Assignee evidence that the policy has been renewed or replaced by another policy conforming to the provisions of this Article V unless such insurance is no longer obtainable, in which event the City shall notify the Assignee of such fact. Section 5.9. Installation of City's Personal Property. The City may at any time and from time to time, in its sole discretion and at its own expense, install or permit to be installed other items of equipment or other personal property in or upon the Property. All such items shall remain the sole property of the City, in which the Authority has no interest, and may be modified or removed by the City at any time. The City must repair and restore any and all damage to the Property resulting from the installation, modification or removal of any such items. Nothing in this Lease Agreement prevents the City from purchasing or leasing items to be installed under this Section under a lease or conditional sale agreement, or subject to a vendor's lien or security agreement, as security for the unpaid portion of the purchase price thereof, provided that no such lien or security interest may attach to any part of the Property. Section 5.10. Liens. The City will not, directly or indirectly, create, incur, assume or suffer to exist any mortgage, pledge, lien, charge, encumbrance or claim on or with respect to the Property, other than as herein contemplated and except for such encumbrances as the City certifies in writing to the Assignee do not materially and adversely affect the leasehold estate in the Property hereunder and for which the Assignee provides its prior written approval, which approval shall be at Assignee's sole discretion. Except as expressly provided in this Article V, the City will promptly, at its own expense, take such action as may be necessary to duly discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim, for which it is responsible, if the same shall arise at any time. The City will reimburse the Assignee for any expense incurred by it in order to discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim. Section 5.11. Advances. If the City fails to perform any of its obligations under this Article V, the Authority may take such action as may be necessary to cure such failure, including the advancement of money, and the City shall be obligated to repay all such advances as additional rental hereunder, with interest at the rate set forth in Section 4.3(c). Section 5.12. Environmental Covenants. (a) Compliance with Laws; No Hazardous Substances. The City will comply with all Applicable Environmental Laws with respect to the Property and will not use, store, generate, treat, transport, or dispose of any Hazardous Substance thereon or in a manner that would cause any Hazardous Substance to later flow, migrate, leak, leach, or otherwise come to rest on or in the Property. (b) Notification of Assignee. The City will transmit copies of all notices, orders, or statements received from any governmental entity concerning violations or asserted violations of Applicable Environmental Laws with respect to the Property and any operations conducted thereon or any conditions existing thereon to the Assignee, and the City will notify the Assignee in writing immediately of any release, discharge, spill, or deposit of any Hazardous Substance that has occurred or is occurring that in any way affects or threatens to affect the Property, or the people, structures, or other property thereon, provided that no such notification shall create any liability or obligation on the part of the Assignee. (c) Access for Inspection. The City will permit the Assignee, its agents, or any experts designated by the Assignee to have full access to the Property during reasonable business hours for purposes of such independent investigation of compliance with all Applicable Environmental Laws, provided that the Assignee has no obligation to do so, or any liability for any failure to do so, or any liability should it do so. Section 5.13. City Consent to Assignment Agreement. The Authority's rights under this Lease Agreement (excluding the right to receive notices, the right to reimbursement of costs and to indemnification), including the right to receive and enforce payment of the Lease Payments, and the Site and Facility Lease, are being assigned to the Assignee pursuant to the Assignment Agreement. The City hereby consents to such assignment and to any additional assignment of such rights by the Assignee or its assignees. The City agrees to execute all documents, including notices of assignment and chattel mortgages or financing statements, which may be reasonably requested by the Assignee or its assignees to protect their interests in the Property and in this Lease Agreement. ARTICLE VI EMINENT DOMAIN; USE OF NET PROCEEDS Section 6.1. Eminent Domain. If all of the Property shall be taken permanently under the power of eminent domain or sold to a governmental entity threatening to exercise the power of eminent domain, the Term of this Lease Agreement shall cease as of the day possession shall be so taken. If less than all of the Property shall be taken permanently, or if all of the Property or any part thereof shall be taken temporarily under the power of eminent domain, (1) this Lease Agreement shall continue in full force and effect and shall not be terminated by virtue of such taking and the parties waive the benefit of any law to the contrary, and (2) there shall be a partial abatement of Lease Payments in an amount equal to the application of the Net Proceeds of any eminent domain award to the prepayment of the Lease Payments hereunder, in an amount to be agreed upon by the City and the Assignee such that the resulting Lease Payments represent fair consideration for the use and occupancy of the remaining usable portion of the Property. Section 6.2. Application of Net Proceeds. (a) From Insurance Award. (i) Any Net Proceeds of insurance against damage to or destruction of any part of the Property collected by the City in the event of any such damage or destruction shall be deposited by the City promptly upon receipt thereof in a special fund with the Assignee designated as the "Insurance and Condemnation Fund." (ii) Within ninety (90) days following the date of such deposit, the City shall determine and notify the Authority and the Assignee in writing of its determination either (A) that the replacement, repair, restoration, modification or improvement of the Property is not economically feasible or in the best interest of the City and the Net Proceeds, together with other moneys available therefor, are sufficient to cause the prepayment of the principal components of all unpaid Lease Payments pursuant to Section 9.3 hereof, or (B) that all or a portion of such Net Proceeds are to be applied to the prompt replacement, repair, restoration, modification or improvement of the damaged or destroyed portions of the Property and the fair rental value of the Property following such repair, restoration, replacement, modification or improvement will at least equal the unpaid principal component of the Lease Payments. (iii) In the event the City's determination is as set forth in clause (A) of subparagraph (ii) above, such Net Proceeds shall be promptly applied to the prepayment of Lease Payments and other amounts pursuant to Section 9.3 of this Lease Agreement; provided, however, that in the event of damage or destruction of the Property in full, such Net Proceeds may be so applied only if sufficient, together with other moneys available therefor, to cause the prepayment of the principal components of all unpaid Lease Payments, all accrued and unpaid interest, Prepayment Premiums described in Section 9.2, and all other costs related to such prepayments pursuant to Section 9.3 of this Lease Agreement and otherwise such Net Proceeds shall be applied to the prompt replacement, repair, restoration, modification or improvement of the Property; provided further, however, that in the event of damage or destruction of the Property in part, such Net Proceeds may be applied to the prepayment of Lease Payments only if the resulting Lease Payments following such prepayment from Net Proceeds represent fair consideration for the remaining portions of the Property and otherwise such Net Proceeds shall be applied to the prompt replacement, repair, restoration, modification or improvement of the Property, evidenced by a certificate signed by a City Representative. (iv) In the event the City's determination is as set forth in clause (B) of subparagraph (ii) above, such Net Proceeds shall be applied to the prompt replacement, repair, restoration, modification or improvement of the damaged or destroyed portions of the Property by the City, and until the Property has been restored to its prior condition, the City shall not place any lien or encumbrance on the Property that is senior to this Lease Agreement without the prior written consent of the Assignee, at its sole discretion. (b) From Eminent Domain Award. If all or any part of the Property shall be taken by eminent domain proceedings (or sold to a government threatening to exercise the power of eminent domain) the Net Proceeds therefrom shall be deposited by the City in the Insurance and Condemnation Fund and shall be applied and disbursed as follows: (i) If the City has given written notice to the Authority and the Assignee of its determination that (A) such eminent domain proceedings have not materially affected the operation of the Property or the ability of the City to meet any of its obligations with respect to the Property under this Lease Agreement, and (B) such proceeds are not needed for repair or rehabilitation of the Property, the City shall so certify to the Authority and the Assignee, and the City shall credit such proceeds towards the prepayment of the Lease Payments pursuant to Section 9.3 of this Lease Agreement. (ii) If the City has given written notice to the Authority and the Assignee of its determination that (A) such eminent domain proceedings have not materially affected the operation of the Property or the ability of the City to meet any of its obligations with respect to the Property under this Lease Agreement, and (B) such proceeds are needed for repair, rehabilitation or replacement of the Property, the City shall so certify to the Authority and the Assignee, and the City shall apply such amounts for such repair or rehabilitation. (iii) If (A) less than all of the Property shall have been taken in such eminent domain proceedings or sold to a government threatening the use of eminent domain powers, and if the City has given written notice to the Authority and the Assignee of its determination that such eminent domain proceedings have materially affected the operation of the Property or the ability of the City to meet any of its obligations with respect to the Property under the Lease Agreement or (B) all of the Property shall have been taken in such eminent domain proceedings, then the City shall credit such proceeds towards the prepayment of the Lease Payments pursuant to Section 9.3 of this Lease Agreement. (iv) In making any determination under this Section 6.2(b), the City may, but shall not be required to, obtain at its expense, the report of an independent engineer or other independent professional consultant, a copy of which shall be filed with the Authority and the Assignee. Any such determination by the City shall be final. (c) From Title Insurance. The Net Proceeds from a title insurance award shall be deposited by the City in the Insurance and Condemnation Fund and credited towards the prepayment of Lease Payments required to be paid pursuant to Section 9.3 of this Lease Agreement. Section 6.3. Abatement of Lease Payments in the Event of Damage or Destruction. Lease Payments shall be abated during any period in which, by reason of damage or destruction, there is substantial interference with the use and occupancy by the City of the Property or any -20- portion thereof to the extent to be agreed upon by the City and the Assignee. The parties agree that the amounts of the Lease Payments under such circumstances shall not be less than the amounts of the unpaid Lease Payments as are then set forth in Exhibit C, unless such unpaid amounts are determined to be greater than the fair rental value of the portions of the Property not damaged or destroyed, based upon an appropriate method of valuation, in which event the Lease Payments shall be abated such that they represent said fair rental value. Such abatement shall continue for the period commencing with such damage or destruction and ending with the substantial completion of the work of repair or reconstruction as evidenced by a Certificate of a City Representative to the Authority and the Assignee. In the event of any such damage or destruction, this Lease Agreement shall continue in full force and effect and the City waives any right to terminate this Lease