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082713 CC Agenda
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the office of the City Clerk (951) 694-6444. Notification 48 hours prior to a meeting will enable the City to make reasonable arrangements to ensure accessibility to that meeting [28 CFR 35.102.35.104 ADA Title II] AGENDA TEMECULA CITY COUNCIL A REGULAR MEETING CITY COUNCIL CHAMBERS 41000 MAIN STREET AUGUST 27, 2013 — 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. 6:00 P.M. — The City Council will convene in Closed Session in the Canyons Conference Room on the third floor of the Temecula City Hall concerning the following matters: 1) The City Council will meet in closed session with its designated representatives to discuss labor negotiations pursuant to Government Code Section 54957.6. The City's designated representatives are: City Manager Aaron Adams, Special Labor Relations Counsel Jeff Freedman, City Attorney Peter Thorson, Director of Public Works Greg Butler, Director of Finance Jennifer Hennessy, Sr. Management Analyst Heidi Schrader, and Sr. Human Resources Analyst Isaac Garibay. The employee organization is the California Teamsters Public, Professional and Medical Employees Union Local 911. Public Information concerning existing litigation between the City and various parties may be acquired by reviewing the public documents held by the City Clerk. Next in Order: Ordinance: 13-06 Resolution: 13-46 CALL TO ORDER: Mayor Mike Naggar Prelude Music: Paul Dallas Invocation: Elder Felicia Brown of Imani Temple of Temecula Church of God in Christ Flag Salute: To be announced ROLL CALL: Comerchero, Edwards, Roberts, Washington, Naggar PRESENTATIONS/PROCLAMATIONS Presentation of American Flag flown in Honor of the City of Temecula - Lt. Col. Walter H. Scherer 1 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 a matter not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the City Council on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form must be filled out and filed with the City Clerk prior to the City Council addressing Public Comments and the Consent Calendar. Once the speaker is called to speak, please come forward 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. Each speaker is limited to five minutes. CITY COUNCIL REPORTS Reports by the members of the City Council on matters not on the agenda will be made at this time. A total, not to exceed, 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 August 13, 2013. 3 List of Demands RECOMMENDATION: 3.1 Adopt a resolution entitled: RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 2 4 Benefit Concert, Co -Sponsorship request from the Stephen Siller Tunnel to Towers Foundation (at the request of Civic Center Concert Ad Hoc Subcommittee Members Jeff Comerchero and Chuck Washington) RECOMMENDATION: 4.1 Approve a Co -Sponsorship Agreement with the Stephen Siller Tunnel to Towers Foundation for City support costs, in the amount of $15,700, and in-kind promotional services valued at an amount of approximately $5,765 for a benefit concert. The concert will be performed by Gary Sinise and his Lt. Dan Band within the Civic Center Quad/Town Square and Conference Center, with proceeds used to assist severely injured veterans; 4.2 Approve appropriate street closures associated with the benefit concert, Main Street Y and Mercedes Street between 3rd and 4th Streets beginning Friday, November 1, 2013 at 8:30 AM to Sunday, November 3, 2013 by 2 AM. 5 First Amendment to the Agreement with KTU+A for Phase I of the Multi -Use Trails and Bikeways Master Plan Update RECOMMENDATION: 5.1 Approve the First Amendment to the Agreement with KTU+A for Phase I of the Multi -Use Trails and Bikeways Master Plan Update for $9,840, for a total contract of $54,840. 6 Allocate additional Community Development Block Grant (CDBG) funds for Fiscal Year 2013-14 RECOMMENDATION: 6.1 Adopt a resolution entitled: RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THE PROPOSED USE OF ADDITIONAL COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FUNDS FOR FISCAL YEAR 2013- 14 AND APPROVING AN EXEMPTION FROM CEQA AND NEPA 7 Lease Agreement with Mt. San Jacinto College (at the request of Higher Education Ad Hoc Subcommittee Members Mike Naggar and Chuck Washington) RECOMMENDATION: 7.1 Approve a three-year Lease Agreement, in substantially the form attached, with Mt. San Jacinto College for use of City Real Property; 7.2 Authorize the City Manager to execute the Lease Agreement, and any other documents, necessary to perfect Mt. San Jacinto College's use portions of the City Real Property known as the Temecula Valley Entrepreneur's Exchange. 3 8 Promenade Mall Joint Funding Agreement for Fourth Traffic Signal and Release of Ring Road Improvement Completion Guarantee RECOMMENDATION: 8.1 Approve the Joint Funding Agreement, in substantially the form attached, with Temecula Towne Center Associates, L.P. for Fourth Traffic Signal Promenade Mall Ring Road; 8.2 Find that the obligations of Temecula Towne Center Associates guaranteed by Forest City Enterprises, Inc., in the Completion Guarantee dated July 24, 2007, have been fulfilled to the satisfaction of the City of Temecula, release Forest City Enterprises, Inc., and Temecula Towne Center Associates from any liability under the Completion Guarantee, and authorize the City Manager to execute such documents as may be required to complete the release. 9 Approval of a Purchase and Sale Agreement, and Settlement Agreement, for the purchase of Assessor's Parcel No. 921-480-031, in connection with the Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, PW00-26 RECOMMENDATION: 9.1 Adopt resolution entitled: RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THAT CERTAIN AGREEMENT ENTITLED PURCHASE AND SALE AGREEMENT, SETTLEMENT AGREEMENT, GENERAL RELEASE AND JOINT ESCROW INSTRUCTIONS BETWEEN THE CITY OF TEMECULA AND JIM MCGILL AND TERRI MCGILL, INDIVIDUALLY, AND DOING BUSINESS AS RANCH MUFFLER & TRUCK ACCESSORIES, INC., IN CONNECTION WITH THE MURRIETA CREEK BRIDGE AND OVERLAND DRIVE EXTENSION TO DIAZ ROAD, PROJECT NUMBER PW00-26; 9.2 Authorize the Finance Director to issue warrants for the sums of $1,403,800, plus escrow fees, for deposit with escrow holder, First American Title Insurance Company, to complete the transaction. Escrow fees are not estimated to exceed $15,000; 9.3 Authorize the City Manager to approve and execute any necessary documents, including the Form of Lease Agreement attached as Exhibit "D" to the Purchase and Sale Agreement, Right of Entry attached as Exhibit "G" to the Purchase and Sale Agreement, and necessary certificates of acceptance for the Grant Deed and Bill of Sale, and to take all necessary actions to complete this acquisition, including without limitations, all escrow instructions. 4 10 Fifth Amendment to the Professional Engineering Services Agreement with RBF Consulting for the Design of the Interstate 15/State Route 79 South Ultimate Interchange, PW04-08 RECOMMENDATION: 10.1 Approve the Fifth Amendment to the Agreement for Professional Engineering Services with RBF Consulting for additional engineering, right of way, and environmental activities on the Interstate 15/State Route 79 South Ultimate Interchange project in the amount of $266,700. 11 Award of a Construction Contract for the Citywide Concrete Repairs Fiscal Year 2013-14, PW13-05 RECOMMENDATION: 11.1 Award a Construction Contract to Above All Names Construction Service, Inc., in the amount of $127,900, for Citywide Concrete Repairs Fiscal Year 2013-14, PW13-05; 11.2 Authorize the City Manager to approve change orders not to exceed the contingency amount of $25,580, which is equal to 20% of the contract amount; 11.3 Make a finding that Citywide Concrete Repairs Fiscal Year 2013-14, PW13-05, is exempt from Multiple Species Habitat Conservation Plan (MSHCP) fees. 12 Temporary Street Closures for the Fall 2013 Special Events RECOMMENDATION: 12.1 Receive and file a proposed action by the City Manager to temporarily close certain streets for the following Fall 2013 Events: HEALTH, WELLNESS, SAFETY & SPECIAL NEEDS FAIR HOLIDAY ARTS & CRAFTS BAZAAR SALUTE TO HEROES, FRIENDS & FAMILY FAIR TEMECULA VALLEY CENTURY RIDE KOMEN RACE FOR THE CURE GREEK FESTIVAL RECESS CITY COUNCIL MEETING TO SCHEDULED MEETINGS OF THE TEMECULA COMMUNITY SERVICES DISTRICT, THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY, THE TEMECULA HOUSING AUTHORITY, AND THE TEMECULA PUBLIC FINANCING AUTHORITY 5 TEMECULA COMMUNITY SERVICES DISTRICT MEETING Next in Order: Ordinance: No. CSD 13-01 Resolution: No. CSD 13-05 CALL TO ORDER: President Jeff Comerchero 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 a matter 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 prior to the Board of Directors addressing Public Comments and the Consent Calendar. 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. Each speaker is limited to five minutes. CSD 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 Temecula Community Services District request specific items be removed from the Consent Calendar for separate action. 13 Action Minutes RECOMMENDATION: 13.1 Approve the action minutes of August 13, 2013. 14 Sponsorship Agreement for the Salute to Heroes Friends & Family Fair (at the request of Military Ad Hoc Subcommittee Members Jeff Comerchero and Chuck Washington) RECOMMENDATION: 14.1 Approve the Sponsorship Agreement with Transitions 2 Success, in the amount of $12,712, for the Salute to Heroes Friends & Family Fair to be held on September 14, 2013 in the Town Square, Civic Quad, and Conference Center. 6 CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGER REPORT CSD BOARD OF DIRECTORS REPORTS CSD ADJOURNMENT Next regular meeting: Tuesday, September 10, 2013, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM., City Council Chambers, 41000 Main Street, Temecula, California. 7 SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY MEETING Next in Order: Ordinance: No. SARDA 13-01 Resolution: No. SARDA 13-05 CALL TO ORDER: Chairperson Mike Naggar ROLL CALL: DIRECTORS: Comerchero, Edwards, Roberts, Washington, Naggar SARDA PUBLIC COMMENTS A total of 15 minutes is provided so members of the public may address the Board of Directors on items that appear within the Consent Calendar or a matter not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the Board 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 prior to the Board of Directors addressing Public Comments and the Consent Calendar. 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 Board of Directors addressing that item. Each speaker is limited to five minutes. SARDA 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 Successor Agency to the Temecula Redevelopment Agency request specific items be removed from the Consent Calendar for separate action. 15 Action Minutes RECOMMENDATION: 15.1 Approve the action minutes of June 11, 2013. 16 Auto Mall Sign Loan Repayment (at the request of Mayor Naggar) RECOMMENDATION: 16.1 Receive and file. SARDA EXECUTIVE DIRECTOR REPORT SARDA BOARD OF DIRECTORS REPORTS 8 SARDA ADJOURNMENT Next regular meeting: Tuesday, September 10, 2013, 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. 9 TEMECULA HOUSING AUTHORITY — no meeting TEMECULA PUBLIC FINANCING AUTHORITY — no meeting 10 RECONVENE TEMECULA CITY COUNCIL CITY COUNCIL BUSINESS 17 Formation of the City Council Action Committee for Health and Family Safety (at the request of Mayor Naggar) RECOMMENDATION: 17.1 Approve the formation of the City Council Action Committee for Health and Family Safety in an effort to allow this grass-roots group of citizens to take information gathered at the Regional Youth, Family and Health Task Force and disseminate it to the community. DEPARTMENTAL REPORTS 18 Community Development Department Monthly Report 19 Police Department Monthly Report 20 Public Works Department Monthly Reports CITY MANAGER REPORT CITY ATTORNEY REPORT ADJOURNMENT Next regular meeting: Tuesday, September 10, 2013, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. NONCE TO THE PUBLIC The agenda packet (including staff reports) will be available for public viewing in the Main Reception area at the Temecula Civic Center (41000 Main Street, Temecula) after 4:00 PM the Friday before the City Council meeting. At that time, the agenda packet may also be accessed on the City's website — www.cityoftemecula.orq — and will be available for public viewing at the respective meeting. 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 viewing in the Main Reception area at the Temecula Civic Center (41000 Main Street, Temecula, 8:00 AM — 5:00 PM). In addition, such material will be made available on the City's website — www.cityoftemecula.orq — and will be available for public review at the respective meeting. If you have questions regarding any item on the agenda for this meeting, please contact the City Clerk's Department, (951) 694- 6444. 11 CONSENT CALENDAR Item No. 1 Item No. 2 ACTION MINUTES TEMECULA CITY COUNCIL A REGULAR MEETING CITY COUNCIL CHAMBERS 41000 MAIN STREET AUGUST 13, 2013 — 7:00 PM 6:30 P.M. — The City Council convened in Closed Session in the Canyons Conference Room on the third floor of the Temecula City Hall concerning the following matters: 1) CONFERENCE WITH LEGAL COUNSEL—POTENTIAL LITIGATION. The City Council will meet in closed session with the City Attorney pursuant to Government Code Section 54956.9(d)(4) with respect to a matter of potential litigation and will discuss whether to initiate litigation against a certain defendant(s). A point has been reached where, in the opinion of the City Attorney, based on existing facts and circumstances, there is a significant exposure to litigation involving the City. Public Information concerning existing litigation between the City and various parties may be acquired by reviewing the public documents held by the City Clerk. CALL TO ORDER: Prelude Music: Invocation: Flag Salute: ROLL CALL: Mayor Mike Naggar Julia, Maiya, and Mira Larsen Pastor Leon Franklin of The Living Word Andre O'Harra Comerchero, Edwards, Roberts, Washington, Naggar PRESENTATIONS/PROCLAMATIONS Certificate of Achievement to Temecula Youth Baseball Pinto Red All Star Team Andre O'Harra Day Proclamation and Introduction of new Police Chief Jeff Kubel PUBLIC COMMENTS The following individuals addressed the City Council: • Thomas Gallucci • Lyle Wells • Jessica Lee • Paul Jacobs • Chuck Rear • Isaac Gomez • Wayne Hall Action Minutes 081313 1 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 Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 1.1 Motion to waive the reading of the text of all ordinances and resolutions included in the agenda. 2 Action Minutes — Approved Staff Recommendation (4-0-1, with Council Member Edwards abstaining) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected approval. RECOMMENDATION: 2.1 Approve the action minutes of July 23, 2013. 3 List of Demands — Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 3.1 Adopt a resolution entitled: RESOLUTION NO. 13-45 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 4 Treasurer's Report as of June 30, 2013 — Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 4.1 Approve and file the City Treasurer's Report as of June 30, 2013. 5 Fiscal Year 2013-14 Economic Development Operating Agreement with the Temecula Valley Chamber of Commerce — Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. Action Minutes 081313 2 RECOMMENDATION: 5.1 Approve the Operating Agreement for Fiscal Year 2013-14 with the Temecula Valley Chamber of Commerce in the amount of $135,000. 6 Agreement with California State University San Marcos for Students and Faculty to Conduct Coursework and Research for Academic Purposes at Roripauqh Ranch Preserve — Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 6.1 Approve an Agreement with California State University San Marcos for students and faculty to conduct coursework and research for academic purposes at Roripaugh Ranch Preserve. 7 Temecula Valley Convention & Visitors Bureau Fiscal Year 2013-14 Marketing Agreement — Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 7.1 Approve the Marketing Agreement with Temecula Valley Convention & Visitors Bureau for publication and distribution of the Temecula Valley Tourism Rack Brochure/Map and for film commission services in the amount of $45,000 for Fiscal Year 2013-14. 8 Award of a Construction Contract for Fire Station 84 Roof Replacement, PW13-01 — Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 8.1 Award a Construction Contract to AWR, Inc. d/b/a All Weather Roofing, in the amount of $67,516, for Fire Station 84 Roof Replacement, PW13-01; 8.2 Authorize the City Manager to approve change orders not to exceed the contingency amount of $6,751.60, which is equal to 10% of the contract amount; 8.3 Make a finding that the Fire Station 84 Roof Replacement, PW13-01, is exempt from Multiple Species Habitat Conservation Plan (MSHCP) fees. 9 Authorize Temporary Street Closures for the Temecula Valley Grand Prix Bicycle Race — Butterfield Stage Road and Murrieta Hot Springs Road (at the request of Council Member Ron Roberts) —Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. Action Minutes 081313 3 RECOMMENDATION: 9.1 Receive and file a proposed action by the City Manager to temporarily close certain streets for: THE TEMECULA VALLEY GRAND PRIX BICYCLE RACE 10 Consultant Services Agreement with American Digital Corporation for Information Technology Services — Approved Staff Recommendation (5-0-0) Council Member Comerchero made the motion; it was seconded by Council Member Washington; and electronic vote reflected unanimous approval. RECOMMENDATION: 10.1 Approve a three-year Agreement for Consultant Services with American Digital Corporation for Information Technology Infrastructure Support up to the amount of $100,000. RECESS At 8:05 P.M., the City Council recessed and convened as the Temecula Community Services District Meeting. At 8:09 P.M., the City Council resumed with the remainder of the City Council Agenda. RECONVENE TEMECULA CITY COUNCIL CITY MANAGER REPORT CITY ATTORNEY REPORT City Attorney Thorson announced there was no reportable action from Closed Session under the Brown Act. ADJOURNMENT At 8:10 P.M., the City Council meeting was formally adjourned to August 27, 2013, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. Michael S. Naggar, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] Action Minutes 081313 4 Item No. 3 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Jennifer Hennessy, Finance Director DATE: August 27, 2013 SUBJECT: List of Demands PREPARED BY: Pascale Brown, Accounting Manager Jada Shafe, Accounting Specialist RECOMMENDATION: Adopt a resolution entitled: RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A BACKGROUND: All claims and demands are reported and summarized for review and approval by the City Council on a routine basis at each City Council meeting. The attached claims represent the paid claims and demands since the last City Council meeting. FISCAL IMPACT: All claims and demands were paid from appropriated funds or authorized resources of the City and have been recorded in accordance with the City's policies and procedures. ATTACHMENTS: 1. Resolution 2. List of Demands RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. That the following claims and demands as set forth in Exhibit A, on file in the office of the City Clerk, has been reviewed by the City Manager's Office and that the same are hereby allowed in the amount of $9,710,349.31. Section 2. The City Clerk shall certify the adoption of this resolution. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 27th day of August, 2013. Michael S. Naggar, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 13- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 27th day of August, 2013, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk CITY OF TEMECULA LIST OF DEMANDS 08/01/2013 TOTAL CHECK RUN: $6,031,505.29 08/08/2013 TOTAL CHECK RUN: 3,216,399.64 08/01/2013 TOTAL PAYROLL RUN: 462,444.38 TOTAL LIST OF DEMANDS FOR 08/27/2013 COUNCIL MEETING: $9,710,349.31 DISBURSEMENTS BY FUND: CHECKS: 001 GENERAL FUND $4,611,706.64 135 BUSINESS INCUBATOR RESOURCE 4,048.60 140 COMMUNITY DEV BLOCK GRANT 2,150.93 165 SARDA AFFORDABLE HOUSING 6,388.11 190 TEMECULA COMMUNITY SERVICES DISTRICT 304,393.88 192 TCSD SERVICE LEVEL B 199.13 194 TCSD SERVICE LEVEL D 1,603.88 196 TCSD SERVICE LEVEL "L" LAKE PARK MAINT. 6,830.26 197 TEMECULA LIBRARY FUND 22,219.12 210 CAPITAL IMPROVEMENT PROJECTS FUND 890,771.62 300 INSURANCE FUND 4,159.06 320 INFORMATION TECHNOLOGY 108,002.74 330 SUPPORT SERVICES 19,322.07 340 FACILITIES 86,713.18 375 SUMMER YOUTH EMPLOYMENT PROGRAM 616.17 380 SARDA DEBT SERVICE FUND 3,163,348.77 474 AD03-4 JOHN WARNER ROAD DEBT SERVICE 23.00 501 SERVICE LEVEL"C"ZONE 1 SADDLEWOOD 225.98 502 SERVICE LEVEL"C"ZONE 2 WINCHESTER CREEK 1,614.62 503 SERVICE LEVEL"C"ZONE 3 RANCHO HIGHLANDS 372.11 504 SERVICE LEVEL"C"ZONE 4 THE VINEYARDS 68.13 505 SERVICE LEVEL"C"ZONE 5 SIGNET SERIES 394.76 506 SERVICE LEVEL"C"ZONE 6 WOODCREST COUNTRY 85.90 507 SERVICE LEVEL"C"ZONE 7 RIDGEVIEW 152.94 508 SERVICE LEVEL"C"ZONE 8 VILLAGE GROVE 801.36 509 SERVICE LEVEL"C"ZONE 9 RANCHO SOLANA 52.63 510 SERVICE LEVEL"C"ZONE 10 MARTINIQUE 66.05 511 SERVICE LEVEL"C"ZONE 11 MEADOWVIEW 59.49 512 SERVICE LEVEL"C"ZONE 12 VINTAGE HILLS 631.98 513 SERVICE LEVEL"C"ZONE 13 PRESLEY DEVELOP. 413.53 514 SERVICE LEVEL"C"ZONE 14 MORRISON HOMES 184.09 515 SERVICE LEVEL"C"ZONE 15 BARCLAY ESTATES 72.36 516 SERVICE LEVEL"C"ZONE 16 TRADEWINDS 158.14 517 SERVICE LEVEL"C"ZONE 17 MONTE VISTA 57.51 518 SERVICE LEVEL"C"ZONE 18 TEMEKU HILLS 553.31 519 SERVICE LEVEL"C"ZONE 19 CHANTEMAR 224.70 520 SERVICE LEVEL"C"ZONE 20 CROWNE HILL 942.08 521 SERVICE LEVEL"C"ZONE 21 VAIL RANCH 908.28 522 SERVICE LEVEL"C"ZONE 22 SUTTON PLACE 67.13 523 SERVICE LEVEL"C"ZONE 23 PHEASENT RUN 65.23 524 SERVICE LEVEL"C"ZONE 24 HARVESTON 936.96 525 SERVICE LEVEL"C"ZONE 25 SERENA HILLS 104.00 526 SERVICE LEVEL"C"ZONE 26 GALLERYTRADITION 55.61 527 SERVICE LEVEL"C"ZONE 27 AVONDALE 171.37 528 SERVICE LEVEL"C"ZONE 28 WOLF CREEK 672.13 529 SERVICE LEVEL"C"ZONE 29 GALLERY PORTRAIT 5.39 700 CERBT CALIFORNIA EE RETIREE-GASB45 5,290.00 001 GENERAL FUND $252,372.84 140 COMIIIUNITY DEV BLOCK GRANT 1,460.87 165 SARDA AFFORDABLE HOUSING 6,152.77 190 TEMECULA COMMUNITY SERVICES DISTRICT 126,229.57 192 TCSD SERVICE LEVEL B 234.14 194 TCSD SERVICE LEVEL D 2,041.77 196 TCSD SERVICE LEVEL "L" LAKE PARK MAINT. 451.99 197 TEMECULA LIBRARY FUND 926.82 300 INSURANCE FUND 3,996.27 320 INFORMATION TECHNOLOGY 19,914.53 330 SUPPORT SERVICES 6,640.25 340 FACILITIES 10,099.29 375 SUMMER YOUTH EMPLOYMENT PROGRAM 2,322.03 501 SERVICE LEVEL"C"ZONE 1 SADDLEWOOD 81.54 502 SERVICE LEVEL"C"ZONE 2 WINCHESTER CREEK 54.65 503 SERVICE LEVEL"C"ZONE 3 RANCHO HIGHLANDS 64.97 504 SERVICE LEVEL"C"ZONE 4 THE VINEYARDS 11.86 505 SERVICE LEVEL"C"ZONE 5 SIGNET SERIES 131.72 506 SERVICE LEVEL"C"ZONE 6 WOODCREST COUNTRY 23.82 507 SERVICE LEVEL"C"ZONE 7 RIDGEVIEW 33.83 508 SERVICE LEVEL"C"ZONE 8 VILLAGE GROVE 223.58 509 SERVICE LEVEL"C"ZONE 9 RANCHO SOLANA 2.25 510 SERVICE LEVEL"C"ZONE 10 MARTINIQUE 10.29 511 SERVICE LEVEL"C"ZONE 11 MEADOWVIEW 6.90 512 SERVICE LEVEL"C"ZONE 12 VINTAGE HILLS 149.30 513 SERVICE LEVEL"C"ZONE 13 PRESLEY DEVELOP. 31.85 514 SERVICE LEVEL"C"ZONE 14 MORRISON HOMES 18.39 515 SERVICE LEVEL"C"ZONE 15 BARCLAY ESTATES 16.11 516 SERVICE LEVEL"C"ZONE 16 TRADEWINDS 37.08 517 SERVICE LEVEL"C"ZONE 17 MONTE VISTA 3.24 518 SERVICE LEVEL"C"ZONE 18 TEMEKU HILLS 138.24 519 SERVICE LEVEL"C"ZONE 19 CHANTEMAR 74.03 520 SERVICE LEVEL"C"ZONE 20 CROWNE HELL 200.57 521 SERVICE LEVEL"C"ZONE 21 VAIL RANCH 339.31 522 SERVICE LEVEL"C"ZONE 22 SUTTON PLACE 8.08 523 SERVICE LEVEL"C"ZONE 23 PHEASENT RUN 8.90 524 SERVICE LEVEL"C"ZONE 24 HARVESTON 190.86 525 SERVICE LEVEL"C"ZONE 25 SERENA HILLS 61.44 526 SERVICE LEVEL"C"ZONE 26 GALLERYTRADITION 2.77 527 SERVICE LEVEL"C"ZONE 27 AVONDALE 8.90 528 SERVICE LEVEL"C"ZONE 28 WOLF CREEK 281.27 529 SERVICE LEVEL"C"ZONE 29 GALLERY PORTRAIT 3.89 700 CERBT CALIFORNIA EE RETIREE-GASB45 27,381.60 $9,247,904.93 462,444.38 TOTAL BY FUND: $9,710,349.31 apChkLst Final Check List Page: 1 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor Description Amount Paid Check Total 2225 07/29/2013 005460 U S BANK '02 RDA bonds debt service pmt 1,163,543.13 1,163,543.13 2226 07/29/2013 005460 U S BANK '11 RDA TABs series A debt srvc pmt 754,046.88 754,046.88 2227 07/29/2013 005460 U S BANK '06 RDA TABS series A debt srvc pmt 642,818.13 642,818.13 2228 07/29/2013 005460 U S BANK '10 RDATABs series B debt srvc pmt 334,653.13 334,653.13 2229 07/29/2013 005460 U S BANK '10 RDATABs series A debt srvc pmt 268,287.50 268,287.50 2230 08/01/2013 000194 I C M A RETIREMENT -PLAN I C M A Retirement Trust 457 Payment 6,304.84 6,304.84 303355 2231 08/01/2013 000444 INSTATAX (EDD) State Disability Ins Payment 22,466.52 22,466.52 2232 08/01/2013 000283 INSTATAX (IRS) Federal Income Taxes Payment 80,905.95 80,905.95 2233 08/01/2013 000389 NATIONWIDE RETIREMENT OBRA- Project Retirement Payment 6,255.38 6,255.38 SOLUTION 2234 08/01/2013 001065 NATIONWIDE RETIREMENT Nationwide Retirement Payment 14,493.62 14,493.62 SOLUTION 2235 08/01/2013 000246 PERS (EMPLOYEES' PERS ER Paid Member Contr Payment 144,538.77 144,538.77 RETIREMENT) 2236 08/01/2013 000642 TEMECULA CITY FLEXIBLE Child Care Reimbursement Payment 5,400.89 5,400.89 2237 08/01/2013 000245 PERS-HEALTH INSUR PERS Health Admin Cost Payment 99,540.32 PREMIUM 2238 08/01/2013 000246 PERS (EMPLOYEES' COUNCIL JULY 2013 ADDITIONAL 22.53 22.53 RETIREMENT) PAYMENT 2239 08/01/2013 010349 CALIF DEPT OF CHILD Support Payment 1,704.33 1,704.33 SUPPORT 159659 08/01/2013 003552 AFLAC AFLAC Cancer Payment 2,074.16 2,074.16 159660 08/01/2013 013667 ACADEMY OF MUSIC, INC. performance:hot summer nights 8/2 600.00 600.00 Blue Shield Access+ Payment 0.00 99,540.32 Pagel apChkLst Final Check List Page: 2 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159661 08/01/2013 016191 ALBU, PAMELA 159662 08/01/2013 012943 ALPHA MECHANICAL SERVICE INC 159663 08/01/2013 004240 AMERICAN FORENSIC NURSES (AFN) 159664 08/01/2013 004431 AMERICAN PAYROLL INSTITUTE INC 159665 08/01/2013 004623 AQUA SOURCE INC 159666 08/01/2013 016149 BAIN, DOUGLAS, A. 159667 08/01/2013 004205 BALLET FOLKLORICO 159668 08/01/2013 015592 BAMM PROMOTIONAL PRODUCTS, INC 159669 08/01/2013 008868 BANK OF SACRAMENTO 159670 08/01/2013 015765 BEISTLE COMPANY, THE 159671 08/01/2013 005096 BENSON, ANNE 159672 08/01/2013 004040 BIG FOOT GRAPHICS 159673 08/01/2013 005716 BIRTH CHOICE OF TEMECULA INC 159674 08/01/2013 014284 BLAKELY'S TRUCK SERVICE 159675 08/01/2013 010817 BURNS, DAVID Description Amount Paid Check Total Settlement & release of claim preventative maint:civic ctr:IT HVAC diag repair/maint:tem city hall JUNE DUI & DRUG TESTING:POLICE JUNE DUI & DRUG TESTING:POLICE 13/14 APA mb: Jorgenson, Monica misc pool supplies: tes swimming pool PERFORMANCE:HOT SUMMER NIGHTS 8/2 TCSD Instructor Eamings TCSD Instructor Eamings T-shirts:2013 summer day camp retention:pave rehab-r.vista/R.J.Noble fire prevention handouts: prevention refund: duplicate payment: library TCSD instructor earnings GRAPHICS DESIGN:4TH OF JULYAPPAF 2013 FESTIVAL OF THE ARTS 6/22-23 FY 13-14 council csf funding pgrm misc vehicle/equip repairs: pw st maint misc vehicle/equip repairs: pw st maint misc vehicle/equip repairs: pw st maint MISC VEHICLE/EQUIP REPAIRS:PW ST A performance:hot summer nights 8/9 159676 08/01/2013 001035 C R & R INC July Trash hauling services 60.00 60.00 1,075.00 273.40 1,348.40 550.94 453.80 1,004.74 219.00 219.00 287.17 287.17 350.00 350.00 294.00 239.40 533.40 831.60 831.60 21,316.64 21,316.64 1,473.12 1,473.12 5.00 5.00 1,953.00 2,989.00 800.00 5,742.00 2,500.00 2,500.00 635.41 984.73 477.83 578.18 2,676.15 750.00 750.00 261.01 261.01 Page2 apChkLst Final Check List Page: 3 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159677 08/01/2013 015134 CAMPBELL&ASSOCIATES performance:hot summer nights 8/2 159678 08/01/2013 004971 CANON FINANCIAL SERVICES, JULY COPIER LEASE INTEREST INC PMTS:CITYWIDE 159679 08/01/2013 014726 CHAPTER 13 STANDING SUPPORT PMT TRUSTEE 159680 08/01/2013 015082 COLEMAN, JONATHAN PERFORMANCE:HOT SUMMER NIGHTS 8/9 159681 08/01/2013 004405 COMMUNITY HEALTH CHARITIES 159682 08/01/2013 001264 COSTCO WHOLESALE 159683 08/01/2013 010650 CRAFTSMEN PLUMBING & HVAC INC 159684 08/01/2013 014787 CURRY, TOM R. 159685 08/01/2013 015213 CYBER COMPUTERS, INC. 159686 08/01/2013 003945 DIAMOND ENVIRONMENTAL SRVCS 159687 08/01/2013 012217 DUDEK 700.00 700.00 3,004.54 3,004.54 182.77 182.77 650.00 650.00 Community Health Charities Payment 44.00 44.00 MISC SUPPLIES:HUMAN SRVCS DIV 60.34 60.34 plumbing srvcs:6th St bathroom 675.00 emerg plumbing srvcs: foc 342.79 replace door: old town restrooms 1,260.00 repair amplifiers: crc 9,311.96 painting services: tcc 3,800.00 install energy mgmt sys:theater 4,265.80 plumbing srvcs: crc 740.00 FACILITY MAINTENANCE: STA 92 591.71 senior center & history museum: gate 9,400.00 emergency repair: tcc caboose 890.00 emerg irrigation repair: jefferson 2,400.00 emerg hardscpe repair:vail ranch slope 7,900.00 emerg plumbing srvcs: crc 2,860.00 plumbing repairs/maint:FS 84 161.15 44,598.41 performance:summer concert series 7/25 1,500.00 1,500.00 computer notebooks:info tech 8,888.40 8,888.40 portable restrooms:street painting fest 460.00 portable restrooms:street painting fest 66.50 portable restrooms:tcsd special events 105.00 portable restrooms:tcsd special events 2,500.00 3,131.50 MAY CONSULTING SRVCS:NFCU 4,098.75 4,098.75 PROJECT 159688 08/01/2013 016098 EAT - EXTRAORDINARY refreshments:4th of July VIP tent 1,000.00 1,000.00 Pages apChkLst Final Check List Page: 4 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159689 08/01/2013 004068 ECALDRE MANALILI-DE VILLA, AILEEN 159690 08/01/2013 011202 EMH SPORTS USA, INC Description Amount Paid Check Total TCSD Instructor Eamings 299.25 TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD instructor earnings TCSD instructor earnings TCSD instructor earnings TCSD instructor earnings 266.00 252.00 140.00 346.50 236.25 308.00 330.75 315.00 189.00 714.00 700.00 1,540.00 465.50 2,682.75 3,419.50 159691 08/01/2013 005115 ENTERPRISE RENT A CAR INC transportation:teen summer day camp 125.22 125.22 6/18 159692 08/01/2013 000164 ESGIL CORPORATION MAY PLAN REVIEW SRVCS:B&S DEPT 16,450.47 16,45047 159693 08/01/2013 000478 FAST SIGNS SIGNAGE:AQUATICS PGRM 531.40 531.40 159694 08/01/2013 014865 FEIZE UHLER, KIMBERLY economic dev - promotional items 2,832.83 economic dev - promotional items 1,140.52 3,973.35 159695 08/01/2013 000380 FIRST STUDENT CHARTER TRANSPORTATION:SUMMER DAY 522.55 522.55 CAMP 6/20 159696 08/01/2013 003633 FOOTHILL EASTERN Mar -Jun toll roads usage:var depts 62.15 62.15 TRANSPORTN. 159697 08/01/2013 011145 FOSTER, JILL CHRISTINE TCSD instructor earnings 5,376.00 5,376.00 159698 08/01/2013 002982 FRANCHISE TAX BOARD SUPPORT PMT 135.00 135.00 159699 08/01/2013 014234 GEARS 2 ROBOTS, LLC 159700 08/01/2013 009608 GOLDEN VALLEY MUSIC SOCIETY TCSD instructor earnings TCSD instructor earnings 1,837.50 1,750.00 Settlement:Classics...Merc July 2013 1,040.90 159701 08/01/2013 013107 GRANT, GLENN ANDREW ADVERTISING:HOT SUMMER NIGHTS 2013 3,587.50 1,040.90 1,500.00 1,500.00 Page4 apChkLst Final Check List Page: 5 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159702 08/01/2013 016185 GRISSOM, COLTON refund: duplicate payment: library 7.80 7.80 159703 08/01/2013 008081 HALL & FOREMAN INC JUNE CONSULTSVCS:CITYWIDE 16,392.77 16,392.77 PAVE REHAB 159704 08/01/2013 003198 HOME DEPOT, THE misc supplies:FAM amzing race 84.18 84.18 159705 08/01/2013 003624 HOWELL, ANN MARIE GRAPHIC DESIGN:ECO DEV 2,456.64 2,456.64 159706 08/01/2013 012883 JACOB'S HOUSE INC Jacob's House Charity Payment 80.00 80.00 159707 08/01/2013 014692 JOHNSON, BARBARA TCSD Instructor Eamings 268.80 KATHLEEN TCSD Instructor Eamings 268.80 537.60 159708 08/01/2013 000488 KNOTTS BERRY FARM 2013 EXCURSION:DAY CAMPS 7/23 300.00 300.00 159709 08/01/2013 016187 KRUGER, LAUREN refund: duplicate payment: library 7.80 7.80 159710 08/01/2013 004412 LEANDER, KERRY D. TCSD instructor earnings 1,239.00 TCSD instructor earnings 1,011.50 159711 08/01/2013 013718 LEE, RICHARD M. PERFORMANCE:HOT SUMMER 500.00 NIGHTS 8/23 159712 08/01/2013 000482 LEIGHTON CONSULTING INC JUNE GEOTECH SVCS:RORI RNCH STR IMPR 2,250.50 500.00 16,311.90 16,311.90 159713 08/01/2013 004905 LIEBERT, CASSIDY& June HR legal svcs for TE060-00001 180.00 WHITMORE June HR legal svcs for TE060-00010 6,450.00 6,630.00 159714 08/01/2013 004230 LINCOLN EQUIPMENT INC WATER AEROBICS EQUIP:AQUATICS 269.09 PGRM AQUATICS: SUPPLIES FOR 3 POOL SITE 45.62 MISC POOL EQUIP:AQUATICS PGRM 852.91 1,167.62 159715 08/01/2013 014392 MC COLLOUGH, JILL DENISE JULY LEASE INTERIOR 200.00 PLANTSCAPE:LIBRARY JULY PLANT LEASE MAINT SVC:CIVIC C" 525.00 JUNE INTERIOR PLANTS LEASE:LIBRAR. 200.00 JUNE INTERIOR PLANTS LEASE:CIVIC C 525.00 1,450.00 159716 08/01/2013 006571 MELODY'S AD WORKS INC. JULY CONSULTANT SVCS:HOT 6,000.00 6,000.00 SUMMER NIGHTS 159717 08/01/2013 003076 MET LIFE INSURANCE MetLife Dental Insurance Payment COMPANY 7,676.62 7,676.62 Pages apChkLst Final Check List Page: 6 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159718 08/01/2013 012962 MILLER, MISTY 159719 08/01/2013 016192 MINER, KATIE Description Amount Paid Check Total TCSD Instructor Eamings TCSD Instructor Eamings Reimb:food for spec needs global pgrm 588.00 416.50 1,004.50 86.35 86.35 159720 08/01/2013 001868 MIYAMOTO-JURKOSKY, SUSAN TCSD Instructor Eamings 504.00 ANN TCSD Instructor Eamings 302.40 TCSD Instructor Eamings 201.60 1,008.00 159721 08/01/2013 015556 MUNTERS CORPORATION hvac maint services: civic center 11,500.00 11,500.00 159722 08/01/2013 004490 MUSCO SPORTS LIGHTING INC field lights maint:paloma del sol park 9,321.00 159723 08/01/2013 012893 NEWMAN, KAREN 159724 08/01/2013 014391 NICHOLS, KELLIE D. field lighting maint srvcs: pala park 3,029.00 12,350.00 Reimb:high hopes event supplies 14.92 Reimb:high hopes event supplies TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings 129.59 144.51 192.50 315.00 213.50 273.00 994.00 159725 08/01/2013 002105 OLD TOWN TIRE &SERVICE City Vehicle Maint Svcs:Fire Prev 353.21 353.21 159726 08/01/2013 002105 OLD TOWN TIRE &SERVICE City Vehicle Maint Svcs:TCSD 342.53 342.53 159727 08/01/2013 001171 ORIENTAL TRADING COMPANY Misc supplies:Team PACE pgrm 55.24 55.24 INC 159728 08/01/2013 004538 PAULEY EQUIPMENT EQUIP RENTAL:CODE ENFORCEMENT 181.10 181.10 COMPANY 159729 08/01/2013 000249 PETTY CASH Petty Cash Reimbursement 743.34 Petty Cash Reimbursement 43.50 786.84 159730 08/01/2013 001999 PITNEY BOWES 6/16-9/15 postage meter rental: Sta 84 93.15 93.15 159731 08/01/2013 005820 PRE -PAID LEGAL SERVICES PrePaid Legal Services Payment 179.40 179.40 INC 159732 08/01/2013 003155 PRICE CHOPPER INC wristbands for public swim:Aquatics 248.92 248.92 159733 08/01/2013 013725 PROCRAFT INC Garage Door maintenance: Sta 73 489.00 Garage Door maintenance: Sta 73 285.00 774.00 Pages apChkLst Final Check List Page: 7 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159734 08/01/2013 014379 PROFESSIONAL IMAGE ADVERTISING 159735 08/01/2013 008964 PULSIFER, JAMES 159736 08/01/2013 004457 R J NOBLE COMPANY Description Amount Paid Check Total Veh advertising wrap:TCSD box truck Performance:Hot Summer Nights 8/2 Ret w/h Jun prgs:pave rehab-r.vista Jun prgs:pavement rehab rancho vista rd 159737 08/01/2013 002654 RANCHO FORD LINCOLN Replacement key:code enforce veh MERCURY 159738 08/01/2013 000947 RANCHO REPROGRAPHICS 159739 08/01/2013 000907 RANCHO TEMECULA CAR WASH 159740 08/01/2013 000271 RBF CONSULTING 159741 08/01/2013 000418 RIVERSIDE CO CLERK & RECORDER 3,847.00 3,847.00 750.00 750.00 -21,316.64 426,332.85 405,016.21 209.19 209.19 Blueprints:Rancho Vista Rehab 57.89 Blueprints:WQMP drawings 10.80 Blueprints:LD05-11000/Land Dev 6.48 75.17 Jun vehicle detailing srvcs:var depts 63.00 Jun vehicle detailing srvcs:info tech 350.00 413.00 4/29-6/2 EIR: temecula creek inn 2,100.00 2,100.00 Apr '13 recording fees:PW Land Dev 20.00 20.00 159742 08/01/2013 001592 RIVERSIDE CO INFO May radio rental:police/park rangers 861.86 TECHNOLOGY Jun radio rental:police/park rangers 861.86 1,723.72 159743 08/01/2013 000406 RIVERSIDE CO SHERIFFS Jun booking fees:police 32,556.00 DEPT 5/30/13-6/30/13:Iaw enforcement 1,684,369.68 1,716,925.68 159744 08/01/2013 000406 RIVERSIDE CO SHERIFFS Basic Trff Collision Invest. 8/5-9 239.00 239.00 DEPT 159745 08/01/2013 013250 RIVERSIDE COUNTY OF, Guard & bailiffsrvcs:youth court pgrm 197.52 197.52 SHERIFF 159746 08/01/2013 000277 S & S ARTS & CRAFTS INC Benches: TES pool 2,282.36 2,282.36 159747 08/01/2013 007582 SAFEGUARD DENTAL & VISION SafeGuard Vision Plan Payment 896.52 896.52 159748 08/01/2013 013651 SAN DIEGO DAILY FY 12/13 Entrp &Tech Sponsorship 6,000.00 6,000.00 TRANSCRIPT 159749 08/01/2013 008529 SHERIFFS CIVIL DIV- SUPPORT PAYMENT 300.00 300.00 CENTRAL Page:7 apChkLst Final Check List Page: 8 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159750 08/01/2013 009213 SHERRY BERRY MUSIC Jazz © the Merc 7/25 545.00 545.00 159751 08/01/2013 009746 SIGNS BYTOMORROW Outdoor wind stands:tcsd 567.00 567.00 159752 08/01/2013 000645 SMART & FINAL INC Misc supplies:summer day camp 234.99 234.99 159753 08/01/2013 000537 SO CALIF EDISON Jul 2-29-933-3831:43230 Bus pk dr 2,509.75 Jul 2-19-171-8568:28300 Mercedes St 108.53 Jul 2-31-536-348141902 Main St 241.20 Jul 2-31-536-365541904 Main St 1,430.89 Jul 2-34-333-3589:41702 Main St 43.94 Jul 2-28-904-7706:32329 Overland LS3 135.28 Jun 2-28-331-4847:32805 Pauba LS -3 98.76 Jul 2-21-981-4720:30153 Tem pkwy tpp 21.32 Jun 2-35-403-6337:41375 McCabe Ct 279.35 Jul 2-29-807-1226:28077 Diaz rd PED 28.24 Jul 2-18-937-3152:28314 Mercedes 1,409.22 Jul 2-14-204-1615:30027 Front st rdio 54.57 Jul 2-02-351-4946:41845 6th St 2,785.84 Jul 2-35-421-126041955 4th St LS3 19.49 Jul 2-35-164-3242:44270 Meadows pkwy 27.42 Jun 2-33-357-5785:44747 Redhawk 31.91 Jun 2-35-164-3515:32932 Leena way 26.24 Jul 2-35-164-3663:42335 Meadows pkwy 26.24 Jul 2-35-164-3770:43487 Butterfield stg 35.91 Jun 2-35-707-0010:33451 s hwy 79 Ped 135.16 Jul 2-31-282-0665:27407 Diaz rd PED 28.74 Jul 2-31-031-2616:27991 Diaz rd PED 28.58 Jul 2-29-807-1093:28079 Diaz rd PED 28.24 Jul 2-29-657-2787:41638 Winchester 27.58 Jul 2-27-371-8494:42189 Winchester 33.78 Jul 2-34-624-4452 Stn 95 1,215.62 Jul 2-35-074-2847:27495 Enterprise cir w 51.93 Jul 2-29-224-0173:various fire stns 3,077.14 Jul 2-29-223-8607:42035 2nd St PED 749.44 14,690.31 159754 08/01/2013 001212 SO CALIF GAS COMPANY Jul 129-582-9784-3:43230 Bus pk dr Jul 133-040-7373-0:Maint Fac Jul 091-024-9300-5:30875 Rancho Jul 101-525-0950-0:28816 Pujol St Jul 028-025-1468-3:41375 McCabe Ct 159755 08/01/2013 012795 SODEXO INC &AFFILIATES Apr -Jun meals:MPSC Nutrition Program 38.14 21.87 415.46 23.92 20.86 520.25 1,370.20 1,370.20 Pages apChkLst 08/01/2013 2:22:54PM Final Check List CITY OF TEMECULA Page: 9 Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor 159756 08/01/2013 000519 SOUTH COUNTY PEST CONTROL INC 159757 08/01/2013 016186 SPREIER, TRACY 159761 08/01/2013 007762 STANDARD INSURANCE COMPANY 159762 08/01/2013 012723 STANDARD INSURANCE COMPANY 159763 08/01/2013 015648 STEIN, ANDREW 159764 08/01/2013 007698 SWANK MOTIONS PICTURES, INC. 159765 08/01/2013 000305 TARGET BANK BUS CARD SRVCS 159766 08/01/2013 001547 TEAMSTERS LOCAL 911 159767 08/01/2013 000168 TEMECULA FLOWER CORRAL 159768 08/01/2013 009150 TEMECULA GLASS & MIRROR INC 159769 08/01/2013 003677 TEMECULA MOTORSPORTS LLC 159770 08/01/2013 010493 TEMECULA TOWNE CENTER ASSOC LP 159771 08/01/2013 011090 TEMECULA VALLEY TRANSPORTATION (Continued) Description Amount Paid Check Total pest control services:stn 95 pest control services:stn 73 pest control srvcs:carenton drive pest control srvcs:wolf creek park pest control srvcs:santiago pest control srvcs:corte talvera pest control srvcs:rancho vista refund: duplicate payment: library Mandatory Life Insurance Payment Voluntary Supp Life Insurance Payment Promo items:sister cities pgrm Misc items:sister cities pgrm movies in the park:Madagascar 3 7/12 Misc. supplies: Aquatics Programs Union Dues Payment Flowers per council discretion Plexiglass displays:history museum Veh repair & maint:police motorcycles Credit:motorcycle repair/maint:Tem.P.D. MOTORCYCLE REPAIR/MAINT:TEM.P.D. MOTORCYCLE REPAIR/MAINT:TEM.P.D. MOTORCYCLE REPAIR/MAINT:TEM.P.D. Veh repair & maint:police motorcycles Veh repair & maint:police motorcycles Aug lease payment: pd mall office Jul lease payment: pd mall office Transportation:Day Camp Excursion 8/1 124.00 94.00 94.00 49.00 94.00 143.00 143.00 1.25 9,126.72 735.60 1,448.62 1,613.68 421.00 177.98 4,567.00 67.98 1,893.78 77.71 -423.32 1,277.77 285.63 457.39 334.74 227.92 1,458.33 1,458.33 3,573.00 741.00 1.25 9,126.72 735.60 3,062.30 421.00 177.98 4,567.00 67.98 1,893.78 2,237.84 2,916.66 3,573.00 Page9 apChkLst Final Check List Page: 10 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159772 08/01/2013 000919 TEMECULA VALLEY UNIFIED SCHOOL 159773 08/01/2013 003862 THYSSENKRUPP ELEVATOR.BRNCH 37 159774 08/01/2013 010276 TIME WARNER CABLE 159775 08/01/2013 000668 TIMMY D PRODUCTIONS INC 159776 08/01/2013 000319 TOMARK SPORTS INC 159777 08/01/2013 006192 TRISTAFF GROUP 159778 08/01/2013 000161 TYLER TECHNOLOGIES, INC 159779 08/01/2013 014413 U.S. DEPARTMENT OF EDUCATION 159780 08/01/2013 015006 UNION BANK, N.A. 159781 08/01/2013 000325 UNITED WAY 159782 08/01/2013 004261 VERIZON 159783 08/01/2013 004789 VERIZON 159784 08/01/2013 009101 VISION ONE INC 159785 08/01/2013 001342 WAXIE SANITARY SUPPLY INC 159786 08/01/2013 003730 WEST COAST ARBORISTS INC Description Amount Paid Check Total Jun custodial srvcs:TVHS Theater Jul custodial srvcs:TVHS Theater Jul -Sept elev inspection srvcs: var facs Aug high speed internet:civic center bal.dueftechnical srvcs:4th of July Jul sound tech:smr concert series Jul sound tech:movies in park pgrm basketball nets: various parks temp help w/e 07/14 P. Laulu Jun reimb:Permitting & Land Mgmt Jun reimb:Pennitting & Land Mgmt SUPPORT PAYMENT FV Pkwy environmental mitigation escrow United Way Charities Payment Jul xxx-8625 gen usage:Civic Center Jul xxx-2886 gen usage:Harveston Jul xxx-5072 general usage Jul xxx-8165 alarm lines:enterprise cir Jul xxx-0074 general usage Jul Internet svcs: Library Jul Internet svcs:Tem PD DSL JUN SHOWARE TICKETING SRVCS: THEATER misc custodial supplies: various parks emerg tree trims & removals: var slopes emerg tree trims & removals: vail ranch emerg tree trims & removals: var slopes Tree trimming services:PW Street Maint 280.00 140.00 420.00 4,200.00 4,200.00 4,259.30 4,259.30 9,050.00 2,250.00 5,250.00 16,550.00 139.09 139.09 1,104.00 1,104.00 1,512.67 703.80 2,216.47 304.38 304.38 1,590.00 1,590.00 25.00 25.00 98.77 92.24 1,701.33 98.77 3,123.98 5,115.09 174.99 49.99 224.98 2,578.20 2,578.20 93.24 93.24 99.00 99.00 1,841.00 1,960.00 3,999.00 Page:10 apChkLst Final Check List Page: 11 08/01/2013 2:22:54PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159787 08/01/2013 013556 WESTERN AUDIO VISUAL Light bulbs & audio supplies:info tech 1,566.00 1,566.00 159788 08/01/2013 002841 WESTERN OILFIELDS SUPPLY Temp irrigation & install:4th of July 6,466.95 6,466.95 CO, DBA: RAIN FOR RENT 159789 08/01/2013 004567 WITCHER ELECTRIC replace damaged pole:pbsp 4,760.00 4,760.00 159790 08/01/2013 000348 ZIGLER, GAIL Reimb:supplies for TVE2 meeting 7/25 71.95 Reimb:supplies for Veteran's Day 175.42 247.37 999574 07/26/2013 014998 IRWIN, LIZ refund: creative photography: 1143.201 124.00 124.00 999575 07/26/2013 016134 MELTON, LETICIA refund: private swim lesson: 6001.206 80.00 80.00 999576 07/26/2013 016167 RILEY, CYNTHIA refund: summer day camp: 0405.204 384.00 384.00 999577 07/26/2013 016167 RILEY, CYNTHIA refund: summer day camp: 0405.205 192.00 192.00 999578 07/26/2013 016165 STRAND, DIANE refund: level 6 swim: 5106.403 90.00 90.00 999579 07/26/2013 016166 TAMAS, LASZLO refund: scuba diving: 3801.203 96.00 96.00 Grand total for UNION BANK OF CALIFORNIA: 6,031 505.29 Pagel 1 apChkLst Final Check List Page: 12 08/01/2013 2:22:54PM CITY OF TEMECULA 150 checks in this report. Grand Total All Checks. 