Agreement by virtue of any such damage and destruction. Notwithstanding the foregoing, there shall be no abatement of Lease Payments under this Section 6.3 to the extent that (a) the proceeds of rental interruption insurance or (b) amounts in the Insurance and Condemnation Fund are available to pay Lease Payments which would otherwise be abated under this Section 6.3, it being hereby declared that such proceeds and amounts constitute special funds for the payment of the Lease Payments. ARTICLE VII OTHER COVENANTS OF THE CITY Section 7.1. Disclaimer of Warranties. THE AUTHORITY MAKES NO AGREEMENT, WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR FITNESS FOR THE USE CONTEMPLATED BY THE CITY OF THE PROPERTY OR ANY PORTION THEREOF, OR ANY OTHER REPRESENTATION OR WARRANTY WITH RESPECT TO THE PROPERTY OR ANY PORTION THEREOF. THE CITY ACKNOWLEDGES THAT THE CITY LEASES THE PROPERTY AS -IS, IT BEING AGREED THAT ALL OF THE AFOREMENTIONED RISKS ARE TO BE BORNE BY THE CITY. In no event is the Authority liable for incidental, indirect, special or consequential damages, in connection with or arising out of this Lease Agreement for the existence, furnishing, functioning or use of the Property by the City. Section 7.2. Access to the Property; Grant and Conveyance of Right of Entry. The City agrees that the Authority, and the Authority's successors or assigns, has the right at all reasonable times, following at least 48 hours written notice provided to the City, to enter upon and to examine and inspect the Property or any part thereof. The City further agrees that the Authority, and the Authority's successors or assigns shall have such rights of access to the Property or any component thereof, following at least 48 hours written notice provided to the City, as may be reasonably necessary to cause the proper maintenance of the Property if the City fails to perform its obligations hereunder. Neither the Authority nor any of its assigns has any obligation to cause such proper maintenance. The City further grants, conveys and confirms to the Authority, for the use, benefit and enjoyment of the Authority, its successors in interest to the Property, including the Assignee, and its sublessees, and their respective employees, invitees, agents, independent contractors, patrons, customers, guests and members of the public visiting the Property, a right of entry which shall be irrevocable for the Term of this Lease Agreement over, across and under the property of the City adjacent to the Property to and from the Property for the purpose of: (a) ingress, egress, passage or access to and from the Property by pedestrian or vehicular traffic; (b) installation, maintenance and replacement of utility wires, cables, conduits and pipes; and (c) other purposes and uses necessary or desirable for access to and from and for operation and maintenance of the Property. Section 7.3. Release and Indemnification Covenants. The City hereby indemnifies the Authority, the Assignee and their respective directors, officers, agents, employees, successors and assigns against all claims, losses and damages, including legal fees and expenses, arising out of (a) the use, maintenance, condition or management of, or from any work or thing done on the Property by the City or the City's employees, agents, contractors, invitees or licensees, (b) any breach or default on the part of the City in the performance of any of its obligations under this Lease Agreement, (c) any negligence or willful misconduct of the City or of any of its agents, contractors, servants, employees or licensees with respect to the Property, (d) any intentional misconduct or negligence of any sublessee of the City with respect to the Property, (e) the acquisition, construction, improvement and equipping of the Property, (f) the clean -up of any Hazardous Substances or toxic wastes from the Property, or (g) any claim alleging violation of any Applicable Environmental Laws, or the authorization of payment of the costs thereof. No indemnification is made under this Section 7.3 or elsewhere in this Lease Agreement for willful misconduct or gross negligence under this Lease Agreement by the Authority, the Assignee, or their respective officers, agents, employees, successors or assigns. The indemnification hereunder shall continue in full force and effect notwithstanding the full payment of all obligations under this Lease Agreement or the termination of the Term of this Lease Agreement -22- for any reason. The City and the Authority each agree to promptly give notice to each other and the Assignee of any claim or liability hereby indemnified against following learning thereof. Section 7.4. Assignment Agreement by the Authority. The Authority's rights, title and interests under this Lease Agreement, including the right to receive and enforce payment of the Lease Payments to be made by the City hereunder, have been assigned to the Assignee. The City hereby consents to such assignment. Whenever in this Lease Agreement any reference is made to the Authority, such reference shall be deemed to refer to the Assignee (including its assignees). The Assignee may make additional assignments of its rights, title and interests herein, but no such assignment will be effective as against the City unless and until the Assignee has filed with the City written notice thereof. The City shall pay all Lease Payments hereunder to the Assignee, as provided in Section 4.3(h) hereof, or under the written direction of the assignee named in the most recent assignment or notice of assignment filed with the City. During the Term of this Lease Agreement, the City will keep a complete and accurate record of all such notices of assignment. Section 7.5. Assignment Agreement and Subleasing by the City. This Lease Agreement may not be assigned, mortgaged, pledged or transferred by the City. The City may sublease the Property, or any portion thereof, with the prior written consent of the Assignee, at the Assignee's sole discretion, subject to all of the following conditions: (a) This Lease Agreement and the obligation of the City to make Lease Payments hereunder shall remain obligations of the City, and any sublease shall be subject and subordinate to this Lease Agreement. (b) The City shall, within 30 days after the delivery thereof, furnish or cause to be furnished to the Authority and the Assignee a true and complete copy of such sublease. (c) No such sublease by the City may cause the Property to be used for a purpose other than as may be authorized under the provisions of the laws of the State. (d) The City shall furnish the Authority and the Assignee with a written opinion of Bond Counsel stating that such sublease does not cause the interest components of the Lease Payments to become includable in gross income for purposes of federal income taxation or to become subject to personal income taxation by the State. (e) Any such sublease shall be subject and subordinate in all respects to the Site and Facility Lease and this Lease Agreement. Notwithstanding the foregoing, in connection with any sublease entered into for financing purposes, the principal component of the then remaining Lease Payments plus the principal component of the sublease payments shall not exceed the fair market value of the Property. Section 7.6. Amendment of Lease Agreement. This Lease Agreement may be amended with the prior written consent of the Authority and the Assignee (at the Assignee's sole discretion) provided such amendment does not, in the Assignee's sole judgment, adversely affect the Assignee. Section 7.7. Tax Covenants. (a) Generally. The City will not take any action or permit to be taken any action within its control which would cause or which, with the passage of time if not cured would cause, the -23- interest components of the Lease Payments to become includable in gross income of the Assignee for federal income tax purposes. (b) Private Activity Bond Limitation. The City will ensure that the proceeds of the Lease Payments are not so used as to cause the City's obligations hereunder to satisfy the private business tests of Section 141(b) of the Tax Code or the private loan financing test of Section 141(c) of the Tax Code. (c) Federal Guarantee Prohibition. The City will not take any action or permit or suffer any action to be taken if the result of the same would be to cause the Lease Payments to be "federally guaranteed" within the meaning of Section 149(b) of the Tax Code. (d) No Arbitrage. The City will not take, or permit or suffer to be taken, any action with respect to the proceeds of the Lease Payments which, if such action had been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the Closing Date would have caused the Lease Payments to be "arbitrage bonds" within the meaning of Section 148(a) of the Tax Code. (e) Arbitrage Rebate. The City will take any and all actions necessary to assure compliance with Section 148(0 of the Tax Code, relating to the rebate of excess investment earnings, if any, to the federal government, to the extent that such section is applicable to the Lease Payments. Section 7.8. Financial Statements; Budgets. Within one hundred eighty (180) days following the end of each Fiscal Year of the City during the Term of this Lease Agreement, the City will provide the Authority and the Assignee with a copy of its audited financial statements for such Fiscal Year. Such audited financial statements shall include the City's Comprehensive Annual Financial Report ( "CAFR "), including such information as is required by applicable Government Accounting Standards Board pronouncements and applicable State law. Within thirty (30) days of the end of each fiscal year, the City will provide the Assignee with a copy of its annual budget and any interim updates or modifications to such budget. The City hereby agrees to provide the Assignee with such other information as may be reasonably requested by the Assignee. Section 7.9. Records and Accounts. The City covenants and agrees that it shall keep proper books of record and accounts of its operations, in which complete and correct entries shall be made of all transactions relating to the City. Said books and records shall at all reasonable times be subject to the inspection of the Assignee upon 72 hours' prior notice. Section 7,10. Observance of Laws and Regulations, The City will well and truly keep, observe and perform or cause to be kept, observed and performed all valid and lawful obligations or regulations now or hereafter imposed on it by contract, or prescribed by any law of the United States, or of the State, or by any officer, board or commission having jurisdiction or control, as a condition of the continued enjoyment of any and every right, privilege or franchise now owned or hereafter acquired and enjoyed by the City, including the City's right to exist and carry on business as a municipal corporation, to the end that such rights, privileges and franchises shall be maintained and preserved, and shall not become abandoned, forfeited or in any manner impaired. Section 7.11, Notices. During the Term of this Lease Agreement, the City shall provide to the Assignee: (a) immediate notice by telephone, promptly confirmed in writing, of any event, action or failure to take any action which constitutes an Event of Default under this Lease Agreement, together with a detailed statement by a City representative of the steps being taken by the City to cure the effect of such Event of Default. (b) prompt written notice of any Material Litigation, or any investigation, inquiry or similar proceeding by any Governmental Authority. (c) with reasonable promptness, such other information respecting the City, and the operations, affairs and financial condition of the City as the Assignee may from time to time reasonably request. ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section 81. Events of Default Defined. Any one or more of the following events constitutes an Event of Default hereunder: (a) Failure by the City to pay any Lease Payment or other payment required to be paid hereunder at the time specified herein. (b) Failure by the City to observe and perform any covenant, condition or agreement on its part to be observed or performed hereunder, other than as referred to in the preceding clause (a) of this Section, for a period of 30 days after written notice specifying such failure and requesting that it be remedied has been given to the City by the Assignee. However, if in the reasonable opinion of the City the failure stated in the notice can be corrected, but not within such 30 -day period, the Authority and the Assignee shall not unreasonably withhold their consent to an extension of such time (for a period not to exceed 60 days) if corrective action is instituted by the City within such 30 -day period and diligently pursued until the default is corrected. (c) The filing by the City of a voluntary petition in bankruptcy, or failure by the City promptly to lift any execution, garnishment or attachment, or adjudication of the City as a bankrupt, or assignment by the City for the benefit of creditors, or the entry by the City into an agreement of composition with creditors, or the approval by a court of competent jurisdiction of a petition applicable to the City in any proceedings instituted under the provisions of the Federal Bankruptcy Code, as amended, or under any similar federal or State act now existing or which may hereafter be enacted. (d) Any statement, representation or warranty made by the City in or pursuant to this Lease Agreement or its execution, delivery or performance shall have been false, incorrect, misleading or breached in any material respect on the date when made. (e) Any default occurs under any other agreement for borrowing money, lease financing of property or otherwise receiving credit under which the City is an obligor, if such default (i) arises under any other agreement for borrowing money, lease financing of property or provision of credit provided by the Assignee or any affiliate of the Assignee, or (ii) arises under any obligation under which there is outstanding, owing or committed an aggregated amount in excess of $500,000. (f) Any default by the City to observe any covenant, condition or agreement on its part to be observed or performed under the Site and Facility Lease. (g) Any court of competent jurisdiction shall find or rule that the Site and Facility Lease or this Lease Agreement is not valid or binding against the City. Section 8.2. Remedies on Default. Whenever any Event of Default has happened and is continuing, the Authority may exercise any and all remedies available under law or granted under this Lease Agreement; provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Lease Payments or otherwise declare any Lease Payments not then in default to be immediately due and payable. Each and every covenant hereof to be kept and performed by the City is expressly made a condition and upon the breach thereof the Authority may exercise any and all rights granted hereunder; provided, that no termination of this Lease Agreement shall be effected either by operation of law or acts of the parties hereto, except only in the manner herein expressly -26- provided. Upon the occurrence and during the continuance of any Event of Default, the Authority may exercise any one or more of the following remedies: (a) Enforcement of Payments Without Termination. If the Authority does not elect to terminate this Lease Agreement in the manner hereinafter provided for in subparagraph (b) hereof, the City agrees to and shall remain liable for the payment of all Lease Payments and the performance of all conditions herein contained and shall reimburse the Authority for any deficiency arising out of the re- leasing of the Property, or, if the Authority is unable to re -lease the Property, then for the full amount of all Lease Payments to the end of the Term of this Lease Agreement, but said Lease Payments and /or deficiency shall be payable only at the same time and in the same manner as hereinabove provided for the payment of Lease Payments hereunder, notwithstanding such entry or re -entry by the Authority or any suit in unlawful detainer, or otherwise, brought by the Authority for the purpose of effecting such re -entry or obtaining possession of the Property or the exercise of any other remedy by the Authority. The City hereby irrevocably appoints the Authority as the agent and attorney -in -fact of the City to enter upon and re -lease the Property upon the occurrence and continuation of an Event of Default and to remove all personal property whatsoever situated upon the Property, to place such property in storage or other suitable place in Riverside County for the account of and at the expense of the City, and the City hereby exempts and agrees to save harmless the Authority from any costs, loss or damage whatsoever arising or occasioned by any such entry upon and re- leasing of the Property and the removal and storage of such property by the Authority or its duly authorized agents in accordance with the provisions herein contained. The City agrees that the terms of this Lease Agreement constitute full and sufficient notice of the right of the Authority to re -lease the Property in the event of such re -entry without effecting a surrender of this Lease Agreement, and further agrees that no acts of the Authority in effecting such re- leasing shall constitute a surrender or termination of this Lease Agreement irrespective of the term for which such re- leasing is made or the terms and conditions of such re- leasing, or otherwise, but that, on the contrary, in the event of such default by the City the right to terminate this Lease Agreement shall vest in the Authority to be effected in the sole and exclusive manner hereinafter provided for in subparagraph (b) hereof. The City agrees to surrender and quit possession of the Property upon demand of the Authority for the purpose of enabling the Property to be re-let under this paragraph. Any rental obtained by the Authority in excess of the sum of Lease Payments plus costs and expenses incurred by the Authority for its services in re- leasing the Property shall be paid to the City. (b) Termination of Lease. If an Event of Default occurs and is continuing hereunder, the Authority at its option may terminate this Lease Agreement and re -lease all or any portion of the Property, subject to the Site and Facility Lease. If the Authority terminates this Lease Agreement at its option and in the manner hereinafter provided due to a default by the City (and notwithstanding any re -entry upon the Property by the Authority in any manner whatsoever or the re- leasing of the Property), the City nevertheless agrees to pay to the Authority all costs, loss or damages howsoever arising or occurring payable at the same time and in the same manner as is herein provided in the case of payment of Lease Payments and Additional Payments. Any surplus received by the Authority from such re- leasing shall be applied by the Authority to Lease Payments due under this Lease Agreement. Neither notice to pay rent or to deliver up possession of the premises given under law nor any proceeding in unlawful detainer taken by the Authority shall of itself operate to terminate this Lease Agreement, and no termination of this Lease Agreement on account of default by the City shall be or become effective by operation of law, or otherwise, unless and until the Authority shall have given written notice to the City of the election on the part of the Authority to terminate this Lease Agreement. The City covenants and agrees that no surrender of the Property, or of the remainder of the Term hereof or any termination of this Lease Agreement shall be valid in any manner or for any purpose whatsoever unless stated or accepted by the Authority by such written notice. -27- (c) Proceedings at Law or In Equity. If an Event of Default occurs and continues hereunder, the Authority may take whatever action at law or in equity may appear necessary or desirable to collect the amounts then due and thereafter to become due hereunder or to enforce any other of its rights hereunder. (d) Remedies under the Site and Facility Lease. If an Event of Default occurs and continues hereunder, the Authority may exercise its rights under the Site and Facility Lease. Section 8.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the Authority is intended to be exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Lease Agreement or now or hereafter existing at law or in equity. No delay or omission to exercise any right or power accruing upon the occurrence of any Event of Default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Authority to exercise any remedy reserved to it in this Article VIII it shall not be necessary to give any notice, other than such notice as may be required in this Article VIII or by law. Section 8.4. Agreement to Pay Attorneys' Fees and Expenses. If either party to this Lease Agreement defaults under any of the provisions hereof and the nondefaulting party should employ attorneys (including in -house legal counsel) or incur other expenses for the collection of moneys or the enforcement or performance or observance of any obligation or agreement on the part of the defaulting party herein contained, the defaulting party agrees that it will on demand therefor pay to the nondefaulting party the reasonable fees of such attorneys (including allocable costs and expenses of in -house legal counsel, if any) and such other expenses so incurred by the nondefaulting party. Section 8.5. No Additional Waiver Implied by One Waiver. If any agreement contained in this Lease Agreement is breached by either party and thereafter waived by the other party, such waiver is limited to the particular breach so waived and will not be deemed to waive any other breach hereunder. Section 8.6. Assignee to Exercise Rights. Such rights and remedies as are given to the Authority under this Article VIII have been assigned by the Authority to the Assignee, to which assignment the City hereby consents. Such rights and remedies shall be exercised solely by the Assignee. ARTICLE IX PREPAYMENT OF LEASE PAYMENTS Section 9.1. Security Deposit. Notwithstanding any other provision of this Lease Agreement, the City may on any date secure the payment of the Lease Payments in whole or in part by depositing with the Assignee or a fiduciary reasonably satisfactory to the Assignee, in trust, an amount of cash, which shall be held in a segregated trust or escrow fund under a trust or escrow agreement that is in form and content acceptable to the Assignee, which cash so held is either (a) sufficient to pay such Lease Payments, including the principal and interest components thereof, in accordance with the Lease Payment schedule set forth in Exhibit C, or (b) invested in whole in non - callable Federal Securities maturing not later than the dates such funds will be required to make Lease Payments or any prepayment in an amount which is sufficient, in the opinion of an independent certified public accountant (which opinion must be in form and substance, and with such an accountant, acceptable to the Assignee and addressed and delivered to the Assignee), together with interest to accrue thereon and without reinvestment and together with any cash which is so deposited, to pay such Lease Payments when due under Section 4.3(a) or when due on any optional prepayment date under Section 9.2, as the City instructs at the time of said deposit; provided, however, that at or prior to the date on which any such security deposit is established, the City shall deliver to the Assignee an opinion of Bond Counsel (in form and substance acceptable to the Assignee) to the effect that any such security deposit will not adversely affect the excludability of the interest component of Lease Payments from gross income of the Assignee for federal income tax purposes. In the event of a security deposit under this Section with respect to all unpaid Lease Payments, (i) the Term of this Lease Agreement shall continue, (ii) all obligations of the City under this Lease Agreement, and all security provided by this Lease Agreement for said obligations, shall thereupon cease and terminate, excepting only (A) the obligation of the City to make, or cause to be made, all of the Lease Payments from such security deposit and, to the extent of any deficiency, as rent payable from other legally available funds of the City, and (B) the release and indemnification obligations of the City under subparagraphs (f) and (g) of Section 7.3, and (iii) under Section 4.5, the Authority's leasehold interest in the Property will vest in the City on the date of said deposit automatically and without further action by the City or the Authority. The City hereby grants a first priority security interest in and the lien on said security deposit and all proceeds thereof in favor of the Assignee. Said security deposit shall be deemed to be and shall constitute a special fund for the payment of Lease Payments in accordance with the provisions of this Lease Agreement and, notwithstanding anything to the contrary herein, Lease Payments therefrom shall not be subject to abatement under Section 6.3 hereof to the extent payable from the funds held by the Assignee or the fiduciary as described in the first sentence of this Section 9.1. Section 9.2. Optional Prepayment. (a) Prior to December 1, 2021, the City may prepay the principal component of the Lease Payments in full or in part, at a prepayment amount equal to the principal amount of Lease Payments to be prepaid, together accrued interest to the date fixed for prepayment and a prepayment premium equal to the Annual Yield Differential (as defined below) multiplied by the Percent Being Prepaid (as defined below), multiplied by the Average Remaining