6,031,505.29 Page:12 apChkLst Final Check List Page: 1 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA Check # Date Vendor Description Amount Paid Check Total 159791 08/08/2013 015272 ACRONIS SERVICES renewal snap/universal deploy: I.T. 159792 08/08/2013 013367 ACTIVE MICRO INC Misc tools & equip: PW traffic div 159793 08/08/2013 006915 ALLIES PARTY EQUIPMENT rental equipment: eco dev equip rental:2013 4th of July event event equip rental:hot summer nights 159794 08/08/2013 004240 AMERICAN FORENSIC NURSES Aug Standby fee: Police (AFN) 121.60 121.60 731.03 731.03 97.85 2,039.16 516.57 2,653.58 1,248.00 1,248.00 159795 08/08/2013 013950 AQUA CHILL OF SAN DIEGO drinking water sys maint:mpsc 3348 drinking water sys maint:civic ctr 176.04 drinking water sys maint:fnance 27.00 236.52 159796 08/08/2013 004623 AQUA SOURCE INC misc pool supplies: tes swimming pool 1,538.46 1,538.46 159797 08/08/2013 004307 ARCH CHEMICALS, INC. Jun watermaint srvcs:Harv/Duck Pond 3,900.00 3,900.00 159798 08/08/2013 016198 BARRIENTOS, GLADYS refund:sec dep:rm rental:CRC 200.00 200.00 159799 08/08/2013 004040 BIG FOOT GRAPHICS TCSD instructor earnings 2,030.00 TCSD instructor earnings 847.00 TCSD instructor earnings 1,190.00 4,067.00 159800 08/08/2013 012583 BLANCAY PRICE JUNE LDSCP PLAN 8,756.00 CH EC K/INS PECTION:P LNG JULY LDSCP PLAN CHECK/INSPECTION: 9,150.00 17,906.00 159801 08/08/2013 008605 BONTERRA CONSULTING 5/17-6/28 ENVIRON.CONSU LT:MURR 2,496.00 2,496.00 CRK BRIDG 159802 08/08/2013 000128 BROWN & BROWN INSURANCE Ins. policy renewal 2/1/13-2/1/14 159803 08/08/2013 003138 CAL MAT asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs asphalt material:citywide street repairs 86,694.00 86,694.00 399.02 498.87 335.88 397.44 690.67 392.98 448.69 452.60 558.27 505.53 4,679.95 Pagel apChkLst Final Check List Page: 2 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159804 08/08/2013 010939 CALIF DEPT OF INDUSTRIAL pool slide inspection © crc 7/17 159805 08/08/2013 004566 CALIF DEPT -TOXIC SUB CONTROL 317.50 317.50 EPA CAL000263633: TVE2 200.00 EPA CAL000263634: Stn 84 200.00 EPA CAL000375343: Roripaugh Fire Stn 159806 08/08/2013 014273 CALIFORNIA PROPERTY May relocation svcs:MCB/OVRLND 159807 08/08/2013 005417 CINTAS FIRST AID & SAFETY first aid supplies:Library first aid supplies:OT Theater first aid supplies:Civic Center first aid supplies:Library, FOC safety supplies:pw street maint div 159808 08/08/2013 000442 COMPUTER ALERT SYSTEMS service call: library Jun alarm monitor: mccabe court bldg Jul -Sept alarm monitor: mccabe court Jul -Sept alarm monitor srvcs: City facs 159809 08/08/2013 000447 COMTRONIX two-way radio svcs:pw street maint COMMUNICATIONS 159810 08/08/2013 013286 CONN EXON TELECOM INC Jul Enterprise 911 svc: IT 159811 08/08/2013 002945 CONSOLIDATED ELECTRICAL electrical supplies: var. park sites DIST. 159812 08/08/2013 016214 COOK, JENNIFER refund:sec dep:rm rental:CRC pool 159813 08/08/2013 016215 CORONA, STEVE refund:sec dep:snack bar deposit 159814 08/08/2013 013379 COSSOU, CELINE TCSD Instructor Eamings 159815 08/08/2013 001264 COSTCO WHOLESALE misc supplies:human svcs div misc supplies:youth innovation program 159816 08/08/2013 014501 COUNTYWIDE MECHANICAL hvac maint svcs:civic ctr & garage SYSTEMS 200.00 600.00 892.50 892.50 197.84 139.97 355.02 128.35 340.50 75.00 31.66 285.00 5,490.00 1,161.68 5,881.66 72.36 72.36 250.00 250.00 340.20 340.20 50.00 50.00 200.00 200.00 315.00 315.00 56.45 264.21 320.66 931.33 931.33 Page2 apChkLst Final Check List Page: 3 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159817 08/08/2013 010650 CRAFTSMEN PLUMBING & HVAC INC 159818 08/08/2013 008810 CROSSTOWN ELECTRICAL & DATA 159819 08/08/2013 014364 CUNNINGHAM, GRISELDA CLEMENTINA 159820 08/08/2013 013293 DAY, VICTORIA 159821 08/08/2013 003945 DIAMOND ENVIRONMENTAL SRVCS Description Amount Paid Check Total hvac- installed city sound box ac unit 487.00 plumbing repairs/maint:city hall, tve2 plumbing repairs/maint:CRC plumbing repairs/maint:CRC plumbing repairs/maint:phbsp/snackbar plumbing repairs/maint:TCC/food bank Station repair & maintenance: OATC equip repair & maint:pw traffic TCSD Instructor Eamings refund: dup payment: library portable restroom svc:Mercedes/Main 651.47 272.79 3,894.61 165.00 140.00 426.42 6,037.29 1,706.34 1,706.34 157.50 157.50 7.20 7.20 350.20 portable restroom svc:30875 rancho vista 3,953.44 portable restroom svc:OT front st 341.48 portable restroom svc:30875 rancho vista 583.44 portable restroom svc:32555 Deerhollow 52.80 5,281.36 159822 08/08/2013 004222 DIAMONDBACK FIRE & Fire & rescue equipment: Sta 92 550.91 550.91 RESCUE, INC 159823 08/08/2013 002390 EASTERN MUNICIPAL WATER Jul water meter:32131 S Loop rd dcda 43.50 43.50 DIST 159824 08/08/2013 014419 ELLIOTT, MICHAEL G. Jun Idsp constr insp srvcs:hospital 700.00 700.00 159825 08/08/2013 004829 ELLISON WILSON ADVOCACY JULY' 13 LEGISLATIVE CNSLT SVCS: 3,500.00 LLC CM AUG '13 LEGISLATIVE CNSLT SVCS: CM 3,500.00 7,000.00 159826 08/08/2013 014207 ENTERPRISE ELECTRIC replace exterior down lights:civic ctr 2,983.00 2,983.00 DATACOM 159827 08/08/2013 005115 ENTERPRISE RENTA CAR INC Veh rental day camp excursions 7/23 125.22 Veh rental day camp excursions 7/2 125.22 Veh rental day camp excursions 7/16 125.22 375.66 159828 08/08/2013 011203 ENVIRONMENTAL CLEANING Jul janitorial restroom maint:var park 5,265.00 5,265.00 159829 08/08/2013 016197 ESCUTIN, ELIZABETH refund: lost mall: library 19.50 19.50 159830 08/08/2013 000164 ESGIL CORPORATION June plan review svcs:b&s dept 5,858.91 5,858.91 Pages apChkLst Final Check List Page: 4 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159831 08/08/2013 001056 EXCEL LANDSCAPE INC Description Amount Paid Check Total June Idscp maint: redhawk comm park June Idscp impr: vail ranch park June Idscp impr: old town June Idscp impr: pala park June Idscp impr: var park sites June Idscp impr: medians June Idscp impr: var park sites June Idscp impr: var park sites June Idscp impr: lake park June Idscp impr: old town June Idscp impr: avondale June Idscp impr: harveston slope June Idscp impr: harveston slopes June Idscp impr: var park sites 159832 08/08/2013 009953 FEDERAL CLEANING July Janitorial svcs:police mall CONTRACTORS 159833 08/08/2013 000165 FEDERAL EXPRESS INC 159834 08/08/2013 003347 FIRST BANKCARD CENTER 006942 ONTARIO AIRPORT 008559 RENAISSANCE HOTEL ASSOCIATES Jul express mad services Jun express mail services RR Bank charge JC Bank charge 403.00 241.49 544.00 283.97 186.33 325.00 58.94 389.13 2,072.00 200.00 100.15 165.04 121.46 214.17 5,304.68 751.50 751.50 518.08 505.56 1,023.64 39.00 39.00 JC Prkg:NLC Conf 6/26-29 72.00 JC HtI:NLC Conf 6/26-29 677.98 007527 RUTH'S CHRIS STEAK HOUSE RR MeaI:N LC Conf 6/26-29 131.60 015496 SAN DIEGO AIRPORT PARKING RR Prkg:NLC Conf6/26-29 112.00 008559 RENAISSANCE HOTEL RR HtI:N LC Conf 6/26-29 695.35 ASSOCIATES 016217 SPRINT STORE RR Phone accessory 43.19 000210 LEAGUE OF CALIF CITIES RR Regist:NLC Conf 11/13-16 495.00 2,305.12 159835 08/08/2013 014819 FLATIRON WEST, INC. Jul const: french valley pkwy 375,906.59 375,906.59 159836 08/08/2013 004074 FRANCHISE MGMT SERVICES supplies:high hopes program 80.75 80.75 INC 159837 08/08/2013 003946 GT ENTERTAINMENT entertainment:hot summer nights 2013 500.00 balloon decorations:4th of July 255.00 755.00 159838 08/08/2013 013552 GANDS PRODUCTIONS LLC Country © The Merc 8/3/13 786.75 786.75 159839 08/08/2013 016188 GARDNER COMPANY INC. hvac repairs/maint:TCC 334.80 334.80 Page4 apChkLst Final Check List Page: 5 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159840 08/08/2013 013076 GAUDET, YVONNE M. TCSD instructor earnings 739.20 739.20 159841 08/08/2013 015185 GENERAL WAX COMPANY, Candles for 9/11 Remembrance 206.96 206.96 INC. 159842 08/08/2013 014405 GORM INCORPORATED misc custodial supplies: var park sites 4,456.08 misc custodial supplies: Cityfacs 2,937.60 7,393.68 159843 08/08/2013 000175 GOVERNMENT FINANCE 9/1/13-8/31/14 mbrshp D.Bilby 300179958 150.00 150.00 OFFICERS 159844 08/08/2013 014402 GROEPPER, BROOKE TCSD instructor earnings 1,260.00 1,260.00 ELIZABETH 159845 08/08/2013 006250 HAZ MAT TRANS INC haz mat services:various city locations 1,360.88 1,360.88 159846 08/08/2013 016193 HERRERA, JANNELLY Plein Aire 2013 2nd prize winner 100.00 100.00 159847 08/08/2013 004811 HEWLETT PACKARD replacement server:Library 550.30 550.30 159848 08/08/2013 010210 HOME DEPOT SUPPLY INC, misc supplies:pw street maint div 939.58 TH E small tools & equipment:FOC 505.01 misc maint supplies:Theater 492.53 misc maint supplies:civic center 491.52 maint supplies: pw street maint 40.83 maint supplies: civic center 466.93 2,936.40 159849 08/08/2013 004217 HYDROTEK COMPANY misc parts/supplies:pressure washers:pw 287.69 items retumed: var park sites -193.81 93.88 159850 08/08/2013 009203 INLAND EMPIRE MEDIA GROUP advertising:hot summer nights 2013 350.00 350.00 INC 159851 08/08/2013 005579 INLAND EMPIRE PROPERTY WEED ABATEMENT SVCS:APN 255.00 255.00 922-062-010 159852 08/08/2013 006914 INNOVATIVE DOCUMENT copier supplies:support services 133.92 SOLUTIONS Jun copier maint/repair/usage:citywide 9,306.19 Jun copier maint/repair/usage:Iibrary 852.70 10,292.81 159853 08/08/2013 001407 INTER VALLEY POOL SUPPLY pool supplies: aquatics facs 575.78 INC pool supplies: var swimming pools 313.70 889.48 159854 08/08/2013 003296 INTL CODE COUNCIL building code books 2013:b&s dept 6,140.97 building code books 2013:b&s dept 2,177.28 8,318.25 Pages apChkLst Final Check List Page: 6 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159855 08/08/2013 003296 INTL CODE COUNCIL Code Books: Prevention 159856 08/08/2013 003266 IRON MOUNTAIN OFFSITE June Offsite media storage:Records 159857 08/08/2013 001186 IRWIN, JOHN TCSD instructor earnings 159858 08/08/2013 013200 JAROTH INC Aug high speed internet:42081 Main st 159859 08/08/2013 010412 JOHNSON POWER SYSTEMS Generator prey maint: civic center Generator prey maint: tve2 emerg gen eratr prey maint:var facilities Generator prey maint: library Generator prey maint: crc repair generator & replace heater: crc 159860 08/08/2013 012285 JOHNSTONE SUPPLY 159861 08/08/2013 000488 KNOTTS BERRY FARM 159862 08/08/2013 004062 KUSTOM SIGNALS INC 159863 08/08/2013 000209 L & M FERTILIZER INC 1,244.16 1,244.16 555.69 555.69 235.20 235.20 212.64 212.64 670.06 546.37 664.46 547.73 550.71 1,032.02 emerg repair -sump pumps: civic center 297.15 emerg repair -sump pump: civic center excursion:day camps 7/18 equip repair/maint:police lidar & radar equip repair/maint:police lidar & radar equip repair/maint:police lidar & radar Mntc supplies: pw street maint misc supplies/equipment:pw misc supplies/equip parts:erosion pressure washer repair:fac maint 159864 08/08/2013 014432 LANAIR GROUP, LLC ShoreTel software renewal:info tech 159865 08/08/2013 011022 LATITUDE GEOGRAPH ICS GROUP LTD 159866 08/08/2013 004412 LEANDER, KERRY D. 159867 08/08/2013 004905 LIEBERT, CASSIDY& WHITMORE 159868 08/08/2013 002634 LITELINES INC 4,011.35 176.99 474.14 2,972.00 2,972.00 601.41 552.83 610.43 9.68 3,078.68 243.00 92.39 1,764.67 3,423.75 14,685.00 14,685.00 upgrade existing web GIS application 21,390.00 software:pictometry extension 2,700.00 24,090.00 TCSD instructor earnings 210.00 TCSD instructor earnings 472.50 682.50 2013 annual employ. law conf:IG,TH 1,000.00 May HR legal svcs for TE060-00010 3,300.00 May HR legal svcs for TE060-00001 90.00 4,390.00 maint supplies: pw street maint 183.60 183.60 159869 08/08/2013 015957 LONG RANGE SYSTEMS, LLC paging system:Library 782.98 782.98 Pages apChkLst Final Check List Page: 7 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159870 08/08/2013 004813 M & J PAUL ENTERPRISES INC summer day camp: inflatable jumpers 1,000.00 1,000.00 159871 08/08/2013 013982 MCI COMM SERVICE Jul xxx-0346 general usage 30.38 159872 08/08/2013 003782 MAIN STREET SIGNS Jul xxx-0714 gen usage:PD mall alarm 31.06 61.44 replacement signs:santa gertrudis trail 4,046.49 misc street signs: pw street maint 12,897.90 16,944.39 159873 08/08/2013 004141 MAINTEX INC Custodial supplies: Cityfacs 6,730.56 Custodial supplies: PW Parks Maint 3,076.12 9,806.68 159874 08/08/2013 000217 MARGARITA OFFICIALS ASSN June officiating srvcs:sports pgrm 1,739.00 1,739.00 159875 08/08/2013 011179 MC MILLIN REDHAWK LLC TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings TCSD Instructor Eamings 630.00 420.00 420.00 336.00 224.00 2,030.00 159876 08/08/2013 006571 MELODYS AD WORKS INC. reimbursables:old town promotions 80.40 80.40 159877 08/08/2013 015955 METRO FIRE & SAFETY, INC. kitchen hood inspections:mpsc 205.00 205.00 159878 08/08/2013 004951 MIKES PRECISION WELDING emerg welding repair: rrsp parking lot 125.00 INC. emerg welding srvcs: rrsp light pole 375.00 500.00 159879 08/08/2013 007669 MILES, KATRINA TCSD Instructor Eamings 196.00 196.00 159880 08/08/2013 016066 MILLER, MICHAEL D. 1st prize:Plein Aire 2013 159881 08/08/2013 012580 MINUTEMAN PRESS 159882 08/08/2013 004043 MISSION ELECTRIC SUPPLY, INC 159883 08/08/2013 005887 MOFFATT & NICHOL ENGINEERS business cards:info tech business cards:info tech qty 10 punch for comb binding:supp.srvcs electrical supplies: library electrical supplies: library 5/26-6/29 eng srvcs:french vly 159884 08/08/2013 010908 MR APPLIANCE OF Kitchen equip maint srvcs:conf center WINCHESTER 159885 08/08/2013 004522 MULLIGANS FAMILY FUN excursion:summer day camp pgrm CENTER excursion:teen day camp pgrm 200.00 200.00 45.21 327.67 21.60 624.84 427.87 13,849.02 394.48 1,052.71 13,849.02 331.55 331.55 1,954.46 284.81 2,239.27 Page:7 apChkLst Final Check List Page: 8 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159886 08/08/2013 002925 NAPA AUTO PARTS Auto parts & misc supplies:Fire Prev 203.99 203.99 159887 08/08/2013 015122 NI GOVERNMENT SERVICES, Mar satellite phone service: Fire/EOC 151.72 151.72 INC. 159888 08/08/2013 016204 NICHOLSON, MARLYSS refund:sec dep:rm rental:Harveston 200.00 200.00 159889 08/08/2013 003964 OFFICE DEPOT BUSINESS SVS Misc office supplies:HR dept 276.48 276.48 DIV 159890 08/08/2013 002105 OLD TOWN TIRE &SERVICE City Vehicle Maint Svcs:PW Street Maint City Vehicle Maint Svcs:PW Parks Maint City Vehicle Maint Svcs:PW Parks Maint City Vehicle Maint Svcs:PW Parks Maint 1,211.30 153.30 470.89 318.29 2,153.78 159891 08/08/2013 002105 OLD TOWN TIRE & SERVICE City Vehicle Maint Svcs:PW Parks Maint 51.35 51.35 159892 08/08/2013 002105 OLD TOWN TIRE & SERVICE City Vehicle Maint Svcs:Bldg & Safety 41.00 41.00 159893 08/08/2013 010338 POOL & ELECTRICAL misc pool supplies/chemicals:var pools 136.54 136.54 PRODUCTS INC 159894 08/08/2013 002185 POSTMASTER Std mail -permit #5 fee:tcsd/econ dev 200.00 200.00 159895 08/08/2013 005075 PRUDENTIAL OVERALL Jul uniforms/8rmts/twl rentals:City 617.08 SUPPLY JUL FLR MTS/TWL RENTALS/UNIFORMS 874.12 1,491.20 159896 08/08/2013 008024 QUARTERMASTER INC Qty 400 Temecula police patches 430.36 430.36 159897 08/08/2013 016206 RAFTERY, KAREN refund:sec dep:rm rental:Harveston 200.00 200.00 159898 08/08/2013 000947 RANCHO REPROGRAPHICS Blueprints:Pavement Rehab-Ynez Rd 17.06 17.06 159899 08/08/2013 000907 RANCHO TEMECULA CAR May City vehicle detailing srvcs:var 107.00 107.00 WASH 159900 08/08/2013 000271 RBF CONSULTING JUN ENG SRVCS:I-15/SR-79 ULT. 22,134.01 INTRCHG Apr EIR: temecula creek inn 2,500.00 Jun EIR: temecula creek inn 1,800.00 26,434.01 159901 08/08/2013 004584 REGENCY LIGHTING misc electrical supplies: var park sites 466.26 466.26 Pages apChkLst Final Check List Page: 9 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159902 08/08/2013 003591 RENES COMMERCIAL MANAGEMENT 159903 08/08/2013 000418 RIVERSIDE CO CLERK & RECORDER 159904 08/08/2013 000406 RIVERSIDE CO SHERIFFS DEPT Description Amount Paid Check Total weed abatement: city channels 8,500.00 8,500.00 May recording fees: cfd 03-04 j.warner 23.00 23.00 Fourth of July patrol services 11,487.18 4/4/13-5/1/13 law enforcement FY 12/13 rate adj. law enforcement FY 12/13 RMS & CLETS srvcs 159905 08/08/2013 005073 ROCKYZHARP Performance:Hot Summer Nights 8/9 159906 08/08/2013 008739 ROSE CITY LABEL Fire promo items: Prevention 159907 08/08/2013 009213 SHERRY BERRY MUSIC Jazz © the Merc 8/1/13 159908 08/08/2013 009746 SIGNS BYTOMORROW Jul public notice posting srvcs:planning 159910 08/08/2013 000537 SO CALIF EDISON Jul 2-29-953-8447:31738 Wolfvlyrd Jul 2-30-220-8749:45850 N Wolf crk dr Jul 2-29-657-2332:45538 Redwood Jul 2-29-953-8082:31523 Wolfvlyrd Jul 2-35-664-9053:29119 Margarita Rd Jul 2-25-393-4681:41951 Moraga Rd Jul 2-31-419-2873:43000 Hwy -395 Jul 2-29-953-8249:46497 Wolf crk dr Jul 2-00-397-5042:43200 bus pk dr #1 Jul 2-30-520-4414:32781 Tem pkwy LS3 Jul 2-31-031-2590:28301 Rancho Cal Jul 2-02-502-8077:43210 Business Prk Jul 2-31-912-7494:28690 Mercedes St Jul 2-28-629-0507:30600 Pauba Rd Jul 2-32-903-8293:41000 Main St Jul 2-31-404-6020:28771 OT front st Jul 2-29-657-2563:42902 Butterfield Jul 2-31-936-3511:46488 Pechanga Jul 2-31-536-3226:28690 Mercedes Jul 2-29-458-7548:32000 Rancho cal Jul 2-27-805-3194:42051 Main St Jul 2-29-295-3510:32211 Wolf vly rd Feb 2-00-397-5067:TCSD svc lev C Jul 2-00-397-5067:TCSD svc lev C 1,535,663.38 610,347.72 188,141.00 2,345,639.28 450.00 450.00 270.00 270.00 283.50 744.00 26.07 481.25 26.41 29.58 365.97 819.39 27.25 28.58 3,656.27 1,044.54 20.57 811.90 1,742.66 13,035.25 26,434.03 1,692.77 225.12 56.48 2,032.43 348.99 5,787.04 2,000.87 2,185.72 2,648.01 283.50 744.00 65,527.15 Page9 apChkLst Final Check List Page: 10 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor 159911 08/08/2013 001212 SO CALIF GAS COMPANY Description Amount Paid Check Total Jul 091-085-1632-0:41951 Moraga rd Jul 055-461-2483-4:40135 Village rd Jul 026-671-2909-8:Comm Theater Jul 181-383-8881-6: M u s e u m Jul 125-244-2108-3: L i b rary Jul 021-725-0775-4:Senior Center Jul 129-535-4236-7:Civic Center Jul 117-188-6393-6:32131 S Loop rd Jul 101-525-1560-6:27415 Enterprise cir Jul 095-167-7907-2:30650 Pauba Rd 159912 08/08/2013 014783 SOFTRESOURCES, LLC Jul consultant srvcs:new permit system 159913 08/08/2013 000519 SOUTH COUNTY PEST CONTROL INC 159914 08/08/2013 005786 SPRINT 159915 08/08/2013 016111 STOGNER, GREGORY LYNN 159916 08/08/2013 009811 SUNNY HILLS TOWING INC 201.94 26.95 22.89 19.84 17.85 83.90 638.34 44.17 66.55 142.10 1,264.53 10,323.76 10,323.76 pest control services: Wolf Creek Park 49.00 pest control services: pbsp pest control srvcs:hary lake park Jul pest control srvcs: various parks pest control srvcs: fire stn 84 Jul pest control srvcs: City facilities Jun 26 -Jul 25 cellular usage/equip Plein Aire winner:Mayor's Purchase Prize vehicle towing services:police vehicle towing services:police vehicle towing services:police 159917 08/08/2013 007698 SWANK MOTIONS PICTURES, movies in the park: Wreck it Ralph 7/26 INC. 159918 08/08/2013 000305 TARGET BANK BUS CARD SRVCS 159919 08/08/2013 011275 TEM. VLY GIRLS SOFTBALL ASSOC. 70.00 94.00 493.00 80.00 783.00 1,569.00 5,633.22 5,633.22 500.00 500.00 225.00 225.00 210.00 660.00 471.00 471.00 Supplies:High Hopes Program 86.13 Supplies:Summer Day Camp 117.26 203.39 refund:sec dep:snack bar deposit 200.00 200.00 159920 08/08/2013 000168 TEMECULA FLOWER CORRAL Sunshine Fund 159921 08/08/2013 003677 TEMECULA MOTORSPORTS LLC 282.70 282.70 Veh repair & maint:police 315.34 Veh repair & maint:police Veh repair & maint:police 159922 08/08/2013 016210 TEMECULA VALLEY AMERICAN refund:sec dep:snack bar deposit 728.94 772.09 1,816.37 200.00 200.00 Page:10 apChkLst Final Check List Page: 11 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 159923 08/08/2013 011090 TEMECULA VALLEY Transportation:Day Camp Excursion 8/8 TRANSPORTATION 159924 08/08/2013 010276 TIME WARNER CABLE 159925 08/08/2013 006192 TRISTAFF GROUP 159926 08/08/2013 000161 TYLER TECHNOLOGIES, INC 159927 08/08/2013 002110 UNITED RENTALS NORTH AMERICA 159928 08/08/2013 008977 VALLEY EVENTS INC 159929 08/08/2013 014486 VERIZON WIRELESS 159930 08/08/2013 009031 VYLANI'S POLYNESIAN DANCERS 159931 08/08/2013 016216 WALLER, LISA 159932 08/08/2013 016213 WETTLAUFER, CAMILLE 159933 08/08/2013 009512 WUR MS JANITORIAL SERVICES, INC 999580 07/31/2013 016178 DUBLIN-NEWBY, GARNET 999581 07/31/2013 016182 EDWARDS, ASHLEY 999582 07/31/2013 016176 GOMEZ, ZELDA 999583 07/31/2013 016183 HEBERT, LAUREN 999584 07/31/2013 016175 LONG, DOROTHY Aug high speed internet:Library Aug high speed internet:40135 Village Rd Aug high speed internet:42081 Main st temp help w/e 07/21 P. Laulu Jun Permitting & Land Mgmt software misc equip rentals: pw street maint 3,950.00 3,950.00 501.98 235.47 64.06 801.51 1,104.00 1,104.00 4,854.34 4,854.34 32.68 misc equip rentals: pw street maint 46.62 misc equip rentals: pw street maint 72.53 misc equip rentals: pw street maint 21.92 misc equip rentals: pw street maint 29.89 misc equip rentals: pw street maint 52.61 256.25 rental equip: arts festival 6/21 2,457.50 2,457.50 7/16-8/15 Broadband usage:City 479.89 479.89 Entertainment:mpsc event 8/8 200.00 200.00 refund: return book: library 32.94 32.94 refund:sec dep:rm rental:CRC Pool 50.00 50.00 Aug janitorial srvcs:police old town stn 242.25 Jul janitorial services: City facs 16,417.83 16,660.08 refund: Adv Toddler swim: 5109.405 45.00 45.00 refund: adv toddler swim: 5109.405 72.00 72.00 refund:sec dep:rm rental:Harveston 200.00 200.00 refund: camp t -shirt: 0400.200 10.00 10.00 refund: multisport camp: 1825.203 55.00 55.00 Pagel 1 apChkLst Final Check List Page: 12 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 999585 07/31/2013 016181 MULL, JESSICA refund: creative photography: 1143.201 124.00 124.00 999586 07/31/2013 016180 PEARCY, JOY refund: level 3 swim: 5103.411 45.00 45.00 999587 07/31/2013 016174 POLITTE, NICOLE refund: parent n me swim: 5107.408 45.00 45.00 999588 07/31/2013 016179 STARBUCK, JENNIFER refund: bigfoot's summer camp: 1446.202 68.00 68.00 999589 08/07/2013 009071 COLE, CATHERINE refund: teen summer camp: 0406.205 96.00 96.00 999590 08/07/2013 016200 ESHKOL, MERAV refund: level 6 swim: 5106.402 36.00 36.00 999591 08/07/2013 015924 FABIAN, ARTICE refund:sec dep:rm rental:Harveston 200.00 200.00 999592 08/07/2013 016212 GARDUNO, MARIA CECILIA refund:sec dep:rm rental:CRC Pool 50.00 50.00 999593 08/07/2013 016211 JIMENEZ, NICHOLAS refund:sec dep:rm rental:CRC Pool 50.00 50.00 999594 08/07/2013 016196 JOYCE, SUMMER refund: bear club university: 4010.201 144.00 144.00 999595 08/07/2013 016201 KOSER, ELISSA refund: level 2 swim: 5102.504 45.00 45.00 999596 08/07/2013 016195 LEGACE, ADELARD refund:sec dep:rm rental:Harveston 200.00 200.00 999597 08/07/2013 016202 OPPOD, AMELYN refund: summer day camp: 0405.205 96.00 96.00 999598 08/07/2013 016194 PONGPRACHAKKUL, refund: beginning swim: 5108.504 45.00 45.00 SUTTAMAS 999599 08/07/2013 016207 RIVERA-RAMIREZ, AIDA refund:sec dep:rm rental:Harveston 200.00 200.00 999600 08/07/2013 015439 ROGOFF, HEATHER refund:swim Iessons:5108.518 & 72.00 72.00 5107.508 999601 08/07/2013 016203 RUE, RICHARD refund: lost material: library 22.99 22.99 999602 08/07/2013 016199 SANTOS, MARIE refund: level 1 swim: 5101.406 36.00 36.00 Page:12 apChkLst Final Check List Page: 13 08/08/2013 4:14:31PM CITY OF TEMECULA Bank : union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description Amount Paid Check Total 999603 08/07/2013 016205 WOODWARD, LISA refund:sec dep:rm rental:Harveston 200.00 200.00 Grand total for UNION BANK OF CALIFORNIA: 3,216,399.64 Page:13 apChkLst Final Check List Page: 14 08/08/2013 4:14:31PM CITY OF TEMECULA 166 checks in this report. Grand Total All Checks. 3,216,399.64 Page:14 Item No. 4 Approvals City Attorney Finance Director City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Kevin L. Hawkins, Director of Community Services DATE: August 27, 2013 SUBJECT: Benefit Concert, Co -Sponsorship request from the Stephen Siller Tunnel to Towers Foundation (at the request of Civic Center Concert Ad Hoc Subcommittee Members Jeff Comerchero and Chuck Washington) PREPARED BY: Barbara Smith, Senior Management Analyst RECOMMENDATION: 1. Approve a Co -Sponsorship Agreement with the Stephen Siller Tunnel to Towers Foundation for City support costs, in the amount of $15,700, and in-kind promotional services valued at an amount of approximately $5,765 for a benefit concert. The concert will be performed by Gary Sinise and his Lt. Dan Band within the Civic Center Quad/Town Square and Conference Center, with proceeds used to assist severely injured veterans; 2. Approve appropriate street closures associated with the benefit concert, Main Street Y and Mercedes Street between 3rd and 4th Streets beginning Friday, November 1, 2013 at 8:30 AM to Sunday, November 3, 2013 by 2:00 AM. BACKGROUND: The Stephen Siller Tunnel to Towers Foundation was formed after Stephen Siller, a firefighter with the Fire Department of New York (FDNY) was killed in the line of duty on September 11, 2001. On that day, Firefighter Siller had gotten off a late shift and was preparing for his day off when he heard about the first airplane hitting one of the towers at the World Trade Center. He cancelled his plans for the day and headed back to New York City to provide assistance. When he got to the Brooklyn Battery Tunnel, it had been closed to traffic however, this didn't deter Firefighter Siller, so he strapped on sixty pounds of gear and ran from the tunnel to the towers where he later lost his life. The Stephen Siller Tunnel to Towers Foundation was established by Stephen's family in his honor, and to follow in his footsteps of selflessness and love by "doing good" in his memory. One of the foundation's missions is to provide support to first responders and military personnel who have been seriously injured and sacrificed their quality of life in the line of duty. The foundation has partnered with the Gary Sinise Foundation, and has committed to build Smart Homes for veterans who have lost multiple limbs in the line of duty. Each Smart Home is custom-designed to address the unique needs of each veteran. These homes use "adaptive technology" to help our most severely injured heroes live better and more independent lives. On March 2, 2012 the City hosted Gary Sinise and his Lt. Dan Band at the Civic Center Quad and Town Square. The concert proceeds went to benefit US Marine Corps Lance Corporal Juan Dominguez, a triple amputee, injured in Afghanistan on October 23, 2010. With proceeds from this benefit concert, along with donations from Wallace Air Cargo, Juan Dominguez was able to move into his new Smart Home in Temecula on September 11, 2012. The November 2, 2013 concert will benefit Staff Sergeant Matthew Lammers, a triple amputee who lost both legs and his left arm on June 10, 2007, when the Humvee he was in drove over an EFP (explosively formed projectile). In his first phone call to his parents after his injuries, Matt said, "Well Dad, at least we can still play catch together I have a good right arm." Matthew Lammers currently lives in Tucson, Arizona with his wife Alicia and they have six children between them. The Lammers want to move to Temecula to raise their children and continue to help as many people as they can who are facing difficult challenges, and to live near his good friend Juan Dominguez. The Lammers family will be the recipients of the second Smart Home to be built in Temecula. This Smart Home will allow Matt to be as independent as he has always been, and to serve as a tribute to his sacrifice for our country. The City will sponsor certain promotional activities, permit fees and street closure costs, police, fire and support staff along with the use of the Conference Center and various meeting rooms in the Civic Center and the concert venue area including the Civic Center Quad, Plaza and Town Square Park at a value of $21,465. The City's co-sponsorship and support of this event is contingent upon the Stephen Siller Tunnel to Towers Foundation acquiring the financial support needed to provide all event logistics and costs such as security, stage, lighting, sound, seating, fencing and other items needed to produce the concert. A refundable cleaning deposit in the amount of $1,000 shall be posted to cover any damage to the concert venue area, conference center and meeting rooms used. This deposit will be refunded within 30 days after the concert and after inspection of the concert venue area. The Main Street "Y" and Mercedes Street (between 3rd and 4th Streets) will be closed on Friday, November 1, 2013 at 8:30 am in order to provide time for venue set up. The roads will be reopened by Sunday, November 3, 2013 at 2 am. Staff has developed an alternate route, from the parking structure to the Farmers' Market for the free Old Town Temecula Trolley on November 2nd. There will not be an interruption of the trolley service. FISCAL IMPACT: The benefit concert is anticipated to attract an attendance of approximately 2,000 to 2,500. The City will provide City -support costs valued in the amount of $15,700 and in-kind promotional services valued at an amount of $5,765. These costs can be absorbed within the Fiscal Year 2013-14 Operating Budgets of the various departments. ATTACHMENTS: 1. Co -Sponsorship Agreement 2. Street Closure Vicinity Map 3. Bio on Matt Lammers SPONSORSHIP AGREEMENT BETWEEN THE CITY OF TEMECULA AND STEPHEN SILLER TUNNEL TO TOWERS FOUNDATION THIS AGREEMENT is made and effective as of this 27th day of August, 2013 by and between the City of Temecula , a municipal corporation (hereinafter referred to as "City"), and the Stephen Siller Tunnel to Towers Foundation, a public benefit 501 (c)(3) corporation (hereinafter referred to as the "Nonprofit"). In consideration of the mutual covenants, conditions and undertakings set forth herein, the parties agree as follows: 1. RECITALS This Agreement is made with respect to the following facts and purposes which each of the parties acknowledge and agree are true and correct: a. The Nonprofit shall operate the Lt. Dan Band Benefit Concert (hereinafter referred to as the "Event") on November 2, 2013. The Event is a special event which is located at the Temecula Civic Center . b. The Event includes a benefit concert by the Stephen Siller Tunnel to Towers Foundation. c. Alcohol will be served. d. The City desires to be a "Co -Sponsor" of the Event. 2. The Event will serve as a fundraiser for the Stephen Siller Tunnel to Towers Foundation whose charitable work and contribution have benefited wounded veterans with multiple amputations. 3. TERM This Agreement shall commence on August 27, 2013, and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2014, unless sooner terminated pursuant to the provisions of this Agreement. 4. CONSIDERATION a. In exchange for providing the Nonprofit with in-kind city -support services valued at an amount not to exceed $15,700 and in-kind promotional services valued at an amount not to exceed $5,765, as listed in Exhibit B, the City of Temecula shall be designated as a Co -Sponsor of the Event. As a Co -Sponsor the City shall receive sponsor benefits as listed in Exhibit A. In the event that City support services and in-kind promotional services exceeds $21,465, the Nonprofit may seek City authorization for payment above that amount. b. Nonprofit shall provide a check, by October 21, 2013 in the amount of one thousand dollars ($1,000) to be used as a deposit against any and all damage, caused by the event, to the Civic Center and concert venue area. This deposit, or portion less cost of damages, shall be refunded within 30 days after the concert. c. The Nonprofit is requested to partner with the Temecula Valley Convention & Visitors Bureau ("TVCVB") to help promote the Event. The City of Temecula contracts with the TVCVB to generate Visitor -Related Economic Impact for the City of Temecula. This will include but riot be limited to over -night room bookings, dining and shopping within the City of Temecula. Any media visits coordinated by the Nonprofit shall include an invitation to visit all Temecula entities (i.e. Old Town, wineries, golf). Secondly,the Nonprofit shall include in its basic press kit a press release provided by the TVCVB which focuses on the attractions of Temecula, including Old Town, golf, wineries, etc. This informational piece shall be provided to all media working with the Nonprofit or its representatives on festival -related stories. d. The Nonprofit shall support economies of the City of Temecula by promoting and utilizing local businesses (e.g. local food vendors, restaurants, wineries, crafters, etc.) first when competitive and practicle. 5. WRITTEN REPORT Within ninety (90) days after the conclusion of the Event, the Nonprofit shall prepare and submit to the City Manager or designee a written report evaluating the Event, its attendance, media coverage, and description of the materials in which the City has listed as a Co -Sponsor. The report shall also include samples of media, press clippings, flyers, pamphlets, etc., in a presentation notebook format. In addition, complete financial statements including a balance sheet, income statement and budget to actual comparison report of the Event must be included in such a written report. 6. PERMITS The Nonprofit shall file applications for a Special Event Permit with the City no later than thirty (30) days prior to the first day of the Event. The City retains its governmental jurisdiction to determine whether to issue the permits and the nature and scope of Conditions of Approval. The Nonprofit shall comply with all conditions of approval for the Special Event Permit, or any other City -issued permits. Failure to comply with the Conditions of Approval of such permits shall constitute a default of this Agreement and is grounds for termination of this Agreement. 7. MEETING ATTENDANCE The Nonprofit shall attend all City pre -event planning meetings and event recap meetings if warranted. 8. INDEMNIFICATION The Nonprofit shall indemnify, protect, defend and hold harmless the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its elected officials, officers, employees, volunteers, and representatives from any and all suits, claims, demands, losses, defense costs or expenses, actions, liability or damages of whatsoever kind and nature which the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, agents and employees may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of the Nonprofit's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non-performance of this Agreement. 9. INSURANCE The Nonprofit shall secure and maintain from a State of California admitted insurance company, pay for and maintain in full force and effect for the duration of this Agreement an insurance policy of comprehensive general liability against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by October 4, 2013, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as broad as: 1) Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. 2) Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Recipient owns no automobiles, a non -owned auto endorsement to the General Liability policy described above is acceptable. 3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Recipient has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than: 1) General Liability: Two million ($2,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this projectflocation or the general aggregate limit shall be twice the required occurrence limit. 2) Automobile Liability: One million ($1,000,000) per accident for bodily injury and property damage. 3) Worker's Compensation as required by the State of California; Employer's Liability: One million dollars ($1,000,000) per accident for bodily injury or disease. c. Deductibles and Self -Insured Retentions. Any deductibles or self-insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insured's, as respects: liability arising out of activities performed by or on behalf of the NonProfit; products and completed operations of the Recipient; premises owned, occupied or used by the Nonprofit; or automobiles owned, leased, hired or borrowed by the Nonprofit. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 2) For any claims related to this project, the Nonprofit's insurance coverage shall be primary insurance as respects the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self-insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Nonprofit's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5) Each insurance policy required by this agreement shall be endorsed to state: should the policy be canceled before the expiration date the issuing insurer will endeavor to mail thirty (30) days prior written notice to the City. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Nonprofit shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A -:VII or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. Nonproft shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Nonprofit's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 10. GOVERNING LAW The City and the Nonprofit understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 11. LEGAL RESPONSIBILITIES The Nonprofit shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Nonprofit shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Nonprofit to comply with this section. 12. ASSIGNMENT The Nonprofit shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. 13. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or {iii} mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice: Mailing Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To Recipient: The Stephen Siller Tunnel to Towers Foundation Attention: John Hodge, Director of Operations 2361 Hylan Boulevard Staten Island, NY 10306 15. INDEPENDENT CONTRACTOR a. The Nonprofit shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of the Nonprofit shall at all times be under the Nonprofit's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Recipient or any of the Nonprofit's officers, employees, or agents except as set forth in this Agreement. The Nonprofit shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. The Nonprofit shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to the Nonprofit in connection with the performance of this Agreement. Except for the fees paid to the Nonprofit as provided in the Agreement, City shall not pay salaries, wages, or other compensation to the Nonprofit for performing services hereunder for City. City shall not be liable for compensation or indemnification to the Nonprofit for injury or sickness arising out of performing services hereunder. 14. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 15. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of the Nonprofit warrants and represents that he or she has the authority to execute this Agreement on behalf of the Nonprofit and has the authority to bind the Nonprofit to the performance of its obligations hereunder. The City Manager is authorized to enter into an amendment on behalf of the City to make the following non -substantive modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. 16. SUSPENSION OR TERMINATION OF AGREEMENT The City may, wth cause, suspend or terminate this Agreement or any portion hereof, by by providing berbal notice to the Non -Profit at the time of the commencement of the event as stated in the "Recitals" section of this agreement. Cause may include, but is not limited to, severe weather conditions including lightining, strong winds, severe rains; and other acts of God as determined by the Ctiy that would cause undue risk upon the safety of the Public, the City and its employees, and the Non -Profit. Upon receipt of said notice, the Non -Profit shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. Non -Profit is liable to perform the party's obliication in the event of rain. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA STEPHEN SILLER TUNNEL TO TOWERS FOUNDATION By: By: Michael S. Naggar, Mayor Frank Siller, Chairman ATTEST: By: By: Susan W. Jones, MMC, City Clerk APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney NONPROFIT John Hodge, Director of Operations Stephen Siller Tunnel to Towers Foundation Mr. John Hodge 2361 Hylan Boulevard Staten Island, NY 10306 718 987-1931 PM Initials: n B Date: �/ EXHIBIT "A" CITY OF TEMECULA'S SPONSORSHIP BENEFITS Co -Sponsor Stephen Siller Tunnel to Towers Foundation shall provide the following benefits and services for the citizens of the City of Temecula: • City of Temecula logo/name on advertisements • City of Temecula name on all press releases • City of Temecula logo/name on event poster • City of Temecula logo/name on event flyers Press Releases will be distributed to all local media, however, publication cannot be guaranteed. Press Releases can also be provided to all sponsors for distribution to their clients, agents, employees, etc. EXHIBIT "B" IN-KIND SERVICES ESTIMATED VALUE OF CITY SUPPORT SERVICES AND COSTS Based on the input from City departments we received estimated cost projections for the Lt. Dan Band Benefit Concert event. The following expenses can be anticipated for the event: Permits/Fees: $ 100 Special Event Permit Additional Venue Areas $ 700 Conference Center and Meeting Rooms Police: $ 2,600 6 Officiers for 6 hours Fire: $ 2,000 Site inspection and Fire Permit City Support Staff $ 7,300 18 staff Public Works: $ 3,000 Street closure and maintenance suport Total value for Staff and Permits: $ 15,700 ESTIMATED VALUE OF PROMOTIONAL SERVICES PROVIDED BY THE CITY OF TEMECULA The estimated value for in-kind promotional assistance provided by The City of Temecula for the Lt. Dan Band Benefit Concert is as follows: City Social Media $ 450 City Facebook Auto Mall Marque Appears approximately once Every 4 M minutes $ 3,115 City Website $ 2,200 Event details provided on homepage Total Value for Promotional Items: $ 5,765 TOTAL VALUE FOR ALL CITY CONTRIBUTUIONS: $21,465 \ \\ \ Gary Sinise and his Lt. Dan Band Benefit Concert - November 2, 2013 Main Street "Y" & Mercedes Street (between 3rd and 4th Streets), road closures: Closing Friday November 1, 2013, at 8:30 am Re -opening Sunday November 3, 2013, at 2 am LEGEND STREET CLOSURE BARRICADE LOCA TION MAP ATTACHMENT 3 Matthew Lammers Triple Amputee — Injured in Iraq 2007 Staff Sergeant (SSG) Lammers received two Purple Hearts while serving in Iraq. On June 10, 2007 SSG Lammers and his men were returning to their base in Baghdad when the Humvee drove over an EFP (explosively formed projectile). Matt was scheduled for a trip home, but switched places to let another soldier go home for his first wedding anniversary. "Everybody keeps calling me a hero," he says. "I have a hard time hearing that. I was just a soldier doing his job. The heroes are the men and women still over there.... l got to come back. I didn't die. That's a blessing." In his first phone call to his parents after his injuries, Matt said, "Well Dad, at least we can still play catch together. The insurgents hit me again although this time it is a little more serious. I don't have any legs or my left arm anymore... I have a good right arm." It was that positive outlook that motivated Matt's Army buddies and medics to apply all their training to save 'Lambchop' when he was hit. SSG Lammers has great respect for soldiers who have given their lives, but believes he still has service to give. Matt was born in Korea and then adopted by Barbara and Gary Lammers from Kansas City, Kansas. He now lives with his wife, Alicia, in Tucson Arizona, they have six beautiful children between them. Matt and his wife want to continue to help as many people as they can who are facing a difficult challenge, whether they be civilians or military. The Tunnel to Towers Foundation and the Gary Sinise Foundation are honored to be building a home for Matt and Alicia to raise their children. It is our prayer that this specially designed space will allow Matt to be as independent as he has always been. We hope this home serves as a tribute to his sacrifice and a reminder of America's gratitude for his unwavering desire to serve and protect his country. Item No. 5 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Patrick Richardson, Director of Community Development DATE: August 27, 2013 SUBJECT: First Amendment to the Agreement with KTU+A for Phase I of the Multi -Use Trails and Bikeways Master Plan Update PREPARED BY: Lynn Kelly -Lehner, Senior Management Analyst RECOMMENDATION: Approve the First Amendment to the Agreement with KTU+A for Phase I of the Multi -Use Trails and Bikeways Master Plan Update for $9,840, for a total contract of $54,840. BACKGROUND: City Council adopted the Multi -Use Trails and Bikeways Master Plan in January 2002. Since then, the document has been used to condition new development for bike lane and trail infrastructure, resulting in the creation of 22 miles of trails and 45 miles of bike lanes. A Request for Proposals (RFP) to update the Master Plan was issued February 25, 2013. At the recommendation of the Bike Lanes and Trails Subcommittee, consisting of Mayor Naggar and Council Member Washington, the City Council approved a contract with KTU+Aon May 14, 2013 for $45,000 of Phase I of the Master Plan update. Phase I focuses on public participation and information gathering. Major tasks associated with Phase I will include public outreach workshops, field visits and map verification, creation of an interactive website to provide information and receive citizen input, and completion of chapters associated with background, history, and public participation. The amendment to the agreement includes an expanded scope of work to include a sidewalk gap analysis within Phase I of the Master Plan update. Priorities will be developed based on criteria such as: schools and Safe Routes to School Priority Corridors, bus stops and trail heads, arterial streets and collisions, and civic buildings and public facilities. A cost -benefit ratio and cost estimate will be calculated for each possible sidewalk improvement. FISCAL IMPACT: Sufficient funds in the amount of $9,840 are available in Capital Improvement Program account 210.165.708.5802 (Citywide Sidewalks, Design) for the amendment to the agreement. ATTACHMENT: First Amendment to the Agreement for the Multi -Use Trails and Bikeways Master Plan Update FIRST AMENDMENT TO AGREEMENT BETWEEN CITY OF TEMECULA AND KTU+A MULTI -USE TRAILS AND BIKEWAYS MASTER PLAN UPDATE THIS FIRST AMENDMENT is made and entered into as of August 27, 2013 by and between the City of Temecula, a municipal corporation (hereinafter referred to as "City"), and KTU+A, a Corporation (hereinafter referred to as "Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. This Amendment is made with the respect to the following facts and purposes: a. On May 14, 2013, the City and Consultant entered into that certain Agreement entitled "Agreement for Multi -Use Trails and Master Plan Update", in the amount of $45,000. b. The parties now desire to add scope of work and increase the payment in the amount of $9,840. 2. Section 5 of the Agreement entitled "PAYMENT" at paragraph "a" is hereby amended to read as follows: The City agrees to pay Consultant monthly, in accordance with the payment rates and schedules and terms set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. The First Amendment amount shall not exceed nine thousand eight hundred forty dollars ($9,840), for additional sidewalk gap analysis for a total Agreement amount of fifty four thousand eight hundred forty dollars ($54,840). 3. Exhibits A and B to the Agreement is hereby amended by adding thereto the items set forth on Attachment "A" to this Amendment, which is attached hereto and incorporated herein as though set forth in full. 4. Except for the changes specifically set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect. 1 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA KTU+A (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) By: By: Aaron Adams, City Manager Sharon Singleton, Vice President ATTEST: By: By: Susan W. Jones, MMC, City Clerk APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney CONSULTANT Kurt Carlson, Secretary KTU+A Attn: John Holloway 3916 Normal Street, San Diego, CA 92103 619.294.4477 john@ktua.com 2 PM Initials: D Q Date: /� ATTACHMENT A Attached hereto and incorporated herein is the additional scope of work and associated cost as provided by the Consultant. 3916 Naomi Street San Diego, CA 92103 619.294 4477 fax • 619494.9966 www ktue corn ULLA 232•2356•Y500 Sidewalk Analysis Temecula's sidewalk improvements prioritization methodology will consider the relative need and the cost of sidewalk improvements to ensure investment occurs in the areas that require the highest levels of pedestrian accessibility. The Pedestrian Pnonty Index (PPI) will use index measures for accessibility and cost -benefit. Accessibility addresses the fact that the closer needed sidewalk improvement projects are located to various important trip generators and transportation facilities, the higher should be their priority. A ones of critical accessibilrry indices will be grouped into a composite Accessibility index to help prioritize improvements. Cost -benefit addresses the fact that relatively lower cost improvement projects that provide the greatest increase in accessibility for the largest number of users should have highest pnonty. The Cost Benefit Index provides a measure to address sidewalk system improvement costs and help establish consistent priorities. Candidate sidewalk projects located within critical pedestrian access areas will score the highest. The Cost -Benefit Index helps normalize the PPI by comparing the estimated cost of sidewalk improvements to their relative location (Accessibility Index). Relatively lower cost improvements that yield high pedestrian benefits in critical access areas will score high. Although cost is important, it will have a slightly lower weight than the accessibility score- This is done purposefully to make cost a potential determining factor to break a tie for comparable projects within the PPI, should they occur. The individual accessibility indices and Cost -Benefit Index are as follows: Accessibility A range of spatial index measures will be addressed to identify and quantify critical pedestrian access issues. Access at pedestrian trip ends (origins and destinations) and to critical transportation system features (bus stops and arterial streets) will be developed based on currently available relevant data (City of Temecula, Riverside Transit Authority and US Census). • Schools and Safe Routes to School Priority Corridors • Bus Stops and Trail Heads • Arterial Streets and Collisions • Civic Buildings and other Public Facilities • Mobility -Impaired and Lower -Income Residential Density Cost -Benefit A cost benefit ratio will be calculated for each possible sidewalk improvement by dividing the composite Accessibility Index scores by the project's estimated cost. Cost -benefit Index point values will then be derived from the priority ranges. Sidewalk projects with the highest ratios will be assigned the most prionty points in the Cost -Benefit Index. Planning -Level Cost Estimates Planning -level unit cost measures will be prepared to help estimate the cost of Temecula's future sidewalk improvements. All sidewalk improvements will be assigned a planning -level cost estimate with unit costs based on recent City of Temecula roadway and sidewalk improvement projects completed. 