Outstanding Principal Amount prepaid (as defined below) multiplied by the number of days from the date of the prepayment (the "Prepayment Date ") through the date on which the final payment is due (the "Maturity Date "), divided by 360 (the "Prepayment Premium "). The "Annual Yield Differential" is the difference (but not less than zero) between the U.S. Treasury yield (from the Federal Reserve daily H.15 report) on the maturity closest to the final maturity of the Lease Agreement on the Closing Date, and the U.S Treasury yield (from the Federal Reserve daily H.15 report) on the maturity closest to the final maturity of the Lease -29- Agreement at the date of prepayment. The "Average Remaining Outstanding Principal Amount" of the Lease Agreement is defined as the simple average of the existing principal component of the Lease Payments at the date of prepayment and the balance due on the final Interest Payment Date. The "Percent Being Prepaid" shall be determined by dividing the principal component of Lease Payments being prepaid by the existing principal component of Lease Payments. If treasury rates are equal or higher than the rate applicable to the Lease Agreement, there will be no prepayment premium. (b) The City may prepay the principal component of the Lease Payments in full or in part, on any date on and after December 1, 2021, at in a prepayment amount equal to the principal amount of Lease Payments to be prepaid, together accrued interest to the date fixed for prepayment, without premium. Section 9.3. Mandatory Prepayment From Net Proceeds of Insurance or Eminent Domain. The City shall be obligated to prepay the unpaid principal components of the Lease Payments in whole or in part on any date, together with any accrued and unpaid interest, the Prepayment Premium in the manner calculated in Section 9.2(a) if the prepayment occurs prior to December 1, 2021, and any other costs related to such prepayment, from and to the extent of any proceeds of insurance award or condemnation award with respect to the Property to be used for such purpose under Section 6.2. The City and the Authority hereby agree that such proceeds, to the extent remaining after payment of any delinquent Lease Payments, shall be credited towards the City's obligations under this Section 9.3. Section 10.1. Notices. Any notice, request, complaint, demand or other communication under this Lease Agreement shall be given by first class mail or personal delivery to the party entitled thereto at its address set forth below, or by facsimile transmission or other form of telecommunication, at its number set forth below. Notice shall be effective either (a) upon transmission by facsimile transmission or other form of telecommunication, (b) 48 hours after deposit in the United States of America first class mail, postage prepaid, or (c) in the case of personal delivery to any person, upon actual receipt. The Authority, the City and the Assignee may, by written notice to the other parties, from time to time modify the address or number to which communications are to be given hereunder. If to the Authority: If to the City: If to the Assignee: ARTICLE X MISCELLANEOUS Temecula Public Financing Authority c/o City of Temecula 41000 Main Street Temecula, CA 92589 Attention: Finance Director Phone: (951) 694 -6430 Fax: (951) 694 -6430 City of Temecula 41000 Main Street Temecula, CA 92589 Attention: Finance Director Phone: (951) 694 -6430 Fax: (951) 694 -6430 Compass Mortgage Corporation 901 Via Piemonte, Suite 140 Ontario, CA 91754 Attention: Senior Vice President Phone: (909) 285 -3931 Fax: (909) 285 -3936 Section 10.2. Binding Effect. This Lease Agreement inures to the benefit of and is binding upon the Authority, the City and their respective successors and assigns. Section 10.3. Severability. If any provision of this Lease Agreement is held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other provision hereof. Section 10.4. Net-net-net Lease. This Lease Agreement is a "net- net -net lease" and the City hereby agrees that the Lease Payments are an absolute net return to the Authority, free and clear of any expenses, charges or set -offs whatsoever. Section 10.5. Further Assurances and Corrective Instruments. The Authority and the City agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for correcting any inadequate or incorrect description of the Property hereby leased or intended so to be or for carrying out the expressed intention of this Lease Agreement. Section 10.6. Execution in Counterparts. This Lease Agreement may be executed in several counterparts, each of which is an original and all of which constitutes one and the same instrument. Section 10.7. Applicable Law. This Lease Agreement is governed by and construed in accordance with the laws of the State. Section 10.8. Captions. The captions or headings in this Lease Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions or section of this Lease Agreement. IN WITNESS WHEREOF, the Authority and the City have caused this Lease Agreement to be executed in their respective names by their duly authorized officers, all as of the date first above written. Attest: Attest: Susan W. Jones, MMC Secretary Susan W. Jones, MMC City Clerk TEMECULA PUBLIC FINANCING AUTHORITY By Shawn D. Nelson Executive Director CITY OF TEMECULA By Shawn D. Nelson City Manager EXHIBIT A DESCRIPTION OF THE SITE All that certain real property situated in the City of Temecula, Riverside County, State of California, described as follows: That certain parcel of land situated in the City of Temecula, County of Riverside, State of California, being Parcel 1 of the Official Map No. 2008- 0270686, recorded in Book 1, Pages 20 through 22, inclusive of Official Maps in the office of the County Recorder of said County. Except therefrom that portion of aid land described in the Director's Deed recorded November 06, 1987, as Instrument No. 320395, of Official Records. Except from portions of said land together with the right to grant to others all mineral, oil and gas rights below the depth of 500 feet below the surface of said land without the right of surface entry, as reserved by Bedford Development Company, a California corporation, formerly known as Kaiser Development Company, a California corporation in Deed recorded August 21, 1989 as Instrument No. 283725, of Official Records. Exhibit A Page 1 EXHIBIT B DESCRIPTION OF THE FACILITY The Facility consists of the Temecula Civic Center including a city hall office building, attached council chambers and community room totaling approximately 96,795 square feet. Exhibit B EXHIBIT C SCHEDULE OF LEASE PAYMENTS Lease Total Payment Principal Interest Lease Date Component Component (1) Payment 3/1/12 $ 96,000 $248,782.81 $344,782.81 6/1/12 93,000 250,678.13 343,678.13 9/1/12 284,000 249,806.25 533,806.25 12/1/12 287,000 247,143.75 534,143.75 3/1/13 290,000 244,453.13 534,453.13 6/1/13 292,000 241,734.38 533,734.38 9/1/13 295,000 238,996.88 533,996.88 12/1/13 298,000 236,231.25 534,231.25 3/1/14 302,000 233,437.50 535,437.50 6/1/14 304,000 230,606.25 534,606.25 9/1/14 306,000 227,756.25 533,756.25 12/1/14 310,000 224,887.50 534,887.50 3/1/15 313,000 221,981.25 534,981.25 6/1/15 315,000 219,046.88 534,046.88 9/1/15 318,000 216,093.75 534,093.75 12/1/15 321,000 213,112.50 534,112.50 3/1/16 325,000 210,103.13 535,103.13 6/1/16 327,000 207,056.25 534,056.25 9/1/16 331,000 203,990.63 534,990.63 12/1/16 334,000 200,887.50 534,887.50 3/1/17 338,000 197,756.25 535,756.25 6/1/17 340,000 194,587.50 534,587.50 9/1/17 342,000 191,400.00 533,400.00 12/1/17 345,000 188,193.75 533,193.75 3/1/18 350,000 184,959.38 534,959.38 6/1/18 352,000 181,678.13 533,678.13 9/1/18 354,000 178,378.13 532,378.13 12/1/18 358,000 175,059.38 533,059.38 3/1/19 362,000 171,703.13 533,703.13 6/1/19 365,000 168,309.38 533,309.38 9/1/19 368,000 164,887.50 532,887.50 12/1/19 371,000 161,437.50 532,437.50 3/1/20 376,000 157,959.38 533,959.38 6/1/20 378,000 154,434.38 532,434.38 9/1/20 381,000 150,890.63 531,890.63 12/1/20 385,000 147,318.75 532,318.75 3/1/21 389,000 143,709.38 532,709.38 6/1/21 392,000 140,062.50 532,062.50 9/1/21 396,000 136,387.50 532,387.50 12/1/21 399,000 132,675.00 531,675.00 3/1/22 404,000 128,934.38 532,934.38 6/1/22 286,000 125,146.88 411,146.88 9/1/22 289,000 122,465.63 411,465.63 12/1/22 292,000 119,756.25 411,756.25 3/1/23 294,000 117,018.75 411,018.75 6/1/23 297,000 114,262.50 411,262.50 Exhibit C Page 1 (1) Applicable interest rate is 3.75% per annum. 9/1/23 300,000 111,478.13 411,478.13 12/1/23 303,000 108,665.63 411,665.63 3/1/24 306,000 105,825.00 411,825.00 6/1/24 309,000 102,956.25 411,956.25 9/1/24 311,000 100,059.38 411,059.38 12/1/24 314,000 97,143.75 411,143.75 3/1/25 317,000 94,200.00 411,200.00 6/1/25 320,000 91,228.13 411,228.13 9/1/25 322,000 88,228.13 410,228.13 12/1/25 325,000 85,209.38 410,209.38 3/1/26 328,000 82,162.50 410,162.50 6/1/26 331,000 79,087.50 410,087.50 9/1/26 334,000 75,984.38 409,984.38 12/1/26 337,000 72,853.13 409,853.13 3/1/27 340,000 69,693.75 409,693.75 6/1/27 344,000 66,506.25 410,506.25 9/1/27 346,000 63,281.25 409,281.25 12/1/27 350,000 60,037.50 410,037.50 3/1/28 353,000 56,756.25 409,756.25 6/1/28 356,000 53,446.88 409,446.88 9/1/28 360,000 50,109.38 410,109.38 12/1/28 363,000 46,734.38 409,734.38 3/1/29 366,000 43,331.25 409,331.25 6/1/29 370,000 39,900.00 409,900.00 9/1/29 373,000 36,431.25 409,431.25 12/1/29 376,000 32,934.38 408,934.38 3/1/30 380,000 29,409.38 409,409.38 6/1/30 383,000 25,846.88 408,846.88 9/1/30 387,000 22,256.25 409,256.25 12/1/30 390,000 18,628.13 408,628.13 3/1/31 394,000 14,971.88 408,971.88 6/1/31 398,000 11,278.13 409,278.13 9/1/31 401,000 7,546.88 408,546.88 12/1/31 404,000 3,787.50 407,787.50 Exhibit C Page 2 AFTER RECORDATION RETURN TO: Quint & Thimmig LLP 575 Market Street, Suite 3600 San Francisco, CA 94105 -2874 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11922 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. ASSIGNMENT AGREEMENT For Value Received, the TEMECULA PUBLIC FINANCING AUTHORITY (the "Authority ") without recourse does hereby sell, assign and transfer to COMPASS MORTGAGE CORPORATION (the "Assignee "), and its successors and assigns, (i) all of its rights, title and interest in and to the Lease Agreement, dated as of December 1, 2011, a memorandum of which has been recorded concurrently herewith, by and between the Authority, as sublessor, and the City of Temecula, California (the "City "), as sublessee (said Lease Agreement and any supplements, amendments, annexations, extensions or renewals thereof is referred to hereinafter as the "Lease Agreement "), as well as its rights to enforce payment of Lease Payments (as defined in the Lease Agreement) when due or otherwise to protect its interests and exercise all remedies in the event of a default or termination by the City under the Lease Agreement, (ii) all of its rights, title and interest in and to the Site and Facility Lease, dated as of December 1, 2011, which has been recorded concurrently herewith, by and between the City, as lessor, and the Authority, as lessee (the "Site and Facility Lease "), and (iii) all moneys, sums and amounts now due or hereinafter to become due under the Lease Agreement. The Site and Facility Lease and the Lease Agreement delivered to the Assignee are duly executed duplicate originals that comprise the entire writing, obligation and agreement between the Authority and the City respecting the leases made thereunder and the lease payments made therefor. The Authority represents and warrants as follows: (1) it has made no prior sale or assignment of any interest in the Site and Facility Lease and the Lease Agreement; (2) that the Lease Agreement and Site and Facility Lease are genuine and in all respects are what they purport to be; and (3) that Assignee is not liable for and does not assume responsibility for the performance of any of the covenants, agreements, duties or obligations specified in the Lease Agreement to be kept, paid or performed by the Authority, with exception of such covenants, agreements, duties and obligations (if any) which are expressly made the responsibility of Assignee under the Lease Agreement. The Authority further represents and warrants that as of the date of this Assignment Agreement, the Lease Agreement and Site and Facility Lease are in full force and effect and the City is not in default of any of the terms set forth therein. By its acceptance of this Assignment Agreement, the Assignee represents and warrants (i) the price it has paid in consideration for assignment of the Lease Agreement is $26,835,000; (ii) that it reasonably expects to hold the Lease Agreement for its own account and does not presently expect to sell, assign, or otherwise transfer the Lease Agreement, subject to the Assignee's right to dispose of or otherwise deal with its property (including the Lease Agreement) as it determines to be in its best interests from time to time; and (iii) that