3 'VPr� Lau>:ac r�: ncJ.dc 3916 Normal Street San Dreg:), CA 92103 619.294 4177 fax • 619 494.9966 www ktua tom (A V, 4342.4396.4599 Composite PPI A Composite Pedestnan Pnority Index will be calculated for each sidewalk improvement based on the total scores from the Accessibility and Cost -benefit indices. The potential sidewalk improvements with the highest Composite PPI score should have the highest priority for future projects. Draft Recommendations The analysis associated with Tasks 1-6 will be compiled into a Draft Recommendations Report for City review. The draft report will be provided to City staff the week of September 16. City Input Upon receipt of the Draft Recommendations Report, City Staff will present the analysis to the Public Traffic Safety Commission (PTSC) and the City Council (CC) for feedback. These meetings are expected to take place the end of September and beginning of October, Final Report KTU•A will incorporate PTSC and CC feedback and final revisions into a Final Report (Task 7). The Final Report will be a stand-alone document, which will also be included in the Appendix of the Multi -Use Trails and Bikeways Master Plan Update. The target date for the Final Report deliverable is the week of October 14, but this will be dependent on the timing of the meetings with PTSC and CC. 4 Cit of Temecula Y Update of 2002 Multi-use Trails and Bicycle Master Plan Sen. Assoc., Mobility Planning John Holloway Associate, Planner/ GIS Analyst Joe Punsalan Planning/ GIS Support Catrine Machi Totals $135 $115 $105 Hours Additional Task: Sidewalk Analysis Schedule Review/verify GIS data 2 2 4 Week of Aug 26 2 Develop GIS-based quarter-mile walk analysis tom schools, parks, transit, community and recreation centers, retail and other applicable activity locations 8 16 24 Week of Aug 26 3 Prioritize locations based on public input, collision data and proximity analysis 8 10 18 Week of Aug 26 4 Field verify 8 8 16 Week of Sep 3 5 Apply costfactors 2 4 10 16 Week of Sep 9 6 Prepare draft recommendations 10 10 Week of Sep 16 7 Final report b Public Works Week of Oct 14 Deliverables: Final report with analysis mapping and costs in appendix Sub-total Hours 10 30 48 88 Sub-total Costs $1,350 $3,450 $5,040 $9,840 5 Item No. 6 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Patrick Richardson, Director of Community Development DATE: August 27, 2013 SUBJECT: Allocate additional Community Development Block Grant (CDBG) funds for Fiscal Year 2013-14 PREPARED BY: Dana Weaver, Associate Planner RECOMMENDATION: Adopt a resolution entitled: RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THE PROPOSED USE OF ADDITIONAL COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FUNDS FOR FISCAL YEAR 2013-14 AND APPROVING AN EXEMPTION FROM CEQA AND NEPA BACKGROUND: The City of Temecula received $475,558 in Community Development Block Grant (CDBG) funds in Fiscal Year 2012-2013. Due to Federal sequestration, the Department of Housing and Urban Development (HUD) advised the City that it should expect, in Fiscal Year 2013-2014, to receive only 80% of the amount of funding that it received in Fiscal Year 2012-2013. Based on this recommendation, the City estimated a total Fiscal Year 2013-2014 CDBG funding allocation of $380,446 (80% x $475,558). On April 23, 2013, the City Council approved the 2013-2014 Annual Action Plan (AAP). The AAP serves as the City's annual application to HUD for funding under the CDBG program. Included in the AAP is a detailed description of how the City intends to expend CDBG funds for Fiscal Year 2013-2014. Utilizing the estimated funding amount of $380,446, the approved AAP included funding for program administration ($76,089), seven (7) public service organizations ($57,067), and two (2) high priority public facilities projects, the Temecula Community Center (TCC) and the Sam Hicks Monument Park playground replacement ($247,290). In May 2013, the City of Temecula received an official CDBG award amount of $517,195 for Fiscal Year 2013-14, an increase of $136,749 over the original estimate. The Finance Committee, composed of Mayor Naggar and Councilmember Washington, met on August 13, 2013 to consider the appropriate allocation of the additional funds. After thorough review, the Finance Committee proposed allocating the additional CDBG funding as summarized in the following table. A maximum of 20 percent of the total grant amount may be allocated for staff administration of the CDBG program and fair housing service, and a maximum 15 percent of the total grant amount may be allocated for public services. The Finance Committee is recommending a $27,350 increase in program administration, a $14,266 increase in public services for seven non-profit organizations ($2,038 each), and an increase for the Temecula Community Center public facilities project by $95,133. CDBG Program Type Program Administration/ Fair Housing Public Services 1. Assistance League 2. Boys & Girls Club 3. Safe Alternatives for Everyone 4. Senior Citizens Service - Center 5. Single Mothers United in Rewarding Fellowship 6. Community Mission of Hope 7. VNW Circle of Care Public Facilities and Infrastructure Improvements Total Originally ApprovedIL Increase + Total Percent of Allocation Al $76,089 $27,350 $103,439 20% $57,067 $14,266 $71,333 14% $8,152 $2,038 $10,190 1 -11 $247,290 $95,133 $342,423 66% $380,446 $136,749 $517,195 100% FISCAL IMPACT: The submittal of the funding revisions to HUD enables the City to receive and distribute approximately $517,195 in entitlement funds for Fiscal Year 2013-14. ATTACHMENT: Resolution RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THE PROPOSED USE OF ADDITIONAL COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FUNDS FOR FISCAL YEAR 2013-14 AND APPROVING AN EXEMPTION FROM CEQA AND NEPA THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Recitals. A. The City Council adopted Resolution No. 11-42 on June 14, 2011 initiating the City to obtain entitlement community status from the U.S. Department of Housing and Urban Development (HUD), and authorized the Director of Planning to prepare and return for City Council approval all documents required for the designation as an entitlement city, including a Five -Year Consolidated Plan, an Action Plan, a Citizen Participation Plan, an Analysis of Impediments to Fair Housing, and a Community Development Needs Assessment; B. The City Council adopted Resolution No. 11-78 on November 1, 2011, approving a Citizen Participation Plan that sets forth the City's policies and procedures for citizen participation in the development of its Five -Year Consolidated Plan, Annual Action Plans, Annual Performance Reports, and any substantial amendments deemed necessary for direct administration of federal CDBG funds. C. The City Council adopted Resolution No. 12-30 on April 10, 2012, approving the Five -Year Consolidated Plan and Annual Action Plan required by the U.S. Department of Housing and Urban Development (HUD) for the City to receive federal CDBG funds each year. D. The City Council adopted Resolution No. 13-24 on April 23, 2013, approving the Annual Action Plan including the proposed use of federal CDBG funds for Fiscal Year 2013-14. Section 2. The proposed action on the allocation of the additional CDBG Entitlement funds is exempt from National Environmental Policy Act (NEPA) pursuant to the provisions of the National Environmental Policy Act and specifically 24 CFR 58.34(a)(1) because the Five Year Plan and CDBG funding recommendations are resource identification studies and the development of plans and strategies for the prioritization and funding of proposed programs through CDBG and the proposed action involves the feasibility and planning studies to determine prioritization and CDBG funding to begin the development of certain projects. The potential projects discussed in the proposed actions that might involve physical activity will be reviewed under NEPA or the California Environmental Quality Act (CEQA) as part of the development of those projects. The proposed action is also exempt from CEQA per CEQA Guidelines Section 15262 and 15378(b)(4). Section 3. The City Council hereby approves the allocation of the additional CDBG Entitlement funds in the amount of $136,749; the additional allocation of the CDBG current year program administration of $27,350; the additional allocation of the CDBG current year public services of $2,038 to each of the seven approved public service providers, including Assistance League of Temecula Valley, Boys & Girls Club of Southwest County, Safe Alternatives for Everyone, Senior Citizens Service Center, Single Mothers United in Rewarding Fellowship, Community Mission of Hope, and VNW Circle of Care, for a total of $14,266; and the additional allocation of the CDBG current year public facilities project, the Temecula Community Center, of $95,133; for a total of $136,749 of additional Entitlement funds for the 2013-2014 CDBG program activities; Section 4. Mayor Pro Tem Edwards did not participate in the Council consideration of this matter and was not present in the Council Chamber when the matter was presented and discussed because she is the Executive Director of the Boys and Girl's Club of Southwest Riverside County, an IRS 501(c)(3) tax exempt organization serving the applicable communities. The Boys' and Girls' Club of Southwest Riverside County is one of the non-profit service providers recommended for funding and whose property is located within 500 feet of the Temecula Community Center property which is proposed for public facilities funding. Section 5. 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 27th day of August, 2013. Michael S. Naggar, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 13- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 27th day of August, 2013, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk Item No. 7 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works/City Engineer DATE: August 27, 2013 SUBJECT: Lease Agreement with Mt. San Jacinto College (at the request of Higher Education Ad Hoc Subcommittee Members Mike Naggar and Chuck Washington) RECOMMENDATION: 1. Approve a three-year Lease Agreement, in substantially the form attached, with Mt. San Jacinto College for use of City Real Property; 2. Authorize the City Manager to execute the Lease Agreement, and any other documents, necessary to perfect Mt. San Jacinto College's use portions of the City Real Property known as the Temecula Valley Entrepreneur's Exchange. BACKGROUND: The mission of the City's Higher Education Subcommittee, composed of Mayor Naggar and Council Member Washington, is to facilitate local access to higher education for the community by encouraging growth and opportunities for public and private colleges and universities within the City of Temecula. Through this effort, and by the continued support and leadership of the entire City Council, Mt. San Jacinto College (MSJC) and California State University San Marcos (CSUSM) continue to expand upon their coursework and academic opportunities within Temecula. MSJC is now proposing to secure a lease with the City of Temecula to occupy the 2nd floor of the Temecula Valley Entrepreneur's Exchange building, located at 43200 Business Park Drive ("Lease Agreement"). It is anticipated that MSJC will collaborate with CSUSM to jointly expand their academic programs at this location. Mt. San Jacinto College, which houses a Temecula satellite education complex, is a comprehensive community college that serves a 1,700 -square mile area from the San Gorgonio Pass to Temecula by offering: (1) courses and programs that satisfy the transfer requirements of four-year colleges and universities; (2) a variety of vocational and technical programs to prepare students for rewarding careers; (3) basic skills and English as a second language training programs designed for students who want to build a strong foundation and ensure academic success; and (4) continuing education programs and classes that help lifelong learners. California State University San Marcos opened its Temecula satellite campus in 2008 and continues to expand its academic programs to provide residents of Temecula access to public higher education beyond community college. Students are offered upper division bachelor's and master's level degrees, as well as professional development certificates and personal enrichment programs from which to choose at the Temecula Campus. The Higher Education Ad Hoc Subcommittee recommends granting a lease to MSJC for $1.00 for a three-year term. MSJC will be responsible for all needed tenant improvements, as well as ongoing operation and maintenance costs of the leased facility, including a proportionate share of the utilities. FISCAL IMPACT: There will be minor operational costs savings as a result of this lease, as MSJC will be responsible for operating and maintenance, as well as a portion of the utility costs of the leased facility. ATTACHMENT: Lease Agreement LEASE AGREEMENT BETWEEN THE CITY OF TEMECULA AND MT. SAN JACINTO COLLEGE FOR USE OF CITY REAL PROPERTY This Lease Agreement ("Agreement") is made and entered into this _ day of, , 2013 between the City of Temecula (hereinafter referred to as "City") and Mt. San Jacinto College, a California college district, (hereinafter referred to as "Lessee") for use of the second floor of the Temecula Valley Entrepreneur's Exchange as described more fully below. 1. Recitals. This Agreement is made with respect to the following facts and for the following purposes, which each of the parties hereto acknowledge as true and correct: A. The City is the owner of certain real property in the City of Temecula generally known as the Temecula Valley Entrepreneur's Exchange, located at 43200 Business Park Drive, Temecula, California, and identified as Assessor's Parcel Number 921-020-078 ("TVE2 Building"). B. Lessee wishes to lease the entire second floor of the TVE2 Building ("Subject Property). C. The "Subject Property" is described and depicted in Exhibit "A", which is incorporated herein by this reference as though set forth in full. D. The Lessee is a comprehensive community college that serves a 1,700 -square mile area from the San Gorgonio Pass to Temecula by offering: (1) courses and programs that satisfy the transfer requirements of four-year colleges and universities; (2) a variety of vocational and technical programs to prepare students for rewarding careers; (3) basic Skills and English as a Second Language (ESL) training programs designed for students who want to build a strong foundation and ensure academic success; and (4) Continuing Education programs and classes that help lifelong learners. E. The City is willing to grant a Lease to Lessee to use the Subject Property in consideration of and recognition of the educational opportunities provided to the community by the Lessee. F. The City and Lessee desire to enter into this Agreement to provide the terms and conditions upon which Lessee shall use the Subject Property described below. 2. Right to Use Subject Property. City hereby grants a Lease to Lessee to use the Subject Property, in accordance with and subject to the terms and conditions of this Agreement. 3. Rent. In consideration of the educational opportunities provided by Lessee, Lessee shall pay rent to the City in the amount of one dollar ($1.00) for the term of this Agreement. 4. Term of This Lease. A. Duration. The Term of this Agreement shall commence on , 2013 and shall end on , 2016. 1 B. Right to Terminate Agreement. Neither party will have a right to terminate agreement for the duration of this agreement, unless mutually agreed upon in writing. C. Notice of Desire to Extend Term. On or before [insert three months before end of term], 2016, Lessee shall give written notice to the City at the address shown in Section 15 (Notice), below of Lessee's desire to further extend the Term of this Agreement for three (3) additional years through , 2019. The Term shall be extended for three (3) additional years through , 2019 only if such extension is approved by the City Manager in writing. Nothing in this section shall be construed as an obligation of City to extend the Term, nor shall it be construed as granting Lessee any option to extend the Term, regardless of whether or not Lessee provides the notice described herein. If the Term is extened, either party may terminate this Agreement for any reason without cause by a ninety (90) day prior written notice of termination to the other party at the addresses shown in Section 15 (Notice), below. If the Term is extended the City will not terminate the agreement until the end of the Academic Semester. 5. Responsibilities of Lessee. A. Lessee shall use the Subject Property for the sole purpose of providing educational courses, programs and classes to the community. B. Lessee shall maintain the interior of the Subject Property in a neat, clean and safe condition and shall provide janitorial and custodial services for the interior of the Subject Property. C. Lessee shall prepare Tenant Improvement Plans and complete any tenant improvements necessary for Lessee to occupy and use the Subject Property. D. Lessee shall be responsible for providing the interior furniture, fixtures and equipment for the interior of the Subject Property. E. Lessee shall be responsible for providing and equipping the interior of the Subject Property with its own information technology, systems and equipment, including but not limited to internet, cable, telephones, facsimile machines, computers, printers, copiers and other similar types of equipment. Lessee shall also be responsible for maintaining such information technology, systems and equipment. F. Lessee shall promptly notify City of any dilapidation or other defective conditions on the Subject Property that require repair, other than those that are present at the time of initial occupancy. G. Lessee shall not make any modifications to the interior or exterior of the Subject Property, nor shall Lessee place any storage units in or around the Subject Property, without the prior written consent by City. H. Lessee shall be responsible for its proportional share of the costs of utilities, including but not limited to water (except fire sprinkler water), gas, and electricity for the Subject Property. 2 I. Lessee shall carefully monitor the use of utilities in the buildings located on the Subject Property and implement measures to conserve energy to the best of Lessee's ability. J. Lessee shall put forth its best effort to ensure that no loitering occurs on the Subject Property after the hours of operation. K. Lessee shall keep the Subject Property, including fixtures and equipment, in good order and condition, and shall not damage, depreciate, alter or misuse the Subject Property, subject to reasonable wear and tear. L. Lessee shall be responsible for the maintenance, repair and, if necessary, replacement of the HVAC system that serves the Subject Property. M. If Lessee damages the Subject Property, Lessee shall pay City promptly for all costs necessary to restore and remedy the Subject Property or its equipment to its prior condition. In addition, Lessee shall pay City for any damage or injuries to the Subject Property occasioned by Lessee's negligence, misuse, or lack of ordinary care. N. Upon termination of this Agreement, Lessee shall return the Subject Property in as good as a condition and repair as the Subject Property existed as of the date of this Agreement subject to reasonable wear and tear. O. Lessee shall put forth its best effort to ensure that faculty and students do not park in the 23 parking stalls in front (south side) of the building and the 13 parking stalls immediately adjacent to rear (north side) of the building. 6. Responsibilities of City. A. City shall provide all landscape maintenance services surrounding the exterior of the Subject Property. B. City shall be responsible for all maintenance and repairs for the exterior of the Subject Property, including roofing, the parking lot and exterior lighting, but excluding the HVAC System that services the Subject Property. C. City reserves the right to inspect the interior and exterior of the Subject Property on a monthly basis. 7. Insurance Requirements. Lessee shall procure and maintain for the duration of the contract, insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Lessee, its agents, representatives, or employees. Lessee's Certificate of Liability Insurance and related endorsements are attached as Exhibit "B." A. Minimum Scope of Insurance. Coverage shall be at least as broad as: i. Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. B. Minimum Limits of Insurance. Lessee shall maintain limits no less than: 3 i. General Liability: One million ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. ii. Worker's Compensation insurance is required only if Lessee employs any employees. C. Deductibles and Self -Insured Retentions. Any deductibles or self-insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). D. Other Insurance Provisions. The general liability and worker's compensation policies are to contain, or be endorsed to contain, the following provisions: i. The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insureds, as respects: liability arising out of activities performed by or on behalf of the Lessee; products and completed operations of the Lessee; premises owned, occupied or used by the Lessee; or automobiles owned, leased, hired or borrowed by the Lessee. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, and the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. ii. For any claims related to this project, the Lessee's insurance coverage shall be primary insurance as respects to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self- insured maintained by the City, the City of Temecula, the Temecula Community Services District, the Successor Agency to the Redevelopment Agency of the City of Temecula, its officers, officials, employees or volunteers shall be excess of the Lessee's insurance and shall not contribute with it. iii. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall riot affect coverage provided to the City of Temecula, the Temecula Community Services District, and the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. iv. The Lessee's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. v. Each insurance policy required by this agreement shall be endorsed to state: Should the policy be canceled before the expiration date the issuing insurer will endeavor to mail thirty (30) days' prior written notice to the City of Temecula. vi. If insurance coverage is canceled or, reduced in coverage or in limits the Lessee shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. 4 E. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A:VI I or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. F. Verification of Coverage. Lessee shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Lessee's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 8. Indemnification. Lessee agrees to defend, indemnify, protect, and hold harmless, the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency and its officers, officials, employees, agents, and volunteers ("Indemnified Parties"), from and against any and all claims, demands, losses, defense costs or expenses, actions, liability or damages of any kind and nature which the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, agents, employees, and volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage caused by any of the actions or inactions of the Lessee or users of the Subject Property or that may result from the Lessee's use of the Subject Property, whether such actions or inactions or use by Lessee or any person directly or indirectly employed or contracted with by Lessee and whether such action shall accrue or be discovered before or after the termination of this Agreement. This Section 8 (Indemnification) shall survive termination of this Agreement. 9. Licenses, Permits and Approvals. Lessee shall, at Lessee's sole cost and expense, obtain any and all licenses, permits and approvals required for the performance or use of the property. 10. Exclusive Control. The City reserves the exclusive right to control or to limit access to the Subject Property at all times. 11. Legal Responsibilities; Non -Discrimination. The Lessee shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its services described in this Agreement. As required by law, the Lessee hereby covenants that there shall be no discrimination against or segregation of any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the use, occupancy, tenure or enjoyment of the Subject Property or operations of the activities thereon, nor shall the Lessee establish or permit any such practice or practices of discrimination or segregation. The Lessee shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Lessee to comply with this section. 5 12. City's Reservation of Right of Entry. The City, through its management staff or any other authorized representative of the City, shall have the right to enter the Subject Property at all times during the period covered by this Agreement in order to ensure compliance with this Agreement. 13. Liens. Lessee shall not directly or indirectly create or permit to be created or to remain any mortgage, lien, encumbrance, charge or pledge of the Subject Property. Lessee shall defend, indemnify and hold City harmless, pursuant to Section 8 (Indemnification), from any liens that may attach to the Subject Property or to the Subject Property arising from the use of the buildings on the Subject Property. 14. Use Restrictions. Lessee agrees to maintain the Subject Property in a clean and neat condition, free and clear of garbage, weeds, and debris. No dumping, storage of hazardous or toxic waste, nor the maintenance of any nuisance, public or private, shall be permitted. 15. Notice. Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by written notice to the other party. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. City: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 Lessee: Mt. San Jacinto College Attn: Becky Elam, Vice President of Business Services 1499 N. State Street San Jacinto, CA 92583 16. Assignment and Subletting. Lessee shall not assign its interest in this Agreement or in the Subject Property to any person or entity without first obtaining the City Manager's written consent. Any assignment without the City Manager's prior written consent shall be voidable and, at the City Manager's election, shall constitute a default. 17. Independent Contractor. The relationship of the parties to this Agreement shall be that of independent contractors and that in no event shall Lessee be considered an officer, agent, servant or employee of the City. The Lessee shall be solely responsible for any workers' compensation, withholding taxes, unemployment insurance and any other employer obligations associated with its employees, agents and performers. 6 18. Governing Law. The parties understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 19. Acknowledgements; Disclaimer of Warranties. A. Lessee acknowledges that Lessee has had the opportunity to inspect the Subject Property and is renting the building "As Is" with known building and site maintenance needs including but riot limited to: i. Roof leaks; ii. HVAC system that has riot been used for over two years; and iii. Elevator B. In executing and delivering this Agreement, Lessee has not relied on any representation or warranty of City. C. CITY MAKES NO 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 LESSEE OF THE SUBJECT PROPERTY, OR ANY OTHER REPRESENTATION OR WARRANTY WITH RESPECT TO THE SUBJECT PROPERTY. IN NO EVENT SHALL THE CITY AND ITS ASSIGNS BE LIABLE FOR INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT, OR THE EXISTENCE, FURNISHING, FUNCTIONING OR LESSEE'S USE OF THE SUBJECT PROPERTY. 20. Taxes. Lessee shall pay any possessory interest taxes, and general and special assessments, if any, which may levied against the Subject Property described at Section 2 (Right to Use Subject Property) above as a result of Lessee's use of the Subject Property. 21. Interpretation. Each party had the full opportunity to participate in the drafting of this Agreement and, therefore, the Agreement shall not be interpreted against any party on the ground that the party drafted the Agreement or caused it to be prepared. 22. Entire Agreement. This Agreement is the entire agreement and understanding between the parties with respect to the subject matter of this Agreement and this Agreement supersedes any representations, or previous agreements, either oral or in writing, between the parties hereto with respect to the subject matter of this Agreement. Any modifications of this Agreement will be effective only if it is in writing and signed by the parties hereto. 7 23. Authority to Execute Agreement. Lessee has expressly authorized the execution of this Agreement on its behalf and bind said party and its respective administrators, officers, directors, shareholders, divisions, subsidiaries, agents, employees, successors, assigns, principals, licensees, joint ventures, insurance carriers, and any others who may claim through it to this Agreement. The person executing this Agreement on behalf of the Lessee warrants and represents to the City that this Agreement has been duly approved by the Lessee and that all applicable notices and procedures were complied with and that he is duly authorized by the Lessee to execute this Agreement on behalf of the Lessee and has been duly authorized to do so. 8 In concurrence and witness whereof, the parties hereto have caused this Agreement to be executed the day and year first above written. For: CITY OF TEMECULA By: Aaron Adams, City Manager For: MT. SAN JACINTO COLLEGE By: By: Becky Elam Vice President of Business Services Signature Name Title (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation) DB 9 EXHIBIT "A" DESCRIPTION AND DEPICTION OF SUBJECT PROPERTY LEGAL DESCRIPTION: Entire second floor of the existing building located at 43200 Business Park Drive, Temecula, CA 92590, which is located on Assessor's Parcel Number 921-020-078; a portion of Lot 9 of Parcel Map 19580 in the City of Temecula, County of Riverside, State of California. Lease includes non-exclusive use of unsecured parking areas on the Subject Property. 10 }TEM ECU I A EXHIBIT "A" - LEASE WITH MT. SAN JACINTO COLLEGE NI Ar ll Alli � `tel ... ' s % BUILDING SUBJECT TO LEASE N. . , �� • f .. �' - /y .1\/,.: -•�� Legend CityN Streets U Parcels Aerial 2012 .; .� \1 PARKING AREAS - NON-EXCLUSIVE USE ! to., .'I� ♦: ...9"/; ON % ,r IP k. •{ \ % • . / r. \ 9P -..? '1 i'' -'1 � How • , .4' ..%. PPL '� �' 0 \•��\ 0 210 420 630 ft. Map 6283391, 2127829 Scale: 1:2,174 Thr, map is a user generated static output from an Internet mapping site and is for general reference only. Data layers that appear on this map may or may not be accurate, current. or otherwise reliable. THIS MAP IS NOT TO BE USED FOR NAVIGATION. center: 10 EXHIBIT "B" Certificate(s) of Liability Insurance 11 Item No. 8 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works DATE: August 27, 2013 SUBJECT: Promenade Mall Joint Funding Agreement for Fourth Traffic Signal and Release of Ring Road Improvement Completion Guarantee RECOMMENDATION: 1. Approve the Joint Funding Agreement, in substantially the form attached, with Temecula Towne Center Associates, L.P. for Fourth Traffic Signal Promenade Mall Ring Road; 2. Find that the obligations of Temecula Towne Center Associates guaranteed by Forest City Enterprises, Inc., in the Completion Guarantee dated July 24, 2007, have been fulfilled to the satisfaction of the City of Temecula, release Forest City Enterprises, Inc., and Temecula Towne Center Associates from any liability under the Completion Guarantee, and authorize the City Manager to execute such documents as may be required to complete the release. BACKGROUND: Joint Funding Agreement for Fourth Signal on Ring Road The proposed Joint Funding Agreement for Fourth Traffic Signal Promenade Mall Ring Road will provide for the City's construction of the Fourth Traffic signal on the Mall Ring Road with a $44,446 contribution from the Mall Owner. The Promenade Mall is located on approximately 78 acres in the City. The Mall "Ring Road" is a private road that surrounds the Promenade Mall and provides access to the Promenade Mall buildings and various parcels around the Promenade Mall. On June 26, 2007, Temecula Towne Center Associates, L.P., as the "Mall Owner" and the City entered into the Promenade Mall Ring Road Enhancement Agreement ("Ring Road Agreement"). This Agreement provides for development of a Ring Road Enhancement Plan ("Ring Road Plan") in order to improve traffic on the Ring Road for the benefit of the Promenade Mall and the City streets surrounding the Promenade Mall. The Ring Road Agreement also provides for the Mall Owner to fund the Ring Road improvements described in the Ring Road Plan up to a maximum of two million dollars ($2,000,000). 1 The Ring Road Plan was approved by Mall Owner and the City Council on January 22, 2008. The Ring Road improvements consist of the realignment of the Ring Road and its intersections with City streets and the construction of four traffic signals along the Ring Road. These improvements have improved access to the parking facilities and stores at the Mall and surrounding properties, made it easier for the public to use the Ring Road through clear assignment of right-of-way and improved the movement of traffic on the public streets as affected by the traffic from the Mall. The Mall Owner has constructed all of the Ring Road Improvements as required by the Ring Road Plan except for the fourth of the four traffic signals required by the Ring Road Plan. Mall Owner has expended $1,955,554 of the $2,000,000 for Ring Road Improvements required by the Ring Road Agreement, leaving $44,446 available for further Ring Road Improvements. The Fourth Traffic Signal is to be located at the Ring Road and Promenade Mall East. The Ring Road Plan called for it to be installed at the time that traffic warrants indicated that it was needed for traffic control. The Public Works Department has reviewed a traffic warrant study completed by the Mall Owner which concluded that the Fourth Signal is now warranted under professional traffic engineering standards. The estimated cost for installation of the Fourth Signal is Two Hundred Thousand Dollars ($200,000). Mall Owner has agreed to provide the $44,446 remaining from its funding commitment under the Ring Road Agreement towards the construction of the Fourth Signal. The remaining costs of the Fourth Signal would be paid by the City. The City will receive significant benefits from the Fourth Signal. It will improve the movement of traffic on Winchester Road adjacent to the Mall, prevent conflicts with traffic entering and leaving the Mall on Promenade Mall East and improve pedestrian and traffic safety in the area surrounding the Fourth Traffic signal. The allocation of costs between the City and Mall Owner for the Fourth Signal reflects a fair and appropriate allocation of costs between City and Mall Owner based upon the respective benefits to each, as does the allocation of costs for all of the Ring Road Improvements between Mall Owner and the City. It is, therefore, in the best interests of the City and Mall Owner to provide for the Ring Road enhancement work as provided in this Agreement. Release of Completion Guarantee On July 24, 2007, Forest City Enterprises, Inc., executed a Completion Guarantee in favor of the City of Temecula, as required by the Ring Road Agreement. Under the Completion Guarantee, Forest City Enterprises, Inc. guaranteed to the City of Temecula that the Ring Road Improvements, other than traffic signals, would be completed as provided in the Ring Road Ag ree me nt. The Public Works Department has reviewed the requirements of the Ring Road Agreement and the Completion Guarantee and has concluded that all of the Ring Road Improvements guaranteed by the Completion Guarantee have been completed to the satisfaction of the Public Works Department. Therefore, it is recommended that the Completion Guarantee be released. FISCAL IMPACT: The cost to the City for the Fourth Traffic Signal will be approximately $200,000, less the $44,446 being contributed by the Mall Owner. Funding for the City portion of the signal cost will be appropriated at a future City Council meeting, when the project is approved to solicit construction bids. 2 ATTACHMENTS: 1. Proposed Joint Funding Agreement for Fourth Traffic Signal Promenade Mall Ring Road 2. Ring Road Enhancement Agreement 3. Completion Guarantee 3 JOINT FUNDING AGREEMENT FOR FOURTH TRAFFIC SIGNAL PROMENADE MALL RING ROAD This Agreement ("Agreement") is dated as of August 27, 2013, and is entered into by and between the City of Temecula ("City"), a general law city in the State of California, and Temecula Towne Center Associates, L.P., a California limited partnership ("Developer"). In consideration of the mutual promises contained herein, the parties agree as follows: 1. Recitals. Each of the parties agrees that this Agreement is made with respect to the following facts and purposes which each agree are true and correct: A. Developer is the owner of the Temecula Promenade Mall (the "Promenade Mall") that is located on approximately 78 acres in the City and is depicted on Exhibit A, Depiction of Mall Properties ("Mall Property"). B. There is a private road that surrounds the Mall Property and provides access to the Promenade Mall buildings and various parcels around the Mall Property ("Ring Road"). The Ring Road is shown on Exhibit B, Depiction of Ring Road. C. On June 26, 2007, the Developer and the City entered into that certain Promenade Mall Ring Road Enhancement Agreement ("Ring Road Agreement"). This Agreement provides for development of a Ring Road Enhancement Plan ("Ring Road Plan") in order to improve traffic on the Ring Road for the benefit of the Promenade Mall and the City streets surrounding the Promenade Mall. The Ring Road Agreement also provides for the Developer to fund the Ring Road improvements described in the Ring Road Plan up to a maximum of Two Million Dollars ($2,000,000). D. The Ring Road Plan was approved by Developer and the City Council on January 22, 2008. The Ring Road improvements described in the Ring Road Plan will improve access to the parking facilities and stores on the Mall Property, improve access to various properties around the Mall Property, make it easier for the public to use the Ring Road through clear assignment of right-of-way and improved the movement of traffic on the public streets as affected by the traffic from the Mall. E. Developer has constructed all of the Ring Road Improvements as required by the Ring Road Plan except for the fourth of the four traffic signals required by the Ring Road Plan. Developer has expended $1,955,554 of the $2,000,000 for Ring Road Improvements as required by the Ring Road Agreement, leaving $44,446 available for further Ring Road Improvements. F. The final improvement to be constructed under the Ring Road Plan is a traffic signal located in the intersection of the Ring Road and Promenade Mall East (shown as "Winchester East" on the Ring Road Enhancement Plan as depicted on Exhibit C ("Fourth Signal"). G. The City's estimated cost for installation of the Fourth Signal is Two Hundred Thousand Dollars ($200,000). Developer has agreed to provide $44,446 from its funding commitment under the Ring Road Agreement towards the construction of the Fourth Signal and City has agreed to fund the remaining costs of the Fourth Signal, pursuant to the terms of this Ag ree me nt. -1- H. The City will receive significant benefits from the Fourth Signal as it will improved the movement of traffic on Winchester Road adjacent to the Mall, prevent conflicts with traffic entering and leaving the Mall on Promenade Mall East and improve pedestrian and traffic safety in the area surrounding the Fourth Signal. City has reviewed a traffic warrant study completed by the Developer which concluded that the Fourth Signal is warranted under profession traffic engineering standards. The allocation of costs between the City and Developer for the Fourth Signal reflects a fair and appropriate allocation of costs between City and Developer based upon the respective benefits to each, as does the allocation of costs for all of the Ring Road Improvements between Developer and the City. It is, therefore, in the best interests of the City and Developer to provide for the Ring Road enhancement work as provided in this Agreement. 2. City to Construct Fourth Signal. A. The Fourth Signal shall consist of the following functions and components: A fully automated traffic signal with vehicular and pedestrian signal controlled movements, interconnection to the Winchester Road/Promenade Mall East intersection and infrastructure to support future closed circuit video monitoring equipment. B. City shall design, construct and install the Fourth Signal at the location described on Exhibit C, Location of Fourth Signal, at the City's sole cost and expense. City and Developer acknowledge that Developer has paid for the design of a signal and any additional changes necessary to the design shall be at the City's sole cost and expense. City and Developer believe that all necessary right-of-way for the construction of the Fourth Signal is owned or possessed by City or Developer and that no further right-of-way is required. In the event any additional right way for the traffic signal may be required, City shall be responsible for its acquisition in accordance with all applicable state laws and regulations. C. Developer hereby grants City along with its agents, contractors and independent contractors, a license to enter Ring Road and such surrounding properties as necessary in order to construct the Fourth Signal subject to the following terms: 1) City shall provide Developer notice of the proposed construction not less than fifteen (15) days prior to the estimated start of construction. 2) During the course of construction of the Fourth Signal, City shall cooperate with Developer to provide updates concerning construction scheduling and progress and shall respond to complaints and concerns of Developer and its tenants in a commercially reasonable manner. 3) City shall not engage in any construction activities for the Fourth Signal between October 1st of one year and January 15th of the following year so as not to interfere with the peak holiday shopping periods at the Mall. 4) During the course of construction of the Fourth Signal Improvements, Developer shall cooperate with the City and provide all documents and information concerning right-of-way and construction of the Fourth Signal. 5) In constructing the Fourth Signal, City shall employ, at a minimum, generally accepted standards and practices utilized by first class retail shopping center operators engaged in construction and management of similar improvements. -2- 6) City agrees to defend, indemnify, protect and hold harmless Developer, its partners, owners, officers, directors, and employees (the "Indemnified Parties") from and against any and all claims, demands, losses, defense costs or expenses, mechanics liens, or liability of any kind or nature which the Indemnified Parties may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of City's negligent or wrongful acts or omissions in performing or failing to perform the construction work for the Fourth Signal as set forth under the terms of this Agreement, excepting only liability arising out of the negligence or wrongful conduct of Indemnified Parties. The obligations of City in this section shall survive completion of the Fourth Signal. 7) All of the contractors retained by City, and their subcontractors, shall procure and maintain for the duration of the construction of the Fourth Signal general liability insurance in a policy amount of not less than $2 million. The policies shall name the Developer and its officers and employees as additional insureds. 8) City shall not allow any liens to be placed upon the Mall Property or Ring Road or any of the Fourth Signal rights-of-way arising from the construction of the Fourth Signal and if any liens are placed on the Mall Property or Ring Road or the Fourth Signal rights-of-way as a result of the construction of the Fourth Signal, City shall use its best efforts to remove said liens as soon as practicable or cause such liens to be bonded over. 9) In the event that any tangible, physical property of Developer or other owner of property within the Promenade Mall, or a tenant of Developer is damaged as a direct result of the construction work of the Fourth Signal by City or one of its contractors, City shall be responsible for the prompt resolution of such claims in accordance with commercially reasonable claims adjustment standards. 3. Contribution of Developer to Fourth Signal. A. Developer shall pay to the City the sum of Forty -Four Thousand Four Hundred Forty Six Dollars ($44,446) to the City within twenty (20) business days of a written request from the City ("Developer Contribution"). B. City shall use the Developer Contribution only for the installation of the Fourth Signal as described in this Agreement. 4. General. A. Notices. Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service with return receipt or affidavit of delivery, (ii) delivery by a reputable document delivery service, such as, but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by a written notice provided in accordance with this Section. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. -3- To City: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To: Developer: Temecula Towne Center Associates, LP c/o Forest City West Attn: Kenneth Lee 949 South Hope Street Los Angeles, CA 90015 With a copy to: Forest City Enterprises, Inc. Attn: General Counsel 50 Public Square, Ste 1360 Cleveland, OH 44113-2204 B. Entire Agreement. This Agreement and the documents referenced herein contain the complete expression of the whole agreement between the parties with respect to the specific obligations set forth herein, and there are no promises, representations, agreements, warranties or inducements, either expressed verbally or implied, except as are fully set forth herein. Nothing contained in this Agreement modifies or amends other agreements between the City or its Redevelopment Agency and the Developer or its affiliates with respect to the Promenade Mall. C. Modifications. This Agreement cannot be enlarged, modified, or changed in any respect except by written agreement between the parties. No alteration, supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all of the parties hereto. The City Manager is authorized to enter into any amendments to this Agreement without any further action by the City Council. D. Applicable Law. This Agreement shall be deemed to have been entered into and shall, in all respects, be interpreted, construed, enforced and governed by and under the laws of the State of California. E. Independent Legal Counsel. Each party acknowledges that it had retained independent legal counsel of its own choice to review this Agreement and that prior to the execution hereof each party has had the opportunity to review the terms of this Agreement with its counsel and is entering into this Agreement after such review. F. Validity of Agreement. All parties agree that this Agreement is legal, valid and binding on each party and enforceable in accordance with its terms. G. Binding on Successors. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors, assigns, executors and administrators. H. Time. Time is of the essence of this Agreement. -4- I. Force Majeure Delays. Should the performance of any act required by this Agreement to be performed by any party hereto be prevented or delayed by reason of any act of God, strike, war, lockout, labor trouble, inability to secure materials, inability to secure right of way, delay in the issuance of any required governmental permit, license or approval, or any other circumstance or event beyond the reasonable control of such party, including any delay caused by the parties who may have interests in the Ring Road, then the time for performance of the act will be extended for a period equivalent to the period of delay and performance of the act during the period of delay will be excused; provided, however, that nothing contained in this Section shall excuse the performance of any act rendered difficult or impossible solely because of the financial condition of the party required to perform the act. J. Counterparts and Fax Transmission. This Agreement may be executed in counterparts and exchanged by facsimile, and all original or facsimile counterparts, when taken together, shall be valid as one instrument as though signed in original on a single page. K. Exhibits. The following Exhibits are attached hereto and incorporated herein by this reference as though set forth in full: Exhibit A Depiction of Mall Property Exhibit B Depiction of Ring Road Exhibit C Location of Fourth Signal L. Authority to Execute this Agreement. The person or persons executing this Agreement on behalf of a party warrants and represents that he or she has the authority to execute this Agreement on behalf of the party and has the authority to bind that party to the performance of its obligations hereunder. M. Release of Completion Guarantee. City acknowledges that upon the execution of this Agreement by all parties, the Completion Guarantee dated July 24, 2007, from Forest City Enterprises, Inc., ("Forest City") in favor of the City, shall be released in its entirety and neither the Developer nor Forest City shall have any further liability under the Completion Guarantee. -5- IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. CITY OF TEMECULA Michael S. Naggar Mayor ATTEST: Susan W. Jones, MMC City Clerk APPROVED AS TO FORM: Peter M. Thorson City Attorney D 0 -6- TEMECULA TOWNE CENTER ASSOCIATES, L.P., A California Limited Partnership By: F. C. Temecula, Inc., a California Corporation, its General partner By: Name: Title: By: Name: Title: -7- EXHIBIT A DEPICTION OF MALL PROPERTIES -8- EXHIBIT B DEPICTION OF RING ROAD -9- EXHIBIT C LOCATION OF FOURTH SIGNAL -10- RING ROAD AGREEMENT EXHIBIT A - DEPICTION OF MALL PROPERTY 11 i` r 11 THE PROMENADE IN TEMECULA TEMECULA TOWN CENTER ASSOCIATES 949 SOUTH HOPE STREET, SUITE 100 LOS ANGELES, CALIFORNIA 90015 RING ROAD AGREEMENT g EXHIBIT B - DEPICTION OF RING ROAD mit Ring Road • • • • 9 _ J II. III I I II Ring Road I I I YNEZ ROA Ring Road PROMENADE MALL RING ROAD ENHANCEMENT AGREEMENT This Promenade Mall Ring Road Enhancement Agreement ("Agreement") is dated as of June 26, 2007, and is entered into by and between the City of Temecula ("City"), a general law city in the State of California and Temecula Towne Center Associates, L.P., a California limited partnership ("Developer"). In consideration of the mutual promises contained herein, the parties agree as follows: 1. Recitals. Each of the parties agrees that this Agreement is made with respect to the following facts and purposes which each agree are true and correct: A. Developer is the owner of a portion of the Temecula Promenade Mall (the "Promenade Mall") that is located on approximately 78 acres in the City and is depicted on Exhibit A, Depiction of the Properties ("Mall Property"). B. On February 21, 2007, the Planning Commission of the City of Temecula adopted Resolution No. 07-10 approving PA06-293 and PA06-197 consisting of approval of a 126,000 square foot expansion of the Promenade Mall in the area between Macy's and the theaters as well as two parking structures, all of which are shown on Exhibit A attached hereto ("Mall Expansion"). C. "East Parking Facility" means the public parking structure that will be constructed by Developer to accommodate a minimum of 936 public parking spaces as described in more detail in Planning Application No. 06-293 (Development Plan and Conditional Use Permit) approved by Resolution No. 07-10 of the Planning Commission of the City on February 21, 2007. The East Parking Facility will be generally located adjacent to the Promenade Mall between Macy's and Edwards Cinemas and across the Ring Road from the Bel Villaggio Property. D. Agency and Developer are parties to that certain Owner Participation Agreement, dated as of June 26, 2007 (the "OPA"). Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the OPA. E. The Redevelopment Agency of the City (the "Agency"), will purchase the East Parking Facility and the Developer or its affiliate will construct the East Parking Facility all in accordance with the terms of the OPA and an Acquisition Agreement to be entered into between the Agency and the Developer. F. There is a private road that surrounds the Mall Property and provides access to the Promenade Mall buildings and various parcels around the Mall Property ("Ring Road"). The Ring Road is shown on Exhibit B attached hereto, Depiction of Ring Road. G. The parties desire the Ring Road to be enhanced so as to improve access to the buildings on the Mall Property, improve access to various properties around the Mall Property and to make it easier for the public to use the Ring Road. It is, therefore, in the best 963742.7 June 21, 2007 1 LA\1737131.2 23:17 interests of the City and Developer to provide for the Ring Road enhancement work as provided in this Agreement. 2. Ring Road Planning A. Developer shall prepare plans for enhancement of the Ring Road which will include the following: (1) reconfiguration of certain traffic lanes; (2) upgrades to traffic signage and street markings; (3) closure and control of selected parking isles along the Ring Road; (4) coordination of Ring Road traffic signals ("Ring Road Traffic Signals") with public street signals; (5) enhancements to the pedestrian crossings along portions of the Ring Road; and (6) upgrades to access points for certain surrounding properties (as amended or modified from time to time in accordance with this Agreement, the "Ring Road Enhancement Plan" and the work described therein being referred the herein as the "Ring Road Improvements"). B. The City and Developer acknowledge and agree that completion of the Ring Road Improvements are of major importance to the City and that the Ring Road Improvements will significantly benefit the Ring Road Parties. City and Developer, however, further acknowledge and agree that proceeding with the Ring Road Improvements will take time and will involve complex negotiations with many parties in order to obtain agreement on the Ring Road Enhancement Plan satisfactory to the City, Developer and the Ring Road Parties. The City and Developer shall work diligently and in good faith in the preparation and negotiation of the Ring Road Enhancement Plan. In the event the Ring Road Parties do not approve the Ring Road Enhancement Plan as presented to them, the City agrees, on a best efforts basis, to work with Developer in order to make such necessary modifications to the Ring Road Enhancement Plan to address the concerns of the Ring Road Parties so that an acceptable Ring Road Enhancement Plan can be approved by the City, Developer and Ring Road Parties. C. Developer shall use its commercially reasonable efforts to obtain the approvals of the following companies: May Department Stores Company (now known as Macy's West, Inc.), Sears, Roebuck and Co., J.C. Penney Properties, Inc., and Edwards Theatres Circuit, Inc. (collectively, the "Shopping Mall Parties" and individually a "Shopping Mall Party"). Developer shall also use its commercially reasonable efforts obtain the approval of the owners of the properties that are adjacent to the Ring Road and opposite the Shopping Mall where such consent is legally required for the Ring Road Enhancement Plan (collectively, the "Out Parcel Parties" and individually an "Out Parcel Party"). The Shopping Mall Parties and the Out Parcel Parties shall be collectively referred to as the "Ring Road Parties." During the course of developing the Ring Road Enhancement Plan, the Developer and the City shall meet and confer with the Ring Road Parties concerning the contemplated modifications to the Ring Road with the objective that an appropriate Ring Road Enhancement Plan with input from the consultations with the Ring Road Parties can be presented to the City Council as soon as possible following the date of this Agreement for approval and the necessary construction of the Ring Road Improvements can thereafter proceed quickly. D. The Ring Road Enhancement Plan shall be approved by the Ring Road Parties on or before March 15, 2008 and shall be presented to the Planning Commission of the City and the City Council for consideration and approval, conditional approval or rejection on or before April 15, 2008. If the Council rejects the Ring Road Enhancement Plan, Developer shall 963742.7 June 21, 2007 2 LA\1737131.2 23:17 continue to diligently work with the Director of Public Works and the Ring Road Parties and shall use its commercially reasonable efforts to continue to revise and present revised enhancement plans to the Ring Road Parties and the City Council until an acceptable plan is approved by the City Council. The Ring Road Enhancement Plan approved by the City Council shall be the "Approved Ring Road Enhancement Plan". The City Manager may extend the date for such approvals without further action of the City Council. E. Developer shall prepare the Ring Road Enhancement Plan and obtain the approvals of the Ring Road Parties at its sole cost and expense. Developer shall construct the Ring Road Improvements at no cost to the City, provided however, notwithstanding anything to the contrary contained in this Agreement, Developer shall not be required to spend more than an aggregate of $2 Million on the costs of actual construction of the Ring Road Improvements ("Developer's Cost"). The costs of design, construction management, insurance, judgments, attorney's fees, or similar costs not directly related to construction of the Ring Road Improvements shall not be included as part of the calculation of what constitutes Developer's Costs. As Developer incurs actual construction costs for the Ring Road Improvements, Developer's Cost shall be reduced by such amounts. F. The parties acknowledge that work regarding the traffic signals to installed or modified under the Approved Ring Road Enhancement Plan should not be performed during the holiday months from October through December. Subject to force majeure delays, the scheduled completion date for such work is one (1) month after the completion of all other work contemplated under the Approved Ring Road Enhancement Plan, but if such date falls within October through December then the completion date shall be extended to January 31 thereafter. The City and Developer shall enter into a maintenance agreement, effective as of the date the traffic signal work is completed, under which the City shall assume responsibility for the maintenance of such traffic signals at the City's sole cost and expense. 3. Ring Road Enhancement Plan Implementation A. Once the Ring Road Enhancement Plan has been approved by the City Council and the Ring Road Parties (from which Developer is able to obtain consent as provided in Section 2.C.), Developer shall diligently proceed with construction drawings for the Approved Ring Road Enhancement Plan and actual construction of the Ring Road Improvements set forth in the Approved Ring Road Enhancement Plan and shall diligently complete the Ring Road Improvements in accordance with the Approved Ring Road Enhancement Plan. B. Developer shall regularly report to the Director of Public Works on the progress of the construction drawings and the construction of the Ring Road Improvements. Within five (5) business days of each of the following actions, Developer shall notify the Director of Public Works of each action and provide the Director of Public Works with true correct and complete copies of the agreements and documents pertaining to the action: (1) entering into contracts for the construction of one or more components of the Ring Road Improvements; (2) placing an order for a traffic signal; (3) submission of change orders by a contractor; or (4) resolution of change orders with a contractor. 963742.7 June 21, 2007 3 LA\1737131.2 23:17 C. Developer shall complete the Ring Road Improvements described in the Approved Ring Road Enhancement Plan and subject to the terms and conditions of this Agreement on or before March 26, 2009 subject to force majeure delays as defined in Section 5.1. provided, however, that such events shall not excuse performance past the date of the issuance by the City of the permanent certificate of occupancy for the Mall Expansion that will allow the Mall Expansion to be open for customers even if the tenant improvements for some stores have not been completed (the "Certificate of Occupancy"). 4. Security for Implementation of Approved Ring Road Enhancement Plan. A. Pursuant to Article 4 of the OPA and the Acquisition Agreement referred to therein, the Agency shall purchase from the Developer, or an affiliate of the Developer, the East Parking Facility for a purchase price of $11 million, which purchase price shall be paid in two or more installments (the "Purchase Price"). Agency will fund all or a portion of the Purchase Price with the proceeds of tax allocation bonds ("Agency Bonds"). The OPA further provides that the sum of Four Million Dollars ($4,000,000) (the "Holdback") will be held in an account created and maintained by the Fiscal Agent for the Agency Bonds (the "Holdback Account") to secure the completion of the Ring Road Improvements by the Developer. 1) No portion of the Holdback shall be used to pay for any portion of the costs of the Ring Road Improvements. 2) Upon the approval of the Ring Road Enhancement Plan by the Ring Road Parties and the City Council, the Holdback shall be reduced to the sum of Two Million Dollars ($2,000,000) 3) The remaining balance in the Holdback shall be released upon: (1) delivery of a certificate of completion from Developer and its engineer or contractor to the Director of Public Works stating that the Ring Road Improvements have been completed in accordance with the Approved Ring Road Enhancement Plan and all applicable laws; and (2) the Director of Public Work's written certification (not to be unreasonably withheld) that the Ring Road Improvements have been completed in accordance with the Approved Ring Road Enhancement Plan and all applicable laws. The Ring Road Improvements shall be considered completed if the work is sufficiently complete in accordance with the plans for such Ring Road Improvements so that they may be utilized for their intended use and may be subject to outstanding nonmaterial punch list items. The Director of Public Works shall issue his decision within ten (10) business days of receipt of each of the Developer's certificates of completion and shall cause a written certificate to be provided to the Agency and/or the Fiscal Agent for the Agency Bonds, as required by any fiscal agent or indenture for the Agency Bonds (the "Indenture"), which indicates that the conditions for release of the Holdback to the Developer from the Holdback Account have been satisfied. 4) If the conditions to the release of the remaining balance in the Holdback have not been satisfied on or before April 1, 2011, the funds shall be released to the Agency for any lawful uses without any further obligations to Developer. 963742.7 June 21, 2007 4 LA\1737131.2 23:17 B. Developer shall also obtain for the benefit of the City a corporate completion guarantee from Developer's affiliate, Forest City Enterprises, Inc. ("Guarantor"), to secure the Developer's obligations to complete the Ring Road Improvements under this Agreement ("Completion Guarantee"). The Completion Guarantee shall be in substantially the form attached hereto as Exhibit C, provided that any changes from Exhibit C shall be approved by the City Attorney. C. In the event Developer has not completed the Ring Road Improvements, other than planned traffic signals, by January 31, 2009, as same may be extended due to force majeure events, City shall have the right to send a notice to the Guarantor to demand completion of said Ring Road Improvements pursuant to the Completion Guaranty. In the event Developer has not completed the traffic signals portion of the Ring Road Improvements by March 26, 2009, as same may be extended due to force majeure events, City shall have the right to send a notice to the Guarantor to demand completion of said Ring Road Improvements pursuant to the Completion Guaranty. D. If the Guarantor fails to diligently commence or complete the Ring Road Improvements in accordance with the terms of the Completion Guaranty, City shall have the right, but not the obligation to complete the Ring Road Improvements as described in the Approved Ring Road Enhancement Plan which have not been completed by Developer or Guarantor in accordance with the terms and conditions of this Agreement. Developer hereby grants City along with its agents, contractors and independent contractors, a license to enter Ring Road and such surrounding properties as necessary in order to construct the Ring Road Improvements subject to the following terms: 1) City shall provide Developer notice of the proposed construction not less than 15 days prior to the estimated start of construction. 2) During the course of construction of the Ring Road Improvements, City shall cooperate with Developer to provide updates concerning construction scheduling and progress and shall respond to complaints and concerns of Developer and its tenants in a commercially reasonable manner. 3) During the course of construction of the Ring Road Improvements, Developer shall cooperate with the City and provide all documents and information concerning construction of the Ring Road Improvements completed or in progress prior to the City's take over of construction. 4) In constructing the Ring Road Improvements, City shall employ, at a minimum, generally accepted standards and practices utilized by first class retail shopping center operators engaged in construction and management of similar improvements. 5) City agrees to defend, indemnify, protect and hold harmless Developer, its partners, owners, officers, directors, and employees (the "Indemnified Parties") from and against any and all claims, demands, losses, defense costs or expenses, mechanics liens, or liability of any kind or nature which the Indemnified Parties may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property 963742.7 June 21, 2007 5 LA\1737131.2 23:17 arising out of City's negligent or wrongful acts or omissions in performing or failing to perform the construction work for the Ring Road Improvements as set forth under the terms of this Agreement, excepting only liability arising out of the negligence or wrongful conduct of Indemnified Parties. The obligations of City in this section with respect to the time during which it is completing construction of the Ring Road Improvement shall continue after the City's completion of the Ring Road Improvements in accordance with the Approved Ring Road Enhancement Plan, but any obligation hereunder shall terminate as to any incidents occurring after the City completes the Ring Road Improvements in accordance with the Approved Ring Road Enhancement Plan and Developer takes possession thereof. 6) All of the contractors retained by City, and their subcontractors, shall procure and maintain for the duration of the construction of the Ring Road Improvements general liability insurance in a policy amount of not less than $2 million. The policies shall name the Developer and its officers and employees as additional insureds. 7) City shall not allow any liens to be placed upon the Mall Property or Ring Road or any of the Ring Road Improvements arising from the construction of the Ring Road Improvements and if any liens are placed on the Mall Property or Ring Road as a result of the construction of the Ring Road Improvements, City shall use its best efforts to remove said liens as soon as practicable or cause such liens to be bonded over. 8) In the event that any tangible, physical property of Developer or other owner of property within the Promenade Mall, or a tenant of Developer is damaged as a direct result of the construction work of the Ring Road Improvements by City or one of its contractors, City shall be responsible for the prompt resolution of such claims in accordance with commercially reasonable claims adjustment standards. 9) As part of the approval of the Ring Road Parties for the Ring Road Improvements, Developer shall obtain their approval of the terms of this license to allow the City to construct the Ring Road Improvements on their portions of the Ring Road. 10) Upon completion of the Ring Road Improvements work by City in accordance with the Approved Ring Road Enhancement Plan, Developer shall resume possession thereof and City shall have no obligation for maintenance or repairs to the Ring Road Improvements except for the following traffic signals described under the Approved Ring Road Enhancement Plan. 11) The City shall submit to Developer invoices with commercially reasonable documentation of the costs it has incurred in constructing the Ring Road Improvements, including but not limited to its costs of third party construction management, insurance and any amounts necessary to fulfill its indemnification obligations ("City's Cost to Complete"). The parties acknowledge and agree that the City's Costs to Complete the Ring Road Improvements in the event it takes over such construction could exceed the maximum amount of the Developer's Cost and the Parties therefore agree that the City's Costs to Complete under this section or the Completion Guaranty shall not be limited by such amount. Unless Developer objects to the payment of such invoice, it shall pay such invoice within ten days of receipt. Developer shall not unreasonably object to the payment of an invoice. 963742.7 June 21, 2007 6 LA\1737131.2 23:17 5. General. A. Notices. Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service with return receipt or affidavit of delivery, (ii) delivery by a reputable document delivery service, such as, but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by a written notice provided in accordance with this Section. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. To City: To: Developer: With a copy to: City of Temecula Mailing Address: P.O. Box 9033 Temecula, California 92589-9033 43200 Business Park Drive Temecula, California 92590 Attention: City Manager Temecula Towne Center Associates, LP C/O Forest City Development 949 South Hope Street #200 Los Angeles, CA 90015 Attention: Brian Jones Forest City Enterprises, Inc. 50 Public Square, Ste 1360 Cleveland, OH 44113-2204 Attention: General Counsel B. Entire Agreement, Modifications. This Agreement and the documents referenced herein contain the complete expression of the whole agreement between the parties with respect to the obligations set forth herein, and there are no promises, representations, agreements, warranties or inducements, either expressed verbally or implied, except as are fully set forth herein. This Agreement cannot be enlarged, modified, or changed in any respect except by written agreement between the parties. No alteration, supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all of the parties hereto. The City Manager is authorized to enter into any amendments to this Agreement without any further action by the City Council. C. Applicable Law. This Agreement shall be deemed to have been entered into and shall, in all respects, be interpreted, construed, enforced and governed by and under the laws of the State of California. 963742.7 June 21, 2007 7 LA\1737131.2 23:17 D. Independent Legal Counsel. Each party acknowledges that it had retained independent legal counsel of its own choice to review this Agreement and that prior to the execution hereof each party has had the opportunity to review the terms of this Agreement with its counsel and is entering into this Agreement after such review. E. Validity of Agreement. All parties agree that this Agreement is legal, valid and binding on each party and enforceable in accordance with its terms. F. Binding on Successors. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors, assigns, executors and administrators. G. Attorneys' Fees. If any legal action or any arbitration or other proceeding is brought for the enforcement of this Agreement or because of an alleged dispute, breach, default or misrepresentation in connection with any of the provisions of this Agreement, the successful or prevailing party or parties shall be entitled to recover reasonable attorneys' fees and other costs and expenses incurred in that action or proceeding in addition to any other relief to which it or they may be entitled. H. Time. Time is of the essence of this Agreement. I. Force Majeure Delays. Nonperformance of any of the conditions or covenants herein by any party hereto shall be excused when performance is prevented or delayed by reason of any of the following forces reasonably beyond the control of such party: acts of God, strike, war, lockout, labor trouble, reasonable inability to secure materials or labor, unreasonable delay by a governmental entity in the issuance of any required governmental permit, license or approval, act of nature (including but not limited to hurricane, earthquake, windstorm, flood, wildfire, or other severe weather or environmental condition) insurrection, riot, casualty, acts of public enemy, governmental restrictions, litigation initiated by a party other than a party hereto or its affiliate, unreasonable acts or failures to act of any governmental agency or entity, including the Tenant and the City, or unreasonable delays of any contractor, subcontractor or supplier. In such event, nonperformance shall be excused and the time of performance shall be extended by the number of days the performance is delayed or prevented but not for a period longer than the issuance of a permanent certificate of occupancy for and the actual opening of the Mall Expansion to the public; provided, however, that nothing contained in this Section shall excuse the performance of any act rendered difficult or impossible solely because of the financial condition of the party required to perform the act. J. Counterparts and Fax Transmission. This Agreement may be executed in counterparts and exchanged by facsimile, and all original or facsimile counterparts, when taken together, shall be valid as one instrument as though signed in original on a single page. K. Exhibits. The following Exhibits are attached hereto and incorporated herein by this reference as though set forth in full: Exhibit A Depiction of Mall Property Exhibit B Depiction of Ring Road 963742.7 June 21, 2007 8 LA\1737131.2 23:17 Exhibit C Completion Guarantee L. Authority to Execute this Agreement. The person or persons executing this Agreement on behalf of a party warrants and represents that he or she has the authority to execute this Agreement on behalf of the party and has the authority to bind that party to the performance of its obligations hereunder. (signatures on next page) 963742.7 June 21, 2007 9 LA\1737131.2 23:17 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. CITY OF TEMECULA Chuck Washington Mayor ATTEST: Susan W. Jones, CMC City Clerk APPROVED AS TO FORM: Peter M. Thorson City Attorney 963742.7 June 21, 2007 10 LA\1737131.2 23:17 TEMECULA TOWNE CENTER ASSOCIATES, L.P., A CALIFORNIA LIMITED PARTNERSHIP By F. C. Temecula, Inc., a California corporation, its General partner By: Name: Title: 963742.7 June 21, 2007 11 LA\1737131.2 23:17 EXHIBIT A DEPICTION OF MALL PROPERTIES (attached) 963742.7 June 21, 2007 12 LA\1737131.2 23:17 RING ROAD AGREEMENT EXHIBIT A - DEPICTION OF MALL PROPERTY 11 i` r 11 THE PROMENADE IN TEMECULA TEMECULA TOWN CENTER ASSOCIATES 949 SOUTH HOPE STREET, SUITE 100 LOS ANGELES, CALIFORNIA 90015 EXHIBIT B DEPICTION OF RING ROAD (attached) 963742.7 June 21, 2007 13 LA\1737131.2 23:17 Ili RING ROAD AGREEMENT -(.• 0 g EXHIBIT B - DEPICTION OF RING ROAD 4 1 EXHIBIT "C" COMPLETION GUARANTY (attached) 963742.7 June 21, 2007 14 LA\1737131.2 23:17 COMPLETION GUARANTEE THIS COMPLETION GUARANTEE (this "Guarantee") is executed this 26th day of June, 2007, by FOREST CITY ENTERPRISES, INC., an Ohio corporation, having an address of Terminal Tower, Suite 1100, 50 Public Square, Cleveland, Ohio 44113 ("Guarantor"), to and in favor of the CITY OF TEMECULA, CALIFORNIA, a general law city in the State of California, having an address of 43200 Business Park Drive, Temecula, California 92590 ("City"). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Ring Road Agreement (as defined in Paragraph B below). PRELIMINARY STATEMENTS A. Temecula Towne Center Associates, L.P., a California limited partnership ("Developer"), is the owner of that certain regional shopping center commonly known as The Promenade at Temecula located in Temecula, California (the "Shopping Center"). Developer intends to construct an expansion of the Shopping Center consisting of 126,000 square feet of additional retail and additional parking structures (the "Mall Expansion"). B. In connection with the Mall Expansion, Developer and the City entered into that certain Ring Road Enhancement Agreement, dated as of June 26, 2007 (the "Ring Road Agreement"), which provides, among other things, for the right and obligation of Developer to construct and/or install certain Ring Road Improvements. C. A condition of the Ring Road Agreement is the execution and delivery of this Guarantee by Guarantor in favor of the City. D. Developer is an affiliate of Guarantor, and Guarantor will derive substantial benefit from the aforedescribed transaction. AGREEMENT In consideration of the foregoing Preliminary Statements, which are incorporated herein and made a part hereof, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor enters into the following agreement. 1. Guarantor hereby absolutely, unconditionally and irrevocably guarantees and promises to the City that the "Guaranteed Improvements" (as hereinafter defined) will be constructed, completed and paid for, as applicable, as described in and in accordance with the Ring Road Agreement, free and clear from all defects and liens, and in compliance with all applicable laws (collectively, the "Construction Requirements"). For purposes hereof, "Guaranteed Improvements" shall mean (a) the construction and completion of the Ring Road Improvements, other than the Ring Road Traffic Signals, subject to punchlist items, on or before January 31, 2009; (b) the construction and completion of the Ring Road Traffic Signals and any remaining punchlist items in connection with the Ring Road Improvements on or before March 26, 2009 ("Completion Date"); and (c) the payment of City Cost to Complete (as hereinafter defined). 2. If, following a failure by Developer to (a) construct and/or complete the Guaranteed Improvements in accordance with the Construction Requirements when required, or (b) pay all costs of construction relating to the Guaranteed Improvements, then, upon the written demand of the City to Guarantor, Guarantor shall promptly commence and diligently pursue completion of the Guaranteed Improvements in accordance with the Construction Requirements and Section 1 hereof, other than the performance or cure of those conditions or defaults of Developer that are purely personal to Developer and not capable of being performed or cured by Guarantor. In addition, pursuant to Section 4.D. of the Ring Road Agreement, if the Guaranteed Improvements have not been completed by the Completion Date, the City shall have the right to complete, at Guarantor's expense, those Ring Road Improvements which have not been completed in accordance with the Construction Requirements ("City Cost to Complete") without giving Guarantor the option to cure. Guarantor agrees to pay the City Cost to Complete within ten (10) days of receipt of invoices showing the costs incurred by the City along with such other commercially reasonable documentation of the City Cost to Complete. The obligations referred to in this Section 2 are hereinafter referred to collectively as the "Guaranteed Obligations" and individually as a "Guaranteed Obligation". Except as otherwise expressly set forth in this Guarantee with respect to payments to third parties in connection with the construction and completion of the Guaranteed Improvements or the payment of the City Cost to Complete, this Guarantee is a guaranty of performance only and not a guaranty of payment or collection. 3. Guarantor agrees that the City may exercise or not exercise any remedy or waiver of any right under the Ring Road Agreement without notice to, without consent of, and without affecting the liability of Guarantor hereunder. 4. Before calling upon Guarantor for payment or performance of any Guaranteed Obligations, the City need not resort to, or exhaust its remedies, if any, against, Developer or against any other party or parties liable thereon. If Guarantor fails to promptly perform the Guaranteed Obligations as required hereunder, the City may pursue any action at law or in equity against Guarantor. Guarantor further waives any right to require City to join Developer in any action brought hereunder or to commence any action against or obtain any judgment against Developer or to pursue any other remedy or enforce any other right. Guarantor further agrees that nothing contained herein or otherwise shall prevent City from pursuing concurrently or successively all rights and remedies available to it at law and/or in equity or under the Guaranteed Obligations and the exercise of any of its rights or the completion of any of its remedies shall not constitute a discharge of Guarantor's obligations hereunder, it being the purpose and intent of Guarantor that the obligations of Guarantor hereunder shall be absolute, independent and unconditional under any and all circumstances whatsoever. Without limiting the generality of the foregoing, Guarantor hereby expressly waives any and all benefits and defenses under California Civil Code ("CC") Sections 2787 to 2855, inclusive, and 2899, 2953 and 3433, including, without limitation, the right to require City to (i) proceed against Developer or any other guarantor or pledgor, (ii) proceed against or exhaust any security or collateral City may hold, or (iii) pursue any other right or remedy for the benefit of Guarantor. 5. None of the Guarantor's obligations under this Guarantee or any remedy for the enforcement thereof shall be impaired, modified, changed or released in any manner whatsoever by any impairment, modification, change, release or limitation of the liability of Developer under the Guaranteed Obligations or by reason of the bankruptcy of Developer or by reason of any creditor or bankruptcy proceeding instituted by or against Developer. In addition, the liability of Guarantor shall in no way be released, mitigated or otherwise affected by (a) the release or discharge of Developer in any creditors' proceeding, receivership, bankruptcy or other proceedings, or the 2 commencement or pendency of any such proceedings; (b) the impairment, limitation or modification of the liability of Developer or the estate of developer in bankruptcy or of any remedy for the enforcement of Developer's liability under any instrument, evidencing any Guaranteed Obligation, or under any other instrument executed and delivered in connection therewith, resulting from the operation of any present or future provision of the United States Bankruptcy Code or other statute or from a decision in any court; or (c) any assignment or transfer of any instrument evidencing any Guaranteed Obligation by operation of law or otherwise. 6. All notices, demands, requests, approvals, consents and other communications (collectively, "Notices") which may be required or are desired to be given hereunder shall be in writing and shall be hand delivered, sent by certified U.S. Mail, return receipt requested, or sent by overnight courier service, designated for next -day delivery, as follows: If to Guarantor: With a copy to: If to the City: Forest City Enterprises, Inc. Terminal Tower, Suite 1360 50 Public Square Cleveland, Ohio 44113-2267 Attention: General Counsel Forest City Development California, Inc. 949 S. Hope Street, Suite 200 Los Angeles, California 90015 Attention: Brian Jones City of Temecula P.O. Box 9033 43200 Business Park Drive Temecula, California 92590 Attention: City Manager Either party hereto may designate a different address to which or person to whom Notices shall be directed by written notice given in the same manner and directed to the other at its address hereinabove set forth. Any Notice given hereunder shall be deemed received when delivered if delivered by hand, one (1) business day after delivery if sent overnight delivery service, designated for next -day delivery, and three (3) business days after mailing if sent by certified U.S. mail. 7. This Guarantee is effective immediately and shall continue until the completion of the Guaranteed Improvements in accordance with the Construction Requirements. Guarantor waives notice of the acceptance hereof, waives demand for payment and protest relative to each Guaranteed Obligation (other than those required under this Guarantee), and waives all notices (other than those required under this Guarantee) to which Guarantor might otherwise be entitled by law. This Guarantee shall be construed in accordance with the laws of the State of California. In the event of any action or proceeding relating to the enforcement of obligations of the undersigned hereunder by the City, the undersigned agrees to pay the City's reasonable attorney's fees in connection therewith. This Guarantee shall inure to the benefit of the City, its successors and assigns, and to any other holder of any Guaranteed Obligation, and shall be binding upon the successors and assigns of Guarantor. At the request of Guarantor, the City agrees to deliver an instrument evidencing the termination of this Guarantee following termination according to the terms of this Guarantee. 3 8. Guarantor and the City intend and believe that each provision in this Guarantee comports with all applicable local, state and federal laws and judicial decisions. However, if any provision or provisions, or any portion thereof, in this Guarantee is found by a court of law to be in violation of any applicable local, state or federal ordinance, statute, law, administrative or judicial decision, or public policy, and if such court should declare such portion, provision or provisions of this Guarantee to be illegal, invalid, unlawful, void or unenforceable as written, then it is the intent of Guarantor and the City that such portion, provision or provisions shall be given force to the fullest possible extent that they are legal, valid and enforceable, that the remainder of this Guarantee shall be construed as if such illegal, invalid, unlawful, void or unenforceable portion, provision or provisions were not contained therein, and that the rights, obligations and interest of City under the remainder of this Guarantee shall continue in full force and effect. 9. Guarantor makes the following representations and warranties to the City: (a) Guarantor is duly formed, validly existing and in good standing in the State of Ohio and has qualified to do business and is in good standing in any state in which it is necessary in the conduct of its business. (b) Guarantor maintains an office at the address set forth in the initial paragraph of this Guarantee. (c) The execution, delivery, and performance by Guarantor of this Guarantee does not and will not contravene or conflict with (i) any laws, order, rule, regulation, writ, injunction or decree now in effect of any government authority or court having jurisdiction over Guarantor, (ii) any contractual restriction binding on or affecting Guarantor or Guarantor's property or assets which may adversely affect Guarantor's ability to fulfill its obligations under this Guarantee, (iii) the instruments creating any trust holding title to any assets included in Guarantor's financial statements, or (iv) the organizational or other documents of Guarantor. (d) This Guarantee creates legal, valid, and binding obligations of Guarantor enforceable in accordance with its terms. (e) There is no action, proceeding, or investigation pending or, to the knowledge of Guarantor, threatened or affecting Guarantor, which may materially and adversely affect Guarantor's ability to fulfill its obligations under this Guarantee. (f) All 10-K, 10-Q and/or other financial statements previously furnished to the City to accurately reflect the financial condition and operation of Guarantor in all material respects as of the date of this Guarantee. (g) No consent, approval or authorization of or declaration, registration or filing with any governmental authority or nongovernmental person or entity, including any creditor or shareholder of Guarantor, is required in connection with the execution, delivery and performance of this Guarantee. (h) The execution, delivery and performance of this Guarantee has not constituted and will not constitute upon the giving of notice or lapse of time or both, a breach or default under any other agreement to which Guarantor is a party or may be bound or affected. 4 10. This Guarantee constitutes the entire agreement between Guarantor and the City with respect to the matters referred to herein, and no modification or waiver of any of the terms hereof shall be effective unless in writing, signed by the party to be charged with such modification or waiver. 11. Guarantor's liability hereunder for any or all of the Guaranteed Obligations shall automatically terminate upon the earlier to occur of (a) the date the Guaranteed Obligations are completed or satisfied in accordance with the Ring Road Agreement, or (b) the date of any termination of the Ring Road Agreement due to any reason other than due to the default beyond any applicable notice and/or cure periods by the Developer of its obligations under the Ring Road Agreement. Guarantor has executed this Completion Guarantee as of the date first written above. GUARANTOR: FOREST CITY ENTERPRISES, INC., an Ohio corporation By: Name: Charles A. Ratner Title: President and Chief Executive Officer C:\Temp\;1•emporary Internet Filcs\OLK7A7\Completion Guaranty 6.21.7.final.docl.I:lW-9=7'' :1CATertecala--I?-142=.C=etnpletion-C3uarant}-Clfi-2.I O -7 -lee 5 COMPLETION GUARANTEE THIS COMPLETION GUARANTEE (this "Guarantee") is executed as of the 24th day of July, 2007, by FOREST CITY ENTERPRISES, INC., an Ohio corporation, having an address of Terminal Tower, Suite 1100, 50 Public Square, Cleveland, Ohio 44113 ("Guarantor"), to and in favor of the CITY OF TEMECULA, CALIFORNIA, a general law city in the State of California, having an address of 43200 Business Park Drive, Temecula, California 92590 ("City"). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Ring Road Agreement (as defined in Paragraph B below). PRELIMINARY STATEMENTS A. Temecula Towne Center Associates, L.P., a California limited partnership ("Developer"), is the owner of that certain regional shopping center commonly known as The Promenade at Temecula located in Temecula, California (the "Shopping Center"). Developer intends to construct an expansion of the Shopping Center consisting of 126,000 square feet of additional retail and additional parking structures (the "Mall Expansion"). B. In connection with the Mall Expansion, Developer and the City entered into that certain Ring Road Enhancement Agreement, dated as of July 24, 2007 (the "Ring Road Agreement"), which provides, among other things, for the right and obligation of Developer to construct and/or install certain Ring Road Improvements. C. A condition of the Ring Road Agreement is the execution and delivery of this Guarantee by Guarantor in favor of the City. D. Developer is an affiliate of Guarantor, and Guarantor will derive substantial benefit from the aforedescribed transaction. AGREEMENT In consideration of the foregoing Preliminary Statements, which are incorporated herein and made a part hereof, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor enters into the following agreement. 1. Guarantor hereby absolutely, unconditionally and irrevocably guarantees and promises to the City that the "Guaranteed Improvements" (as hereinafter defined) will be constructed, completed and paid for, as applicable, as described in and in accordance with the Ring Road Agreement, free and clear from all defects and liens, and in compliance with all applicable laws (collectively, the "Construction Requirements"). For purposes hereof, "Guaranteed Improvements" shall mean (a) the construction and completion of the Ring Road Improvements described in the Approved Ring Road Enhancement Plan, other than the Ring Road Traffic Signals, subject to punchlist items, on or before January 31, 2009; (b) the construction and completion of the Ring Road Traffic Signals and any remaining punchlist items in connection with the Ring Road Improvements on or before March 26, 2009 ("Completion Date"); and (c) the payment of City Cost to Complete (as hereinafter defined). 2. If, following a failure by Developer to (a) construct and/or complete the Guaranteed Improvements in accordance with the Construction Requirements when required, or (b) pay all costs of construction relating to the Guaranteed Improvements, then, upon the written demand of the City to Guarantor, Guarantor shall promptly commence and diligently pursue completion of the Guaranteed Improvements in accordance with the Construction Requirements and Section 1 hereof, other than the performance or cure of those conditions or defaults of Developer that are purely personal to Developer and not capable of being performed or cured by Guarantor. In addition, pursuant to Section 4.D. of the Ring Road Agreement, if the Guaranteed Improvements have not been completed by the Completion Date, the City shall have the right to complete, at Guarantor's expense, those Ring Road Improvements which have not been completed in accordance with the Construction Requirements ("City Cost to Complete") without giving Guarantor the option to cure. Guarantor agrees to pay the City Cost to Complete within ten (10) days of receipt of invoices showing the costs incurred by the City along with such other commercially reasonable documentation of the City Cost to Complete. The obligations referred to in this Section 2 are hereinafter referred to collectively as the "Guaranteed Obligations" and individually as a "Guaranteed Obligation". Except as otherwise expressly set forth in this Guarantee with respect to payments to third parties in connection with the construction and completion of the Guaranteed Improvements or the payment of the City Cost to Complete, this Guarantee is a guaranty of performance only and not a guaranty of payment or collection. 3. Guarantor agrees that the City may exercise or not exercise any remedy or waiver of any right under the Ring Road Agreement without notice to, without consent of, and without affecting the liability of Guarantor hereunder. 4. Before calling upon Guarantor for payment or performance of any Guaranteed Obligations, the City need not resort to, or exhaust its remedies, if any, against, Developer or against any other party or parties liable thereon. If Guarantor fails to promptly perform the Guaranteed Obligations as required hereunder, the City may pursue any action at law or in equity against Guarantor. Guarantor further waives any right to require City to join Developer in any action brought hereunder or to commence any action against or obtain any judgment against Developer or to pursue any other remedy or enforce any other right. Guarantor further agrees that nothing contained herein or otherwise shall prevent City from pursuing concurrently or successively all rights and remedies available to it at law and/or in equity or under the Guaranteed Obligations and the exercise of any of its rights or the completion of any of its remedies shall not constitute a discharge of Guarantor's obligations hereunder, it being the purpose and intent of Guarantor that the obligations of Guarantor hereunder shall be absolute, independent and unconditional under any and all circumstances whatsoever. Without limiting the generality of the foregoing, Guarantor hereby expressly waives any and all benefits and defenses under California Civil Code ("CC") Sections 2787 to 2855, inclusive, and 2899, 2953 and 3433, including, without limitation, the right to require City to (i) proceed against Developer or any other guarantor or pledgor, (ii) proceed against or exhaust any security or collateral City may hold, or (iii) pursue any other right or remedy for the benefit of Guarantor. 5. None of the Guarantor's obligations under this Guarantee or any remedy for the enforcement thereof shall be impaired, modified, changed or released in any manner whatsoever by any impairment, modification, change, release or limitation of the liability of Developer under the Guaranteed Obligations or by reason of the bankruptcy of Developer or by reason of any creditor or bankruptcy proceeding instituted by or against Developer. In addition, the liability of Guarantor shall in no way be released, mitigated or otherwise affected by (a) the release or discharge of 2 Developer in any creditors' proceeding, receivership, bankruptcy or other proceedings, or the commencement or pendency of any such proceedings; (b) the impairment, limitation or modification of the liability of Developer or the estate of developer in bankruptcy or of any remedy for the enforcement of Developer's liability under any instrument, evidencing any Guaranteed Obligation, or under any other instrument executed and delivered in connection therewith, resulting from the operation of any present or future provision of the United States Bankruptcy Code or other statute or from a decision in any court; or (c) any assignment or transfer of any instrument evidencing any Guaranteed Obligation by operation of law or otherwise. 6. All notices, demands, requests, approvals, consents and other communications (collectively, "Notices") which may be required or are desired to be given hereunder shall be in writing and shall be hand delivered, sent by certified U.S. Mail, return receipt requested, or sent by overnight courier service, designated for next -day delivery, as follows: If to Guarantor: With a copy to: If to the City: Forest City Enterprises, Inc. Terminal Tower, Suite 1360 50 Public Square Cleveland, Ohio 44113-2267 Attention: General Counsel Forest City Development California, Inc. 949 S. Hope Street, Suite 200 Los Angeles, California 90015 Attention: Brian Jones City of Temecula P.O. Box 9033 43200 Business Park Drive Temecula, California 92590 Attention: City Manager Either party hereto may designate a different address to which or person to whom Notices shall be directed by written notice given in the same manner and directed to the other at its address hereinabove set forth. Any Notice given hereunder shall be deemed received when delivered if delivered by hand, one (1) business day after delivery if sent overnight delivery service, designated for next -day delivery, and three (3) business days after mailing if sent by certified U.S. mail. 7. This Guarantee is effective immediately and shall continue until the completion of the Guaranteed Improvements in accordance with the Construction Requirements. Guarantor waives notice of the acceptance hereof, waives demand for payment and protest relative to each Guaranteed Obligation (other than those required under this Guarantee), and waives all notices (other than those required under this Guarantee) to which Guarantor might otherwise be entitled by law. This Guarantee shall be construed in accordance with the laws of the State of California. In the event of any action or proceeding relating to the enforcement of obligations of the undersigned hereunder by the City, the undersigned agrees to pay the City's reasonable attorney's fees in connection therewith. This Guarantee shall inure to the benefit of the City, its successors and assigns, and to any other holder of any Guaranteed Obligation, and shall be binding upon the successors and assigns of Guarantor. At the request of Guarantor, the City agrees to deliver an instrument evidencing the termination of this Guarantee following termination according to the terms of this Guarantee. 3 8. Guarantor and the City intend and believe that each provision in this Guarantee comports with all applicable local, state and federal laws and judicial decisions. However, if any provision or provisions, or any portion thereof, in this Guarantee is found by a court of law to be in violation of any applicable local, state or federal ordinance, statute, law, administrative or judicial decision, or public policy, and if such court should declare such portion, provision or provisions of this Guarantee to be illegal, invalid, unlawful, void or unenforceable as written, then it is the intent of Guarantor and the City that such portion, provision or provisions shall be given force to the fullest possible extent that they are legal, valid and enforceable, that the remainder of this Guarantee shall be construed as if such illegal, invalid, unlawful, void or unenforceable portion, provision or provisions were not contained therein, and that the rights, obligations and interest of City under the remainder of this Guarantee shall continue in full force and effect. 