it will treat the Lease Agreement as an investment for federal income tax purposes. This Assignment Agreement shall be construed and governed in accordance with the laws of the State of California applicable to contracts made and performed in the State of California. Any provision of this Assignment Agreement found to be prohibited by law shall be ineffective only to the extent of such prohibition, and shall not invalidate the remainder of this Assignment Agreement. This Assignment Agreement binds and inures to the benefit of the parties and their respective successors and assigns. In the event of litigation between the Authority and the Assignee arising under this Assignment Agreement, the prevailing party shall be entitled to recover from the other party all costs and expenses, including attorneys' fees which may be those of in -house counsel, incurred by the prevailing party in exercising any of its rights or remedies hereunder or enforcing any of the terms, conditions or provisions of this Assignment Agreement. The Site and the Facility which are the subject of the Site and Facility Lease and the Lease Agreement are set forth in Exhibits A and B attached hereto and by this reference incorporated herein. This Assignment Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Dated as of December 1, 2011 ACCEPTANCE OF ASSIGNMENT: COMPASS MORTGAGE CORPORATION, as Assignee By Name Title TEMECULA PUBLIC FINANCING AUTHORITY By Shawn D. Nelson Executive Director EXHIBIT A DESCRIPTION OF THE SITE All that certain real property situated in the City of Temecula, Riverside County, State of California, described as follows: That certain parcel of land situated in the City of Temecula, County of Riverside, State of California, being Parcel 1 of the Official Map No. 2008- 0270686, recorded in Book 1, Pages 20 through 22, inclusive of Official Maps in the office of the County Recorder of said County. Except therefrom that portion of aid land described in the Director's Deed recorded November 06, 1987, as Instrument No. 320395, of Official Records. Except from portions of said land together with the right to grant to others all mineral, oil and gas rights below the depth of 500 feet below the surface of said land without the right of surface entry, as reserved by Bedford Development Company, a California corporation, formerly known as Kaiser Development Company, a California corporation in Deed recorded August 21, 1989 as Instrument No. 283725, of Official Records. Exhibit A Page 1 EXHIBIT B DESCRIPTION OF THE FACILITY The Facility consists of the Temecula Civic Center including a city hall office building, attached council chambers and community room totaling approximately 96,795 square feet. Exhibit B Page 1 City of Temecula, California 41000 Main Street Temecula, CA 92589 Attention: Finance Director LETTER AGREEMENT FOR PURCHASE November 2, 2011 Re: $26,835,000 Lease Agreement, dated as of December 1, 2011, by and between the Temecula Public Financing Authority and the City of Temecula, California, assigned to Compass Mortgage Corporation Ladies and Gentlemen: The undersigned, Compass Mortgage Corporation ( "Compass "), offers, upon the following terms, to acquire (i) the rights, title and interest of the Temecula Public Financing Authority (the "Authority ") under the Lease Agreement (hereinafter defined), including its rights to the Lease Payments to be made by the City of Temecula, California (the "City ") under the Lease Agreement, dated as of December 1, 2011 (the "Lease Agreement "), by and between the City and the Authority, by entering into an Assignment Agreement, dated as of December 1, 2011 (the "Assignment Agreement "), with the Authority, and (ii) the rights, title and interest of the Authority under the Site and Facility Lease, dated as of December 1, 2011 (the "Site and Facility Lease "), by and between the City and the Authority. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Lease Agreement. 1. Purchase and Purchase Price; Terms of City's Obligations. The City agrees to execute and deliver the Site and Facility Lease and the Lease Agreement, and Compass agrees to purchase the City's obligations under the Lease Agreement at a purchase price of $26,835,000. The Lease Payments under the Lease Agreement and the interest rate applicable thereto shall be as shown in Exhibit A hereto. 2. Use of Funds. The purchase price paid by Compass shall be used by the City to (i) prepay the 2001 Installment Sale Agreement and thereby refund the 2001 Certificates, (ii) prepay the 2008 Lease Agreement and thereby refund the 2008 Certificates, and (iii) pay the costs related to the preparation, execution and delivery of the Lease Agreement, the Site and Facility Lease, the Assignment Agreement and documents related to the refunding of the 2001 Certificates and the 2008 Certificates. 3. Disposition of Proceeds. Upon the Closing Date, as defined below, purchase price paid by Compass shall be transferred as follows: (a) Compass shall transfer, via wire transfer, to U.S. Bank National Association, as trustee for the 2001 Certificates, the amount of $3,929,990.43 to be applied to the prepayment of the 2001 Installment Sale Agreement and the payment and redemption of the 2001 Certificates. Wire information will be provided prior to the Closing Date. (b) Compass shall transfer, via wire transfer, to U.S. Bank National Association, as trustee for the 2008 Certificates and as escrow bank, the amount of $22,696,230.84 to be applied to the prepayment of the 2008 Lease Agreement and the payment and redemption of the 2008 Certificates. Wire information will be provided prior to the Closing Date. (c) Compass shall transfer, via wire transfer, the following amounts to the following entities, in respect of the payment of the costs of the financing transaction: (i) to Brandis Tallman LLC, $70,000.00 (invoice with wire information to be provided prior to the Closing Date); (ii) to Quint & Thimmig LLP, $70,000.00 (invoice with wire information to be provided prior to the Closing Date); (iii) to Kutak Rock LLP, $17,500.00 (e invoice with wire information to be provided prior to the Closing Date); (iv) to Richards, Watson & Gershon, $10,000.00 (invoice with wire information to be provided prior to the Closing Date); (v) to Stewart Title Guaranty Company, $22,994.58 (invoice with wire information to be provided prior to the Closing Date); and (vi) to Fieldman, Rolapp & Associates, $13,000.00 (invoice with wire information to be provided prior to the Closing Date). (d) Compass shall transfer to the City, $5,283.98, to be applied to the City's costs of the transaction or applied to make the first Lease Payment. Wire instructions to be provided prior to the Closing Date. 4. Closing. At 8:00 a.m. California Time, on December 2, 2011, or at such other time or on such earlier or later date as Compass and the City mutually agree upon (the "Closing Date "), the City will deliver (or cause to be delivered) the Site and Facility Lease and the Lease Agreement executed by the City and the Authority, and the Assignment Agreement executed by the Authority and Compass, and Compass will pay the purchase price for the City's obligations as set forth in Section 1 hereof in federal or other immediately available funds. 5. Representations and Warranties of the City. The City represents and warrants to Compass that all representations and warranties of the City set forth in the Lease Agreement are true and correct on the date hereof and are made for the benefit of Compass as if set forth herein. 6. Conditions Precedent to the Closing. Other conditions precedent to the Closing are: (a) The delivery by the City of a certified copy of (i) the resolution of the City Council of the City authorizing the execution and delivery by the City of the Site and Facility Lease and the Lease Agreement, together with an incumbency certificate of the City, and (ii) the resolution of the Board of Directors of the Authority authorizing the execution and delivery by the Authority of the Site and Facility Lease, the Lease Agreement and the Assignment Agreement, together with an incumbency certificate of the Authority; (b) The delivery by the City of the fully executed Site and Facility Lease, Lease Agreement and Assignment Agreement in form and substance acceptable to Compass; (c) The execution and delivery by the City of an Internal Revenue Service Form 8038 -G in a form acceptable to Bond Counsel and Compass; (d) Delivery of a legal opinion addressed to the City and Compass, dated the Closing Date, of Quint & Thimmig LLP, as Special Counsel, with respect to (i) the validity and enforceability of the Lease Agreement, the Site and Facility Lease, and the Assignment Agreement by and against the City and the Authority (as applicable), and (ii) the tax- exempt status of the interest component of the Lease Payments, in form and substance acceptable to Compass; (e) The delivery of a certificate dated the Closing Date and signed by the Chair of the City Council, the City Executive Officer, the Treasurer -Tax Collector, or such other officer of the City as the City Council of the City may approve, to the effect that: (i) to the best knowledge of the City, there are no actions or proceedings against the City pending or threatened that adversely affect the City's ability to pay the Lease Payments or to perform its obligations under the Site and Facility Lease and Lease Agreement; (ii) the representations and warranties of the City contained in this agreement and the Lease Agreement are true and correct in all material respects on and as of the Closing Date with the same effect as if made on the Closing Date; and (iii) the City acknowledges receipt from Compass of the purchase price for the City's obligations under the Lease Agreement, including the Lease Payments; (f) The delivery by the City of a title policy for the property that is the subject of the Site and Facility Lease and Lease Agreement in form acceptable to Compass; (g) The execution and delivery by the City of a certificate as to arbitrage; and (h) such other documents as may be reasonably requested by Compass. 7. Events Permitting Compass to Terminate. Compass may terminate its obligation to purchase the City's obligations under the Lease Agreement before the Closing Date if any of the following occurs: (a) any legislative, executive or regulatory action (including the introduction of legislation) or any court decision that, in the judgment of Compass, casts sufficient doubt on the legality of or the tax - exempt status of the interest component of obligations such as those represented by the Lease Agreement and the Lease Payments so as to materially impair the marketability or to materially reduce the market price of such obligations; (b) any action by the Securities and Exchange Commission or a court that would require registration of the Lease Agreement under the Securities Act of 1933, as amended; or (c) any event occurs or becomes known that has a material adverse effect on the financial condition of the City or on the ability of the City or the Authority to perform under the Site and Facility Lease, the Lease Agreement or the Assignment Agreement. IN WITNESS WHEREOF, the parties hereto have executed and entered into this Letter Agreement for Purchase by their officers thereunto duly authorized as of the day and year first above written. The foregoing is hereby agreed to and accepted as of the date first above written: CITY OF TEMECULA By Shawn D. Nelson City Manager COMPASS MORTGAGE CORPORATION By Name Title EXHIBIT A Lease Total Payment Principal Interest Lease Date Component Component (1) Payment 3/1/12 $ 96,000 $248,782.81 $344,782.81 6/1/12 93,000 250,678.13 343,678.13 9/1/12 284,000 249,806.25 533,806.25 12/1/12 287,000 247,143.75 534,143.75 3/1/13 290,000 244,453.13 534,453.13 6/1/13 292,000 241,734.38 533,734.38 9/1/13 295,000 238,996.88 533,996.88 12/1/13 298,000 236,231.25 534,231.25 3/1/14 302,000 233,437.50 535,437.50 6/1/14 304,000 230,606.25 534,606.25 9/1/14 306,000 227,756.25 533,756.25 12/1/14 310,000 224,887.50 534,887.50 3/1/15 313,000 221,981.25 534,981.25 6/1/15 315,000 219,046.88 534,046.88 9/1/15 318,000 216,093.75 534,093.75 12/1/15 321,000 213,112.50 534,112.50 3/1/16 325,000 210,103.13 535,103.13 6/1/16 327,000 207,056.25 534,056.25 9/1/16 331,000 203,990.63 534,990.63 12/1/16 334,000 200,887.50 534,887.50 3/1/17 338,000 197,756.25 535,756.25 6/1/17 340,000 194,587.50 534,587.50 9/1/17 342,000 191,400.00 533,400.00 12/1/17 345,000 188,193.75 533,193.75 3/1/18 350,000 184,959.38 534,959.38 6/1/18 352,000 181,678.13 533,678.13 9/1/18 354,000 178,378.13 532,378.13 12/1/18 358,000 175,059.38 533,059.38 3/1/19 362,000 171,703.13 533,703.13 6/1/19 365,000 168,309.38 533,309.38 9/1/19 368,000 164,887.50 532,887.50 12/1/19 371,000 161,437.50 532,437.50 3/1/20 376,000 157,959.38 533,959.38 6/1/20 378,000 154,434.38 532,434.38 9/1/20 381,000 150,890.63 531,890.63 12/1/20 385,000 147,318.75 532,318.75 3/1/21 389,000 143,709.38 532,709.38 6/1/21 392,000 140,062.50 532,062.50 9/1/21 396,000 136,387.50 532,387.50 12/1/21 399,000 132,675.00 531,675.00 3/1/22 404,000 128,934.38 532,934.38 6/1/22 286,000 125,146.88 411,146.88 9/1/22 289,000 122,465.63 411,465.63 12/1/22 292,000 119,756.25 411,756.25 3/1/23 294,000 117,018.75 411,018.75 6/1/23 297,000 114,262.50 411,262.50 9/1/23 300,000 111,478.13 411,478.13 Exhibit A Page 1 (1) Applicable interest rate is 3.75% per annum. 12/1/23 303,000 108,665.63 411,665.63 3/1/24 306,000 105,825.00 411,825.00 6/1/24 309,000 102,956.25 411,956.25 9/1/24 311,000 100,059.38 411,059.38 12/1/24 314,000 97,143.75 411,143.75 3/1/25 317,000 94,200.00 411,200.00 6/1/25 320,000 91,228.13 411,228.13 9/1/25 322,000 88,228.13 410,228.13 12/1/25 325,000 85,209.38 410,209.38 3/1/26 328,000 82,162.50 410,162.50 6/1/26 331,000 79,087.50 410,087.50 9/1/26 334,000 75,984.38 409,984.38 12/1/26 337,000 72,853.13 409,853.13 3/1/27 340,000 69,693.75 409,693.75 6/1/27 344,000 66,506.25 410,506.25 9/1/27 346,000 63,281.25 409,281.25 12/1/27 350,000 60,037.50 410,037.50 3/1/28 353,000 56,756.25 409,756.25 6/1/28 356,000 53,446.88 409,446.88 9/1/28 360,000 50,109.38 410,109.38 12/1/28 363,000 46,734.38 409,734.38 3/1/29 366,000 43,331.25 409,331.25 6/1/29 370,000 39,900.00 409,900.00 9/1/29 373,000 36,431.25 409,431.25 12/1/29 376,000 32,934.38 408,934.38 3/1/30 380,000 29,409.38 409,409.38 6/1/30 383,000 25,846.88 408,846.88 9/1/30 387,000 22,256.25 409,256.25 12/1/30 390,000 18,628.13 408,628.13 3/1/31 394,000 14,971.88 408,971.88 6/1/31 398,000 11,278.13 409,278.13 9/1/31 401,000 7,546.88 408,546.88 12/1/31 404,000 3,787.50 407,787.50 Exhibit A Page 2 AFTER RECORDATION RETURN TO: Quint & Thimmig LLP 575 Market Street, Suite 3600 San Francisco, CA 94105 -2874 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. TERMINATION AGREEMENT Dated as of December 1, 2011 by and among the CITY OF TEMECULA the TEMECULA PUBLIC FINANCING AUTHORITY and U.S. BANK NATIONAL ASSOCIATION, as Trustee and as Assignee Relating to the $24,535,000 Certificates of Participation (2008 Temecula Civic Center Financing Project) Evidencing the Undivided Fractional Interests of the Owners Thereof in Lease Payments to be Made by the CITY OF TEMECULA, CALIFORNIA As the Rental for certain Property Pursuant to a Lease Agreement with the Temecula Public Financing Authority TERMINATION AGREEMENT This TERMINATION AGREEMENT is dated as of December 1, 2011, and is by and among the CITY OF TEMECULA, (the "City "), and U.S. BANK NATIONAL ASSOCIATION, as successor to U.S. Trust Company of California, N.A., as trustee (the "2008 Trustee "), and the TEMECULA PUBLIC FINANCING AUTHORITY (the "Authority "). WITNESSETH: WHEREAS, the City and the Authority have heretofore entered into a Lease Agreement, dated as of June 1, 2008 (the "2008 Site and Facility Lease "), and the Lease Agreement, dated as of May 1, 2008 (the "2008 Lease Agreement "), pursuant to which the Authority and the City entered into a transaction for the lease financing of certain facilities, including the site thereof (the "2008 Property "), and the City agreed to make certain lease payments (the "2008 Lease Payments ") to the Authority; WHEREAS, the 2008 Lease Agreement provides that in the event that the City deposits, or causes the deposit on its behalf of moneys for the prepayment of the 2008 Lease Payments, then all of the obligations of the City under the 2008 Lease Agreement and all of the security provided by the City for such obligations, excepting only the obligation of the City to make the 2008 Lease Payments from said deposit, shall cease and terminate, and unencumbered title to the Property shall be vested in the City without further action by the City or the Authority; WHEREAS, pursuant to an Assignment Agreement, dated as of May 1, 2008 (the "2008 Assignment Agreement "), by and between the Authority and the 2008 Trustee, the Authority assigned to the 2008 Trustee, among other things, its rights to receive 2008 Lease Payments from the City under the 2008 Lease Agreement and the right to exercise such rights and remedies conferred on the Authority under the 2008 Lease Agreement to enforce payment of the 2008 Lease Payments; WHEREAS, pursuant to a Trust Agreement, dated as of May 1, 2008, by and among the City, the Authority and the 2008 Trustee, the 2008 Trustee agreed, among other matters, to execute and deliver certificates of participation (the "2008 Certificates ") representing undivided fractional interests of the owners thereof to receive 2008 Lease Payments made by the City; WHEREAS, the City has determined that, as a result of favorable financial market conditions and for other reasons, it is in the best interests of the City at this time to refinance the City's obligation to make the 2008 Lease Payments under the 2008 Lease Agreement and, as a result thereof, to provide for the early redemption of the 2008 Certificates and, to that end, the City proposes to lease certain real property and the improvements thereon (the "2011 Property ") to the Authority and to lease back the 2011 Property from the Authority pursuant to that certain Lease Agreement, dated as of December 1, 2011 (the "2011 Lease Agreement "), a memorandum of which has been recorded concurrently herewith; WHEREAS, to obtain moneys to make such deposit, the Authority proposes to assign and transfer certain of its rights under the 2011 Lease Agreement to Compass Mortgage Corporation (the "Assignee "), pursuant to that certain Assignment Agreement, dated as of December 1, 2011, by and between the Authority and the Assignee, and recorded concurrently herewith (the "2011 Assignment Agreement "), whereby the Assignee is to make a payment of $26,835,000 to or to the order of the City; WHEREAS, upon deposit of a portion of such amounts for prepayment of the 2008 Lease Payments, the 2008 Lease Agreement and the agreements related thereto need not be maintained (except as otherwise provided below), and the parties hereto now desire to provide for the termination of such documents as provided herein. NOW, THEREFORE, in consideration of the foregoing and for other consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereto do hereby agree: Section 7. Termination. (a) By virtue of the deposit of amounts for prepayment of the 2008 Lease Payments, all obligations of the City under the 2008 Lease Agreement shall cease and terminate, excepting only the obligation of the City to make, or cause to be made, all payments from such deposit and title to the 2008 Property shall vest in the City on the date of said deposit automatically and without further action by the City or the Authority. Said deposit and interest earnings thereon shall be deemed to be and shall constitute a special fund for the prepayment of the 2008 Lease Payments. (b) In accordance with the foregoing, the following agreements are hereby terminated and are of no further force or effect: 1. 2008 Site and Facility Lease, recorded May 28, 2008, as Document No. 186636, Official Records of Riverside County; 2. 2008 Lease Agreement, recorded by memorandum May 28, 2008, as Document No. 186637, Official Records of Riverside County; and 3. 2008 Assignment Agreement, recorded May 28, 2008, as Document No. 186637, Official Records of Riverside County. (c) From and after the date hereof, none of the parties shall have any further rights or obligations thereunder. Section 2. Execution in Counterparts. This Termination Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. IN WITNESS WHEREOF, the parties hereto have duly executed this Termination Agreement. Attest: Attest: Susan W. Jones, MMC City Clerk Susan W. Jones, MMC Secretary CITY OF TEMECULA By Shawn D. Nelson City Manager TEMECULA PUBLIC FINANCING AUTHORITY By Shawn D. Nelson Executive Director U.S. BANK NATIONAL ASSOCIATION, as 2008 Trustee and as Assignee By John Axt Vice President NOTARY ACKNOWLEDGMENTS TO BE INSERTED PARCEL A: (COMMUNITY THEATRE) EXHIBIT A DESCRIPTION OF THE SITE All that certain real property situated in the City of Temecula, Riverside County, State of California, described as follows: LOTS 16 THROUGH 22 INCLUSIVE IN BLOCK 27 OF THE TOWN OF TEMECULA, AS SHOWN BY MAP ON FILE IN BOOK 15 PAGE 726 OF MAPS, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA; TOGETHER WITH THAT PORTION OF RIVER STREET AS VACATED AND CLOSED TO PUBLIC USE BY RESOLUTION RECORDED AUGUST 6, 1940 IN BOOK 474 PAGE 109 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CAIAFORNIA, AS DESCRIBED IN PARCEL 1 OF SAID RESOLUTION, AND LYING NORTHWESTERLY OF THE SOUTHWESTERLY PROLONGATION OF THE CENTER LINE OF THE ALLEY IN SAID BLOCK 27; ALSO TOGETHER WITH THAT PORTION OF THE NORTHWESTERLY HALF OF THE ALLEY ADJOINING SAID LOTS 16 THROUGH 22 INCLUSIVE, ON THE SOUTHEAST AS VACATED AND CLOSED TO PUBLIC USE BY RESOLUTION NO.79 -68, RECORDED APRIL 23, 1979 AS INSTRUMINT NO. 80863 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; ALSO TOGETHER WITH THAT PORTION OF THE SOUTHEASTERLY HALF OF FOURTH STREET ADJOINING SAID LOTS 16 THROUGH 22 INCLUSIVE ON THE NORTHWEST, AS VACATED AND CLOSED TO PUBLIC USE BY RESOLUTION NO.87 -272, RECORDED JULY 29, 1987 AS INSTRUMENT NO. 218023 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. APN: 922- 036 -037 PARCEL B: (COMMUNITY THEATRE) LOT 4 AND LOT 5 IN BLOCK 27 OF TH OWN OF TEMECULA AS SHOWN BY MAP ON FILE IN BOOK 15. PAGE 726. RECORDS OF SAN DIEGO COUNTY, TOGETHER WITH THAT PORTION OF AN ALLEY ADJOINING SAID LOTS 4 AND 5, AS ABANDONED BY A RESOLUTION OF THE BOARD OF SUPERVISORS. COUNTY OF RIVERSIDE, RECORDED APRIL 23, 1979 AS INSTRUMENT NUMBER 80863. OF OFFICIAL RECORDS OF SAID COUNTY AND THAT PORTION OF THE NORTHWEST 10 FEET OF MAIN STREET AS ABANDONED BY RESOLUTION NUMBER 75 -104, RECORDED APRIL 23, 1975 AS INSTRUMENT NUMBER 46491, OFFICIAL RECORDS OF SAID COUNTY. EXCEPTING THEREFROM THE SOUTHWESTERLY 22.30 FEET OF SAID LOT 4. APN: 922- 036 -041 PARCEL C: (COMMUNITY THEATRE) LOT 6 IN BLOCK 27 OF THE TOWN OF 1EMECULA, AS SHOWN BY MAP ON FILE IN BOOK 15 PAGE 726, OF MAPS, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA. TOGETHER WITH THAT PORTION OP THE NORTHWESTERLY 10 FEET OF MAIN STREET, ADJACENT TO THE SOUTHEASTERLY LINE OF SAID LAND, WHICH WOULD PASS WITH A CONVEYANCE OF SAID LAND, AS VACATED BY RESOLUTION MO. 75 -104 OF THE BOARD SUPERVISORS OF THE COUNTY OP RIVERSIDE, RECORDED APRIL 23, 1975 AS INSTRUMENT NO. 46491 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; Exhibit A Page 1 TOGETHER WITH THAT PORTION OF AN ALLEY ADJOINING SAID LOT 6, AS ABANDONED BY A RESOLUTION OF THE BOARD OF SUPERVISORS. COUNTY OF RIVERSIDE, RECORDED APRIL 23, 1979 AS INSTRUMENT NUMBER 80863. OF OFFICIAL RECORDS OF SAID COUNTY. APN: 922 - 036 -034 PARCEL D: (FIRE STATION #84) THAT PORTION OF RANCHO TEMECULA, N THE CITY OF TEMECULA, AS GRANTED BY THE GOVERNMENT OF THE UNITED STATES OF AMERICA, TO LUIS VIGNES, BY PATENT DATED JANUARY 18, 1860, AS SHOWN BY MAP ON FILE IN BOOK 1 PAGE 37, OF PATENTS, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF PARCEL 4 AS SHOWN ON PARCEL MAP 8840 FILED IN BOOK 41 PAGES 54 AND 55, RECORDS OF SAID COUNTY, SAID POINT BEING ON THE CENTERLINE OF PAUBA ROAD AND BEING MARKED BY A 1 -1/2 INCH IRON PIPE TAGGED L.S. 3160 PER SAID MAP, SAID POINT ALSO BEING A POINT ON A CURVE CONCAVE SOUTHERLY, HAVING A RADIUS OF 2,000.