9. Guarantor makes the following representations and warranties to the City: (a) Guarantor is duly formed, validly existing and in good standing in the State of Ohio and has qualified to do business and is in good standing in any state in which it is necessary in the conduct of its business. (b) Guarantor maintains an office at the address set forth in the initial paragraph of this Guarantee. (c) The execution, delivery, and performance by Guarantor of this Guarantee does not and will not contravene or conflict with (i) any laws, order, rule, regulation, writ, injunction or decree now in effect of any govemment authority or court having jurisdiction over Guarantor, (ii) any contractual restriction binding on or affecting Guarantor or Guarantor's property or assets which may adversely affect Guarantor's ability to fulfill its obligations under this Guarantee, (iii) the instruments creating any trust holding title to any assets included in Guarantor's financial statements, or (iv) the organizational or other documents of Guarantor. (d) This Guarantee creates legal, valid, and binding obligations of Guarantor enforceable in accordance with its terms. (e) There is no action, proceeding, or investigation pending or, to the knowledge of Guarantor, threatened or affecting Guarantor, which may materially and adversely affect Guarantor's ability to fulfill its obligations under this Guarantee. (f) All 10-K, 10-Q and/or other financial statements previously furnished to the City to accurately reflect the financial condition and operation of Guarantor in all material respects as of the date of this Guarantee. (g) No consent, approval or authorization of or declaration, registration or filing with any governmental authority or nongovernmental person or entity, including any creditor or shareholder of Guarantor, is required in connection with the execution, delivery and performance of this Guarantee. (h) The execution, delivery and performance of this Guarantee has not constituted and will not constitute upon the giving of notice or lapse of time or both, a breach or default under any other agreement to which Guarantor is a party or may be bound or affected. 4 10. This Guarantee constitutes the entire agreement between Guarantor and the City with respect to the matters referred to herein, and no modification or waiver of any of the terms hereof shall be effective unless in writing, signed by the party to be charged with such modification or waiver. 11. Guarantor's liability hereunder for any or all of the Guaranteed Obligations shall automatically terminate upon the earlier to occur of (a) the date the Guaranteed Obligations are completed or satisfied in accordance with the Ring Road Agreement, or (b) the date of any termination of the Ring Road Agreement due to any reason other than due to the default beyond any applicable notice and/or cure periods by the Developer of its obligations under the Ring Road Agreement. Guarantor has executed this Completion Guarantee as of the date first written above. GUARANTOR: FOREST CITY ENTERPRISES, INC., an Ohio corporation By: Name: Charles A. Ratner Title: President and Chief Executive Officer H:\W97\DIG\Temecula 12142\Completion Guaranty 06 07 07.doc 5 Item No. 9 Approvals City Attorney Finance Director City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works/CityEngineer DATE: August 27, 2013 SUBJECT: Approval of a Purchase and Sale Agreement, and Settlement Agreement, for the purchase of Assessor's Parcel No. 921-480-031, in connection with the Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, PW00-26 PREPARED BY: Amer Attar, Principal Engineer RECOMMENDATION: 1. Adopt resolution entitled: RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THAT CERTAIN AGREEMENT ENTITLED PURCHASE AND SALE AGREEMENT, SETTLEMENT AGREEMENT, GENERAL RELEASE AND JOINT ESCROW INSTRUCTIONS BETWEEN THE CITY OF TEMECULA AND JIM MCGILL AND TERRI MCGILL, INDIVIDUALLY, AND DOING BUSINESS AS RANCH MUFFLER & TRUCK ACCESSORIES, INC., IN CONNECTION WITH THE MURRIETA CREEK BRIDGE AND OVERLAND DRIVE EXTENSION TO DIAZ ROAD, PROJECT NUMBER PW00-26; 2. Authorize the Finance Director to issue warrants for the sums of $1,403,800, plus escrow fees, for deposit with escrow holder, First American Title Insurance Company, to complete the transaction. Escrow fees are not estimated to exceed $15,000; 3. Authorize the City Manager to approve and execute any necessary documents, including the Form of Lease Agreement attached as Exhibit "D" to the Purchase and Sale Agreement, Right of Entry attached as Exhibit "G" to the Purchase and Sale Agreement, and necessary certificates of acceptance for the Grant Deed and Bill of Sale, and to take all necessary actions to complete this acquisition, including without limitations, all escrow instructions. BACKGROUND: The Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, PW00-26 ("Project"), is identified in the City's Capital Improvement Program for Fiscal Years 2012-16. The Project would extend Overland Drive from Commerce Center Drive to Diaz Road with a new bridge over Murrieta Creek. The purpose of the Project is to improve safety and traffic circulation in the area. The Project would require the acquisition of certain real property interests from six parcels, including an approximate 13,647 square foot permanent easement ("permanent easement") from the property commonly known as 27499 Commerce Center Drive in the City of Temecula, California, and identified as Riverside County Tax Assessor's Parcel No. 921-480-031 ("Property") for public street purposes and all uses necessary or convenient thereto. The Project would require the demolition of the existing approximate 6,480 square foot industrial building and would create an approximate 6,859 square foot remainder parcel. The City's appraisers concluded that in the after condition, the size of the remainder parcel would be significantly reduced and the improvements significantly impacted. Thus, the appraisers concluded that the approximate 6,859 square foot property remaining after construction of the Project would be of little or no utility or economic value to the record owners and thus, these areas constituted an "uneconomic remnant". This uneconomic remnant would not satisfy the minimum lot size for building in the City's Service Commercial (SC) zone, building set back, site coverage, or parking requirements. Jim McGill and Terri McGill (collectively "McGills") are the record fee owners of the Property. The McGills own and operate Ranch Muffler and Truck Accessories, Inc. ("Ranch Muffler") on the Property. The construction of the Project would require that Ranch Muffler relocate from the Property. Ranch Muffler has not found a replacement site. Accordingly, Ranch Muffler has informed the City that Ranch Muffler is unable to relocate the business from the Property. Pursuant to Government Code Section 7267.2, on March 22, 2011, the City Council set just compensation for the permanent easement and the Property at the fair market value as determined by the City's independent appraiser based on a February 7, 2011 date of value. The City Council also authorized the Director of Public Works/City Engineer to make offers and negotiate the acquisition of required property rights for the construction for the Project. On May 11, 2011, the City sent a written offer to the McGills to purchase the Property at the fair market value established by the City's independent appraiser. Based on the impact of the Project on the Property and the valuation analysis discussed above, the City offered to purchase the Property in fee. The McGills have agreed to sell the Property in fee to the City. The attached Resolution would approve, in substantially the form attached, the Purchase and Sale Agreement, Settlement Agreement, General Release and Joint Escrow Instructions between the City of Temecula and Jim McGill and Terri McGill, individually, and doing business as Ranch Muffler. As shown on the attached Purchase and Sale Agreement, City staff and the McGills negotiated the City's proposed purchase of the Property and have reached an agreement, subject to approval of the City Council. City staff, the McGills and Ranch Muffler agreed to the settlement terms at a mediation session held on June 6, 2013 before Hon. LeRoy Simmons (Retired Judge), for the City's acquisition of the Property in fee. As indicated above, the settlement terms are subject to approval by the City Council. Pursuant to the Purchase and Sale Agreement, the Total Compensation that the City will pay to the McGills and Ranch Muffler in connection with the City's purchase of the Property as an all- inclusive settlement, and for any and all claims of the McGills and Ranch Muffler in connection with the City's purchase of the Property, construction of the Project, and displacement of Ranch Muffler from the Property is the sum of $1,403,800 ("Total Compensation"), consisting of the $931,500 Purchase Price, $343,200 compensation for loss of business goodwill, $20,000 in -lieu relocation payment, and $109,100 compensation for the fair market value of the attached fixtures and equipment and moveable items described on Exhibit "C" of the Purchase and Sale Agreement. At the Close of Escrow, the City will pay to the McGills, for the benefit of the McGills and Ranch Muffler, $1,294,700 of the Total Compensation. Escrow Holder will hold, in a separate escrow account for the benefit of Ranch Muffler, the remaining $109,100 of the Total Compensation representing the fair market value of the fixtures and equipment and moveable items described on Exhibit "C" of the Purchase and Sale Agreement and release said funds to Ranch Muffler ten business days after the City's final inspection of the Property. The $109,100 will be reduced by the fair market value of any of the items described on Exhibit "C" that are missing from the Property on the date of the final inspection. Pursuant to the Purchase and Sale Agreement, the City and the McGills and Ranch Muffler would also enter into a Lease Agreement to allow Ranch Muffler to occupy the Property after the Close of Escrow. The Lease Agreement provides that the base rent from the Close of Escrow through December 31, 2013 is $1.00 per month, or any portion thereof. If Ranch Muffler fails to vacate the Property on or before January, 1, 2014, the base rent from January 1, 2014 to January 31, 2014 is $2,500 for that month, prorated for any partial calendar month. The City originally expected that the rent would be $5,300 for this month based on the monthly rent paid by Ranch Muffler in 2011 and 2012 as shown on the financial statements and data provided by Ranch Muffler to the City. The Settlement Agreement from the June 6, 2013 mediation, which is subject to approval of the City Council, provides that the rent would be based on the current rent paid by Ranch Muffler to Mr. and Mrs. McGill. Based on the canceled checks provided by Ranch Muffler, Ranch Muffler has paid $2,500 to Mr. and Mrs. McGill each month in rent for the months of March, April, May, June and July 2013. The Lease Agreement further provides that if Ranch Muffler holds over after January 31, 2014, the base rent commencing on February 1, 2014 is $5,300 per month, prorated for any partial calendar month, plus any contractor delay damages, penalties, costs and fees, including reasonable attorneys' fees, incurred by the City in connection with the City's Project and demolition of the structures on the premises. The environmental effects of the acquisition of the Property were studied as an integral part of the Negative Declaration for Environmental Assessment No. 75 approved for the Project. The findings made by the City Council at its meeting on February 27, 2001 in approving the Negative Declaration for Environmental Assessment No. 75 are the appropriate findings for the acquisition of the Property. In connection with the attached Agreement, City staff reviewed all of the environmental documentation prepared in connection with the Project, including, but not limited to, the Negative Declaration, the initial environmental study, the mitigation monitoring program and agenda report relating to the approval of the Negative Declaration. Pursuant to the criteria of Section 15162 of the CEQA Guidelines and Section 21166 of the Public Resources Code, City staff concluded that no substantial changes have occurred in the Project, no substantial changes have occurred in the circumstances under which the project is undertaken, and that the City has obtained no new information of substantial importance that would require further environmental analysis, including the fact that no mitigation measures previously found not to be feasible would in fact be feasible. These environmental findings are the appropriate findings with respect to the proposed acquisitions of the Property. FISCAL IMPACT: The Murrieta Creek Bridge and Overland Drive Extension to Diaz Road project is identified in the City's Capital Improvement Program and is funded with DIF - Streets. Adequate funds for this acquisition are available in project account no. 210.165.602.5700. ATTACHMENTS: 1. Resolution No. 13- 2. Purchase and Sale Agreement with Exhibits 3. Project Description 4. Project Location RESOLUTION NO. 13- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING THAT CERTAIN AGREEMENT ENTITLED PURCHASE AND SALE AGREEMENT, SETTLEMENT AGREEMENT, GENERAL RELEASE AND JOINT ESCROW INSTRUCTIONS BETWEEN THE CITY OF TEMECULA AND JIM MCGILL AND TERRI MCGILL, INDIVIDUALLY, AND DOING BUSINESS AS RANCH MUFFLER & TRUCK ACCESSORIES, INC., IN CONNECTION WITH THE MURRIETA CREEK BRIDGE AND OVERLAND DRIVE EXTENSION TO DIAZ ROAD, PROJECT NUMBER PW00-26 THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Findings. A. The Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, PWOO-26 ("Project") is identified in the City's Capital Improvement Program for Fiscal years 2012-2016. The Project would extend Overland Drive from Commerce Center Drive to Diaz Road with a bridge over Murrieta Creek. The purpose of the Project is to improve safety and traffic circulation in the area. B. The Project would require the acquisition of certain real property interests from six parcels including an approximate 13,647 square foot permanent easement ("permanent easement") from the property commonly known as 27499 Commerce Center Drive in the City of Temecula, California, and identified as Riverside County Tax Assessor's Parcel Number 921-480-031 ("Property") for public street purposes and all uses necessary or convenient thereto. Jim McGiII and Terri McGiII (collectively "McGills") are the record fee owners of the Property. The McGills own and operate Ranch Muffler and Truck Accessories, Inc. ("Ranch Muffler") on the Property. The Project would require the demolition of the existing approximate 6,480 square foot industrial building and would create an approximate 6,859 square foot remainder parcel. The City's appraisers concluded that in the after condition, the size of the remainder parcel would be significantly reduced and the improvements significantly impacted. Thus, the appraisers concluded that the approximate 6,859 square foot property remaining after construction of the Project would be of little or no utility or economic value to the record owners and thus these areas constituted an "uneconomic remnant". This uneconomic remnant would not satisfy the minimum lot size for building in the City's Service Commercial (SC) zone, building set back, site coverage or parking requirements. C. Pursuant to Government Code Section 7267.2, on March 22, 2011, the City Council set just compensation for the permanent easement and the Property at the fair market value as determined by the City's independent appraiser based on a February 7, 2011 date of value. The City Council also authorized the Director of Public Works/City Engineer to make offers and negotiate the acquisition of the Property. D. On May 11, 2011, the City sent a written offer to the McGills to purchase the Property at the fair market value established by the City's independent appraiser. Based on the impact of the Project on the Property and the valuation analysis discussed above, the City offered to purchase the Property in fee. The McGills have agreed to sell Property in fee to the City. E. City staff and the McGills negotiated the City's proposed purchase of the Property and impacts of the Project on Ranch Muffler, and have reached an all-inclusive settlement, subject to approval of the City Council, for the City's acquisition of the Property in fee. Pursuant to the Purchase and Sale Agreement, the Total Compensation that the City will pay to the McGills and Ranch Muffler as an all-inclusive settlement in connection with the City's purchase of the Property and for any and all claims of the McGills and Ranch Muffler in connection with the City's purchase of the Property, construction of the Project, and displacement of Ranch Muffler from the Property is the sum of $1,403,800 ("Total Compensation"), consisting of the $931,500 Purchase Price, $343,200 compensation for loss of business goodwill, $20,000 in -lieu relocation payment, and $109,100 compensation for the fair market value of the attached fixtures and equipment and moveable items that the McGills and Ranch Muffler are selling to the City, which are described on Exhibit "C" to the Purchase and Sale Agreement. As indicated in the attached Purchase and Sale Agreement, the McGills have not been able to locate a replacement site for Ranch Muffler and will close Ranch Muffler at the current location when they vacate the Property. At the Close of Escrow, the City will pay to the McGills $1,294,700 of the Total Compensation. Escrow Holder will hold, in a separate escrow account for the benefit of Ranch Muffler, $109,100 of the Total Compensation, representing the fair market value of the fixtures and equipment and moveable items that the McGills and Ranch Muffler are selling to the City as part of this transaction. In accordance with the Lease Agreement described below in Section 1.F., Escrow Holder will release the $109,100 to Ranch Muffler ten business days after the City's final inspection of the Property less the fair market value of any of any items described on Exhibit "C" of the Purchase and Sale Agreement that are missing from the Property on the date of the final inspection. F. Pursuant to the Purchase and Sale Agreement, the City and the McGills and Ranch Muffler would enter into a Lease Agreement to allow Ranch Muffler to occupy the Property after the Close of Escrow. The Lease Agreement provides that the base rent from the Close of Escrow through December 31, 2013 is $1.00 per month, or any portion thereof. If Ranch Muffler fails to vacate the Property on or before January, 1, 2014, the base rent from January 1, 2014 to January 31, 2014 is $2,500 for that month, prorated for any partial calendar month. The City originally expected that the rent for this month would be $5,300 based on the monthly rent paid by Ranch Muffler in 2011 and 2012 as shown on the financial statements and data provided by Ranch Muffler to the City. The Settlement Agreement from the June 6, 2013 mediation, which is subject to approval of the City Council, provides that the rent would be based on the current rent paid by Ranch Muffler to Mr. and Mrs. McGill. Based on the canceled checks provided by Ranch Muffler, Ranch Muffler has paid $2,500 to Mr. and Mrs. McGill each month in rent for the months of March, April, May, June and July 2013. The Lease Agreement further provides that if Ranch Muffler holds over and fails to vacate the Property after January 31, 2014, the base rent commencing on February 1, 2014 is $5,300 per month, prorated for any partial calendar month, plus any contractor delay damages, penalties, costs and fees, including reasonable attorneys' fees, incurred by the City in connection with the City's Project and demolition of the structures on the premises. G. At its meeting of February 27, 2001, the City Council approved the Negative Declaration for Environmental Assessment No. 75 for the temporary low flow crossing at Murrieta Creek and the proposed permanent crossing at Murrieta Creek, which is the Project. The City Council found that based on the record before it (1) the Negative Declaration for Environmental Assessment No. 75 was prepared in compliance with the California Environmental Quality Act ("CEQA"); (2) there is no substantial evidence that the Project will have a significant effect on the environment that cannot be adequately and feasibly mitigated; and (3) the Negative Declaration for Environmental Assessment No. 75 reflects the independent judgment and analysis of the City Council. The City duly filed the Notice of Determination in accordance with CEQA. Section 2. Approval of Purchase and Sale Agreement. The City Council of the City of Temecula hereby approves that certain agreement entitled "Purchase and Sale Agreement, Settlement Agreement, General Release and Joint Escrow Instructions Between the City of Temecula and Jim McGill and Terri McGill, Individually, and Doing Business as Ranch Muffler & Truck Accessories, Inc., in Connection with the Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, Project Number PW00-26" ("Purchase and Sale Agreement"), with such changes in the Purchase and Sale Agreement as may be mutually agreed upon by the McGills, Ranch Muffler and the City Manager as are in substantial conformance with the form of the Purchase and Sale Agreement on file in the Office of the City Clerk. The Mayor is hereby authorized to execute the Agreement on behalf of the City. A copy of the final Agreement when executed by the Mayor shall be placed on file in the Office of the City Clerk. This approval of the Agreement is not an announcement of the City's intent to acquire any other real property interests for the Project and does not commit the City to acquire any other real property interests for the Project. Section 3. City Manager's Authority. The City Manager (or his designee), is hereby authorized, on behalf of the City, to take all actions necessary and convenient to carry out and implement the Purchase and Sale Agreement, and to Administer the City's obligations, responsibilities and duties to be performed under the Purchase and Sale Agreement, including but not limited to, approval and execution on behalf of the City of the Lease Agreement, Right of Entry and Access Agreement, Grant Deed, Certificates of Acceptance, Bill of Sale, escrow instructions, certificates, estoppel letters, and other similar agreements and documents as contemplated by or described in the Purchase and Sale Agreement or as necessary and convenient to implement the Purchase and Sale Agreement and to effectuate the transfer of the Property contemplated therein. Section 4. Environmental Analysis. The environmental effects of the acquisition of the Property were studied as an integral part of the Negative Declaration for Environmental Assessment No. 75 approved for the Project. The findings made by the City Council at its meeting on February 27, 2001 in approving the Negative Declaration for Environmental Assessment No. 75 are the appropriate findings for the acquisition of the Property. In connection with the attached Agreement, City staff reviewed all of the environmental documentation prepared in connection with the Project, including, but not limited to, the Negative Declaration, the initial environmental study, the mitigation monitoring program and agenda report relating to the approval of the Negative Declaration. Pursuant to the criteria of Section 15162 of the CEQA Guidelines and Section 21166 of the Public Resources Code, City staff concluded that no substantial changes have occurred in the Project, no substantial changes have occurred in the circumstances under which the project is undertaken, and that the City has obtained no new information of substantial importance that would require further environmental analysis, including the fact that no mitigation measures previously found not to be feasible would in fact be feasible. These environmental findings are the appropriate findings with respect to the proposed acquisition of the Property. Section 5. Certification. The City Clerk shall certify the adoption of this resolution. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 27th day of August, 2013. Michael S. Naggar, Mayor ATTEST: Susan W. Jones, MMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan W. Jones, MMC, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 13- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 27th day of August, 2013, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: Susan W. Jones, MMC City Clerk PURCHASE AND SALE AGREEMENT, SETTLEMENT AGREEMENT, GENERAL RELEASE AND JOINT ESCROW INSTRUCTIONS BETWEEN THE CITY OF TEMECULA AND JIM MCGILL AND TERRI MCGILL, INDIVIDUALLY, AND DOING BUSINESS AS RANCH MUFFLER & TRUCK ACCESSORIES, INC., IN CONNECTION WITH THE MURRIETA CREEK BRIDGE AND OVERLAND DRIVE EXTENSION TO DIAZ ROAD, PROJECT NUMBER PW00-26 This Purchase and Sale Agreement, Settlement Agreement, General Release and Joint Escrow Instructions Between the City of Temecula and Jim McGill and Terri McGill, individually, and doing business as Ranch Muffler & Truck Accessories, Inc., in connection with the Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, Project Number PW00- 26 ("Agreement") is dated and entered into as of August 27, 2013 ("effective date") by and between JIM MCGILL AND TERRI MCGILL, INDIVIDUALLY, AND DOING BUSINESS AS RANCH MUFFLER & TRUCK ACCESSORIES, INC. (Jim McGill and Terri McGill are referred to below as "Sellers") and the CITY OF TEMECULA, a municipal corporation (referred to below as "Buyer" or "City"), and constitutes an agreement to purchase and sell real property between the parties and the parties' joint escrow instructions directed to First American Title Insurance Company ("Escrow Holder"). RECITALS A. Sellers are the record fee owners of the real property commonly known as 27499 Commerce Center Drive in the City of Temecula, and identified as Riverside County Tax Assessor's Parcel Number 921-480-031, which is improved with an approximate 6,480 square foot light industrial building (referred to below as the "Property"). The Property includes all of the interests of Sellers in and all rights and appurtenances pertaining to such property, including all structures and improvements on the Property, any right, title and interest of Sellers in and to adjacent streets, alleys or rights of way. The Property is more particularly described on Exhibit "A" hereto and depicted on Exhibit "B" hereto. B. On May 11, 2011, the City sent a written offer to Sellers pursuant to Government Code Section 7267.2 to purchase certain real property interests on the Property for a public use, namely for the City's proposed construction of the proposed Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, Project Number PW00-26 ("Project"). The Project would extend Overland Drive from Commerce Center to Diaz Road with a bridge over Murrieta Creek. The purpose of the Project is to improve safety and traffic circulation in the area. C. The City's offer letter explained that the construction of the Project would require the acquisition of an approximate 13,647 square foot permanent easement on the Property for public street purposes and all uses necessary or convenient thereto. The Project would require the demolition of the southeastern 4,400 square foot portion of the existing 6,480 square foot industrial building and would create an approximate 6,859 square foot remainder parcel. The City's offer further explained that the City's appraisers concluded that, in the after condition, the size of the remainder parcel would be significantly reduced and the improvements significantly -1- 11086-016611602302v3_doc impacted. Thus, the appraisers concluded that the approximate 6,859 square foot remainder parcel would be of little or no utility or economic value to Sellers and that this area constituted an "uneconomic remnant". This uneconomic remnant would not satisfy the minimum lot size for building in the City's Service Commercial (SC) zone, building set back, site coverage or parking requirements. Accordingly, the City offered to purchase the Property in fee. Sellers informed Buyer that they did not wish to retain the uneconomic remnant and have agreed to sell to Buyer the Property in fee. D. Sellers own and operate Ranch Muffler and Truck Accessories, Inc. ("Ranch Muffler") on the Property. The construction of the Project would require that Ranch Muffler relocate from the Property. Ranch Muffler has not found a replacement site. Accordingly, Sellers dba Ranch Muffler have informed the City that Ranch Muffler is unable to relocate the business from the Property. E. The parties acknowledge that the City is authorized to acquire real property by eminent domain for a public use, including public street purposes and all uses necessary or convenient thereto, pursuant to the authority conferred upon the City of Temecula by California Constitution Article 1, Section 19, California Government Code Sections 37350, 37350.5, 37351, 40401 and 40404 and California Code of Civil Procedure Section 1230.010 et seq. (Eminent Domain Law), including, but not limited to, Code of Civil Procedure Section 1240.410. The parties also acknowledge that the Project is a public use for which Buyer has the authority to exercise the power of eminent domain. The parties further acknowledge that the City Council of the City of Temecula, as the City's governing body, has sole discretion to make the findings required by Code of Civil Procedure Section 1240.030 for the adoption of a resolution of necessity pursuant to the Eminent Domain Law. (Code of Civil Procedure Section 1245.220). If Sellers and the City had not reached an agreement for the City's purchase of the Property, City staff would have recommended to the City Council that it consider the adoption of a resolution of necessity authorizing the initiation of eminent domain proceedings to acquire the Property in accordance with the Eminent Domain Law. The City Council, however, has the exclusive and sole discretion to adopt a resolution of necessity. The adoption of any such resolution of necessity would require the City's compliance with applicable law, including Government Code Section 7260 et seq. and the Eminent Domain Law. Sellers are solely responsible for consulting their tax advisors or seeking a letter ruling from the Internal Revenue Service regarding the applicability of 26 U.S.C. Section 1033 to Sellers' sale of the Property to the City. The City makes no express or implied representation regarding the applicability of 26 U.S.C. Section 1033 to this transaction. F. Sellers desire to sell, and Buyer desires to buy, the Property in fee, including all improvements thereon, on the terms and conditions set forth herein. NOW THEREFORE, in consideration of the above Recitals, which are incorporated herein by this reference, and for other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Buyer, Sellers and Ranch Muffler agree to the following: 1. Purchase and Sale. On the Close of Escrow (as defined in Section 2 below), Sellers agree to sell the Property in fee to Buyer and Buyer agrees to purchase the Property in fee from Sellers on the terms and conditions set forth in this Agreement. -2- 11086-016611602302v3.doc 2. Opening and Close of Escrow. Within five business days after the effective date of this Agreement, the City will deliver a fully executed certified copy of this Agreement to Escrow Holder. For purposes of this Agreement, Opening of Escrow means the date on which Escrow Holder receives a fully executed certified copy of this Agreement from Buyer and Sellers. The parties can execute the Agreement in counterparts as set forth in Section 23.f. below. Close of Escrow means the date on which the Grant Deed is delivered and recorded in the Official Records of the County of Riverside. The Close of Escrow will occur after the performance of all duties and obligations under this Escrow that are required to take place prior to Close of Escrow. Before the Close of Escrow, all risk of loss and damage to the Property from any source whatsoever will be solely that of Sellers. 3. Purchase Price and Additional Consideration. a. Purchase Price. The total purchase price that Buyer will pay to Sellers for the Property is the sum of Nine Hundred Thirty-one Thousand Five Hundred Dollars ($931,500) for the fair market value of the land and improvements on the Property (referred to below as the "Purchase Price"). No attempt has been made to assign value to the lesser interest in the Property. Thus, the Purchase Price is the total price for the Property without distinction or separation for various interests that may be held in the Property. Sellers are responsible for any apportionment or allocation of the Purchase Price if required for any separately held interests that may exist in the Property. b. Additional Consideration. As additional consideration for Buyer's Purchase of the Property from Sellers, Buyer will pay to Sellers, for the benefit of Ranch Muffler, the following sums for the fair market value of certain attached furniture, fixtures and equipment and moveable items, loss of business goodwill and relocation benefits: i. Loss of Business Goodwill. Sellers have informed Buyer that they , have not found a replacement site for Ranch Muffler and are unable to relocate Ranch Muffler. Accordingly, Sellers have confirmed that they will close Ranch Muffler at the current location when they vacate the Property pursuant to the terms of the Lease Agreement discussed below in Section 4. Buyer will pay to Sellers, at the Close of Escrow, the sum of $343,200 for loss of Ranch Muffler's loss of business goodwill pursuant to Code of Civil Procedure Section 1263.510. ii. Relocation Benefits. Buyer will pay to Sellers, at the Close of Escrow, the sum of $20,000 as an in -lieu relocation payment for the benefit of Ranch Muffler pursuant to Section 6100(a)(1) of Chapter 6 of the California Code of Regulations. iii. Attached Furniture, Fixtures and Equipment and Moveable Items. Buyer shall deposit into Escrow for the benefit of Ranch Muffler the sum of $109,100 for the fair market value of the attached fixtures and equipment and moveable items that Ranch Muffler has determined not to retain, which are described more particularly on Exhibit "C" to this Agreement. Exhibit "C" is attached hereto and incorporated herein by this reference. Pursuant to Section 6.b. below, Escrow Holder shall hold the $109,100 for the benefit of Ranch Muffler in a separate Escrow Account and release said funds to Ranch Muffler ten business days after the final inspection of the Property ("final inspection" is defined in Section C.2. of the Lease -3- 11086-016611602302v3.doc Agreement described below in Section 4) and in accordance with Section L. of the Lease Agreement. The $109,100 shall be reduced by the fair market value of any of the items described on Exhibit "C" that are missing from the Property on the date of the final inspection. The fair market value of these items is based on an appraisal of the furniture, fixtures and equipment of Ranch Muffler prepared by Crockett & Associates, Ltd. that used a date of value of June 30, 2011 ("Crockett FF&E Appraisal") and on the Sellers' fair market value estimate of certain items not included in the Crockett FF&E Appraisal. The fair market value estimates are set forth on Exhibit "C" hereto. c. Total Compensation. The Total Compensation that the City shall pay to Sellers and Ranch Muffler in connection with the City's purchase of the Property and for any and all claims of Sellers and Ranch Muffler in connection with the City's purchase of the Property and construction of the Project is the sum of $1,403,800 ("Total Compensation"), consisting of the $931,500 Purchase Price, $343,200 compensation for loss of business goodwill, the $20,000 in -lieu relocation payment, and $109,100 compensation for the fair market value of the attached fixtures and equipment and moveable items described on Exhibit "C". At the Close of Escrow, Buyer will pay to Sellers, for the benefit of Sellers and Ranch Muffler, $1,294,700 of the Total Compensation pursuant to the terms of this Agreement. Pursuant to Section 6.b. below, Escrow Holder shall hold the $109,100 compensation for the fair market value of the fixtures and equipment and moveable items described in Exhibit "C" hereto in a separate Escrow Account for the benefit of Ranch Muffler and release said funds to Ranch Muffler ten business days after the City's final inspection of the Property in accordance with Section L. of the Lease Agreement described below in Section 4. The $109,100 payment to Ranch Muffler shall be reduced by the fair market value of any of the items described on Exhibit "C" that are missing from the Property on the date of the final inspection. 4. Lease Agreement. a. Buyer agrees to lease to Sellers and Ranch Muffler and Sellers and Ranch Muffler agree to lease from Buyer the Property after the Close of Escrow subject to the terms of the Lease Agreement ("Lease Agreement"), the form which is attached as Exhibit "D" hereto and incorporated herein by this reference. Sellers and Ranch Muffler may continue to occupy the Property pursuant to the Lease Agreement until January 1, 2014. Sellers and Ranch Muffler agree to vacate the Property on or before January 1, 2014. Sellers and Ranch Muffler agree and acknowledge that the City has informed them of its plans to demolish the improvements on the Property as soon as possible after the termination date of the Lease Agreement. b. Sellers and Ranch Muffler will not encumber the Property after the effective date of this Agreement or during the term of the Lease Agreement. c. Sellers and Ranch Muffler will deliver to the City two original counterparts of the Lease Agreement duly executed by Sellers and Ranch Muffler on the day that they deliver the executed original counterparts of this Agreement. 5. Title and Title Insurance. Upon the Opening of Escrow, Escrow Holder will obtain and issue a title commitment for the Property. Escrow Holder will also request two copies each of all instruments identified as exceptions on said title commitment. Upon receipt of the -4- 11086-016611602302v3.doc foregoing, Escrow Holder will deliver these instruments and the title commitment to Buyer and Sellers. Escrow Holder will insure Buyer's interest in the Property, which is described above in Section A of the Recitals and on Exhibits "A" and "B" to this Agreement at the Close of Escrow by a CLTA Owner's Standard Coverage Policy of Title Insurance (or an ALTA Extended Coverage Form of Title Policy if Buyer elects such coverage as provided below in Section 5.b.) in the amount of the Purchase Price (the "Policy"). Buyer will pay for the cost of the Policy. a. The Policy provided for pursuant to this Section will insure Buyer's interest in the Property free and clear of all liens, encumbrances, restrictions, and rights-of-way of record, subject only to the following permitted conditions of title ("Permitted Title Exceptions"): i. General and special real property taxes for the then current tax fiscal year that are a lien not then due and payable. ii. The applicable zoning, building and development regulations of any municipality, county, state or federal jurisdiction affecting the Property; and iii. Those non -monetary exceptions approved by Buyer within ten business days after the date Buyer receives the title commitment and legible copies of all instruments noted as exceptions therein. If Buyer unconditionally disapproves any such exceptions, Escrow will thereupon terminate, all funds deposited therein will be refunded to Buyer (less Buyer's share of escrow cancellation charges), and this Agreement will have no further force or effect. If Buyer conditionally disapproves any such exceptions, then Sellers will use Sellers' best efforts to cause such exceptions to be removed by the Close of Escrow. If such conditionally disapproved non -monetary exceptions are not removed by the Close of Escrow, Buyer may, at Buyer's option, either accept the Property subject to such encumbrances, or terminate the Escrow and receive a refund of all funds deposited into Escrow (less Buyer's share of escrow cancellation charges), if any, and this Agreement will thereupon be of no further force or effect. At the Close of Escrow, Buyer's interest in the Property will be free and clear of all monetary encumbrances. b. Buyer will have the option of obtaining an ALTA Extended Coverage Form Policy of Title Insurance (referred to below as the "ALTA Extended Policy") or a CLTA Standard Coverage Form Owners Policy of Title Insurance. If Buyer, in its sole discretion, determines to obtain an ALTA Extended Policy, Buyer will, at its expense, procure an ALTA survey. Buyer will also pay the cost of any such ALTA Extended Policy. 6. Deposit of Funds in Escrow. a. Deposit of Total Compensation. Buyer covenants and agrees to deposit into Escrow the Total Compensation of $1,403,800, consisting of the $931,500 Purchase Price, $343,200 compensation for loss of business goodwill, the $20,000 in -lieu relocation payment, $109,100 compensation for the fair market value of the attached fixtures and equipment and moveable items described on Exhibit "C", and such escrow funds as are required within five business days of receiving written notice from Escrow Holder regarding the confirmation of the completion of the conditions required herein for the Close of Escrow. -5- 11086-016611602302v3.doc b. Escrow Holder shall hold, in a separate Escrow Account for the benefit of Ranch Muffler, the $109,100 compensation for the fair market value of the fixtures and equipment and moveable items described in Exhibit "C". In accordance with Section L. of the Lease Agreement, Escrow Holder shall pay the sum of $109,100 to Ranch Muffler ten business days after the City's final inspection of the Property less the fair market value of any of the items described on Exhibit "C" that are missing from the Property on the date of the City's final inspection of the Property (as defined in the Lease Agreement). The Parties agree that the absence of any item described on Exhibit "C" from the Property on the date of the final inspection triggers a deduction from the $109,100 of the fair market value of such item (set forth on Exhibit "C" hereto) and that they will not dispute this deduction. The City and Sellers shall provide joint written instructions to Escrow Holder confirming the amount of any deductions from the $109,100 within seven business days after the final inspection of the Property in accordance with this Section 6.b. Escrow Holder shall reimburse to the City the difference between the $109,100 on deposit with Escrow Holder and the final payment issued to Ranch Muffler pursuant to this Section. 7. Deposit of Documents in Escrow by Sellers. a. Grant Deed. Sellers will, within 15 business days after the date this Agreement is fully executed by the parties, deposit with Escrow Holder the Grant Deed granting to Buyer the Property in fee ("Grant Deed") duly executed and acknowledged by Sellers. The form of the Grant Deed is attached as Exhibit "E" to this Agreement and is incorporated in this Agreement by this reference. Buyer will accept said executed Grant Deed prior to recording. b. Certification of Non -Foreign Status. Sellers will deliver to Escrow Holder, prior to the Close of Escrow, a certification of Non -Foreign Status in accordance with I.R.C. Section 1445. c. Withholding Exemption Certificate. Sellers will deliver to Escrow Holder, prior to the Close of Escrow, a Withholding Exemption Certificate 593-C as contemplated by California Revenue and Taxation Code Section 18862. d. Estoppel Certificate from Rancon Commerce Center. Sellers will obtain and deliver to Escrow an estoppel certificate from the Rancho California Business Center Phases 2, 3 & 4, Inc., a California nonprofit mutual benefit corporation certifying that the Property; Sellers and Ranch Muffler are not in default under any obligations under any conditions, covenants or restrictions encumbering the Property pursuant to the Declaration of Protective Covenants for Rancon Commerce Center, Phases 2, 3 & 4, Inc., An Industrial/Commercial Business Park recorded on October 14, 1986 as Instrument Number 254851 of Official Records of the County of Riverside, and any and all amendments and or modifications to said Declaration of Protective Covenants. e. Proof of Sellers' and Ranch Muffler's Authorization. Sellers and Ranch Muffler will deliver to Escrow such proof of Sellers' and Ranch Muffler's authorization to enter into this transaction as Escrow Holder may reasonably require to issue the Policy. -6- 11086-016611602302v3.doc f. Bill of Sale. Sellers and Ranch Muffler will deposit with Escrow Holder within 15 business days after the effective date of this Agreement, the Bill of Sale ("Bill of Sale") duly executed and acknowledged by Sellers and Ranch Muffler, conveying, granting, selling, transferring, assigning and delivering to the City all right, title, and interest of Sellers and Ranch Muffler in and to the attached furniture, fixtures and equipment and moveable items described therein. The form of the Bill of Sale is attached as Exhibit "F" to this Agreement. Escrow Holder shall hold the Bill of Sale until such time as it releases to Ranch Muffler pursuant to Section 6.b. above, the $109,100 representing the compensation for the fair market value of the fixtures and equipment and moveable items described in Exhibit "C" less the fair market value of any of the items described on Exhibit "C" that are missing from the Property on the date of the City's final inspection of the Property (as defined in the Lease Agreement). 8. Authorization to Record Documents and Disburse Funds. Escrow Holder is hereby authorized to record the documents and disburse the funds and documents called for hereunder upon the Close of Escrow, provided each of the following conditions has then been fulfilled: a. Escrow Holder can issue in favor of Buyer the Policy, showing the City's fee interest in the Property in favor of Buyer, subject only to the Permitted Title Exceptions. Escrow Holder will use the proceeds of the Purchase Price to obtain a full reconveyance of any monetary liens encumbering the Property, so that the Property is free and clear of monetary liens and encumbrances at the Close of Escrow. Escrow Holder will obtain final approval from Sellers regarding the disbursement of the proceeds prior to disbursing any such proceeds to the holder(s) of the monetary liens encumbering the Property. b. City will have deposited with Escrow Holder the Total Compensation and escrow charges. c. Escrow Holder will have received Buyer's notice of approval or satisfaction or waiver of all of the contingencies to Buyer's obligations hereunder, as provided for below in Section 14; and d. Sellers will have deposited in Escrow the executed Grant Deed and other documents as required by Section 7. Unless otherwise instructed in writing, Escrow Holder is authorized to record at the Close of Escrow any instrument delivered through this Escrow if necessary or proper for issuance of the Policy, including the Grant Deed. 9. Escrow Charges and Prorations. a. Buyer will pay for the cost of the CLTA Owner's Standard Coverage Policy of Title Insurance (or at Buyer's option the cost of the ALTA Extended Policy), Escrow costs and Escrow Holder's customary out-of-pocket expenses for messenger services, long distance telephone, etc. Buyer will pay for recording the Grant Deed, any documentary or other local transfer taxes, and any other recording fees. If the Escrow fails to close through no fault of either party, Buyer will pay all escrow cancellation charges. -7- 110g6-0166 \ 7- 110 16-()166\ 602302v3.doc b. Any installment of taxes or assessments for the current year paid at or prior to the Close of Escrow shall be prorated based upon the amounts actually paid. If taxes and assessments for the current year have not been paid before the Close of Escrow, Sellers shall be charged at the Close of Escrow an amount equal to that portion of such taxes and assessments that relates to the period before the Close of Escrow and Buyer will pay the taxes and assessments prior to their becoming delinquent. Any such apportionment made with respect to a tax year for which the tax rate or assessed valuation, or both, have not yet been fixed will be based upon the tax rate and/or assessed valuation last fixed. To the extent that the actual taxes and assessments for the current year differ from the amount apportioned at the Close of Escrow, the parties will make all necessary adjustments by appropriate payments between themselves following the Close of Escrow. Sellers will pay all delinquent taxes and assessments (and any penalties therein) for periods prior to the Close of Escrow, if any, affecting the Property. c. All proration will be determined on the basis of a 365 -day year. The provisions of this Section 9 will survive the Close of Escrow. 10. Due Diligence Period and Right of Entry and Access. Agreement. During the period commencing on the effective date of the Right of Entry and Access Agreement ("commencement date") and ending at 5:00 p.m. 15 calendar days after said commencement date (referred to as the "Due Diligence Period"), Buyer may inspect the Property as necessary for the purpose of making inspections and other examinations of the Property, including, but not limited to, the right to perform soil and geological tests of the Property and an environmental site assessment thereof. Buyer will give Sellers and Ranch Muffler ten hour's written notice before going on the Property. Buyer's physical inspection of the Property shall be conducted during normal business hours. No invasive testing or boring shall be done by Buyer without the prior written notification of Sellers and Sellers' written permission of the same, which permission shall not be unreasonably withheld. To evidence Buyer's right of entry to the Property, the parties shall execute a Right of Entry Agreement in substantially the form attached hereto as Exhibit "G". Sellers warrant that except for Ranch Muffler, no other person or entity has the right to occupy the Property, or any portion thereof, and that the Right of Entry and Access Agreement does not require the consent of any party not a signatory thereto. 11. Warranties and Representations of Sellers; Indemnity. Sellers and Ranch Muffler, where applicable, hereby represent and warrant to Buyer the following, it being expressly understood and agreed that all such representations and warranties are to be true and correct in all material respects as of the effective date of this Agreement. If Sellers or Ranch Muffler acquire additional knowledge regarding the matters that are the subject of the warranties or representations contained in this Section 11 that would cause any of such warranties or representations to be incorrect in any material respect prior to the Close of Escrow, Sellers shall give prompt written notice thereof to Buyer. Within seven business days following receipt of such notice, Buyer may elect to cancel this Agreement and receive a refund of the funds deposited in escrow, except for any escrow cancellation charges. As of the Close of Escrow, the warranties and representations contained in this Section 11 shall be true and correct in all material respects, subject to any matters disclosed in writing by Sellers to Buyer as provided in this Section and will survive the Close of Escrow: -8- 11086-016611602302v3.doc a. Sellers Jim McGill and Terri McGill are the fee owners of the Property and no other party has a fee interest in the Property. b. To the best of Sellers' and Ranch Muffler's knowledge, that (i) on the Close of Escrow the Property will be free and clear of any and all hazardous or toxic substances, materials, and waste, including, but not limited to, asbestos; (ii) all businesses on the Property have disposed of their waste in accordance with all applicable statutes, ordinances, and regulations; and (iii) Sellers and Ranch Muffler have no notice of any pending or threatened action or proceeding arising out of the condition of the Property or alleged violation of environmental, health or safety statutes, ordinance or regulations. Sellers and Ranch Muffler will indemnify and hold Buyer harmless for a breach of this warranty and representations. Hazardous Substances are defined below in Section 16. c. To the best of Sellers' and Ranch Muffler's knowledge, Sellers and Ranch Muffler have not received any written notice, warning, notice of violation, administrative complaint, judicial complaint, or other formal or informal notice alleging that conditions on the Property are or have been in violation of any Environmental Law as described below in Section 16, or informing Sellers that the Property is subject to investigation or inquiry regarding Hazardous Substances (as defined in Section 16) on the Property or the potential violation of any Environmental Law. d. Neither this Agreement nor anything provided to be done hereunder, including the transfer of the Property to Buyer, violates or will violate any contract, agreement or instrument to which Sellers or Ranch Muffler are a party, or which affects the Property, and the Sellers' grant of the fee interest in the Property to Buyer pursuant to this Agreement does not require the consent of any party not a signatory hereto. e. To Sellers' and Ranch Muffler's actual knowledge, there is no pending, threatened or potential litigation, action or proceeding against Sellers, Ranch Muffler, or any other party before any court or administrative tribunal that involves the Property. f. Except as disclosed in the title commitment referred to in Section 5, there are no claims or liens presently claimed or which will be claimed against the Property for work performed or commenced by contractors, subcontractors, suppliers, engineers and/or architects and surveyors who might have lien rights prior to the date of this Agreement. Sellers and Ranch Muffler agree to hold Buyer harmless from all costs, expenses, liabilities, losses, charges, fees, including attorney fees, arising from or relating to any such lien or any similar lien claimed against the Property and arising from work performed or commenced prior to the Close of Escrow. g. Sellers and Ranch Muffler have the full right and power to execute, deliver and perform their obligations under this Agreement, and when executed and delivered, Sellers, Ranch Muffler, and all parties having an interest in the Property, shall be lawfully bound by the terms of the Agreement. Sellers are the sole owners of the Property free and clear of all liens, claims, encumbrances, easements, encroachments from adjacent properties, encroachments by improvements or vegetation on the Property onto adjacent property, or rights of way of any nature, other than those that may appear on the title commitment or visible by physical -9- 1(086-016611602302v3.doc inspection. Sellers and Ranch Muffler will not further encumber the Property or allow the Property to be further encumbered prior to the Close of Escrow. h. Neither this Agreement nor anything provided to be done hereunder, including transfer of title to the Property to Buyer, violates or shall violate, any contract, instrument, partnership agreement, trust agreement, or any other agreement to which Sellers or Ranch Muffler are a party, and which affects the Property or any part thereof, and the sale of the Property herein contemplated does not require the consent of any party not a signatory hereto. i. Sellers are not a "foreign person" within the meaning of Section 1445(f)(3) of the Internal Revenue Code. j. There are no (i) assignable contracts and agreements relating to or affecting the Property to which Sellers or Ranch Muffler are a party or are obligated and pertaining to the upkeep, repair, maintenance, operation, or remediation of the Property that will survive the termination date of the Lease Agreement (as defined therein); (ii) assignable existing warranties, and guarantees (express or implied) issued to Sellers or Ranch Muffler in connection with the improvements on the Property that will survive the termination date of the Lease Agreement (as defined therein); or (iii) other contracts or agreements, such as maintenance, service or utility contracts relating to or affecting the Property to which Sellers or Ranch Muffler are a party or are obligated that will survive the termination date of the Lease Agreement (as defined therein). k. Except for the occupancy of the Property by Ranch Muffler, there are no leases, licenses, occupancy agreements, or other agreements or arrangements, oral or written, demising space in, providing for the use, possession, or occupancy of, or otherwise similarly affecting or relating to the Property. The rights of Sellers and Ranch Muffler to occupy the Property will terminate in accordance with the terms of the Lease Agreement described above in Section 4. 1. To the fullest extent permitted by law, Sellers and Ranch Muffler will indemnify, defend and hold harmless Buyer, and its elected and appointed councilmembers, officials, officers, boards, commissions, consultants, agents and employees, and attorneys from and against any and all claims, demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs, and expenses (including, without limitation, reasonable attorneys' fees, expert witness fees, disbursements and court costs) of every kind and nature whatsoever (collectively, "Claims"), which may arise out of, result from, or in any matter be related (directly or indirectly) to the failure of the warranties or representations of Sellers or Ranch Muffler contained in this Section 11 to be true and correct in all material respects. The indemnification provisions of this Section 11 shall survive the Close of Escrow for the longest period permitted by law and shall not be deemed merged or extinguished upon the recordation of the Grant Deed. 12. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Sellers the following, it being expressly understood and agreed that all such representations and warranties are to be true and correct as of the Close of Escrow and shall survive the Close of Escrow: -10- 11086-0166\1602302v3.doc a. Buyer has taken all required action to permit it to execute, deliver, and perform its obligations under this Agreement. b. Buyer has the power and authority to execute and deliver this Agreement and carry out its obligations hereunder and consummate the transaction contemplated herein. c. Neither this Agreement nor anything to be provided to be done hereunder, including acquisition of the Property by Buyer, violates or shall violate, any contract, instrument, partnership agreement, trust agreement, or any other agreement to which Buyer is a party, and which affects the Property or any part thereof, and the purchase of the Property herein contemplated does not require the consent of any party not a signatory hereto. 13. City's Full Payment of Total Compensation. a. It is understood and agreed between Sellers and Buyer that the City's payment to Sellers and Ranch Muffler of the Total Compensation, consisting of the Purchase Price and Additional Consideration described above in Section 3, is an all-inclusive settlement and constitutes the full and complete consideration and payment of just compensation for the City's acquisition of the Property in fee, including all improvements on the Property. The Total Compensation is also full and complete consideration for all claims arising in connection with or out of Buyer's acquisition of the Property or the Project for which Buyer is acquiring the Property, claims for severance and other damages, inverse condemnation, precondemnation damages, attorneys' fees, interest, loss of rents, improvements pertaining to the realty, attached furniture fixtures and equipment and the moveable fixtures and equipment described on Exhibit "C" hereto, loss of business goodwill pursuant to Code of Civil Procedure Section 1263.510, and any other damages of every kind and nature suffered by Sellers by reason of the City's acquisition of the Property or the Project for which the City is acquiring the Property in fee, and all costs and expenses whatever in connection therewith. b. Relocation Assistance and Benefits. The parties acknowledge that Buyer has provided to Sellers and Ranch Muffler information regarding relocation assistance and benefits under the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1070 (42 U.S.C. 4601 et seq.) ("Uniform Act"), if applicable, or under Title 1, Division 7, Chapter 1 of the Government Code of the State of California (Section 7260 et seq.) ("California Relocation Law"). Sellers have informed Buyer that they are closing Ranch Muffler because they were unable to find a replacement site. The parties acknowledge that Sellers and Ranch Muffler are receiving a $20,000 in -lieu relocation payment pursuant to Section 6100(a)(1) of Chapter 6 of Title 25 of the California Code of Regulations. Accordingly, it is understood and agreed by Sellers that Buyer will have no further obligation to Sellers under any federal or state relocation laws or regulations, including without limitation, the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. 4601 et seq.), if applicable, or under Title 1, Division 7, Chapter 1 of the Government Code of the State of California (Section 7260 et seq.), or the Relocation Assistance and Real Property Acquisition Guidelines (Chapter 6 of Title 25 of the California Code of Regulations). This in -lieu relocation payment is included in the Total Compensation set forth in Section 3. -11- 11086-0166\1602302v3.doc c. Loss of Business Goodwill. The parties acknowledge that Buyer provided to Sellers and Ranch Muffler a copy of Code of Civil Procedure Section 1263.510 with the City's offer letter dated May 11, 2011. In order to be compensated for loss of goodwill, Code of Civil Procedure Section 1263.510 requires the owner of an existing business operating on the Property to prove the elements set forth in that Section. Code of Civil Procedure Section 1263.510 provides as follows: "(a) The owner of a business conducted on the property taken, or on the reminder if such property is part of a larger parcel, shall be compensated for loss of goodwill if the owner proves all of the following: (1) The loss is caused by the taking of the property or the injury to the remainder. (2) The loss cannot be prevented by a relocation of the business or by taking steps and adopting procedures that a reasonably prudent person would take and adopt in preserving goodwill. (3) Compensation for the loss will not be included in payments under Section 7262 of the Government Code. (4) Compensation for the loss will not be duplicated in the compensation otherwise awarded to the owner. (b) Within the meaning of this article, `goodwill' consists of the benefits that accrue to a business as a result of its location, reputation for dependability, skill or quality, and any other circumstances resulting in probable retention of old or acquisition of new patronage." The City's purchase of the Property for the Project will require that Sellers relocate Ranch Muffler. Sellers represent and warrant to the City that, as of the effective date of this Agreement, they have been unable to find a replacement location for Ranch Muffler, and thus cannot mitigate the loss of goodwill by relocating the business or taking steps and adopting procedures that a reasonably prudent person would take and adopt in preserving goodwill. Accordingly, Sellers will close Ranch Muffler at the current location when they vacate the Property in accordance with the terms of the Lease Agreement and Ranch Muffler will suffer a total loss of business goodwill as a result of the City's acquisition of the Property for the Project. Accordingly, the City, Sellers and Ranch Muffler agree that the Total Compensation described above in Section 3 includes the sum of $343,200 as the total all-inclusive settlement of all claims of Sellers and Ranch Muffler relating to loss of goodwill damages under Code of Civil Procedure section 1263.510 arising from or related to the acquisition by the City of the Property for the Project, the City's construction of the Project, and Sellers' closing of Ranch Muffler at the current location when they vacate the Property, which claims could be made or asserted by Sellers, individually, and doing business as Ranch Muffler, in any court proceeding as business owners impacted by the City's acquisition of the Property for the -12- 11086-016611602302v3.doc Project. This Agreement shall not be interpreted as precluding Sellers from re -opening Ranch Muffler at a different location in the future. d. This Agreement is a voluntary agreement and Sellers and Ranch Muffler, on the Close of Escrow, on behalf of Sellers, Ranch Muffler and their successors and assigns, fully release Buyer, its officials, counsel, employees, and agents, from all claims and causes of action by reason of any damage that has been sustained, or may be sustained, as a result of Buyer's efforts to acquire the Property in fee or any preliminary steps thereto and from any and all claims, demands, causes of action, obligations, liabilities or claims for further compensation relating to Buyer's purchase of the Property. e. Sellers and Ranch Muffler acknowledge that they may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damages, loss, costs or expenses in the future. Nevertheless, Sellers and Ranch Muffler hereby acknowledge that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waive any and all rights that Sellers and Ranch Muffler may have under California Civil Code Section 1542, or under any statute or common law or equitable principle of similar effect as these may relate to releases described in Section 13 herein. California Civil Code Section 1542 provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlem - nt with the debtor." Sellers' Initials. Ranch Muffler's Initials. Buyer's Initials: f. This Section 13 will survive the Close of Escrow. 14. Buyer's Contingencies. For the benefit of Buyer, the Close of Escrow and the Buyer's obligation to consummate the purchase of the Property will be contingent upon and subject to the occurrence of all of the following (or Buyer's written waiver thereof, it being agreed that Buyer can waive any or all such contingencies) on or before the Close of Escrow: a. That as of the Close of Escrow the representations and warranties of Sellers and Ranch Muffler contained in this Agreement are all true and correct. b. The delivery to Escrow Holder of all documents pursuant to Section 7 of this Agreement. c. Title Company's commitment to issue in favor of Buyer a CLTA Standard Coverage Owner's Policy of Title Insurance (or at Buyer's Option an ALTA Extended Policy) with liability equal to the Purchase Price showing Buyer's fee interest in the Property, subject only to the Permitted Title Exceptions. -13- 11086-016611602302v3.doc d. Buyer's approval prior to the Close of Escrow of any environmental site assessment, soils or geological reports, or other physical inspections of the Property that Buyer might perform prior to the Close of Escrow. 15. Right of Termination. Notwithstanding anything to the contrary contained herein, and without limiting any other right of termination for the benefit of Buyer contained herein, the Buyer shall have the right, in the exercise of its sole and absolute discretion and upon written notice to the Sellers, Ranch Muffler, and Escrow Holder, to terminate this Agreement (a) at any time prior to the expiration of the Due Diligence Period for any reason or no reason whatsoever, and (b) at any time prior to the Close of Escrow upon the failure of any of the Buyer's contingencies described in Section 14. Upon such termination, all documents and monies deposited with Escrow Holder, less any escrow cancellation charges, shall be immediately returned to the depositing party. 16. Certain Definitions. a. The term "Hazardous Materials" shall mean and include the following, including mixtures thereof: any hazardous substance, pollutant, contaminant, waste, by-product or constituent regulated under the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq.; oil and petroleum products and natural gas, natural gas liquids, liquefied natural gas and synthetic gas usable for fuel; pesticides regulated under the Federal Insecticide, Fungicide, and Rodenticide Act, 7 U.S.C. Section 136 et seq.; asbestos and asbestos -containing materials, PCBs and other substances regulated under the Toxic Substances Control Act, 15 U.S.C. Section 2601 et seq.; source material, special nuclear material, by- product material and any other radioactive materials or radioactive wastes, however produced, regulated under the Atomic Energy Act or the Nuclear Waste Policy Act of 1982; chemicals subject to the OSHA Hazard Communication Standard, 29 C.F.R. Section 1910.1200 et seq.; industrial process and pollution control wastes, whether or not hazardous within the meaning of the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq.; any substance defined as a "hazardous substance" in California Civil Code Section 2929.5(e)(2) or California Code of Civil Procedure Section 736(f)(3); and any other substance or material regulated by any Environmental Laws. b. The term "Environmental Laws" shall mean and include all federal, state and local statutes, ordinances, regulations and rules in effect on or prior to the date hereof relating to environmental quality, health, safety, contamination and clean-up, including, without limitation, the Clean Air Act, 42 U.S.C. Section 7401 et seq.; the Clean Water Act, 33 U.S.C. Section 1251 et seq.; and the Water Quality Act of 1987; the Federal Insecticide, Fungicide, and Rodenticide Act 7 U.S.C. Section 136 et seq.; the Marine Protection, Research, and Sanctuaries Act, 33 U.S.C. Section 1401 et seq.; the National Environmental Policy Act, 42 U.S.C. Section 4321 et seq.; the Noise Control Act, 42 U.S.C. Section 4901 et seq.; the Occupational Safety and Health Act, 29 U.S.C. Section 651 et seq.; the Resource Conservation and Recovery Act 42 U.S.C. Section 6901 et seq.; as amended by the Hazardous and Solid Waste Amendments of 1984; the Safe Drinking Water Act, 42 U.S.C. Section 300f et seq.; the Comprehensive Environmental Response, Compensation and Liability Act 42 U.S.C. Section 9601 et seq. as amended by the Superfund Amendments and Reauthorization Act, the Emergency Planning and Community Right -to -Know Act and the Radon Gas and Indoor Air Quality Research Act; the Toxic -14- 11086-0166\1602302v3.doc Substances Control Act 15 U.S.C. Section 2601 et seq.; the Atomic Energy Act, 42 U.S.C. Section 2011 et seq.; and the Nuclear Waste Policy Act of 1982, 42 U.S.C. Section 10101 et seq.; and state and local environmental statutes and ordinances, with implementing regulations and rules in effect on or prior to the date hereof. 17. Evidence in Court Proceeding. The parties agree that the total Purchase Price of $931,500 or any inference of per square foot value of the fee value of the Property based on said Purchase Price will not be admissible as evidence of the fair market value of the Property, or any portion thereof, in any eminent domain or other proceeding or litigation concerning the Property. 18. Destruction/Condemnation. In the event that prior to the Close of Escrow, the Property or any portion of the Property is damaged by fire, earthquake, or other casualty or is subject to a taking by a public entity, then Buyer shall have the right, by giving notice to Sellers within 15 calendar days after receiving written notice of such damage or taking, of either (a) to terminate this Agreement, in which case neither party shall have any further rights or obligations hereunder, except that (i) Buyer shall be responsible for Escrow Holder's escrow cancellation fees and or charges relating to the Policy and (ii) the Purchase Price and escrow funds deposited into Escrow by Buyer shall be refunded to Buyer less any such escrow cancellation fees or charges relating to the Policy, or (b) to accept the Property in its then condition and proceed with the Close of Escrow, and to receive an assignment of all of Sellers' rights to any proceeds of insurance or condemnation awards payable by reason of such damage or taking. If Buyer elects to proceed under the preceding clause (b), there shall be no adjustment in the Purchase Price and Sellers shall not compromise, settle, or adjust any claims to such insurance or condemnation proceeds or awards. Sellers agree to give Buyer prompt written notice of any damage to or taking of the Property promptly after Sellers receive notice of same. 19. Notices. All notices and demands will be given in writing by certified mail, postage prepaid, and return receipt requested, by overnight carrier or by personal delivery. Notices will be considered given upon the earlier of (a) personal delivery, (b) two business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, or (c) one business day following deposit with an overnight carrier service. A copy of all notices will be sent to Escrow Holder. The parties will address such notices as provided below for the respective party; provided that if any party gives notice in writing of a change of name or address, notices to such party will thereafter be given as demanded in that notice: BUYER: City of Temecula 41000 Main Street Temecula, California 92590 Attention: Aaron Adams, City Manager COPY TO: Richards, Watson & Gershon Attention: Peter M. Thorson, City Attorney 355 South Grand Avenue, 40th Floor Los Angeles, California 90071-3101 SELLERS Jim and Terri McGill & RANCH 27499 Commerce Center Drive -15- 11086-0166\ 16023 02v3.doc MUFFLER: Temecula, California 92590 COPY TO: Law Offices of John M. Siciliano John M. Siciliano, Esq. 27247 Madison Avenue, Suite 106 Temecula, California 92590 ESCROW First American Title Insurance Company HOLDER: 3400 Central Avenue, Suite 100 Riverside, California 92506 Telephone No. (951) 787-1757 Fax No. (866) 558-2890 20. Further Documents. Each party will, wherever and as often as it shall be requested by the other party, execute, acknowledge, and deliver, or cause to be executed, acknowledged, and delivered, such further instruments and documents, including further escrow instructions, as may reasonably be necessary in order to complete the sale, conveyance, and transfer herein provided and to do any and all other acts and to execute, acknowledge, and deliver any and all documents as may be requested in order to carry out the intent and purpose of this Agreement. 21. Bulk Sales Law. Sellers, Ranch Muffler and the City believe that the transactions contemplated by this Agreement do not constitute a "bulk sale" as defined in Division 6 of the California Commercial Code. The parties, however, agree that if the bulk sale provisions of the California Commercial Code, as well as the provisions of any other law relating to bulk transfers, apply to the sale of the moveable items described on Exhibit "C", the City and Sellers shall prepare and file all necessary notices. Sellers and Ranch Muffler covenant to indemnify and hold the City harmless from and against any and all claims, liabilities, actions or other assertions made against the City in connection with the bulk sale or the failure to comply with such bulk sales law, including but not limited to California Commercial Code section 6101 et seq. 22. Brokers Commissions. No brokers represented the parties in connection with this transaction. Sellers and Ranch Muffler shall be solely responsible for the payment of any and all broker's commissions or similar compensation due to any broker representing Sellers or Ranch Muffler, if any, and Sellers and Ranch Muffler shall defend, indemnify and hold the City harmless from and against any and all claims for any broker's commission or similar compensation that may be payable to any broker claiming it represented Sellers or Ranch Muffler in connection with this transaction. Each party shall defend, indemnify and hold the other party harmless from and against any and all claims for any broker's commission or similar compensation that may be payable to any other broker, finder or other person or entity (other than those described above) based upon such party's own acts. The provisions of this Section 22 shall survive the Close of Escrow. -16- 11086-0166 \ 16- 11086-0166\ 1602302v3_doc 23. Miscellaneous. a. Amendments. Any amendments to this Agreement will be effective only when duly executed by both Buyer and Sellers and deposited with Escrow Holder. b. Applicable Law. This Agreement will be construed and interpreted under, and governed and enforced according to the laws of the State of California. c. Entire Agreement. This Agreement supersedes any prior agreement, oral or written, and together with the Exhibits hereto and any agreements delivered pursuant hereto, contains the entire agreement between Buyer, Sellers and Ranch Muffler on the subject matter of this Agreement. No subsequent agreement, representation or promise made by either party hereto, or by or to any employee, officer, agent or representative of either party, will be of any effect unless it is in writing and executed by the party to be bound thereby. No person is authorized to make, and by execution hereof Sellers, Ranch Muffler and Buyer acknowledge that no person has made, any representation, warranty, guaranty or promise except as set forth herein; and no such agreement, statement, representation or promise that is not contained herein will be valid or binding on Sellers, Ranch Muffler or Buyer. d. Successors and Assigns. This Agreement will be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of the parties hereto. e. Time of Essence. The parties acknowledge that time is of the essence in this Agreement, notwithstanding anything to the contrary in the Escrow Holder's general Escrow instructions. f. Counterparts and Facsimile and Electronic Signatures. This Agreement may be executed simultaneously in one or more counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. For purposes of this Agreement, facsimile and electronic signatures will be deemed to be original signatures. g. Remedies Not Exclusive and Waivers. No remedy conferred by any of the specific provisions of this Agreement is intended to be exclusive of any other remedy and each and every remedy will be cumulative and will be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. The election of any one or more remedies will not constitute a waiver of the right to pursue other available remedies. h. Interpretation and Construction. Each party has reviewed this Agreement and that each has had the opportunity to have its respective counsel and real estate advisors review and revise this Agreement and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party will not apply in the interpretation of this Agreement or any amendments or exhibits thereto. In this Agreement the neuter gender includes the feminine and masculine, and singular number includes the plural, and the words "person" and "party" include corporation, partnership, firm, trust, or association wherever the context so requires. The recitals and captions of the Sections and Subsections of this Agreement are for convenience and reference only, and the words contained therein will in no way be held to -17- 11086-0166\1602302v3.doc explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Agreement. i. Attorneys' Fees. If either party hereto incurs attorneys' fees in order to enforce, defend or interpret any of the terms, provisions or conditions of this Agreement or because of a breach of this Agreement by the other party, the prevailing party, whether by suit, negotiation, arbitration or settlement will be entitled to recover reasonable attorneys' fees from the other party. j. Severability. If any part, term or provision of this Agreement is held by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the remaining provisions will not be affected, and the rights and obligations of the parties will be construed and enforced as if this Agreement did not contain the particular part, term or provision held to be invalid. k. Exhibits. The exhibits and schedules attached hereto are incorporated in this Agreement by reference herein. 1. Joint and Several Obligations. The obligations of the Sellers under this Agreement shall be joint and several as to the individuals and the Trust comprising the Sellers. IN WITNESS WHEREOF, this Agreement is effective as of the day and year first written above. [Signatures on Next Page] - 1 8- 11086-016611602302v3.doc SELLERS .11M MCGILL AND TERRI MCGILL Dated: g-,-1 3 - 2O)3 Dated: d°1- /i))����f� RANCH MUFFLER & TRUCK ACCESSORIES, INC. By: By: .Dated: em--/ 3 --o2C) I By: Title: Dated: �3 " 7 AP By: "Title: Approved as to form: Law Offices fJohn-M: iciliano ,,141Pr° John M. Si Attorneys for individu 'ano, Esq. McGill and Terri McGill, d doing business as Ranch er & Truck Accessories, Inc. 11086-016611602302v3. doc -19- XE- S BUYER CITY OF TEMECULA, a municipal corporation Dated: ATTEST: Susan W. Jones, MMC, City Clerk Approved as to form: RICHARDS, WATSON & GERSHON Peter M. Thorson, City Attorney DB 11086-0166\1602302v3.doc By: Michael S. Naggar, Mayor -20- February 8. 2010 Sheet 1 of 1 EXHIBIT "A" LEGAL DESCRIPTION RIGHT-OF-WAY ACQUISITION (OVERLAND DRIVE) LOT 25 OF TRACT MAP NO. 16178, SITUATED IN THE CITY OF TEMECULA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, RECORDED AUGUST 8, 1986 AS SHOWN BY MAP ON FILE IN BOOK 160, PAGES 102 THROUGH 104, INCLUSIVE, OF MAPS, OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA. CONTAINING: 20,505 SQ. FT. OR 0.471 ACRE, MORE OR LESS. EXHIBIT ''B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. THIS LEGAL DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION IN CONFORMANCE WITH THE LAND SURVEYORS' ACT. BY: l REX S. PLUMMER, PLS 6641 (MY LICENSE EXPIRES 12-31-2011) z/r/° DATE LEGEND INDICATES RIGHT-OF-WAY ACQUISITION AREA = 20,505 SQ. FT. OR 0.471 ACRE () INDICATES RECORD DATA PER TRACT 16178 (R) INDICATES RADIAL BEARING A❑ LANDSCAPE MAINTENANCE AGREEMENT PER INST. 141902, RECORDED MAY 20, 1987 ® EASEMENT TO GENERAL TELEPHONE CO. PER INST. NO. 117514, RECORDED APRIL 29, 1987 © EASEMENT FOR MONUMENT SIGNS RESERVED TO RANCON REALTY FUND 1, PER INST. NO. 238938, RECORDED AUG. 18, 1987 © 15' WIDE DRAINAGE EASEMENT PER TRACT 16178 EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) 5 s CITY OF TEMECULA VICINITY MAP REX- S. PLUMMER NO. 6641 EXP. DATE 12-31-11 ZA0/e DATE SHEET 1 OF 2 SHEETS PROJECT DESIGN CONSULTANTS F'lanninfl 1 Engintaaririg I Survay 701 B Street, Suite 800 San Diego, CA 92101 619.235.6471 Tel 619.234.0349 Fax DATE: FEBRUARY 8, 2010 SCALE: N.T.S. JOB NO.: / / 18 11 19 21 20 TRACT \ •17 SCALE: 1"=100' 12 \\ 13 18 22 \ MAP 2 \0 PCL. 14 iik`> • `tr EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) TRACT 12 CURVE TABLE CURVE DELTA RADIUS LENGTH C1 816'20" (816'26" 96Z00' 967' 139.61' 139.64) UNE TABLE LINE BEARING LENGTH Ll N51139'19'E (N5141'16"E 154.89' 154.75') B / 1 N45 21 '41 ERZ 16178 pi 42 CL.A/ \ P4 1\ / 1= 5' 16 20' 15 / Q 4 N 338 28'E(I (N5338'37 E) 5 14 • / \ / 77 / dAP j / NJ./77\\V 7/ / 11 / / 718J78-3 9 10 SHEET 2 OF 2 SHEETS PROJECT DESIGN CONSULTANTS Planning 1 EnginaarIng 1 Survey 701 B Street, Suite 800 819.235.6471 Tel San Diego, CA 92101 819.234.0349 fax DATE: FEBRUARY 8, 2010 SCALE: 1"=100' JOB NO.: Exhibit "C" List of Attached Furniture, Fixtures and Equipment & Moveable Items Office Attached Item Quantity Description Fair Market Value 1 1 Counter 92" x 26" 2 x 36" wd const 6 drw. 6d w/ corian top $1,200 2 1 Computer System Comprising: $2,500 1 Printer Hewlett Packard "Laser Jet" md. 2100 1 Computer Sony "Vaio" mdl PCV -7752 w/monitor, keyboard, mouse, 1 Printer Hewlett Packard "OfficeJet" mdl. 7310 1 Computer w/monitor, keyboard, mouse, speakers 3 Computers Dell "Dimension" mdl. 3000 w/ monitor, keyboard, mouse, speakers 1 Printer OKI "Microline" mdl. 320 Turbo Show Room Attached Item Quantity Description Fair Market Value 3 1 Sign 42"x6" checker Plate "Ranch Muffler" $ 265 4 1 Lot slat wall 117' x 8' w/24 grid panels $5,000 5 1 Lot checker plate 730 If $2,750 6 1 Lot neon lights 132 if w/transformers $2,450 7 1 Security gate 11' x 8'A' $1,000 8 1 Security gate 12' x 8 ''Y2' $1,000 9 2 Car bodies fiberglass $3,500 10 1 Ceiling rack "Octagon" shape 12 '/2' across flats x 1' stl const $2,000 11 1 Counter 99" x 29" wd/mtl formica top $1,800 12 1 Counter 102" & 62" x 28" x 40" wd/mtl formica top $3,150 Lunch Room Attached Item Quantity Description Fair Market Value 13 1 Cabinet 24" x 72" & 24" x 21" x 80" formica 7dr. 6drw. $ 720 Shop Attached Item Quantity Description Fair Market Value 14 1 Muffler rack 25' x 2' x 101/2' OA stl, 4 tier $ 600 15 1 Air Compressor Ingersoll Rand mdl. 2545 2 cyl. 2 stg 5 hp 120 gal ser. 0411170209 w/3 hose reels $2,725 16 Wiring motor control safety switch 60 amp, HD conduit 3/4" — 55' $1,800 18 Wiring conduit 3/4" - 85' $ 765 19 1 Lot pegboard 8' x 4' $ 60 20 1 Hoist, 2 post Mohawk Resources, Ltd. mdl System IA 9,000 Ib cap ser. 93121709 $1,925 21 Wiring conduit 3/4" - 25' $ 300 22 1 Tubing rack 6' x 2' x 8' stl. const $ 150 23 1 Hoist, 4 post Bend Pak mdl. 21' x 21' 12,000 Ib cap $1,200 24 Wiring conduit 3/4" - 60' $ 360 26 Wiring conduit 3/4" - 45' $ 405 28 Wiring conduit '/2" - 45' $ 325 Warehouse Attached 11086-0166\1601397v4.doc Item Quantity Description Fair Market Value 29 1 Shelf unit 16' x 4' x 11' wd/stl 3 tier $ 400 30 1 Shelf unit 10 ''A' x 2' x 7' wd/stl 6 tier $ 280 31 1 Shelf unit 124" x 24" x 84" wd/stl 6 tier $ 140 32 1 Shelf unit 6' x 1' x 1 ''/2' formica, 3 shelf $ 40 Outside Attached Item Quantity Description Fair Market Value 33 1 Tire enclosure 214" x 86" x 109" chain link 1 gate $ 860 Signs Attached Item Quantity Description Fair Market Value 34 1 Sign 26' x 1 '/2' plastic letter illuminated "Ranch Muffler" $3,200 35 1 23' x 1 %2' plastic letters "Truck Accessories" $ 720 36 1 Lot vinyl letters on glass $ 540 37 1 Sign 8 '/2' x 1' vinyl letters "Ranch Muffler" $ 180 Attached (Not Listed in Crockett & Associates FF&E Appraisal) Item Quantity Description Fair Market Value A 1 Phone System $7,000 B 1 Security Cameras $7,000 C 1 Alarm System $2,000 Office Moveable Item Quantity Description Fair Market Value 39 1 Copier Xerox "Textronix" mdl. Phaser 7700 (as is) $1,850 40 1 File, wd 2 drw. Legal $ 95 41 1 File, stl 2 drw. Letter $ 64 42 1 Desk, formica "U" shape 68" & 71" x 29" $ 725 43 1 Swivel arm chair plastic, cloth $ 140 44 1 Paper shreader Aurora md. AS1019CS $ 40 45 1 Desk, wd 60" x 30", D/P $ 665 46 1 Swivel arm chair plastic, vinyl $ 160 47 1 Bookcase 23" x 17" x 30" wd. 2 tier $ 125 48 1 Desk, wd 48" x 24", S/P $ 445 49 1 Television Sceptre mdl. X2OSV 17 '/2" dia (est) ser. 630A2VP1AA2855 $ 175 50 1 VCR/DVD player Funai mdl. SV 2000 $ 25 51 1 Desk, wd 67" x 30", S/P 4 drw w/return, wd 46" x 25", S/P 1 dr $ 900 52 2 Side arm chairs stl, cloth $ 80 53 1 Lateral file 34" x 19'/2" x 29" wd, 2 drw $ 445 54 1 Lot misc. office equipment comprising: $ 825 4 Waste baskets 3 Staplers C-2 11086-0166\1601397v4.doc C-3 11086-0166\1601397v4.doc 2 Pencil holders 1 Brochure Holder 1 Case 7 Paper trays 2 Uninterruptible power supplies 3 Card holders 1 Pencil sharpener, electric 1 Tote 1 Document holder 2 Desk organizers 1 Portable heater 3 Plug strips 1 Calculator 2 Card/CD holders 1 Dry erase board Show Room Moveable Item Quantity Description Fair Market Value 56 3 Rim displays 23" x 23" x 69 '/2" stl. 4 tier $ 480 57 3 Side arm chairs plastic, cloth $ 120 58. 1 Couch 8' long vinyl $ 735 59 1 Side table 22" x 22" x 18" formica $ 345 60 1 Vending machine, drink mfg. "Coca Cola" 7 selection $1,400 61 1 Vending machine, snack mfg. 30'/2" x 19" x 58" 24 selection $ 950 62 2 Televisions Sansui mdl. CI w/ 1 wall mount $ 720 68. 1 Counter 91" x 16" x 42" formica, 6 dr w/countertop 96" x 20 "x 1 1/2" formica $ 500 69 2 Display cases 40" x 18" x 34" wd. glass 2 dr $ 240 70 1 Bookcase 30" x 12" x 32" formica, 4 tier $ 81 71 1 Bookcase 25" x 15" x 17" formica, 2 tier _ $ 50 72 1 Bookcase 36" x 12" x 31" formica, 3 tier $ 100 88 1 Culvert pipe, decorative 2" dia x 13' stl const $ 300 89 1 Culvert pipe, decorative 12" dia x 12' $ 80 90 1 Lot misc. showroom equipment comprising: $1,275 8 Pictures 1 Basket 4 Waste baskets 16 Brochure holders 1 Clock 3 Certificates 1 Fan 2 Bar stools 2 Plug strips 1 Card holder 1 Stapler 1 Rubber mat 2 Brooms 2 Catalog holders C-3 11086-0166\1601397v4.doc C-4 11086-0166\1601397v4.doc 10 Clip boards 1 Push broom 2 Dust pan 1 Lot binders 1 File holder 1 Paper tray 2 Desk organizers 1 Rolodex 2 Calculators 6 Parts bins 4 Extension cords 3 Business card holders 2 Signs, etc Lunch Room Moveable Item Quantity Description Fair Market Value 92 2 Side arm chairs plastic, cloth $ 70 94 1 Microwave Sanyo "Super Showerwave" $ 95 95 1 Lot misc. equipment comprising: $ 355 1 Drawer unit 1 Side chair 1 Calculator 2 Buckets 1 Easel 4 Pictures 1 Duster 1 Waste basket 1 Lot display parts 1 Coffee maker 1 Shelf unit, plastic Rubbermaid 36" x 18" x 38" 3 tier. etc. Shop Moveable Item Quantity Description Fair Market Value 96 3 Arc welders Lincold md. SP -175T $3,300 97 1 Shelf unit 77" x 12" x 96" wd, 8 tier $ 90 98 1 Arc welder, MIG Miller "MillerMatic 210" w/cart, tank $1,225 100 3 Cut off saws Makita mdl. 2414NB $ 465 101 1 Bench grider, 6" Delta mdl. 23-680 w/stand $ 125 102 1 Floor jack mfg 2 'A ton $ 230 103 2 Pedestal fans, 30" $ 320 104 1 Shelf unit 4' x 1' x 4' wd/stl, 3 tier $ 85 105 1 File, st14 drw, letter $ 50 108 4 Work benches 4' x 2' wd/stl $ 340 109 1 Tubing bender Hutch Manufacturing mdl. HB -10 ser. 4108 $5,550 110 1 Arc welder, MIG Lincoln "Power MIG" mdl. 215 w/cart, tank $1,150 111 2 Welders oxy-acctylene w/hose reel $1,500 112 1 Plasma cutter Hypertherm "Powermax" mdl. 380 $1,100 C-4 11086-0166\1601397v4.doc 113 1 Work bench 48" x 30" stl const $ 240 115 1 Hydraulic press Central Hydraulic mdl. 32879 20 ton cap $ 145 116 1 Drill press, 16" Central Hydraulic mdl. T-483 $ 320 117 1 Wheel balancer Hofmann mdl. Beodyna 80/80 $ 960 118 1 Tire changer Hofman mdl. Monty 1550 $1,875 119 1 Band saw, 14" Jet mdl. JWBS-14CS $ 500 120 1 Disk sander, 12" Delta mdl. 31-410 $ 200 121 1 Shelf unit 3' x 1 V2' x 6 stl rod, 6 tier $ 210 122 1 Cabinet 30" x 16" x 71" fonnica, 1 dr $ 40 123 1 Garment rack 124 1 Shelf unit 1 'h" x 1' x 6' wd, 7 tier $ 27 125 1 Tire rack 10' x 2' x 6 %2' stl. 2 tier $ 140 126 1 Tire rack 10' x 2' x 9' stl, 3 tier $ 220 127 1 Arc welder Lincoln "Ideal Arc" mdl. SP -200 $ 750 128 1 Shop crane mfg. 2 ton cap $ 175 130 2 Hitch racks 10' x 2 '/2' x 7' stl, 3 tier $ 450 131 1 Tube bender Blue Boy mdl. $7,800 132 1 Cabinet 3' x 1 %2' x 6' stl. 2 dr $ 30 133 1 Lot mise. shop equipment comprising: $2,000 1 Portable stairs 1 Hand truck 4 Carts 5 Bin units 1 Wire caddy 1 Heater 1 Clock 5 Brooms 6 Trash cans 1 Ladder, 18' 2 Fire extinguishers 3 Waste oil receivers, etc. Warehouse (Moveable) Item Quantity Description Fair Market Value 134 2 Shelf units 48" x 18" x 72" stl, 5 tier $ 240 136 1 Shelf unit 75" x 36" x 95" stl, 3 tier $ 300 137 1 Pallet rack, HD wd/stl w/3 uprights 47" x120" 8 beams 109" long $ 560 Rest Room (Moveable) Item Quantity Description Fair Market Value 143 1 Storage cabinet 24" x 16" x 60" formica, 2 dr $ 100 144 1 Side table 36" x 16" x 36" wd, painted 2 tier $ 81 145 1 Lot misc. equipment comprising: $ 12 1 Waste basket, etc. C-5 11086-0166\1601397v4.doc Exhibit "D" Form of Lease Agreement LEASE AGREEMENT BETWEEN THE CITY OF TEMECULA AND JIM MCGILL AND TERRI MCGILL, INDIVIDUALLY, AND DOING BUSINESS AS RANCH MUFFLER & TRUCK ACCESSORIES, INC. (MURRIETA CREEK BRIDGE AND OVERLAND DRIVE EXTENSION TO DIAZ ROAD, PROJECT NUMBER PW00-26) This Lease Agreement Between the City of Temecula and Jim McGill and Terri McGill, Individually, and Doing Business as Ranch Muffler & Truck Accessories, Inc. (Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, Project Number PW00-26) ("Lease") is dated and entered into as of , 2013 ("effective date") by and between the CITY OF TEMECULA, a municipal corporation ("Landlord" or "City") and JIM MCGILL AND TERRI MCGILL, INDIVIDUALLY, AND DOING BUSINESS AS RANCH MUFFLER & TRUCK ACCESSORIES, INC. ("collectively Tenant"). Landlord desires to lease to Tenant, and Tenant desires to lease from Landlord, the Premises described below, subject to and in accordance with the terms and conditions set forth below. A. Basic Lease Information. The Basic Lease Information, which is attached to this Lease as Exhibit "1" is incorporated into this Lease by this reference. B. Premises. Landlord leases to Tenant and Tenant leases from Landlord on the terms and conditions contained in this Lease the Premises, which is the real property commonly known as 27499 Commerce Center Drive, Temecula, and identified as Riverside County Assessor's Parcel Number 921-480-031. The Premises are described in the Basic Lease Information, a copy of which is attached as Exhibit "1" to this Lease and incorporated herein by this reference. The Premises include the Building described in the Basic Lease Information, the real property upon which the Building stands, common areas, driveways, walkways and other amenities appurtenant to or servicing the Building. 1. Demise. Landlord hereby leases the Premises to Tenant and Tenant hereby leases the Premises from Landlord, subject in each case to: (a) all covenants, conditions, restrictions, easements and other matters of record and any other matters affecting title thereto (including matters visible upon inspection or that would be revealed by an ALTA survey), and (b) the terms and conditions hereinafter set forth. 2. Condition of Premises. Tenant acknowledges that it currently occupies the Premises and has had full use of the Premises as the previous owner of the Premises. Accordingly, Tenant has full knowledge of the condition of the Premises. Tenant accepts the Premises in its current "AS -IS" condition, with all faults, as of the execution of this Lease. Except as expressly provided herein, Tenant acknowledges that neither Landlord nor any agent or employee of Landlord has made any representation, express or implied, as to the condition of the Premises or the suitability of the same for Tenant's intended use. Tenant represents and warrants that Tenant has made its own inspection of and inquiry regarding the condition of the Premises and is not relying on any express or implied representations of Landlord, its officials, agents, employees, attorneys, representatives, or any broker with respect thereto. D-1 11086-016611607741 v4.doc C. Term, Holdover, and Surrender 1. Term. Landlord will lease to Tenant the Premises on a month-to-month basis commencing on the date of the Close of Escrow ("Commencement Date") as defined in the Purchase and Sale Agreement, Settlement Agreement, General Release and Joint Escrow Instructions Between the City of Temecula and Jim McGill and Terri McGill, Individually, and Doing Business as Ranch Muffler & Truck Accessories, Inc. ("Purchase and Sale Agreement"), which is incorporated herein by this reference. Pursuant to Section 4 of said Purchase and Sale Agreement, Tenant may continue to occupy the Premises from the date of the Close of Escrow until January 1,2014 ("Termination Date"). Tenant shall surrender and vacate the Property on or before the Termination Date. a. The Premises will be deemed tendered to Tenant and acceptable for occupancy in the condition in which they exist as of the Commencement Date, and, except as otherwise expressly provided herein, the Landlord will have no obligation to undertake or complete any repair or construction of or modification thereto during the Term. Within ten (10) days after written request from Landlord, Tenant will execute and return to Landlord an acknowledgement of the Commencement Date of the term of this Lease. Landlord will provide to Tenant the form of acknowledgment. b. Tenant may terminate this Lease prior to the Termination Date by providing ten (10) calendar days prior written notice to Landlord. Such termination will constitute an "earlier termination of the Lease Term". c. Landlord may terminate the Lease prior to the Termination Date on breach by Tenant of any of the terms of this lease as provided below. 2. Notice to the City and Inspection of Premises. Tenant shall provide to the City written notice five days before it vacates the Premises. Tenant will also provide telephonic notice to Amer Attar, Principal Engineer, City of Temecula, five days before it vacates the Premises. The parties agree and acknowledge that the purpose of the five business days notice is to provide sufficient time for the parties to schedule a final inspection of the Premises, including an inventory of the attached fixtures and equipment and moveable items discussed in Section M. below (referred to below as "final inspection of the Premises"). The five days written notice also allows the parties to coordinate the transfer of the utilities on the Premises from Tenant to the City. It also allows the parties time to coordinate the vacation of the Premises and Tenant's delivery to the City of the keys to the Premises. 3. Holdover. If Tenant holds over, after the expiration or earlier termination of the Lease Term, or otherwise fails to comply with Section C.1. above or Section J. below, without the express written consent of Landlord, Tenant shall become a tenant at sufferance only, and the Base Rent for such holdover period shall be increased to the fair market rental rate set forth belowin Section D.3. or D.4., whichever applies. Acceptance by Landlord of rent or any other payment after such expiration or earlier termination of this Lease shall not constitute Landlord's consent to a holdover hereunder or result in a renewal. The above provisions of this Section C.2. are in addition to and shall not be deemed to limit or constitute a waiver of D-2 11086-016611607741v4.doc Landlord's right of re-entry or any rights of Landlord or Tenant under this Lease or otherwise provided by law or equity. 