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS NORTH 14 °31'39" WEST; THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 02 °01'20 ", AN ARC DISTANCE OF 70.59 FEET, TO THE END OF CURVE, A RADIAL LINE THROUGH SAID POINT BEARS NORTH 16 °32'59" WEST; THENCE ALONG A RADIAL LINE NORTH 16 °32'59" WEST 44.00 FEET TO A POINT ON THE NORTHERLY RIGHT OF WAY OF PAUBA ROAD, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE SOUTH 73 °27'01" WEST, 23.37 FEET ALONG SAID RIGHT OF WAY; THENCE LEAVING SAID RIGHT OF WAY NORTH 16 °32'59" WEST, 18.52 FEET ALONG THE WESTERLY LINE OF THE TEMECULA PUBLIC LIBRARY PARCEL, AS DESCRIBED IN THE LEGAL DESCRIPTION FOR TEMECULA PUBLIC LIBRARY; THENCE NORTH 17 °45'09" EAST, 66.36 FEET ALONG SAID WESTERLY LINE OF THE TEMECULA PUBLIC LIBRARY PARCEL; THENCE NORTH 11 °01'46" WEST, 75.21 FEET ALONG SAID WESTERLY LINE OF THE TEMECULA PUBLIC LIBRARY PARCEL; THENCE NORTH 51 °49'47" EAST, 162.16 FEET; THENCE SOUTH 88 °55'20" EAST, 136.08 FEET; THENCE SOUTH 64 °00'57" EAST, 56.13 FEET; THENCE SOUTH 22 °21'01" EAST, 161.46 FEET TO A POINT ON SAID NORTHERLY RIGHT OF WAY OF PAUBA ROAD, SAID POINT BEING ON A CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 2044.00 FEET, A RADIAL LINE THROUGH SAID POINT BEARS NORTH 06 °25'24" WEST; THENCE WESTERLY ALONG SAID CURVE, THROUGH A CENTRAL ANGLE OF 10 °07'35 ", AN ARC DISTANCE OF 361.25 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING 64,635.71 SQUARE FEET OR 1.48 ACRES, MORE OR LESS. APN: 945- 050 -020 Exhibit A Page 2 PARCEL E: (WOLF CREEK FIRE STATION) THAT PORTION OF PARCEL 2 AS DESCRIBED IN LOT LINE ADJUSTMENT PA02 -0052, IN THE CITY OF TEMECULA, CALIFORNIA, RECORDED MAY 4, 2002 AS INSTRUMENT NO. 02- 172869, AND PERFECTED IN GRANT DEED TO S-P MURDY, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY,RECORDED JUNE 3, 2002 AS INSTRUMENT NO. 02- 299299 OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWESTERLY TERMINUS OF THAT CERTAIN COURSE IN THE BOUNDARY OF SAID PARCEL 2 DESCRIBED AS HAVING A BEARING AND LENGTH OF NORTH 37 °55'02" EAST 726.21 FEET; THENCE NORTHERLY ALONG SAID BOUNDARY NORTH 37 °54'25" EAST (NORTH 37 °55'02" EAST PER SAID DEED AND LOT LINE ADJUSTMENT) 7939 FEET TO THE TRUE POINT OF BEGINNING; THENCE LEAVING SAID BOUNDARY SOUTH 52 °05'35" EAST 233.21 FEET; THENCE PARALLEL WITH THE BOUNDARY OF SAID PARCEL 2, NORTH 37 °54'25" EAST (NORTH 37° 55'02" EAST PER SAID DEED AND LOT LINE ADJUSTMENT) 280.18 FEET; THENCE NORTH 52 °05'35" WEST 233.21 FEET TO A POINT ON SAID BOUNDARY, SAID POINT LIES NORTH 37 °54'25" EAST (NORTH 37 °55'02" EAST PER SAID DEED AND LOT LINE ADJUSTMENT) 280.18 FEET ALONG SAID BOUNDARY FROM THE TRUE POINT OF BEGINNING; THENCE ALONG SAID BOUNDARY SOUTH 37 °54'25" WEST 280.18 FEET TO THE TRUE POINT OF BEGINNING. APN: 962- 580 -091 PARCEL F: (PATRICIA H. BIRDSALL SPORTS PARK): THAT PORTION OF PARCEL 2 AS DESCRIBED IN LOT LINE ADJUSTMENT PA02 -0052, IN THE CITY OF TEMECULA, CALIFORNIA, RECORDED APRIL 4, 2002 AS INSTRUMENT NO. 2002- 172869, AND PERFECTED IN GRANT DEED TO S-P MURDY, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY, RECORDED JUNE 3, 2002 AS INSTRUMENT NO. 2002 - 299299 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT A POINT ON THE CENTERLINE OF PECHANGA PARKWAY (FORMERLY PALA ROAD), SAID POINT BEING THE NORTHWESTERLY TERMINUS OF THAT CERTAIN COURSE SHOWN AS HAVING A BEARING AND DISTANCE OF SOUTH 47 °44'36" EAST, 3252.10 FEET IN SAID LOT LINE ADJUSTMENT AND DEED; THENCE ALONG SAID CERTAIN COURSE AND SAID CENTERLINE, SOUTH 47 °45'28" EAST 3252.10 FEET TO A POINT ON THE SOUTHEASTERLY LINE OF THE LITTLE TEMECULA RANCHO, AS SHOWN ON THE MAP ENTITLED PARTITION MAP OF THE LITTLE TEMECULA RANCHO ON FILE IN THE OFFICE OF THE COUNTY CLERK OF SAID SAN DIEGO COUNTY, IN ACT NO. 5756 IN THE SUPERIOR COURT OF SAID SAN DIEGO COUNTY, AND THAT PORTION OF SECTION 28, TOWNSHIP 8 SOUTH, RANGE 2 WEST, SAN BERNARDINO BASE AND MERIDIAN, OFFICIAL PLAT OF THE SURVEY OF SAID LAND APPROVED BY THE SURVEYOR GENERAL, APRIL 10, 1886; THENCE LEAVING SAID CENTERLINE SOUTH 53 °08'27" WEST (SOUTH 53 °09'19" WEST PER SAID LOT LINE ADJUSTMENT AND DEED) ALONG SAID SOUTHEASTERLY LINE, 44.72 FEET TO A POINT ON SAID SOUTHEASTERLY LINE, SAID LAST MENTIONED POINT LIES NORTH 50 °06'54" WEST, 0.65 FEET FROM A FOUND 3/4" IRON PIPE 12- INCHES DEEP PER SAID FIELD BOOK 445 PAGE 52, SAID 3/4" IRON PIPE BEING ACCEPTED AS LYING ON THE CENTERLINE OF PALA ROAD PER DEED PLAT MAP 25 -L, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, AND PER QUITCLAIM DEED RECORDED JULY 20, 1959 AS INSTRUMENT NO. 62786 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; Exhibit A Page 3 THENCE ALONG SAID CENTERLINE SOUTH 50 °07'46" EAST (SOUTH 50 °06'54" EAST PER SAID LOT LINE ADJUSTMENT AND DEED) 836.20 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 500.00 FEET AND SHOWN ON SAID DEED PLAT 25 -L AS P.C. 24 +86.36; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 19 °44'57" AN ARC LENGTH OF 172.34 FEET; THENCE TANGENT TO SAID CURVE SOUTH 30 °22'49" EAST (SOUTH 30 °21'57" EAST PER SAID LOT LINE ADJUSTMENT AND DEED) 247.93 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 1000.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 14 °27'00 AN ARC LENGTH OF 252.20 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 44 °49'49" EAST 109.70 FEET (SOUTH 44 °48'57" EAST 109.79 FEET PER SAID LOT LINE ADJUSTMENT AND DEED); THENCE LEAVING SAID CENTERLINE ALONG THE CENTERLINE OF DEER HOLLOW WAY, NORTH 42 °23'14" EAST 160.20 FEET (NORTH 42 °23'59" EAST PER SAID LOT LINE ADJUSTMENT AND DEED); THENCE LEAVING SAID CENTERLINE OF DEER HOLLOW WAY, NORTH 47 °36'46" WEST 44.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE ALONG THE NORTHWESTERLY RIGHT(S) OF WAY OF SAID DEER HOLLOW WAY (44.00 FEET WIDE) NORTH 42 °23'14" EAST 1,789.36 FEET (NORTH 42 °23'59" EAST PER SAID LOT LINE ADJUSTMENT AND DEED) TO A POINT, SAID POINT LIES 323.10 FEET SOUTHERLY ALONG SAID RIGHT(S) OF WAY FROM THE MOST SOUTHERLY CORNER OF OPEN SPACE LOT 51 AS SHOWN ON TRACT NO. 23065 -1 FILED IN MAP BOOK 261 PAGES 21 THROUGH 28, INCLUSIVE, OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; THENCE LEAVING SAID NORTHWESTERLY RIGHT(S) OF WAY LINE, NORTH 47 °36'46" WEST 608.36 FEET; THENCE NORTH 89 °41'48" WEST 978.27 FEET TO THE BEGINNING OF A NON- TANGENT CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 933.00 FEET, A RADIAL TO THE BEGINNING OF SAID CURVE BEARS SOUTH 87 °54'41" EAST; THENCE SOUTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 41 °43'31" AND AN ARC LENGTH OF 701.30 FEET; THENCE TANGENT TO SAID CURVE, SOUTH 43 °48'50" WEST 401.74 FEET; THENCE SOUTH 58 °24'42" EAST 74.51 FEET; THENCE SOUTH 46 °11'10" EAST 45.04 FEET; THENCE SOUTH 41 °35'36" EAST 701.67 FEET; THENCE SOUTH 42 °56'23" EAST 301.14 FEET TO THE TRUE POINT OF BEGINNING. Exhibit A Page 4 COUNCIL BUSINESS 1 CITY OF TEMECULA AGENDA REPORT TO: City Manager /City Council FROM: Susan W. Jones, City Clerk/Director of Support Services DATE: November 1, 2011 SUBJECT: Community Services Commission Appointment PREPARED BY: Cheryl Domenoe, Administrative Assistant Approvals City Attorney Director of Finance City Manager RECOMMENDATION: Appoint one applicant to serve a full three -year term on the Community Services Commission through October 10, 2014. BACKGROUND: The term of Commissioner Jim Meyler expired on October 10, 2011. The City Clerk's office has followed the Council's established procedure for filling Commission vacancies by advertising the openings in the local newspaper. Notices were also posted at various locations within the City and on the City's Web page. When the deadline was reached for accepting applications, the applications were forwarded to the subcommittee comprised of Mayor Roberts and Council Member Comerchero for review and recommendation. Both Mayor Roberts and Council Member Comerchero recommended the re- appointment of Jim Meyler to serve a full three -year term through October 10, 2014. All applicants are registered voters and live within the city limits of the City of Temecula. Attached are copies of the applications that were received by the filing deadline of October 11, 2011. FISCAL IMPACT: None ATTACHMENTS: Three (3) Applications for Appointment Please Check One: none City of Temecula 41000 Main Street Temecula, CA 92590 www.cityoftemecula.org (951) 694 -6444 ocus Commission Appoinat Application For proper consideration, you must currently be a resident of the City of Temecula and a Registered Voter within the City Limits of the City of Temecula RECEIVED Planning X Community Services Public Traffic Safety Yes Number of years as a City of Temecula Resident 21 Are you a City Registered Voter? NAME: Dale Borgeson OCCUPATION: Teacher - TVUSD ADDRESS: 31377 Corte Montiel, Temecula, Ca 92592 DAYTIME PHONE: 951- 695 -4260 EMPLOYER NAME: Temecula Valley Unified School District EMPLOYER ADDRESS: 31350 Rancho Vista Rd. EVENING PHONE: 951 - 694 -1713 E.mAiLdaleborgeson@verizon.net Educational Background /Degrees: I have a B.A. in Recreational Administration from CSULB. I also have a teaching credential from CSULB. My masters in Educational Administration is from National University. List any City or County Board, Committee or Commission on which you have served and the year(s) of service: List any organizations to which you belong (professional, technical, volunteer groups, non - profit organizations, service clubs, etc.): I belong to the local teacher's association, (TVEA), as well as the state and national teacher's associations. (CTA and NEA)In the past I was a coach for Little League baseball and for soccer. State why you wish to serve on this commission, and why you believe you are qualified for the position. Please be specific.(You may attach a separate sheet of paper if necessary. Letters of recommendation and/or references are encouraged.) I have attached a separate paper which states my desire to be selected for this commission and why I believe I am qualified for the position. I understand that any or all information on this form may be verified. I consent to the release of this informatio public informa ' n purposes. Signature: Date: /?/ 6 l/ Please return to: City Clerk's * ice, 41000 Main Street (951) 694 -6444 Mail to: P.O. Box 9033, Temecula, CA 92589 -9033 PLEASE BE AWARE OF THE ADVERTISED DEADLINE 2011 S DEPT. October 6, 2011 To Whom It May Concern: I have been looking forward to the opportunity to become a member of Temecula's Community Services commission for some time. In 1976 I received my B.A in Recreation Administration from CSULB. I worked full time for Garden Grove's Department of Human Services and after that with Saddleback Valley School District's Recreation Department as a recreation supervisor. In 1980 I had a career change, and became an elementary school teacher. I am now in my thirty second year of teaching with retirement on the horizon. Even though 1 have been teaching for more than three decades I have maintained an interest throughout that time in the recreational opportunities offered in my community. My wife and I raised two very active sons who took part in a myriad of activities offered by the city as well as volunteer organizations in town. With both of my sons now in college I am finding more time available to increase my service to our community. I believe that I am uniquely qualified to be considered for the Temecula Community Services Commission due to a variety of reasons: • citizen of Temecula since 1990 • professional and educational background in public recreation • 32 years working with young people as an elementary teacher • volunteer experience (Little League, Soccer, Basketball, Girl Scouts, Boy Scouts, Senior Center, Balloon and Wine Festival, Boys and Girls Club) • I have worked for public service agencies for over 40 years • I have a desired to contribute to helping our exceptional city become even greater I want to thank you for the opportunity to be considered for this commission position. If you have any questions related to this application please do not hesitate to contact me or any of my references. I am looking forward to hearing from you. Sinc ely, 0 ed Dale Borgeson Vintage Niils • 11 10 I September 27, 2011 To Whom It May Concern: 'Vintage 3-tills Elementary School "On the Sea of Success ... Greatness, Oh YES! As Principal of a large elementary school, I am often requested to write letters on behalf of individuals for a variety of different reasons. Whether it is a request for a letter of recommendation about job performance or character reference, I consider the importance of such a task carefully, as my words reflect an evaluation of an individual. Furthermore, when I agree to craft such a letter, it is because I have absolute confidence that my recommendation of the individual is true, accurate, and deserving. With that being stated, it is an absolute pleasure to write a letter on behalf of Mr. Dale Borgeson. Mr. Borgeson and I have been professionally acquainted through the Temecula Valley Unified School District for the past eight years. Mr. Borgeson is a third grade teacher at Vintage Hills Elementary School where I currently serve as Principal. In our role as educators, we have developed a relationship built on mutual respect, loyalty and support. In our work together, we have shared celebrations, disappointments, up and downs, and a variety of successes and failures. On this professional journey of more than eight years, Mr. Borgeson has shown exceptional character, common sense, compassion and credibility. In a school setting, our day is very much described like a box of chocolates, "You never know what you are going to get!" It is in this way, that Mr. Borgeson's exemplary character and values are defined. His relationship with students in his classroom is remarkable. He is our most requested teacher on campus because he is a walking testimony of his belief that "Children don't care what you know, until they know that you care." Mr. Borgeson cares for people, whether an adult or child, he takes the time to make individuals feel valued and important. Dale Borgeson is genuinely loved by our parents, our students and our staff. Although my appreciation of Mr. Borgeson in the professional arena has been clearly established, it is perhaps my genuine regard for him as an individual, friend, husband, father and community member that means even more. He is married to Barbie Borgeson and he is a proud father of two children, Evan and Aaron. His family is very important to him, and whether he is at work or play, it is evident that his