4. Surrender. At the Termination Date as discussed above in Section C.1. or earlier termination of this Lease, Tenant shall, at its sole cost and expense, deliver the Premises to Landlord in similar or better condition and repair as Tenant received the Premises, ordinary wear and tear excepted. Tenant shall deliver the Premises broom clean with all of Tenant's personal property removed. In accordance with Section L. below, Tenant shall not remove from the Premises the items described on Exhibit "2" hereto when it vacates the Premises. Accordingly, Tenant agrees to vacate the Premises on or before January 1, 2014. Tenant will vacate and deliver the Premises to the City in good order and condition immediately on the Termination Date and deliver the keys to the City of Temecula. Tenant will pay all closing utility bills -up to, and including, the Termination Date. If Tenant fails to surrender the Premises or to otherwise comply with Section J. hereof upon the expiration or earlier termination of this Lease without Landlord's express written consent, Tenant shall indemnify and hold Landlord harmless from all loss, liability, cost, damage and expense, including without limitation, attorneys' fees and costs, arising from or relating to Tenant's failure to surrender the Property on or before January 1, 2014, or to otherwise comply with Section J. hereof, including, without limitation, any and all costs relating to eviction proceedings, any claim made by any succeeding tenant, founded on or resulting from such failure to surrender on or before the Termination Date. D. Rent. 1. Definition of Rent. Rent includes all monetary obligations of Tenant to Landlord under the terms of this Lease, including but not limited to Base Rent as defined below, late charges, interest, insurance premiums, and real estate taxes (collectively "Rent"). 2. Base Rent Terms During Term. Tenant's Base Rent from the Close of Escrow through December 31, 2013 will be One Dollar ($1.00) per month, or any portion thereof. During this term, Tenant is responsible for paying for all other items included in the definition of Rent in Section D.1. above and complying with all of Tenant's other obligations under this Lease, including but not limited to maintenance, repair, utility and operation costs. 3. Base Rent On Holdover by Tenant for the period of January 1, 2014 through January 31, 2014. If Tenant holds over after the expiration of the Lease Term and thus fails to vacate the Property on or before January 1, 2014, Tenant's Base Rent commencing on January 1, 2014 through January 31, 2014 is $2,500.00 per month, prorated for any partial calendar month. 4. Base Rent on Holdover by Tenant for any period after January 31, 2014. Tenant agrees and acknowledges that Landlord has advised Tenant that it plans to demolish the structures on the Premises as soon as possible after the Termination Date. Accordingly, if Tenant holds over after January 31, 2014 and thus fails to vacate the Property on or before January 31, 2014, Tenant's Base Rent commencing on February 1, 2014 is $5,300 per month, prorated for any partial calendar month, plus any contractor delay damages, penalties, costs and fees, including reasonable attorneys' fees, incurred by the City in connection with the City's D-3 11086-0166` 1607741 r4 doc Project and demolition of the structures on the Premises. The provisions in this Section D.4. are in addition to the indemnification requirements set forth above in Section C.4. E. Triple Net Lease. It is the purpose and intent of Landlord and Tenant that all Rent payable to Landlord under this Lease will be absolutely net of all costs and expenses to Landlord that relate in any way to the Premises, including, without limitation, any and all maintenance, repair, utility and operation costs and that Tenant will be solely responsible for such costs and expenses unless otherwise expressly provided in this Lease. Tenant will be solely responsible for arranging for the delivery and payment of all water, gas, heat, light, power, telephone, trash disposal and other utilities and services supplied to the Premises. Landlord, however, is responsible for the fees and/or assessments levied on property owners by the Rancho California Business Center Phases 2, 3 & 4, Inc., a California nonprofit mutual benefit corporation pursuant to the Declaration of Protective Covenants for Rancon Commerce Center, Phases 2, 3 & 4, recorded on October 14, 1986 as Instrument Number 254851 of Official Records of the County of Riverside ("Business Park Association Dues"). F. Use. Tenant will use the Premises only for those purposes for which Tenant used the Premises on the Commencement Date. This includes muffler service, repair and automobile accessories retail shop. G. Taxes and Impositions. Tenant will pay and discharge before the day when the same become delinquent, any and all taxes, assessments, rates, charges, license fees, municipal liens, levies, excises, or imposts, whether general or special, or ordinary or extraordinary, of every name, nature and kind whatsoever, including all governmental charges of whatsoever name, nature or kind which may now or hereafter be levied, assessed, charged or imposed against or which may become a lien or charge upon the Premises or any part thereof, or upon Tenant's estate hereby created or upon Landlord by reason of its ownership of the fee underlying this Lease (collectively "Impositions"). Landlord will have no obligation to pay or discharge any Imposition or any penalties or interest resulting from late payment, except to the extent that Landlord did not provide Tenant sufficient information for the timely payment of any Imposition, penalty or interest not less than 30 calendar days prior to the date that such payment would become delinquent. 1. Proration of Taxes. All of the taxes, assessments, charges, imposts and levies of any nature whatsoever that will relate to a fiscal year during which the Lease Term (and Extension term, if applicable) will commence or terminate, will be prorated between Landlord and Tenant as of the Commencement Date or Termination Date, as applicable. 2. Evidence of Payment. Within 15 calendar days after written request of Landlord, Tenant will obtain and deliver to Landlord evidence of payment of all Impositions, including, without limitation, receipts or duplicate receipts. 3. Duty to File Declarations. Tenant alone will make or file any declaration, statement or report that may be provided or required by law as the basis of or in connection with the determination, equalization, reduction or payment of any and every Imposition that is to be paid or that may become payable by Tenant under the provisions of this Section G., and Tenant will promptly give Landlord copies thereof. Landlord will not be or become responsible to D-4 11086-016611607741 v4.doc Tenant therefore, nor for the contents of any such declaration, statement or report. 4. Payment Through Landlord. In case any person or entity to whom any sum is directly payable by Tenant under this Section G. will refuse to accept payment of such sum from Tenant, and Tenant knows or has reason to believe that its payment will be refused, Tenant will pay such sum directly to Landlord not less than 15 calendar days prior to its being due, and Landlord will thereupon pay such sum to such person or entity. Landlord will not be responsible for any late charge or penalty that may be assessed in connection therewith. 5. Personal Property. Throughout the Lease Term, Tenant will pay and discharge, when and as the same become due, directly to the taxing authority, all taxes, assessments and other charges imposed or levied upon any personal property situated in, on or about the Premises. Tenant will use commercially reasonable efforts to cause such personal property taxes to be levied or assessed separately from the Premises. H. No Nuisance. Tenant will not allow, suffer or permit the Premises or any use thereof to constitute a nuisance. I. Compliance with Laws. During the term of this Lease, Tenant, at Tenant's sole expense, will comply with and cause all of Tenant's agents to comply with all applicable laws, ordinances, rules and regulations of governmental authorities applicable to the Premises, the business operated on the Premises by Tenant, and Tenant's use or occupancy thereof, including, without limitation, all laws pertaining to employees of the Tenant, the law commonly known as the Americans With Disabilities Act, all applicable laws and permits for gasoline businesses, and Environmental Laws as defined in this Section. The term "Environmental Laws" shall mean and include all federal, state and local statutes, ordinances, regulations and rules in effect on or prior to the date hereof relating to environmental quality, health, safety, contamination and clean-up, including, without limitation, the Clean Air Act, 42 U.S.C. Section 7401 et seq.; the Clean Water Act, 33 U.S.C. Section 1251 et seq.; and the Water Quality Act of 1987; the Federal Insecticide, Fungicide, and Rodenticide Act 7 U.S.C. Section 136 et seq.; the Marine Protection, Research, and Sanctuaries Act, 33 U.S.C. Section 1401 et seq.; the National Environmental Policy Act, 42 U.S.C. Section 4321 et seq.; the Noise Control Act, 42 U.S.C. Section 4901 et seq.; the Occupational Safety and Health Act, 29 U.S.C. Section 651 et seq.; the Resource Conservation and Recovery Act 42 U.S.C. Section 6901 et seq.; as amended by the Hazardous and Solid Waste Amendments of 1984; the Safe Drinking Water Act, 42 U.S.C. Section 300f et seq.; the Comprehensive Environmental Response, Compensation and Liability Act 42 U.S.C. Section 9601 et seq. as amended by the Superfund Amendments and Reauthorization Act, the Emergency Planning and Community Right -to -Know Act and the Radon Gas and Indoor Air Quality Research Act; the Toxic Substances Control Act 15 U.S.C. Section 2601 et seq.; the Atomic Energy Act, 42 U.S.C. Section 2011 et seq.; and the Nuclear Waste Policy Act of 1982, 42 U.S.C. Section 10101 et seq.; and state and local environmental statutes and ordinances, with implementing regulations and rules in effect on or prior to the date hereof. J. Hazardous Materials. During the term, Tenant will not cause or suffer or permit any Hazardous Materials, as defined below, to be brought upon, kept, used, discharged, deposited or leaked in or about the Premises by Tenant or any of Tenant's agents. If Tenant breaches the obligations stated in this Section J., or if the presence of any Hazardous Material on D-5 11086-016611607741 v4.doc the Premises caused or suffered or permitted by Tenant or any of Tenant's agents results in contamination of the Premises during the Term, or if contamination of the Premises by any Hazardous Material otherwise occurs during the Term, then Tenant will indemnify, defend and hold Landlord harmless from any and all claims, damages, costs, liabilities and expenses (including, without limitation, diminution in value or use of the Premises, reasonable attorneys' fees, consultant fees and expert fees) which arise during or after the Term as a result of such contamination. This indemnification will include, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work on or under the Premises required by governmental authorities having jurisdiction with respect to such contamination. "Hazardous Material" means any hazardous or toxic substance, material or waste which is or becomes regulated by any local, state or federal governmental authority or by common law decisions, including without limitation (i) all chlorinated solvents, (ii) petroleum products or by-products, (iii) asbestos and (iv) polychlorinated biphenyls. K. Alterations. Tenant will not during the Term make or suffer to be made any material alterations, additions or improvements in or to the Premises (herein collectively called "Alterations") without first obtaining Landlord's written consent thereto. Landlord's consent may be withheld in Landlord's sole discretion if Alterations will affect the structure of the Building or its electrical, mechanical, heating, ventilating, air conditioning, life safety or plumbing systems (the "Building Systems"); otherwise Landlord's consent will not be unreasonably withheld. Notwithstanding the foregoing, the Landlord's consent to Alterations of the Building Systems will not be unreasonably withheld if such Alterations are for the purpose of maintaining Tenant's existing business capabilities during the Tenn of the Lease. All Alterations to the Premises will become the property of Landlord, and will be surrendered to Landlord, on the Termination Date or earlier termination of this Lease. L. City's Final Compensation Payment to Tenant for Attached Furniture, Fixtures and Equipment and Moveable Items. Pursuant to the Purchase and Sale Agreement, ten business days after the City's final inspection of the Property (as defined above in Section C.2.), First American Title Insurance Company ("Escrow Holder") shall release to Ranch Muffler and Truck Accessories, Inc. the $109,100 ("Final Compensation Payment") held in the Escrow established pursuant to the Purchase and Sale Agreement Said payment is for the fair market value of the attached furniture, fixtures and equipment and the moveable items described on Exhibit "2" hereto that the City is purchasing from Tenant in accordance with the Purchase and Sale Agreement. Tenant shall not remove from the Premises any of the attached furniture, fixtures and equipment and moveable items described on Exhibit "2" hereto when it vacates the Premises on the Termination Date or earlier termination of this Lease. The Final Compensation Payment will be reduced by the fair market value of any attached furniture, fixtures and equipment or moveable items described in Exhibit "2' hereto that are missing on the date of the final inspection of the Premises and any costs incurred by the City in connection with Tenant's failure to surrender the Premises as provided above in Sections C.4., D.3. and D.4. The City and Tenant agree that the absence of any item described in Exhibit "2" hereto on the date of the final inspection of the Premises triggers a deduction from the $109,100 of the fair market value of such item (set forth on Exhibit "2") and that they will not dispute this deduction. The City agrees it will notify Tenant of any deductions from the Final Compensation Payment within five business days of the final inspection of the Premises. In accordance with Section 6.b. of the D-6 11086-016611607741 v4.doc Purchase and Sale Agreement, the City and Tenant shall provide joint instructions to Escrow Holder confirming the amount of any deductions from the $109,100 within seven business days of the final inspection of the Premises. Tenant's obligations under this Section will survive any termination of this Lease. Tenant waives and releases its rights under Section 1019 of the California Civil Code, or any similar law, statute or ordinance now or hereafter in effect, to the extent inconsistent with the provisions of this Lease. Tenant's obligations under this Section will survive any termination of this Lease. M. Tenant -owned Property. Tenant shall remove the attached fixtures and equipment and the moveable items that either belong to Tenant or to vendors of Ranch Muffler. These are referred to below collectively as "Tenant -owned Property". The Tenant -owned Property does not include any items described in Exhibit "2". Tenant will remove the Tenant - owned Property on or before the Termination Date or earlier termination of this Lease. Tenant's obligations under this Section will survive any termination of this Lease. Tenant waives and releases its rights under Section 1019 of the California Civil Code, or any similar law, statute or ordinance now or hereafter in effect, to the extent inconsistent with the provisions of this Lease. Tenant's obligations under this Section will survive any termination of this Lease. N. Repairs and Other Work. 1. Tenant's Obligations. Tenant will at all times during the Term of this Lease maintain the Premises in the same condition in which they exist as of the Commencement Date, ordinary wear and tear and casualty excepted. Except as otherwise specifically set forth herein, Landlord will not be liable for, and there will be no abatement of rent, with respect to, any injury to or interference with Tenant's business arising from any repairs, maintenance, alteration or improvement in or to any portion of the Premises, or in or to the fixtures, appurtenances and equipment therein. 2. Conditions Applicable to Repairs and Other Work. All repairs, replacements, and reconstruction (including, without limitation, all Alterations) made by or on behalf of Tenant or any of Tenant's agents during the Term will be made and performed (a) at Tenant's cost and expense, (b) by reputable contractors or mechanics reasonably approved by Landlord, (c) in such manner as to be at least equal in quality of materials and workmanship to the original work or installation, (d) in accordance with such reasonable requirements as Landlord may impose with respect to insurance and bonds to be obtained by Tenant in connection with the proposed work, and (e) in compliance with such other requirements as Landlord may reasonably impose (including without limitation a requirement that Tenant furnish Landlord with as -built drawings upon completion of the work). O. Liens. Tenant will keep the Premises free from any liens during the term of the Lease, except to the extent caused by Landlord. In the event that Tenant will not, within 15 calendar days following notice of the imposition of any such lien, cause same to be released of record by payment or posting of a bond fully satisfactory to Landlord in form and substance, Landlord will have, in addition to all other remedies provided herein and by law, the right (but not the obligation) to cause the lien to be released by such means as Landlord will deem proper, including, without limitation, payment of the claim giving rise to such lien. All such sums paid by Landlord and all expenses incurred by it in connection therewith will be considered rent and D-7 11086-0166\ 1607741 v4.doc will be payable by Tenant within 30 calendar days after demand. Landlord will have the right at all times to post and keep posted on the Premises any notices permitted or required by law, or that Landlord will deem proper for the protection of Landlord, the Premises and any other party having an interest therein, from any claims or liens presently claimed or which will be claimed against the Premises for work performed or commenced by contractors, subcontractors, suppliers, engineers and/or architects and surveyors. In addition to all other requirements contained in this Lease, Tenant will give to Landlord at least five business days' prior written notice of commencement of any construction on the Premises. P. Inability to Perform. Except to the extent expressly provided herein, if, by reason of acts of God, governmental restrictions, strikes, labor disturbances, shortages of materials or supplies or any other cause or event beyond Landlord's reasonable control, Landlord is unable to fulfill or is delayed in fulfilling any of Landlord's obligations under this Lease or any collateral instrument, no such inability or delay will (1) constitute an actual or constructive eviction, in whole or in part, (2) entitle Tenant to any abatement or diminution of rent, (3) relieve Tenant from any of its obligations under this Lease, or (4) impose any liability upon Landlord or its agents by reason of inconvenience or annoyance to Tenant or by reason of injury to or interruption of Tenant's business, or otherwise. Q. Damage and Destruction. 1. Rights and Obligations. If the improvements now located on the Premises or any part of the Premises are damaged by fire or other casualty, Tenant will diligently restore said improvements to their condition prior to the damage, at Tenant's sole cost and expense. 2. Non -Application of Certain Statutes. The provisions of this Lease constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Premises. Any statute or regulation of the State of California or any other governmental authority or body, including, without limitation, Sections 1932(2), 1933(4), 1941 and 1942 of the California Civil Code, with respect to any rights or obligations concerning any such damage or destruction, will have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portions of the Building. R. Insurance. 1. Liability Insurance. Comprehensive general liability insurance against any and all liability of the insured for personal injury, death, or property damage with respect to or arising out of the ownership, maintenance, use or occupancy of the Premises, and all operations incidental thereto including, but not limited to, structural alterations, new construction and demolition, including a broad form commercial general liability endorsement covering the insuring provisions of this Lease and the performance by Tenant of the indemnity agreements set forth in this Lease, the insurance to have limits of not less than $2,000,000 (Two Million Dollars) for bodily injury, personal injury and property damage liability. 2. Worker 's Compensation Insurance. Worker's Compensation insurance covering all persons employed by Tenant in the conduct of its business on the Premises, or as D-8 11086-0166\1607741 v4. doc required by law from time to time. 3. Special Cause of Loss. "Special Cause of Loss" property insurance on the improvements in an amount not less than the full insurable value on a replacement cost basis of the improvements on the Land and Tenant's trade fixtures. During all construction periods, such policy will be written in the so-called "Builder's Risk Completed Value Non -Reporting Form" with no coinsurance requirement and will contain a provision granting the insured permission to complete. 4. Policy Requirements. All insurance required under this Lease will: (a) have Landlord named as additional insured; (b) state that the insurance afforded to each of the above-named insureds will be primary insurance and any other valid and collectible insurance available to either of the insureds will be excess insurance and under no circumstances will be considered contributory; (c) provide that coverage will not be revised, canceled or reduced until at least 30 calendar days written notice of such revision, cancellation or reduction has been given to Landlord (except in the event of cancellation for nonpayment of premium, which notice will be provided at least ten calendar days prior to cancellation); and (d) be issued by insurance companies which are qualified to do business in the State of California and having a rating of not less than A.M. Best Rating of A-1:VII. 5. Blanket Policy. Any or all insurance required under this Lease may be part of a blanket policy or policies of insurance maintained by Tenant covering the risks to be insured against under this Lease so long as the coverage required under this Lease is not diminished. 6. Right of Landlord to Obtain Insurance. Prior to the Commencement Date, and thereafter not less than 30 calendar days prior to the expiration date of each policy theretofore furnished pursuant to this Section R., Tenant will deliver to Landlord, in the manner required for notices, copies or certificates of all insurance policies required by this Lease or, alternatively, proof acceptable to Landlord that such insurance has been or will be obtained prior to the Commencement Date or the expiration date of such policies, as applicable. If Tenant fails or refuses to procure or to maintain insurance as required by this Lease, or fails or refuses to furnish Landlord with proof acceptable to Landlord that the insurance has been or will be procured within five business days following Landlord's demand for such proof, Landlord will have the right, at Landlord's election, to procure and maintain such insurance, in addition to all other rights and remedies Landlord may possess on account of such default. The premiums paid by Landlord in such event will be treated as rent due from Tenant to be paid on the first day of the next month following the date on which the premiums were paid, with interest at a rate equal to the Interest Rate from the time of payment until repayment. Landlord will give prompt notice of the payment of such premiums, stating the amounts paid and the names of the insurer or insurers to whom such premiums were paid. 7. Waiver of Subrogation. Landlord and Tenant each agree to have their respective insurance companies issuing insurance with respect to the Premises waive any rights of subrogation that such companies may have against Landlord or Tenant, as the case may be. Landlord and Tenant hereby waive any and all rights of recovery against the other, or against the officers, employees, agents and representatives of such other party, for loss of or damage to such D-9 11086-0166\ 1607741 v4. do c waiving party or its property or the property of others under its control, arising from any cause insured against under any insurance policies required to be carried by this Section R. or under any other policy of insurance carried by such waiving party, to the full extent permitted by such policies. 8. Compliance with Insurance Requirements. Tenant will not do anything, or suffer or permit anything to be done, in or about the Premises that will invalidate or be in conflict with the provisions of any fire or other insurance policies covering the Building or any property located therein. Tenant, at Tenant's expense, will comply with, and will cause all occupants of the Premises to comply with, all applicable customary rules, orders, regulations or requirements of any board of fire underwriters or other similar body. 9. Building Services. The Landlord will have no liability for, or responsibility to provide or maintain, any safety or security devices or services in the Premises or the Building. The risk that any safety or security device, service or program may not be effective, or may malfunction or be circumvented, is assumed solely by Tenant with respect to Tenant's property and interests, and Tenant will obtain insurance coverage to the extent Tenant desires protection against criminal acts and other losses. 10. Insurance on Tenant's Property. Tenant will during the Term provide insurance coverage for all risks of physical loss or damage insuring the full replacement value of the Tenant Owned Property and all other items of personal property of Tenant. S. Possessory Interest Tax and Other Taxes. Landlord hereby gives Tenant notice, and Tenant acknowledges receipt of such notice, as required pursuant to California Revenue and Taxation Code Section 107.6, that the leasehold interest created by this Lease may result in a possessory interest tax being levied against the Premises, and that in such event Tenant will be obligated to pay such tax. In addition, Tenant will be solely responsible for the payment of all other taxes attributable to the Tenant's occupancy and use of the Premises. T. No Assignment. Tenant agrees not to sublet or assign, directly or indirectly, voluntarily or by operation of law, sell, assign, encumber, pledge or otherwise transfer or hypothecate all or any part of the Premises or Tenant's leasehold interest hereunder (each such act is herein referred to as an "Assignment"), or sublet the Premises or any portion thereof or permit the Premises to be occupied by anyone other than Tenant. U. Default. 1. Events of Default. The occurrence of any one or more of the following events will constitute a default or breach of this Lease by Tenant: a. Failure of Tenant to pay any rent when due, where such failure has not been cured within three (3) days of written notice of such failure. b. Failure of Tenant to perform any of the provisions of this Lease to be performed by Tenant, where such failure will continue for thirty (30) days after notice of such failure by Landlord to Tenant; provided however, that if the nature of Tenant's default is such D-10 11086-016611607741 v4. doc that more than thirty (30) days are reasonably required for its cure, then Tenant will not be deemed to be in default if Tenant commences such cure within such thirty (30) day period and thereafter diligently prosecutes such cure to completion. c. The filing by or against Tenant of any action or proceeding under any federal or state insolvency, reorganization, bankruptcy or other debtor relief statute now or hereafter existing, (unless in the case of such action taken against Tenant, the same is dismissed within sixty (60) days); or the appointment of a trustee or receiver over or the attachment of Tenant's leasehold estate in the Premises or Tenant's assets at the Premises that is not dismissed within thirty (30) days after the filing thereof. V. Remedies. Upon the occurrence of a default by Tenant under this Lease that is not cured by Tenant within the grace periods specified in Section U., Landlord will have the following rights and remedies, in addition to all other rights and remedies available to Landlord at law or in equity: 1. Rights and Remedies. a. The rights and remedies provided by California Civil Code Section 1951.2, including, but not limited to, the right to terminate Tenant's right to possession of the Premises and to recover the amounts specified in California Civil Code Subsections 1951.2(a)(1)-(4); b. The rights and remedies provided by California Civil Code Section 1951.4, including, without limitation, the right to continue the Lease in effect after Tenant's breach and abandonment and recover rent as it becomes due. Acts of maintenance or preservation, efforts to re -let the Premises or the appointment of a receiver upon Landlord's initiative to protect its interest under this Lease will not of themselves constitute a termination of Tenant's right to possession; c. The right and power to enter the Premises and remove therefrom all persons and property, to store such property in a public warehouse or elsewhere at the cost of and for the account of Tenant, and to sell such property and apply the proceeds therefrom pursuant to applicable California law; d. The right to have a receiver appointed for Tenant, upon application by Landlord, to take possession of the Premises, and to apply any monies collected from the Premises; and e. The right to specific performance of any or all of Tenant's obligations hereunder, and to damages for delay in or failure of such performance. 2. Remedies Cumulative. The exercise of any remedy provided by law or the provisions of this Lease will not exclude any other remedies unless this Lease expressly excludes such remedies. Tenant hereby waives any right of redemption or relief from forfeiture following termination of, or exercise of any remedy by Landlord with respect to, this Lease. D-11 11086-01661160774 I v4.doc W. Fees and Expenses; Indemnity; Payment. 1. Landlord's Right to Remedy Defaults. If Tenant will default in the performance of any of its obligations under this Lease after notice and expiration of the applicable cure period, Landlord may remedy such default at Tenant's expense, without thereby waiving any other rights or remedies of Landlord with respect to such default. Notwithstanding the foregoing, Landlord will have the right to cure any failure by Tenant to perform any of its obligations under this Lease without notice to Tenant if such failure results in an immediate threat to life or safety of any person, or impairs the Building or its efficient operation. 2. Indemnity. Except to the extent caused by the negligence or willful misconduct of Landlord, Tenant will indemnify Landlord, against and save Landlord harmless from and defend Landlord through attorneys reasonably satisfactory to Landlord from and against any and all claims, losses, costs, liabilities, damages and expenses including, without limitation, reasonable attorneys' fees, to the extent incurred in connection with or arising from (a) any default by Tenant in the observance or performance of any of the terms, covenants, conditions or other obligations of this Lease, or the failure of any representation made by Tenant in this Lease, (b) the use or occupancy or manner of use or occupancy of the Premises during the Term by Tenant or any person occupying the Premises, (c) the condition of the Premises during the Term or any occurrence or happening on the Premises between the Commencement Date and the time Landlord has accepted the surrender of the Premises after the expiration or termination of the Term, (d) any act of Tenant or its employees or invitees while on the Premises, or (e) Landlord's inability to obtain access to any portion of the Premises with respect to which Landlord has not been furnished a key (if locked) or access has been otherwise restricted. 3. Interest on Past Due Obligations. Unless otherwise specifically provided herein, any amount due from Tenant to Landlord under this Lease which is not paid within five calendar days from the date when due will bear interest from the due date until paid at the lesser of the highest rate then permitted by law or a rate per annum which is equal to four percent (4%) plus the highest rate identified by Bank of America NT&SA as its "reference rate" between the date such amount was due and the date such payment was received. The payment of such interest will not alone excuse or cure any default under this Lease. X. Access to Premises. Landlord reserves for itself and its agents, employees and independent contractors the right to enter the Premises, subject to Tenant's reasonable requirements for maintaining secure areas, at all reasonable times (upon reasonable telephonic notice) to inspect the Premises, to supply any service to be provided by Landlord to Tenant, to post notices of non -responsibility, to determine whether Tenant is complying with its obligations under this Lease, and to alter, improve or repair the Premises or any other portion of the Building. In the event of an emergency, Landlord will have the right to enter the Premises at any time without notice. Landlord will have the right to use any and all means that Landlord may deem necessary or proper to open doors in an emergency, in order to obtain entry to any portion of the Premises. Tenant hereby waives any claim for damages for any injury or inconvenience to or interference with Tenant's business, any loss of occupancy or quiet enjoyment of the Premises, any right to abatement of rent, or any other loss occasioned by Landlord's exercise of any of its rights under this Section X. Tenant waives all rights to consequential damages (including, without limitation, damages for lost profits and lost opportunities) arising in D-12 11086-016611607741v4.doc connection with Landlord's exercise of its right under this Section X. Y. Notices. Except as otherwise expressly provided in this Lease, any payment required to be made and any bills, statements, notices, demands, requests or other communications given or required to be given under this Lease will be effective only if rendered or given in writing, sent by personal delivery or registered or certified mail, return receipt requested, or by overnight courier service or by facsimile transmission with a following copy by first class mail, addressed (a) to Tenant at the Premises, (b) to Landlord at the address set forth in the Basic Lease Information or (c) to such other address as either Landlord or Tenant may designate as its new address in California for such purpose by notice given to the other in accordance with the provisions of this Section Y. Any such bill, statement, notice, demand, request or other communication will be deemed to have been rendered or given on the date of receipt or refusal to accept delivery. Z. No Waiver. No provision of this Lease may be waived, and no breach thereof will be waived, except by a written instrument signed by the party against which the enforcement of the waiver is sought. No failure by Landlord to insist upon the strict performance of any obligation of Tenant under this Lease, no course of conduct between Landlord and Tenant, and no acceptance of the keys or to possession of the Premises before the termination of the Term by Landlord or any employee or representative of Landlord will constitute a waiver of any breach or a waiver or modification of any term, covenant or condition of this Lease. No payment by Tenant of a lesser amount than the aggregate of all rent then due under this Lease will be deemed to be other than on account of the first items of such rent then accruing or becoming due, unless Landlord elects otherwise. AA. Tenant's Certificates. Tenant, at any time and from time to time, within ten calendar days after written request, will execute, acknowledge and deliver to Landlord, addressed (at Landlord's request) to any prospective purchaser, ground or underlying lessor or mortgagee or beneficiary of any part of the Premises, an estoppel certificate in form and substance reasonably designated by Landlord. Tenant's failure to do so within such ten (10) day period will be conclusive upon Tenant that all facts set forth in Landlord's proposed certificate are true and correct. BB. Miscellaneous. 1. Successors and Assigns. The terms, covenants and conditions contained in this Lease will bind and inure to the benefit of Landlord and Tenant and, except as otherwise provided herein, their respective personal representatives and successors and assigns. 2. Severability. If any provision of this Lease or the application thereof to any person or circumstance will, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such provision to persons or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each provision of this Lease will remain in effect and will be enforceable to the full extent permitted by law. 3. Applicable Law. This Lease will be governed by and construed in accordance with the laws of the State of California. D-13 11086-016611607741 v4.doc 4. Integration. The terms of this Lease (including, without limitation, the Exhibits hereto) are intended by the parties as a final expression of their agreement with respect to such terms as are included in this Lease and may not be contradicted by evidence of any prior or contemporaneous agreement, arrangement, understanding or negotiation (whether oral or written). 5. Quiet Enjoyment. Upon Tenant paying the rent and performing all of Tenant's obligations under this Lease, Tenant may peacefully and quietly enjoy the Premises during the Term as against all persons or entities claiming by or through Landlord. 6. Time of Essence. Time is of the essence of each and every provision of this Lease. 7. Broker's Commissions. Each party represents and warrants to the other that it has not entered into any agreement or incurred or created any obligation which might require the other party to pay any broker's commission, finder's fee or other commission or fee relating to the leasing of the Premises, except for the brokers specified in the Basic Lease Information. Each party will indemnify, defend and hold harmless the other and the other's constituent partners and their respective officers, directors, agents and employees from and against all claims for any such commissions or fees made by anyone claiming by or through the indemnifying party, except for the brokers named in the Basic Lease Information. 8. Recovery Against Landlord. Tenant will look solely to Landlord's interest in the Premises for the recovery as provided under applicable law of any judgment against Landlord. Landlord, its officers, employees, agents, attorneys and representatives will never be personally liable for any such judgment. In the event that any Landlord hereunder sells or conveys its interest in the Building, all liabilities and obligations on the part of such Landlord under this Lease accruing thereafter will terminate and all such liabilities and obligations will be binding upon the new owner. 9. Counterparts. This Lease may be executed in several counterparts, each of which will be deemed an original, and all of such counterparts together will constitute one and the same instrument. 10. Amendments. No amendments or modifications of this Lease or any agreements in connection therewith will be valid unless in writing duly executed by both Landlord and Tenant. No amendment to this Lease will be binding on any mortgagee or beneficiary of Landlord (or purchaser at any foreclosure sale) unless such mortgagee or beneficiary will have consented thereto in writing. 11. Attorneys' Fees. If Landlord becomes a party to any litigation not initiated by Tenant concerning this Lease or the Premises by reason of any act or omission of Tenant or its authorized representatives, and not by reason of its own act or omission or any act or omission of its authorized representatives, Tenant will be liable to Landlord for reasonable attorneys' fees and court costs incurred by Landlord in the litigation. If either party commences an action against the other party arising out of or in connection with this Lease, or institutes any proceeding in a bankruptcy or similar court which has jurisdiction over the other party or any or D-14 11086-016611607741 v4. doc all of its property or assets, the prevailing party will be entitled to have and recover from the losing party reasonable attorneys' fees and court costs. The fees recoverable, as provided above, will include fees incurred on appeal and any other post judgment proceeding. IN WITNESS WHEREOF, Landlord and Tenant have each caused their duly authorized representatives to execute this Lease on their behalf as of the date first above written. TENANT JIM MCGILL AND TERRI MCGILL Dated: By: Jim McGill Dated: By: Terri McGill RANCH MUFFLER & TRUCK ACCESSORIES, INC. Dated: By: Title: Dated: By: Title: Approved as to form: Law Offices of John M. Siciliano John M. Siciliano, Esq. Attorneys for Jim McGill and Terri McGill, individually, and doing business D-15 11086-01 6611 60774 1 v4.doc as Ranch Muffler & Truck Accessories, Inc. LANDLORD CITY OF TEMECULA, a municipal corporation Dated: ATTEST: Susan W. Jones, MMC, City Clerk Approved as to form: RICHARDS, WATSON & GERSHON Peter M. Thorson, City Attorney 11086-0166\ 1607741 v4. doc By: Aaron Adams, City Manager D-16 Exhibit "1" to Lease Basic Lease Information Premises: The real property is an approximate 20,505 square foot parcel (0.471 acre) commonly known as 27499 Commerce Center Drive, Temecula, California 92590, and identified as Riverside County Tax Assessor's Parcel Number 921-480-031. Building: An approximate 6,480 square foot light industrial building located on the Premises Landlord's Address: City of Temecula 41000 Main Street Temecula, California 92590 Tenant's Address: Jim McGill and Terri McGill dba Ranch Muffler & Truck Accessories, Inc. 27499 Commerce Center Drive Temecula, California 92590 Commencement Date: Date of Close of Escrow pursuant to Purchase and Sale Agreement, Settlement Agreement, General Release and Joint Escrow Instructions Between the City of Temecula and Jim McGill and Terri McGill, Individually, and Doing Business as Ranch Muffler & Truck Accessories, Inc., in Connection with the Murrieta Creek Bridge and Overland Drive Extension to Diaz Road, Project Number PW00-26 Termination Date: January 1, 2014 Legal Description and Diagram of Premises: See Exhibits "A" and "B" to Basic Lease Information Tenant's Tax Share: 100% Tenant's Expense Share: . 100% Use: See Section F. of Lease Exhibit "1" to Lease 11086-016611607741 v4. doc February 8, 2010 Sheet 1 of 1 EXHIBIT "A" LEGAL DESCRIPTION RIGHT-OF-WAY ACQUISITION (OVERLAND DRIVE) LOT 25 OF TRACT MAP NO. 16178, SITUATED IN THE CITY OF TEMECULA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, RECORDED AUGUST 8, 1986 AS SHOWN BY MAP ON FILE IN BOOK 160, PAGES 102 THROUGH 104, INCLUSIVE, OF MAPS, OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA. CONTAINING: 20,505 SQ. FT. OR 0.471 ACRE, MORE OR LESS. EXHIBIT "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. THIS LEGAL DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION IN CONFORMANCE WITH THE LAND SURVEYORS' ACT. BY: REX S. PL JMMER, PLS 6641 (MY LICENSE EXPIRES 12-31-2011) 2//::///0 DATE LEGEND �Il INDICATES RIGHT-OF-WAY ACQUISITION AREA = 20,505 SO. FT. OR 0471 ACRE INDICATES RECORD DATA PER TRACT 16178 INDICATES RADIAL BEARING LANDSCAPE MAINTENANCE AGREEMENT PER INST. 141902, RECORDED MAY 20, 1987 ® EASEMENT TO GENERAL TELEPHONE CO. PER INST. NO. 117514, RECORDED APRIL 29, 1987 © EASEMENT FOR MONUMENT SIGNS RESERVED TO RANCON REALTY FUND 1, PER INST. NO. 238938, RECORDED AUG. 18, 1987 © 15' WIDE DRAINAGE EASEMENT PER TRACT 16178 EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) VICINITY MAP NO. 6641 Exp. date 12-31-11 REX- 5. PLUMMER NO. 6641 EXP. DATE 12-31-11 SOF CAIS i7 pt,,,� DA TE SHEET 1 OF 2 SHEETS PROJECT DESIGN CONSULTANTS Planning 1 EnginacIring 1 Survciy 701 B Street, Suite 800 619.235.6471 Tel San Diego, CA 92101 619.234.0349 Fax DATE: FEBRUARY 8, 2010 SCALE: N.T.S. JOB NO.: / / -18 11 21 20 -19 TRACT \ 17 433 1s SCALE: 1"=100' I2 o 13 22 20' 23 \ MAP 15 2 N. \ 24 \b;4 s.6. 41,140 CURVE TABLE CURVE DELTA RADIUS LENGTH C1 876'20" (816'26" 967.00' 967' 139.61' 139.64') LINE TABLE LINE BEARING LENGTH Ll N51'39'19"E (N5141'16"E 154.89' 154.75') 1 N45 21 '41 "E(R2 D 16178 LPCL. B 25JA*J Zooit PCL. A y� s ca, 1,1 Tc.- 4g. 14 TRACT' 1212 EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) • i Q 4 N53'38'28.'01) (N5338737"E) J', 5' 16 20' 14 / MAP/ 16 / / / fitly /.7/ 5 / 11 / / 7i8178-3 9 10 SHEET 2 OF 2 SHEETS PROJECT DESIGN CONSULTANTS Planning 1 Enginaering 1 Survey 701 B Street Suite 800 San Diego, CA 92101 619.235.6471 Tel 619.234.0349 Fax DATE: FEBRUARY 8, 2010 SCALE: 1 "=100' JOB NO.: Exhibit "2" to Lease Description of Attached Furniture Fixtures and Equipment and Moveable Items Purchased by City Pursuant to Purchase and Sale Agreement Office Attached Item Quantity Description Fair Market Value 1 1 Counter 92" x 26" 2 x 36" wd const 6 drw. 6d w/ corian top $1,200 2 1 Computer System Comprising: $2,500 1 Printer Hewlett Packard "Laser Jet" md. 2100 1 Computer Sony "Vaio" mdl PCV -7752 w/monitor, keyboard, mouse, 1 Printer Hewlett Packard "OfficeJet" mdl. 7310 1 Computer w/monitor, keyboard, mouse, speakers 3 Computers Dell "Dimension" mdl. 3000 w/ monitor, keyboard, mouse, speakers 1 Printer OK1 "Microline" mdl. 320 Turbo Show Room Attached Item Quantity Description Fair Market Value 3 1 Sign 42"x6" checker Plate "Ranch Muffler" $ 265 4 1 Lot slat wall 117' x 8' w/24 grid panels $5,000 5 1 Lot checker plate 7301f $2,750 6 1 Lot neon lights 132 if w/transformers $2,450 7 1 Security gate 11' x 8 %s' $1,000 8 1 Security gate 12' x 8'A' $1,000 9 2 Car bodies fiberglass $3,500 10 1 Ceiling rack "Octagon" shape 12 %s' across flats x 1' stl const $2,000 11 1 Counter 99" x 29" wd/mtl formica top $1,800 12 1 Counter 102" & 62" x 28" x 40" wd/mtl formica top $3,150 Lunch Room Attached Item Quantity Description Fair Market Value 13 1 Cabinet 24" x 72" & 24" x 21" x 80" formica 7dr. 6drw. $ 720 Shop Attached Item Quantity Description Fair Market Value 14 1 Muffler rack 25' x 2' x 10 %2' OA stl, 4 tier $ 600 15 1 Air Compressor Ingersoll Rand mdl. 2545 2 cyl. 2 stg 5 hp 120 gal ser. 0411170209 w/3 hose reels $2,725 16 Wiring motor control safety switch 60 amp, HD conduit 3/4"-55' $1,800 18 Wiring conduit 3/4" - 85' $ 765 19 1 Lot pegboard 8' x 4' $ 60 20 1 Hoist, 2 post Mohawk Resources, Ltd. mdl System IA 9,000 lb cap ser. 93121709 $1,925 21 Wiring conduit 3/4" - 25' $ 300 Exhibit "2" to Lease 11086-016611607741 v4.doc 22 1 Tubing rack 6' x 2' x 8' stl. const $ 150 23 1 Hoist, 4 post Bend Pak mdl. 21' x 21' 12,000 lb cap $1,200 24 Wiring conduit 3/4" - 60' $ 360 26 Wiring conduit 3/4" - 45' $ 405 28 Wiring conduit'' /2" - 45' $ 325 Warehouse Attached Item Quantity Description Fair Market Value 29 1 Shelf unit 16' x 4' x 11' wd/stl 3 tier $ 400 30 1 Shelf unit 10 1/2' x 2' x 7' wd/stl 6 tier $ 280 31 1 Shelf unit 124" x 24" x 84" wd/stl 6 tier $ 140 32 l Shelf unit 6' x 1' x 1 1/2' formica, 3 shelf $ 40 Outside Attached Item Quantity Description Fair Market Value 33 1 Tire enclosure 214" x 86" x 109" chain link 1 gate $ 860 Signs Attached Item Quantity Description Fair Market Value 34 1 Sign 26' x 1 1/2' plastic letter illuminated "Ranch Muffler" $3,200 35 1 23' x 1 1/2' plastic letters "Truck Accessories" $ 720 36 1 Lot vinyl letters on glass $ 540 37 1 Sign 8 1/2' x 1' vinyl letters "Ranch Muffler" $ 180 Attached (Not Listed in Crockett & Associates FF&E Appraisal) Item Quantity Description Fair Market Value A 1 Phone System $7,000 B 1 Security Cameras $7,000 C 1 Alarm System $2,000 Office Moveable Item Quantity Description Fair Market Value 39 1 Copier Xerox "Textronix" mdl. Phaser 7700 (as is) $1,850 40 1 File, wd 2 drw. Legal $ 95 41 1 File, stl 2 drw. Letter $ 64 42 1 Desk, formica "U" shape 68" & 71" x 29" $ 725 43 1 Swivel arm chair plastic, cloth $ 140 44 1 Paper shreader Aurora md. AS1019CS $ 40 45 1 Desk, wd 60" x 30", D/P $ 665 46 1 Swivel arm chair plastic, vinyl $ 160 47 1 Bookcase 23" x 17" x 30" wd. 2 tier $ 125 48 1 Desk, wd 48" x 24", S/P $ 445 49 1 Television Sceptre mdl. X2OSV 17 %2" dia (est) ser. 630A2VP1AA2855 $ 175 50 1 VCR/DVD player Funai mdl. SV 2000 $ 25 51 1 Desk, wd 67" x 30", S/P 4 drw w/return, wd 46" x $ 900 Exhibit "2" to Lease 11086-016611607741 v4.doc Exhibit "2" to Lease 11086-016611607741 v4. doc 25", S/P 1 dr 52 2 Side arm chairs stl, cloth $ 80 53 1 Lateral file 34" x 19'/2" x 29" wd, 2 drw $ 445 54 1 Lot misc. office equipment comprising: $ 825 4 Waste baskets 3 Staplers 2 Pencil holders 1 Brochure Holder 1 Case 7 Paper trays 2 Uninterruptible power supplies 3 Card holders 1 Pencil sharpener, electric 1 Tote 1 Document holder 2 Desk organizers 1 Portable heater 3 Plug strips 1 Calculator 2 Card/CD holders 1 Dry erase board Show Room Moveable Item Quantity Description Fair Market Value 56 3 Rim displays 23" x 23" x 69 '/2" stl. 4 tier $ 480 57 3 Side arm chairs plastic, cloth $ 120 58. 