family comes first. Mr. Borgeson is a pillar of the community. His profession in education has spanned nearly thirty years, and in that time, he has made a significant difference in the lives of many. It is hard for him to walk down the streets of Temecula without being recognized and greeted with a hug. Whether he is supporting the local High School sporting events, teaching a group of third graders or enjoying a cup of coffee and conversation, Dale Borgeson is a man of integrity. He "talks the talk" and "walks the walk." It is a pleasure to know him, work with him, and support him! If you should have any questions, please do not hesitate to contact me. Sig erely, Jenn9'ffer Aynesworth Principal, Vintage Hills Elementary School (951) 695-4260 Greetings Council Members, I wanted to take this opportunity to write this letter of recommendation on behalf of Dale Borgeson who has made an enormous impact on many lives in the community. Influenced by many Temecula citizens, Mr. Borgeson is applying for the opened position for Community Service Commission. I met Mr. Borgeson when he taught my son 6 years ago and right away we had a connection as both of us have a recreational background. Mr. Borgeson worked for a municipality for many years before moving on to be a faculty member for the Temecula Valley Unified School District. Through numerous discussions with Mr. Borgeson over the years, I have accumulated as well as seen his passion for life. Mr. Borgeson is passionate about fitness, sports, community outreach and youth in our community. He is energetic, dedicated, family man, well respected by youths and adults, and truly cares about the community he lives in. Mr. Borgeson always maintains a professional image and positive attitude. In closing, I would like to thank you for your time in advance and highly recommend Mr. Borgeson to be considered for Community Service Commission as he would be a true asset to the City of Temecula. Sincerely, James Willcox City of Temecula 41000 Main Street Temecula, CA 92590 www.cityoftemecula.org (951) 694 -6444 For proper consideration, you must currently be a resident of the City of Temecula and a Registered Voter within the City Limits of the City of Temecula Please Check One: Planning X Community Services Public Traffic Safety Number of years as a City of Temecula Resident 30 Are you a City Registered Voter? Ye s NAME: UA ME S A. Nt EYt.t?Z OCCUPATION: / GCO c-' 1 T ADDRESS: ' I 13 Vo i CANT PAr./A RIO DAYTIME PHONE: ( s4 -1OL+O EVENING PHONE: � -is - i ) 303 -q$r EMPLOYER NAME: Sec. 4- -1 0-0 EMPLOYER ADDRESS: SCe ce-r^hcc.1. 4Q E•MAILJ h d -•� e.s t ¢.��a �/, Educational Background /Degrees: e.( or I. Mt chacEr> t c... t �» �ntc.^�a� Cot ?la i1Om•Vcr64I -y 1614 ca. 1J List any City or County Board, Committee or Commission on which you have served and the year(s) of service: J` ed.. 4.4 - t - a - c c.P List any organizations to which you belong (professional, technical, volunteer groups, non - profit organizations, service clubs, etc.): s 4 f-t-Af.G -tcJ 5 a. ft Mail to: P.O. Box 9033, Temecula, CA 92589 -9033 Commission Appointment Application State why you wish to serve on this commission, and why you believe you are qualified for the position. Please be specific.(You may attach a separate sheet of paper if necessary. Letters of recommendation and/or references are encouraged.) I understand that any or all information on this form may be verified. I consent to the release of this information for public information purposes. Signature: , i LGc c... Q. Date: la /d f Pleas return to: City Cler s Office, 41000 Main Street (951) 694 - 6444 (OR) PLEASE BE AWARE OF THE ADVERTISED DEADLINE Zort t4 S.> j of e (er �vcJ G a. • h e. t- CITYOF TEMECULA APPLICATION FOR REAPPOINTMENT TO COMMUNITY SERVICES COMMISSION ATTACHMENT FOR JAMES A MEYLER OCCUPATION: COMMITTEES OR COMMISSIONS SERVED: President Accountant Mesa Business Services, Inc. McLean, Rotherham & Co., CPA's 31813 Via Campanario 38760 Sky Canyon Dr., Suite C Temecula, CA 92592 Murrieta, CA 92563 1992 — 1993 - Served on Economic Development Committee for formation of General Plan for City of Temecula 1997 to Present - Served as Community Services Commissioner (incumbent). Was Chairman in 2002 and 2005 and again in 2008 -9. Served on numerous committees for development of recreational activities, library, museum, children's museum and Cultural Arts Master Plan 2001 to 2004 — Served on Citizen's Advisory Committee for update of General Plan for City of Temecula. MEMBERSHIP /ACTIVITIES IN ORGANIZATIONS: Arts Council of Temecula Valley — Founding member — served three years as President. Resigned in 1999 to avoid conflict of interest as a Commissioner. As president, in 1991, I organized the first Mayor's Ball and also that year I started the first Concert on the Green in Temecula. In 2006, Mrs. Meyler and I received the Arts Council's award as Outstanding Contributors to the Arts. Temecula Sunrise Rotary Club — Member since 1989. Director for eight years. Treasurer and /or Foundation Treasurer for seven years. Obtained IRS approval for 501(c3) status for Temecula Sunrise Rotary Foundation. Mrs. Meyler and I are both Paul Harris Fellows in Rotary. Rotary International District 5330 — In 2005, served as Treasurer for this Rotary District with 58 Rotary clubs. Founded the District Music Competition with hundreds of participants in Riverside and San Bernardino counties. The competition now yields over $5,000 per year in cash prizes. Temecula Valley Chamber of Commerce — Member for 28 years. Director for five years and Treasurer for 3 years. Also served as Chair of Ambassador's Committee. 1985 nominee for Business of the Year. Assistance League of Temecula Valley —ALTV Advisor. Temecula Valley Historical Society — Accountant California Society and National Society of Enrolled Agents — Served on executive board and as vice president of Palomar Chapter. University of California, Riverside Planned Giving Advisory Board — Board member. 2001 — 2002 Chairman for Southwest Riverside County. American Society of Mechanical Engineers — served on Los Angeles Section Executive Committee and one year as Chairman of this six thousand member group. Temecula United Methodist Church Currently serving as member of the Finance Committee. APPLICATION FOR REAPPOINTMENT TO COMMUNITY SERVICES COMMISSION ATTACHMENT FOR JAMES A MEYLER QUALIFICATIONS FOR SERVING ON COMMUNITY SERVICES COMMISSION: The City of Temecula has always placed an emphasis on arts and cultural activities. This is evidenced by the City's development of a Cultural Arts Master Plan and the continuous funding to implement the plan, its support of the Old Town Temecula Community Theater and the emphasis on art in public places. I assisted in development of the master plan and have dedicated my services as a Commissioner to assist the Community Services Department in overseeing the implementation of the plan. I have attended and participated in most of the meetings leading to the development of the Temecula Valley Museum and of the Children's Museum as well as many other Community Services activities and facilities. Mrs. Meyler and I have been members of the Friends of the Library for many years and we have participated in the development of the new library. In 1982 my wife and I formed General Business Services in Temecula. This tax and accounting practice grew to be the largest of its kind in the Temecula Valley, and in 1989 we merged the business with Donald McLean & Co., CPA's with whom I have been continuously associated. My accounting and financial background is helpful in providing input to the Community Services Commission. The City of Temecula has invested a good deal of time and money in my education and training as a commissioner. I believe that the City's investment is being paid off by my performance as a commissioner. I love Temecula and I can help to keep improving it by continuing as a Community Services Commissioner. Please Check One: City of Temecula 41000 Main Street Temecula, CA 92590 www.cityofternecula.org (951) 694 -6444 For proper consideration, you must currently he a resident of the City of Temecula and a Registered Voter within the City Limits of the City of Temecula Number of years as a City of Temecula Resident \5_ Are you a City Registered Voter? NAME: ec.3.c o \ OCCUPATION: EMPLOYER NAME: 1\1 \o� EMPLOYER ADDRESS: Planning Community Services Public Traffic Safety \-t v •\w •e Commission Appointment Application ADDRESS: 'I cVlc DAYTIME PHONE: k\ -'ao`\ - —{$ 4\ 4 EVENING PHONE: Co.rol N∎leSa.3q ) qR\o -AL E -MAIL Corti Educational Background /Degrees: - - \cs c1 • List any City or County Board, Committee or Commission on which you have served and the year(s) of service: bu e— List any organizations to which you belong (professional, technical, volunteer groups, non - profit organizations, service clubs, etc.): ci State why you wish to serve on this commission, and why you believe you are qualified for the position. Please be specific.(You may attach a separate sheet of paper if necessary. Letters of recommendation and /or references are encouraged.) I understand that any or all information on this form may be verified. I consent to the release of this information for public information purposes. Signature: Date: 10 -10 - 11 Please return to: City Clerk's Office, 41000 Main Street (951) 694 -6444 (OR) Mail to: P.O. Box 9033, Temecula, CA 92589 -9033 PLEASE BE AWARE OF THE ADVERTISED DEADLINE ;EIVED OCT 10 201 tTY CLERKS DEI't Ca rol Niles 39722 Cambridge Place, Temecula Community Involvement and Relevant Experience: Worked independently and privately to develop resources and support for victims of family violence in Southwest Riverside County: 1. Raised funds for Riverside Domestic Violence Agency in Temecula; 2. Developed very successful fundraising events for many agencies. 3. Provided and coordinated volunteers to support office staff, fundraising events, community projects 4. Board of Director for Riverside Domestic Violence Agency, ADV. Founded a local 501 © 3 non - profit agency, Safe Alternatives For Everyone (S.A.F.E.) in 1998: 1. Developed a Board of Directors 2. President and meeting coordinator for agency 1998 - 2002 3. Interviewed and hired Executive Director 4. Created and developed fundraisers for S.A.F.E. ; interactive weddings, gourmet dinners, Denim & Diamonds, opportunity drawings, and more 5. Lifetime Board member as Founder Soroptimist International Temecula Valley (SIN) 1. Developed an annual fundraiser for the organization to raise funds and community awareness of the organization 2. Coordinated Fashion Show for two years 3. Trained club members to continue project Assistance League Temecula Valley (ALTV) 1. 1996 Class leader with responsibilities of creating a fundraiser 2. Vice President - Philanthropy Projects 3. Oversaw all Philanthropic ALTV projects for two years. 4. Original data input for inventory of Operation School Bell and subsequent updates 5. Co -chair of Annual Gala for organization (a) responsible for development of live and silent auction Temecula Valley Woman's Club (TVWC) 1. Vice President with responsibilities of all committees and community projects 2. Created and implemented the Bistro and Artisan venues for the Annual Holiday Home Tour, these venues continue today 3. President , 2001 4. Coordinated Annual Holiday Home Tour , 2000 & 2001 Textures Fiber Arts 1. In coordination with the City of Temecula Cultural Arts department founded a local contemporary art quilt group in 2003. This group has an annual exhibition each year at the Merc in Old Town Temecula. 2. Meetings bi- monthly S.A.F.E. /Temecula Murrieta Police Activities League (PAL) Fiber Arts Program 1. Teach youth ages 9 -18 sewing, knitting, mixed media, art quilting and other art forms using fibers. I am interested in serving my community in the capacity of Community Services Commissioner because I love our community. I have watched as our City has grown and created activities and facilities for our residents. I would like to be a part of future growth. I am interested in seeing our community grow in the visual arts and create a visual arts facility according to the Cultural Arts Master Plan. I have studied the Plan and would like to help our City complete their vision. I am offering my talents and skills to work with the Community Services Commissioners and the City to continue the opportunities and services currently offered and build new activities for our future. I am a team player and will work to implement all committee decisions. I have the following qualifications: Strong background in organizational skills. Leadership ability to define a project, organize and lead many people to successful completion of those projects Ability to interact with multiple personalities and work together for the good of a project Raised funds in excess of $750,000 for community organizations during 1996 - 2009 References available upon request. 2