1 Couch 8' long vinyl $ 735 59 1 Side table 22" x 22" x 18" formica $ 345 60 1 Vending machine, drink mfg. "Coca Cola" 7 selection $1,400 61 1 Vending machine, snack mfg. 30 %2" x 19" x 58" 24 selection $ 950 62 2 Televisions Sansui mdl. CI w/ 1 wall mount $ 720 68. 1 Counter 91" x 16" x 42" formica, 6 dr w/countertop 96" x 20 "x 1 '/2" formica $ 500 69 2 Display cases 40" x 18" x 34" wd. glass 2 dr $ 240 70 1 Bookcase 30" x 12" x 32" formica, 4 tier $ 81 71 1 Bookcase 25" x 15" x 17" formica, 2 tier $ 50 72 1 Bookcase 36" x 12" x 31" formica, 3 tier $ 100 88 1 Culvert pipe, decorative 2" dia x 13' stl const $ 300 89 1 Culvert pipe, decorative 12" dia x 12' $ 80 90 1 Lot misc. showroom equipment comprising: $1,275 8 Pictures 1 Basket 4 Waste baskets 16 Brochure holders 1 Clock 3 Certificates 1 Fan Exhibit "2" to Lease 11086-016611607741 v4. doc Exhibit "2" to Lease 11086-016611607741 v4.doc 2 Bar stools 2 Plug strips 1 Card holder 1 Stapler 1 Rubber mat 2 Brooms 2 Catalog holders 10 Clip boards 1 Push broom 2 Dust pan 1 Lot binders 1 File holder 1 Paper tray 2 Desk organizers 1 Rolodex 2 Calculators 6 Parts bins 4 Extension cords _ 3 Business card holders 2 Signs, etc Lunch Room Moveable Item Quantity Description Fair Market Value 92 2 Side arm chairs plastic, cloth $ 70 94 1 Microwave Sanyo "Super Showerwave" $ 95 95 1 Lot misc. equipment comprising: $ 355 1 Drawer unit 1 Side chair 1 Calculator 2 Buckets 1 Easel 4 Pictures 1 Duster 1 Waste basket 1 Lot display parts 1 Coffee maker 1 Shelf unit, plastic Rubbermaid 36" x 18" x 38" 3 tier. etc. _ Shop Moveable Item Quantity Description Fair Market Value 96 3 Arc welders Lincold md. SP -175T $3,300 97 1 Shelf unit 77" x 12" x 96" wd, 8 tier $ 90 98 1 Arc welder, MIG Miller "MillerMatic 210" w/cart, tank $1,225 100 3 Cut off saws Makita mdl. 2414NB $ 465 101 1 Bench grider, 6" Delta mdl. 23-680 w/stand $ 125 102 1 Floor jack mfg 2 'h ton $ 230 103 2 Pedestal fans, 30" $ 320 Exhibit "2" to Lease 11086-016611607741 v4.doc 104 1 Shelf unit 4' x 1' x 4' wd/stl, 3 tier $ 85 105 1 File, stl 4 drw, letter $ 50 108 4 Work benches 4' x 2' wd/stl $ 340 109 1 Tubing bender Hutch Manufacturing mdl. HB -10 ser. 4108 $5,550 110 1 Arc welder, MIG Lincoln "Power MIG" mdl. 215 w/cart, tank $1,150 111 2 Welders oxy-acctylene w/hose reel $1,500 112 1 Plasma cutter Hypertherm "Powermax" mdl. 380 $1,100 113 1 Work bench 48" x 30" stl const $ 240 115 1 Hydraulic press Central Hydraulic mdl. 32879 20 ton cap $ 145 116 1 Drill press, 16" Central Hydraulic mdl. T-483 $ 320 117 1 Wheel balancer Hofmann mdl. Beodyna 80/80 $ 960 118 1 Tire changer Hofman mdl. Monty 1550 $1,875 119 1 Band saw, 14" Jet mdl. JWBS-14CS $ 500 120 1 Disk sander, 12" Delta mdl. 31-410 $ 200 121 1 Shelf unit 3' x 1 'h' x 6 stl rod, 6 tier $ 210 122 1 Cabinet 30" x 16" x 71" formica, 1 dr $ 40 123 1 Garment rack 124 1 Shelf unit 1 1/2" x 1' x 6' wd, 7 tier $ 27 125 1 Tire rack 10' x 2' x 6 1/2' stl. 2 tier $ 140 126 1 Tire rack 10' x 2' x 9' stl, 3 tier $ 220 127 1 Arc welder Lincoln "Ideal Arc" mdl. SP -200 $ 750 128 1 Shop crane mfg. 2 ton cap $ 175 130 2 Hitch racks 10' x 2 %2' x 7' stl, 3 tier $ 450 131 1 Tube bender Blue Boy mdl. $7,800 132 1 Cabinet 3' x l 1/2' x 6' stl. 2 dr $ 30 133 1 Lot misc. shop equipment comprising: $2,000 1 Portable stairs 1 Hand truck 4 Carts 5 Bin units 1 Wire caddy 1 Heater 1 Clock 5 Brooms 6 Trash cans 1 Ladder, 18' 2 Fire extinguishers 3 Waste oil receivers, etc. Warehouse (Moveable) Item Quantity Description Fair Market Value 134 2 Shelf units 48" x 18" x 72" stl, 5 tier $ 240 136 1 Shelf unit 75" x 36" x 95" stl, 3 tier $ 300 137 1 Pallet rack, HD wd/stl w/3 uprights 47" x120" 8 beams 109" long $ 560 Rest Room (Moveable) Exhibit "2" to Lease 11086-016611607741 v44oc Item Quantity Description Fair Market Value 143 1 Storage cabinet 24" x 16" x 60" formica, 2 dr $ 100 144 1 Side table 36" x 16" x 36" wd, painted 2 tier $ 81 145 1 Lot misc. equipment comprising: $ 12 1 Waste basket, etc. Exhibit "2" to Lease 11086-016611607741 v4. doc Exhibit "E" Form of Grant Deed GRANT DEED RECORDING REQUESTED BY: City of Temecula, a municipal corporation AND WHEN RECORDED RETURN TO: City of Temecula Attention: Office of the City Clerk 41000 Main Street Temecula, California 92590 [SPACE ABOVE FOR RECORDER'S USE ONLY] [X] All of Assessor's Parcel Number 921-480-031 Documentary Transfer Tax $0.00 This Instrument is for the benefit of the City of Temecula and is exempt from Recording Fees (Govt. Code § 27383), Filing Fees (Govt. Code § 6103), and Documentary Transfer Tax (Rev. & Tax. Code § 11922). GRANT DEED The undersigned Grantors declare: FOR A VALUABLE CONSIDERATION, receipt and sufficiency of which are hereby acknowledged, Jim McGill and Terri McGill hereby grant in fee to the CITY OF TEMECULA, a municipal corporation, the real property located in the City of Temecula, County of Riverside, State of California commonly known as 27499 Commerce Center Drive, which is more particularly described on Exhibit "A" and depicted on Exhibit "B" hereto, together with all rights and appurtenances pertaining to the Property. Exhibits "A" and "B" are incorporated herein by this reference. IN WITNESS WHEREOF, Grantors have executed this Grant Deed on . 2013. GRANTORS: By: Jim McGill By: Terri McGill 11086-016611602368v2. doc ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) On a before me, , a Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (Seal) SIGNATURE OF NOTARY Executed on , 2013, at , California. Signature E-2 11086-0166 1602368v2.doc ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) On , before me, , a Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (Seal) SIGNATURE OF NOTARY Executed on , 2013, at , California. Signature E-3 11086-0166\ 1602368v2.doc CITY OF TEMECULA Office of the City Clerk 41000 Main Street Temecula, CA 92590 CERTIFICATE OF ACCEPTANCE OF GRANT DEED (Govt. Code § 27281) (Assessor's Parcel Number 921-480-031) This is to certify that the attached Grant Deed, which conveys in fee to the City of Temecula the real property commonly known as 27499 Commerce Center Drive, Temecula, California, and identified as Riverside County Tax Assessor's Parcel Number 921-480-031, is hereby accepted under the authority of the City Council of the City of Temecula and the City of Temecula consents to the recordation thereof by its duly authorized officer. Dated: , 2013 CITY OF TEMECULA, a municipal corporation By: Aaron Adams City Manager ATTEST: By: Susan W. Jones, MMC City Clerk APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney E-4 11086-016611602368v2. doc February 8, 2010 Sheet 1 of 1 EXHIBIT "A" LEGAL DESCRIPTION RIGHT-OF-WAY ACQUISITION (OVERLAND DRIVE) LOT 25 OF TRACT MAP NO. 16178, SITUATED IN THE CITY OF TEMECULA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, RECORDED AUGUST 8, 1986 AS SHOWN BY MAP ON FILE IN BOOK 160, PAGES 102 THROUGH 104, INCLUSIVE, OF MAPS, OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA. CONTAINING: 20,505 SQ. FT. OR 0.471 ACRE, MORE OR LESS. EXHIBIT "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. THIS LEGAL DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION IN CONFORMANCE WITH THE LAND SURVEYORS' ACT. -�- i '" . 2://,;,/,4) BY: .�� REX S. PLGMMER, PLS 6641 DATE (MY LICENSE EXPIRES 12-31-2011) LEGEND tM INDICATES RIGHT-OF-WAY ACQUISITION AREA = 20,505 SQ. FT. OR 0.471 ACRE () INDICATES RECORD DATA PER TRACT 16178 (R) INDICATES RADIAL BEARING O LANDSCAPE MAINTENANCE AGREEMENT PER INST. 141902, RECORDED MAY 20, 1987 ® EASEMENT TO GENERAL TELEPHONE CO. PER INST. NO. 117514, RECORDED APRIL 29, 1987 © EASEMENT FOR MONUMENT SIGNS RESERVED TO RANCON REALTY FUND 1, PER INST. NO. 238938, RECORDED AUG. 18, 1987 DO 15' W1DE DRAINAGE EASEMENT PER TRACT 16178 EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) VICINITY MAP /o REX- S. PLUMMER NO. 6641 EXP. DATE 12-31-11 DATE SHEET 1 OF 2 SHEETS PROJECT DESIGN CONSULTANTS Planning 1 Engineering 1 Survey 701 B Street, Suite 800 San Diego, CA 92101 619.235.6471 Tel 619.234.0349 Fax DATE: FEBRUARY 8, 2010 SCALE: N.T.S. JOB NO.: / 18 N 11 19 21 20 TRACT \ 17 16 SCALE: 1"=100' 12 13 22 23 \ MAP 2 • 9 \ NO. 0 24 \b")(1 4o , 004> . PCL. CURVE TABLE CURVE DELTA RADIUS LENGTH C1 876'20" (8'16'26" 967.00' 967' 139.61' 139.64') UNE TABLE LINE BEARING LENGTH L1 N51139'19"E (N5141'16"E 154.89' 154.75') 8 25 ti�o� � Pc 1 N4521'41 ERZ 16178 \ `=A 1�(•'i t; I L. �A ? 14 9 \.(tt EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) TRACT �2 12 13 %Ab.._ s. 5' 18 14 MAP/ 15 k 42 / O / 4 N 338 28'£( ) (N53'38'37"E) 5 / / 7 \\// \ \\/ / i / /16178-3 9 10 SHEET 2 OF 2 SHEETS PROJECT DESIGN CONSULTANTS Planning 1 Engin®oring 1 Survey 701 B Street, Suite 800 619.235.6471 Tel San Diego, CA 92101 619.234.0349 Fax DATE: FEBRUARY 8, 2010 SCALE: 1"=100' JOB NO.: Exhibit "F" to Purchase and Sale Agreement BILL OF SALE For good and valuable consideration, the receipt of which is hereby acknowledged, Jim McGill and Terri McGill, individually, and doing business as Ranch Muffler and Truck Accessories, Inc. (collectively "Sellers"), do hereby sell, transfer and convey to the City of Temecula, a municipal corporation ("City"), all of Sellers' right, title and interest in and to the Attached Fixtures and Equipment and Moveable Fixtures and Equipment described collectively on Exhibit "1" attached hereto owned by Sellers and used exclusively in connection with the operation of the business operated on that certain real property commonly known as 27499 Commerce Center Drive, Temecula, California, and identified as Riverside County Assessor's Parcel Number 921-480-031. This Bill of Sale may be executed in several counterparts, each of which shall be deemed an original, and all of such counterparts together shall constitute one and the same instrument. IN WITNESS WHEREOF, Seller and the City have executed this Bill of Sale as of 2013. [Signatures on Next Page] F-1 11086-0166\16011.30v2. d o c SELLERS JIM MCGILL AND TERRJ MCGILL Dated: Dated: RANCH MUFFLER & TRUCK ACCESSORIES, INC. Dated: Dated: Approved as to form: Law Offices of John M. Siciliano John M. Siciliano, Esq. Attorneys for Jim McGill and Terri McGill, individually, and doing business as Ranch Muffler & Truck Accessories, Inc. 11086-0166\1601130v2.doc By: Jim McGill By: Terri McGill By: Title: By: "Title: F-2 BUYER CITY OF TEMECULA, a Municipal Corporation Dated: By: Aaron Adams, City Manager ATTEST: Susan W. Jones, MMC, City Clerk Approved as to form: RICHARDS, WATSON & GERSHON Peter M. Thorson, City Attorney F-3 11086-0166\1601130v2.doc Exhibit "1" Description of Attached Furniture Fixtures and Equipment and Moveable Items Purchased by City Pursuant to Purchase and Sale Agreement Office Attached Item Quantity Description Fair Market Value 1 1 Counter 92" x 26" 2 x 36" wd const 6 drw. 6d w/ corian top $1,200 2 1 Computer System Comprising: $2,500 1 Printer Hewlett Packard "Laser Jet" md. 2100 1 Computer Sony "Vaio" mdl PCV -7752 w/monitor, keyboard, mouse, 1 Printer Hewlett Packard "OfficeJet" mdl. 7310 1 Computer w/monitor, keyboard, mouse, speakers 3 Computers Dell "Dimension" mdl. 3000 w/ monitor, keyboard, mouse, speakers 1 Printer OK "Microtine" mdl. 320 Turbo Show Room Attached Item Quantity Description Fair Market Value 3 1 Sign 42"x6" checker Plate "Ranch Muffler" $ 265 4 1 Lot slat wall 117' x 8' w/24 grid panels $5,000 5 1 Lot checker plate 7301f $2,750 6 1 Lot neon lights 132 If w/transformers $2,450 7 1 Security gate 11' x 8 1/2' $1,000 8 1 Security gate 12' x 8 1/2' $1,000 9 2 Car bodies fiberglass $3,500 10 1 Ceiling rack "Octagon" shape 12 %' across flats x 1' stl const $2,000 11 1 Counter 99" x 29" wd/mtl formica top $1,800 12 1 Counter 102" & 62" x 28" x 40" wd/mtl formica top $3,150 Lunch Room Attached Item Quantity Description Fair Market Value 13 1 Cabinet 24" x 72" & 24" x 21" x 80" formica 7dr. 6drw. $ 720 Shop Attached Item Quantity Description Fair Market Value 14 1 Muffler rack 25' x 2' x 10 '/z' OA stl, 4 tier $ 600 15 1 Air Compressor Ingersoll Rand mdl. 2545 2 cyl. 2 stg 5 hp 120 gal ser. 0411170209 w/3 hose reels $2,725 16 Wiring motor control safety switch 60 amp, HD conduit 3/4" — 55' $1,800 18 Wiring conduit 3/4" - 85' $ 765 19 1 Lot pegboard 8' x 4' $ 60 20 1 Hoist, 2 post Mohawk Resources, Ltd. mdl System IA 9,000 Ib cap ser. 93121709 $1,925 21 Wiring conduit 3/4" - 25' $ 300 22 1 Tubing rack 6' x 2' x 8' stl. const $ 150 23 1 Hoist, 4 post Bend Pak mdl. 21' x 21' 12,000 lb cap $1,200 Page 1 of Exhibit "1" to Exhibit "F" 11086-0166\ 1601130v2. d oc 24 Wiring conduit 3/4" - 60' $ 360 26 Wiring conduit 3/4" - 45' $ 405 28 Wiring conduit'' /2" - 45' $ 325 Warehouse Attached Item Quantity Description Fair Market Value 29 1 Shelf unit 16' x 4' x 11' wd/stl 3 tier $ 400 30 1 Shelf unit 10 1/2' x 2' x 7' wd/stl 6 tier $ 280 31 1 Shelf unit 124" x 24" x 84" wd/stl 6 tier $ 140 32 1 Shelf unit 6' x l' x 1 1/2' formica, 3 shelf $ 40 Outside Attached Item Quantity Description Fair Market Value 33 I Tire enclosure 214" x 86" x 109" chain link 1 gate $ 860 Signs Attached Item Quantity Description Fair Market Value 34 1 Sign 26' x 1 '/2' plastic letter illuminated "Ranch Muffler" $3,200 35 1 23' x 1 1/2' plastic letters "Truck Accessories" $ 720 36 1 Lot vinyl letters on glass $ 540 37 1 Sign 8 'h' x l' vinyl letters "Ranch Muffler" $ 180 Attached (Not Listed in Crockett & Associates FF&E Appraisal) Item Quantity Description Fair Market Value A 1 Phone System $7,000 B 1 Security Cameras $7,000 C 1 Alarm System $2,000 Office Moveable Item Quantity Description Fair Market Value 39 1 Copier Xerox "Textronix" mdl. Phaser 7700 (as is) $1,850 40 1 File, wd 2 drw. Legal $ 95 41 1 File, stl 2 drw. Letter $ 64 42 1 Desk, formica "U" shape 68" & 71" x 29" $ 725 43 1 Swivel arm chair plastic, cloth $ 140 44 1 Paper shreader Aurora md. AS1019CS $ 40 45 1 Desk, wd 60" x 30", D/P $ 665 46 1 Swivel arm chair plastic, vinyl $ 160 47 1 Bookcase 23" x 17" x 30" wd. 2 tier $ 125 48 1 Desk, wd 48" x 24", S/P $ 445 49 1 Television Sceptre mdl. X2OSV 17 1/2" dia (est) ser. 630A2VP 1 AA2855 $ 175 50 1 VCR/DVD player Funai mdl. SV 2000 $ 25 51 1 Desk, wd 67" x 30", S/P 4 drw w/return, wd 46" x 25", S/P 1 dr $ 900 52 2 Side arm chairs stl, cloth $ 80 Page 2 of Exhibit "1" to Exhibit "F" 11086-0166\1601130v2.doc 53 1 Lateral file 34" x 19 '/2" x 29" wd, 2 drw $ 445 54 1 Lot misc. office equipment comprising: $ 825 4 Waste baskets 3 Staplers 2 Pencil holders 1 Brochure Holder 1 Case 7 Paper trays 2 Uninterruptible power supplies 3 Card holders 1 Pencil sharpener, electric 1 Tote 1 Document holder 2 Desk organizers 1 Portable heater 3 Plug strips 1 Calculator 2 Card/CD holders 1 Dry erase board Show Room Moveable Item Quantity Description Fair Market Value 56 3 Rim displays 23" x 23" x 69 '/2" stl. 4 tier $ 480 57 3 Side arm chairs plastic, cloth $ 120 58. 1 Couch 8' long vinyl $ 735 59 1 Side table 22" x 22" x 18" formica $ 345 60 1 Vending machine, drink mfg. "Coca Cola" 7 selection $1,400 61 1 Vending machine, snack mfg. 30'/z" x 19" x 58" 24 selection $ 950 62 2 Televisions Sansui mdl. CI w/ 1 wall mount $ 720 68. 1 Counter 91" x 16" x 42" formica, 6 dr w/countertop 96" x 20 "x 1 '/2" formica $ 500 69 2 Display cases 40" x 18" x 34" wd. glass 2 dr $ 240 70 1 Bookcase 30" x 12" x 32" formica, 4 tier $ 81 71 1 Bookcase 25" x 15" x 17" formica, 2 tier $ 50 72 1 Bookcase 36" x 12" x 31" formica, 3 tier $ 100 88 1 Culvert pipe, decorative 2" dia x 13' stl const $ 300 89 1 Culvert pipe, decorative 12" dia x 12' $ 80 90 1 Lot misc. showroom equipment comprising: $1,275 8 Pictures 1 Basket 4 Waste baskets 16 Brochure holders 1 Clock 3 Certificates 1 Fan 2 Bar stools 2 Plug strips 1 Card holder Page 3 of Exhibit "1" to Exhibit "F" 11086-0166\1601130v2.doc Page 4 of Exhibit "1" to Exhibit "F" 11086-0166\1601130v2.doc 1 Stapler 1 _ Rubber mat 2 Brooms 2 Catalog holders 10 Clip boards 1 Push broom 2 Dust pan 1 Lot binders 1 File holder 1 Paper tray 2 Desk organizers 1 Rolodex 2 Calculators 6 Parts bins 4 Extension cords 3 Business card holders 2 Signs, etc Lunch Room Moveable Item Quantity Description Fair Market Value 92 2 Side arm chairs plastic, cloth $ 70 94 1 Microwave Sanyo "Super Showerwave" $ 95 95 1 Lot misc. equipment comprising: $ 355 1 Drawer unit 1 Side chair 1 Calculator 2 Buckets 1 Easel 4 Pictures 1 Duster 1 Waste basket 1 Lot display parts 1 Coffee maker 1 Shelf unit, plastic Rubbermaid 36" x 18" x 38" 3 tier. etc. Shop Moveable Item Quantity Description Fair Market Value 96 3 Arc welders Lincold md. SP -175T $3,300 97 1 Shelf unit 77" x 12" x 96" wd, 8 tier $ 90 98 1 Arc welder, MIG Miller "MillerMatic 210" w/cart, tank $1,225 100 3 Cut off saws Makita mdl. 2414NB $ 465 101 1 Bench grider, 6" Delta mdl. 23-680 w/stand $ 125 102 1 Floor jack mfg 2 YZ ton $ 230 103 2 Pedestal fans, 30" $ 320 104 1 Shelf unit 4' x 1' x 4' wd/stl, 3 tier $ 85 105 1 File, st14 drw, letter $ 50 108 4 Work benches 4' x 2' wd/stl $ 340 109 1 Tubing bender Hutch Manufacturing mdl. HB -10 ser. 4108 $5,550 Page 4 of Exhibit "1" to Exhibit "F" 11086-0166\1601130v2.doc 110 1 Arc welder, MIG Lincoln "Power MIG" mdl. 215 w/cart, tank $1,150 111 2 Welders oxy-acctylene w/hose reel $1,500 112 1 Plasma cutter Hypertherm "Powermax" mdl. 380 $1,100 113 1 Work bench 48" x 30" stl const $ 240 115 1 Hydraulic press Central Hydraulic mdl. 32879 20 ton cap $ 145 116 1 Drill press, 16" Central Hydraulic mdl. T-483 $ 320 117 1 Wheel balancer Hofmann mdl. Beodyna 80/80 $ 960 118 1 Tire changer Hofman mdl. Monty 1550 $1,875 119 1 Band saw, 14" Jet mdl. JWBS-14CS $ 500 120 1 Disk sander, 12" Delta mdl. 31-410 $ 200 121 1 Shelf unit 3' x 1 %2' x 6 stl rod, 6 tier $ 210 122 1 Cabinet 30" x 16" x 71" formica, 1 dr $ 40 123 1 Garment rack 124 1 Shelf unit 1 '/2" x 1' x 6' wd, 7 tier $ 27 125 1 Tire rack 10' x 2' x 6 %2' stl. 2 tier $ 140 126 1 Tire rack 10' x 2' x 9' stl, 3 tier $ 220 127 1 Arc welder Lincoln "Ideal Arc" mdl. SP -200 $ 750 128 1 Shop crane mfg. 2 ton cap $ 175 130 2 Hitch racks 10' x 2 %2' x 7' stl, 3 tier $ 450 131 1 Tube bender Blue Boy mdl. $7,800 132 1 Cabinet 3' x 1 '/2' x 6' stl. 2 dr $ 30 133 1 Lot misc. shop equipment comprising: $2,000 1 Portable stairs 1 I -land truck _ 4 Carts _ 5 Bin units 1 Wire caddy 1 Heater 1 Clock 5 Brooms 6 Trash cans 1 Ladder, 18' 2 Fire extinguishers 3 Waste oil receivers, etc. Warehouse (Moveable) Item Quantity Description Fair Market Value 134 2 Shelf units 48" x 18" x 72" stl, 5 tier $ 240 136 1 Shelf unit 75" x 36" x 95" stl, 3 tier $ 300 137 1 Pallet rack, HD wd/stl w/3 uprights 47" x120" 8 beams 109" long $ 560 Rest Room (Moveable) Item Quantity Description Fair Market Value 143 1 Storage cabinet 24" x 16" x 60" formica, 2 dr $ 100 144 1 Side table 36" x 16" x 36" wd, painted 2 tier $ 81 145 1 Lot misc. equipment comprising: $ 12 1 Waste basket, etc. Page 5 of Exhibit "1" to Exhibit "F" 11086-0166\1601130v2.doc Exhibit "G" RIGHT OF ENTRY AND ACCESS AGREEMENT THIS RIGHT OF ENTRY AND ACCESS AGREEMENT (referred to below as "Agreement") is made and entered into as of August 27, 2013 (the "Effective Date"), by and between Jim McGill and Terri McGill, individually, and doing business as Ranch Muffler & Truck Accessories, Inc. (referred to collectively as "Grantors"), and the City of Temecula, a municipal corporation (referred to as "Grantee"). WITNES SETH: WHEREAS, Grantors are the record fee owners of the real property commonly known as 27499 Commerce Center Drive, Temecula, California, and identified as Riverside County Tax Assessor's Parcel Number 921-480-031 (the "Property"). The Property is more particularly described on Exhibit "A" and depicted on Exhibit "B", which are attached hereto and incorporated herein by reference and WHEREAS, Grantors own and operate Ranch Muffler and Truck Accessories, Inc. at the Property; and WHEREAS, Grantors and Grantee contemplate entering into a Purchase and Sale Agreement, Settlement Agreement, General Release and Joint Escrow Instructions related to the Property (the "Purchase Agreement"); and WHEREAS, Grantee has requested the right of entry upon and access to the Property for the purpose of undertaking tests, inspections and other due diligence activities (herein called the "Due Diligence Activities") in connection with the proposed acquisition by Grantee of the Property under the Purchase Agreement; and WHEREAS, Grantors have agreed to grant to Grantee, and Grantee has agreed to accept . from Grantors, a non-exclusive, revocable license to enter upon the Property to perform the Due Diligence Activities in accordance with the terms and provisions of this Agreement; and WHEREAS, Grantors covenant that no other person or entity has the right to occupy the Property and no other consent is required for Grantee's entry and access on the Property; and WHEREAS, Grantors and Grantee desire to execute and enter into this Agreement for the purpose of setting forth their agreement with respect to the Due Diligence Activities and Grantee's entry upon the Property. NOW, THEREFORE, for and in consideration of the foregoing premises, the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantors and Grantee do hereby covenant and agree as follows: 1. Access by Grantee. G-1 11086-0166\ 1600983 v2. doc a. Subject to Grantee's compliance with the terms and provisions of this Agreement, until the earlier to occur of the following: (i) 15 calendar days after the effective date of the Purchase Agreement or (ii) the earlier termination of this Agreement, Grantee and Grantee's agents, employees, contractors, representatives and other designees (herein collectively called "Grantee's Designees") shall have the right to enter upon the Property for the purpose of conducting the Due Diligence Activities. b. Grantee expressly agrees as follows: (i) any activities by or on behalf of Grantee, including, without limitation, the entry by Grantee or Grantee's Designees onto the Property in connection with the Due Diligence Activities shall not damage the Property in any manner whatsoever or disturb or interfere with the rights or possession of any tenant on the Property, (ii) in the event the Property is altered or disturbed in any manner in connection with the Due Diligence Activities, Grantee shall immediately return the Property to the condition existing prior to the Due Diligence Activities, and (iii) Grantee, to the maximum extent allowed by law, shall indemnify, defend and hold Grantors harmless from and against any and all claims, liabilities, damages, losses, costs and expenses of any kind or nature whatsoever (including, without limitation, attorneys' fees and expenses and court costs) suffered, incurred or sustained by Grantors as a result of, by reason of, or in connection with the Due Diligence Activities or the entry by Grantee or Grantee's Designees onto the Property. Notwithstanding any provision of this Agreement to the contrary, Grantee shall not have the right to undertake any invasive activities or tests upon the Property, or any environmental testing on the Property beyond the scope of a standard "Phase I" investigation, without the prior written consent of Grantors of a workplan for such "Phase II" or invasive testing, which may be granted, denied or conditioned in Seller's sole and absolute discretion. If Grantors do not respond to or reject any workplan within five business days of Grantee's delivery of the written workplan proposal to Grantors pursuant to the notice provisions of this Agreement, then Grantors shall be deemed to have approved the submitted workplan and Grantee may proceed with such testing. If Grantors reject such proposed workplan in whole or in part, then this Agreement shall become null and void at the sole option of Grantee. If Grantee terminates this Agreement under the foregoing provision, then neither party shall have any further rights, duties and obligations. 2. Lien Waivers. Upon receipt of a written request from Grantor, Grantee will provide Grantor with lien waivers following completion of the Due Diligence Activities, in form and substance reasonably satisfactory to Grantor and Grantor's counsel, from each and every contractor, subcontractor, supplier, engineer, architect and surveyor who might have lien rights against the Property for work performed or commenced in connection with Grantee's Due Diligence Activities. To the extent permitted by applicable law, Grantee hereby indemnifies Grantor from and against any claims or demands for payment, or any liens or lien claims made against Grantor or the Property as a result of Grantee's Due Diligence Activities. 3. Insurance. Prior to entry onto the Property, Grantee shall, and shall cause all of Grantee's Designees performing the Due Diligence Activities to, procure or maintain a policy of commercial general liability insurance issued by an insurer reasonably satisfactory to Grantors covering each of the Due Diligence Activities with a single limit of liability (per occurrence and aggregate) of not less than $1,000,000, and to deliver to Grantors a certificate of insurance and copy of additional insured endorsement naming Seller as named additional insured, evidencing that such insurance is in force and effect, and evidencing that Grantors have been named as an G-2 11086-0166\ 1600983 v 2. doe additional insured thereunder with respect to the Due Diligence Activities. Such insurance shall be maintained in force throughout the term of this Agreement. 4. Successors. To the extent any rights or obligations under this Agreement remain in effect, this Agreement shall be binding upon and enforceable against, and shall inure to the benefit of, the parties hereto and their respective heirs, legal representatives, successors and permitted assigns. 5. Limitations. Grantors do not hereby convey to Grantee any right, title or interest in or to the Property, but merely grants the specific rights and privileges hereinabove set forth. 6. Notices. All notices and demands will be given in writing by certified mail, postage prepaid, and return receipt requested, by overnight carrier, or by personal delivery. Notices will be considered given upon the earlier of (a) personal delivery, (b) two business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, or (c) one business day following deposit with an overnight carrier service. The parties will address such notices as provided below for the respective party; provided that if any party gives notice in writing of a change of name or address, notices to such party will thereafter be given as demanded in that notice: GRANTEE: City of Temecula 41000 Main Street Temecula, California 92590 Attention: Aaron Adams, City Manager Facsimile: 951-694-1999 Telephone: 951-694-6444 COPY TO: Richards, Watson & Gershon Attention: Peter M. Thorson, City Attorney 355 South Grand Avenue, 40th Floor Los Angeles, California 90071-3101 Facsimile: 213-626-0078 Telephone: 213-626-8484 GRANTORS: Jim and Terri McGill 27499 Commerce Center Drive Temecula, California 92590 COPY TO: Law Offices of John M. Sicilian John M. Siciliano, Esq. 27247 Madison Avenue, Suite 106 Temecula, California 92590 7. Miscellaneous. a. Assignment. This Agreement may not be assigned by Grantee. G-3 11086-016611600983v2. doc b. Governing Law. This Agreement shall be construed, enforced and interpreted in accordance with the laws of the State of California. c. Termination. This Agreement can be terminated by Grantors at any time and for any reason, or no reason, upon written notice from Grantors to Grantee. d. Counterparts and Facsimile and Electronic Signatures. This Agreement may be executed simultaneously in one or more counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. For purposes of this Agreement, facsimile and electronic signatures will be deemed to be original signatures. e. Interpretation and Construction. Each party has reviewed this Agreement and that each has had the opportunity to have its respective counsel and real estate advisors review and revise this Agreement and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party will not apply in the interpretation of this Agreement or any amendments or exhibits thereto. In this Agreement the neuter gender includes the feminine and masculine, and singular number includes the plural, and the words "person" and "party" include corporation, partnership, firm, trust, or association wherever the context so requires. The recitals and captions of the Sections and Subsections of this Agreement are for convenience and reference only, and the words contained therein will in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Agreement. f. Attorneys' Fees. If either party hereto incurs attorneys' fees in order to enforce, defend or interpret any of the terms, provisions or conditions of this Agreement or because of a breach of this Agreement by the other party, the prevailing party, whether by suit, negotiation, arbitration or settlement will be entitled to recover reasonable attorneys' fees from the other party. g. Severability. If any part, term or provision of this Agreement is held by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the remaining provisions will not be affected, and the rights and obligations of the parties will be construed and enforced as if this Agreement did not contain the particular part, term or provision held to be invalid. IN WITNESS WHEREOF, Grantors and Grantee have caused this Agreement to be executed and sealed, on the day and year first written above. [Signatures on Next Page] G-4 1 1086-016611600983v2.doc GRANTORS JIM MCGILL AND TERRI MCGILL Dated: By: Jim McGill Dated: By: Terri McGill RANCH MUFFLER & TRUCK ACCESSORIES, INC. Dated: Dated: Approved as to form: Law Offices of John M. Sicilian John M. Siciliano, Esq. Attorneys for Jim McGill and Terri McGill, individually, and doing business as Ranch Muffler & Truck Accessories, Inc. 11086-016611600983v2.doc By: Title: By: Title: G-5 GRANTEE CITY OF TEMECULA, a municipal corporation Dated: ATTEST: Susan W. Jones, MMC, City Clerk Approved as to form: RICHARDS, WATSON & GERSHON Peter M. Thorson, City Attorney 11086-016611600983 v2. do c I3y: Aaron Adams, City Manager G-6 February 8, 2010 Sheet 1 of 1 EXHIBIT "A" LEGAL DESCRIPTION RIGHT-OF-WAY ACQUISITION (OVERLAND DRIVE) LOT 25 OF TRACT MAP NO. 16178, SITUATED IN THE CITY OF TEMECULA, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, RECORDED AUGUST 8, 1986 AS SHOWN BY MAP ON FILE IN BOOK 160, PAGES 102 THROUGH 104, INCLUSIVE, OF MAPS, OFFICIAL RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORNIA. CONTAINING: 20,505 SQ. FT. OR 0.471 ACRE, MORE OR LESS. EXHIBIT "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. THIS LEGAL DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION IN CONFORMANCE WITH THE LAND SURVEYORS' ACT. BY: REX S. PLUMMER, PLS 6641 DATE (MY LICENSE EXPIRES 12-31-2011) LEGEND INDICATES RIGHT-OF-WAY ACQUISITION AREA = 20,505 SQ. FT. OR 0.471 ACRE () INDICATES RECORD DATA PER TRACT 16178 (R) INDICATES RADIAL BEARING ® LANDSCAPE MAINTENANCE AGREEMENT PER INST. 141902 RECORDED MAY 20, 1987 © EASEMENT TO GENERAL TELEPHONE CO. PER 1NST NO. 117514, RECORDED APRIL 29, 1987 O EASEMENT FOR MONUMENT SIGNS RESERVED TO RANCON REALTY FUND 1, PER INST. ND. 238938, RECORDED AUG. 18, 1987 © 15' WIDE DRAINAGE EASEMENT PER TRACT 16178 EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) VICINITY MAP REX,-. PLUMMER NO. 6641 EXP. DATE 12-31-11 Z/io� DATE /6' SHEET 1 OF 2 SHEETS PROJECT DESIGN CONSULTANTS Planning 1 Engineering 1 Survey 701 B Street, Suite 800 San Diego, CA 92101 619.235.6471 Tel 619.234.0349 Fax DATE: FEBRUARY 8, 2010 SCALE: N.T.S. JOB NO.: / \�� 11 19 20 22 20' 23 TRACT \ \ MAP 17 \ 15 U 2 \o 14 CURVE TABLE CURVE DELTA RADIUS LENGTH Cl 816'20' (8'16'26" 967.00' 967' 139.61' 139.64') UNE TABLE LINE BEARING LENGTH Li N51'39'19'E (N51'41'16"E 154.89' 154.75') PCL 8 4. 25, 12 13 EXHIBIT "B" RIGHT-OF-WAY ACQUISITION - LOT 25 (OVERLAND DRIVE) TRACT 12 PCL. 1 N4571.41 'ERZ 16178 0 N5338 28 "E( ) (N5338'37"E) s 5, 16 20' 15 / \ s / \ / MAP/ �/ \\�/ 11 / /0 SHEET 2 OF 2 SHEETS PROJECT DESIGN CONSULTANTS Planning 1 Enginoaring 1 Survey 5 `%� / 718178- 3 9 70113 Street Suite 800 619.235.6471 Tel San Diego, CA 92101 619.234.0349 Fax DATE: FEBRUARY 8, 2010 SCALE: 1"=100' JOB NO.: 2014-15 City of Temecula Capital Improvement Budget Fiscal Year 2014-18 MURRIETA CREEK BRIDGE AND OVERLAND DRIVE EXTENSION TO DIAZ ROAD Circulation Project Proiect Description: This project includes the design and construction of a new bridge crossing over Murrieta Creek between Rancho California Road and Winchester Road. This project also includes studying suitable locations for a new crossing, environmental studies, mitigation, acquisition of right-of-way, new road improvements between Murrieta Creek and Commerce Center Drive, and installation of new traffic signals at Overland Drive intersections with Diaz Road, Enterprise Circle West, and Commerce Center Drive. This project will be constructed in two phases. Phase 1 will construct the street improvements between Commerce Center Drive and Enterprise Circle West, and Phase 2 will connect Enterprise Circle West and Diaz Road, including the construction of the bridge over Murrieta Creek. Benefit / Core Value: This project improves traffic circulation and access to Overland Drive freeway over -crossing. In addition, this project satisfies the City's Core Value of Transportation Mobility and Connectivity. Project Status: The design for the extension of Overland Drive from Commerce Center Drive is complete. The City is working on the right-of-way acquisition and the environmental document. Construction of Phase 1 is scheduled to start during fiscal year 2013-14, and Phase 2 will be completed in future years when funding is available. Department: Public Works -Account No. 210.165.602 Level: 1 Project Cost= Fiscal Year Prior Years Bided 2013 2013-14 Achral Carryover Adopted 2014-15 6cpeaicitcres Budget Pcprapriaticn Projected 2015-16 Projected 2016-17 Projected 2017-18 Total Project Projected Cost Administration $ 264,172 $ 132,234 $ 130,400 $ 576,170 $ 1,102,976 Acquisiticn $ 2,657,612 $ 2,463,162 $ 265,181 $ 5,385,955 O*-structicrl $ 1,702,050 $ 60,000 $ 9,084,100 $10,846,150 Cxrrstructim $ 3,327,765 $ 4,515,871 $ 463,759 $ 8,307,395 Engineering $ 68,082 $ 407,182 $ 475,264 Design $ 588,77q $ 7,020 $ 30,000 $ 60,000 $ 685,249 LI- specifiecr $ 54,257 $ 80,753 $ 150,000 $ 285,010 Ersiru ■ t fix [tat MSI -CP $ 4,515,871 $ 56,665 $ - $10,731,657 $ 454,205 $ - $19,301,474 I $ 510,870 Utilities $ 4,095 $ 5,905 $ 10,000 Totals $ 3,568,365 $ 4,515,871 $ 485,581 $ - $10,731,657 $ - $ - $19,301,474 fiscal Year SourC of Funds: Prior Years Bided 2013 2013-14 Actual Cam/mar Adopted 2014-15 6cpeaicittres Budget Apprropriati'on Projected 2015-16 Projected 2016-17 Projected 2017-18 Total Project Projected Cost Coital Prcject - - Reserves $ 213,600 $ 21,822 $ 235,422 CIF (Street Imp -oven -acts) $ 3,327,765 $ 4,515,871 $ 463,759 $ 8,307,395 Fein kxrsement/ Other (Ran $ 27,000 $ 27,000 LI- specifiecr $10,731,657 $10,731,657 Total Fencing: $ 3,568,365 $ 4,515,871 $ 485,581 $ - $10,731,657 $ - $ - $19,301,474 I Future Operation & Maintenance Costs: 2013-14 `Prcject cannot be ccnstructed uifil a furring sctrce is identified. 63 2016-16 2016-17 2017-18 I $ 1,0201 $ 1,0401 MURRIETA CREEK BRIDGE AND OVERLAND DRIVE EXTENSION TO DIAZ ROAD Circulation Project Location Aerial Data - March 2010 0 137.5 275 Feet 550 62 Item No. 10 Approvals City Attorney Finance Director City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works/City Engineer DATE: August 27, 2013 SUBJECT: Fifth Amendment to the Professional Engineering Services Agreement with RBF Consulting for the Design of Interstate 15/State Route 79 South Ultimate Interchange, PW04-08 PREPARED BY: Amer Attar, Principal Engineer Avlin R. Odviar, Senior Engineer— CIP RECOMMENDATION: Approve the Fifth Amendment to the Agreement for Professional Engineering Services with RBF Consulting for additional engineering, right of way, and environmental activities on the Interstate 15/State Route 79 South Ultimate Interchange project in the amount of $266,700. BACKGROUND: On December 16, 2008, the City Council approved the Agreement for the preparation of construction plans, specifications, and estimate (PS&E) for the project. The scope and fee of the previously approved Fourth Amendment covered activities through 95% PS&E completion. Several work tasks must be expanded to complete the development of the PS&E. Expanded work tasks of this Fifth Amendment include additional project management, engineering design, engineering reports, utility coordination and design, right of way certification, and environmental revalidation necessary to complete the project through 100% PS&E. FISCAL IMPACT: The amount of the Agreement, as amended to date, is $2,802,360. With approval, the resulting Agreement amount will be $3,069,060. This project is identified in the City's Capital Improvement Program, Fiscal Years 2014-18. Funding sources include CFD (Crowne Hill), Reimbursement/Other (Morgan Hill), SAFETEA-LU, Senate Bill 621, and TUMF (RCTC). Adequate funds are available in the project design account no. 210-165- 662-5802 to fund the increase of $266,700. ATTACHMENTS: 1. Fifth Amendment 2. Project Location 3. Project Description FIFTH AMENDMENT TO AGREEMENT FOR PROFESSIONAL ENGINEER SERVICES BETWEEN THE CITY OF TEMECULA AND RBF CONSULTING INTERSTATE-15/STATE ROUTE 79 SOUTH TEMECULA PARKWAY ULTIMATE INTERCHANGE, PW04-08 THIS FIFTH AMENDMENT is made and entered into as of August 27, 2013, by and between the City of Temecula, a municipal corporation (hereinafter referred to as "City"), and RBF Consulting, a company of Michael Baker Corporation (hereinafter referred to as "Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. This Amendment is made with the respect to the following facts and purposes: a. On December 16, 2008, the City and Consultant entered into that certain Agreement entitled "Agreement for Professional Engineer Services Between the City of Temecula and RBF Consulting, PW04-08 Interstate-15/State Route 79 South Ultimate Interchange," in the amount of $2,032,600, plus contingency in the amount of $203,260. b. On July 13, 2010, the City and Consultant entered into the First Amendment to that certain Agreement entitled "Agreement for Professional Engineer Services Between the City of Temecula and RBF Consulting, PW04-08 Interstate-15/State Route 79 South Ultimate Interchange," to increase the contingency in the amount of $182,000. c. On April 5, 2011, the City and Consultant entered into the Second Amendment to that certain Agreement entitled "Agreement for Professional Engineer Services Between the City of Temecula and RBF Consulting, PW04-08 Interstate-15/State Route 79 South Ultimate Interchange," to add scope of work, extend the term of the agreement to December 16, 2011, and to increase the payment in the amount of $68,500. d. On December 16, 2011, the City and Consultant entered into the Third Amendment to that certain Agreement entitled "Agreement for Professional Engineer Services Between the City of Temecula and RBF Consulting, PW04-08 Interstate-15/State Route 79 South Ultimate Interchange," to extend the term of the agreement to June 30, 2013. e. On November 13, 2012, the City and Consultant entered into the Fourth Amendment to that certain Agreement entitled "Agreement for Professional Engineer Services Between the City of Temecula and RBF Consulting, PW04-08 Interstate-15/State Route 79 South Ultimate Interchange," to add scope of work, extend the term of the agreement to June 30, 2014, increase the payment in the amount of $316,000. f. The parties now desire to add scope of work, extend the term of the agreement to June 30, 2015, increase the payment in the amount of $266,700, and to amend the Agreement as set forth in this Amendment. follows: 2. Section 1 of the Agreement entitled "TERM" is hereby amended to read as "This Agreement shall remain and continue in effect until tasks herein are completed, but in no event later than June 30, 2015 unless sooner terminated pursuant to the provisions of this Agreement. 1 3. Section 5 of the Agreement entitled "PAYMENT" at paragraph "a" is hereby amended to read as follows: follows: The City agrees to pay Consultant monthly, in accordance with the payment rates and schedules and terms set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. The Fifth Amendment amount shall not exceed Two Hundred Sixty -Six Thousand Seven Hundred Dollars ($266,700), for additional engineering, right of way, and environmental activities, for a total Agreement amount of Two Million Six Hundred Eighty -Three Thousand Eight Hundred Dollars ($2,683,800), plus Contingency in the amount of Three Hundred Eighty -Five Thousand Two Hundred Sixty Dollars ($385,260), for a total of Three Million Sixty - Nine Thousand Sixty Dollars ($3,069,060). 4. Section 14 of the Agreement entitled "NOTICES" is hereby amended to read as "Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. Mailing and Delivery Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 5. Exhibit "B" to the Agreement is hereby amended by adding thereto the items set forth on Attachment "A" to this Amendment, which is attached hereto and incorporated herein as though set forth in full. 6. Except for the changes specifically set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect. 2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA RBF CONSULTING (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) By: By: Michael S. Naggar, Mayor Steven B. Burick, Vice President ATTEST: By: By: Susan W. Jones, MMC, City Clerk APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney CONSULTANT James E. McDonald, CEO RBF Consulting Attn: Steven B. Burick, Vice President 14725 Alton Parkway Irvine, CA 92618-2027 (949) 855-5733 Office / (949) 330-4130 Fax burick@rbf.com 3 PM Initials: D B Date: ATTACHMENT A Attached hereto and incorporated herein is the additional scope of work and associated cost as provided by the Consultant. 4 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 ATTACHMENT A SCOPE OF SERVICES & FEES SCOPE This scope of services and fees are for the expanded scope of work related to engineering, environmental, and right of way acquisition services required for completion of the Plans, Specifications and Estimate (PS&E). Services include: • Project Management; • Engineering Reports; • PS&E — Utility Relocation; • PS&E — Revise/convert to 2010 Caltrans standards; • Right of Way Interests; • Environmental Re -Validation 1 Addendum. TASK 1 — PROJECT MANAGEMENT (WBS 100) — EXPANDED TASK PROJECT MANAGEMENT — PS&E COMPONENT (WBS 100.15) This task covers project management services including the requirements for meetings, schedules, progress reports, and administration of CONSULTANT/SUBCONSULTANT work. 1.1 Management/Administration (WBS 100.15.99) Following are administrative duties, which shall be performed by CONSULTANT during the PS&E phase: • Supervise subcontractors and staff, coordinate and monitor work for conformance with Caltrans standards and policies; • Prepare, circulate, and file correspondence and memoranda as appropriate; • Maintain project files in accordance with the Caltrans Uniform Filing System. Deliverables: Management/Administration Support 1.2 Project Meetings (WBS 100.15.99) CONSULTANT shall arrange, conduct, and document meetings with Caltrans, agencies, or other parties as necessary to obtain guidance and interpretation of requirements applicable to all project plans, documents, and reports. 1.3 Project Schedule (WBS 100.15.99) CONSULTANT shall continue to develop and maintain the project schedule, as previously defined in the original Agreement. 1.4 Progress Reports (WBS 100.15.99) CONSULTANT shall continue to develop and submit progress reports, as previously defined in the original Agreement. Attachment A, Page 1 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 1.5 Quality Control / Quality Assurance (QC / QA) (WBS 100.15.99) CONSULTANT shall continue implementation of the QC/QA Program, as previously defined in the original Agreement, throughout performance of the services under this Agreement. The QC/QA Program is intended to ensure that the reports, plans, studies, estimates, and other documents submitted under the Agreement are complete, accurate, checked, and proofread to meet professional engineering practices in effect at the time of execution of the Agreement. TASK 2 — PREPARE BASE MAPS AND PLAN SHEETS (WBS 185) 2.1 Life -Cycle Cost Analysis (LCCA) for Pavement (WBS 185.20.99) — EXPANDED TASK CONSULTANT will continue additional coordination and revisions to the LCCA required for approval by Caltrans District 8. Deliverables: LCCA 2.2 Utility Conflict Maps (Utility Research and Potholing) (WBS 185.25.30) — EXPANDED TASK CONSULTANT will coordinate with the utility companies to re -expose the an unidentified pipe, attach a transmitter to the tracer wire and follow the signal to trace it to a structure, with a direct connection to the tracer, and determine ownership based on the structure. Note: The possibility exists the facility is abandoned, or was only placed there for future use, and does not go to any above ground structure (simply an empty conduit currently). The termination points may have to be exposed to try and determine if the pipe has been cut off or capped. Findings will be coordinated with the utility companies to establish ownership and disposition. Data will be added to utility conflict maps and location plans. For utility potholing activities, CONSULTANT'S subconsultant, LSA, will provide potholing monitoring and assumes that the results will be negative for archaeological resources. LSA will spot check the potholing work and will prepare a monitoring report that describes the methods utilized, the soil conditions that were encountered, and the monitoring results. Deliverables: Utility conflict maps and location plans; potholing, potholing monitoring, and general utility coordination. TASK 3 — UTILITY RELOCATION (WBS 200) APPROVED UTILITY RELOCATION PLAN (WBS 200.15) — EXPANDED TASK CONSULTANT'S subconsultant, OPC, will perform this task. Preparation and issuance of Notice to Owner (NTO) and Utility Agreements (UA) including review and approval of documents for Eastern Municipal Water District (EMWD), Southern California Edison (SCE) and Rancho California Water District (RCWD). This also includes additional utility coordination (meetings) and cost estimate preparation. Attachment A, Page 2 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 Additional utility coordination with Caltrans regarding the encroachment/encasement of existing and proposed RCWD water lines located within the SR -79. Per Caltrans on 613113 PDT meeting, an exception can be obtained if RCWD has acceptable mitigation procedures/plans for their waterlines. A request for exception will be developed and coordinated with RCWD, and submitted to Caltrans for approval. Deliverables: Notice to Owner and Utility Agreements for EMWD, RCWD and SCE. Utility Exception for RCWD facilities. TASK 8 - CIRCULATE, REVIEW AND PREPARE FINAL DISTRICT PS&E PACKAGE (WBS 255) 8.1 Updated PS&E Package (100% & Final Submittals) (WBS 255.10) 8.1.1 Updated Traffic PS&E (WBS 255.10.15) — EXPANDED TASK This submittal will include comments, reviews, coordination efforts, and updated information for the preparation of Temporary Traffic Signal Plans (estimated 54 sheets) for the stage construction plans previously prepared in the Draft PS&E (95% Submittal). CONSULTANT will update various plans, special provisions and estimate noted below. PS&E will be prepared using 2010 Caltrans Construction Contract Standards. Deliverables: Updated Traffic PS&E Package (100% and Final PS&E Submittals) 8.1.2 Updated PS&E to 2010 Caltrans Construction Contract Standards (100% and Final Submittals) (WBS 255.10.99) — NEW TASK 8.1.2.1 Updated Roadway Plans CONSULTANT will revise roadway plans per the latest 2010 Caltrans Standard Plans with respect to the following updates: • Title blocks and Project Information • Standard abbreviations on Typical Sections • Construction details for Metal Beam Guard Rail (MBGR) and Double Thrie Beam Barrier Terminal Systems • Line styles and symbols for Temporary Water Pollution Control Plans • Retaining Wall Plans for Retaining Wall No. 102 and No. 760 • Revise profile and superelevation diagram sheets for 1-15 on and off ramps. • Additional construction details for eight (8) ADA ramps. • Traffic Plans (not covered under Task 8.1.1) and Estimate • Drainage Plans and Estimate • Landscape Plans and Estimate Deliverables: Updated Roadway Plans Attachment A, Page 3 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 8.1.2.2 Updated Structures Plans CONSULTANT will re-evaluate retaining wall foundation recommendations based on the latest 2010 Caltrans Standard Plans. Consultant will also revise both standard and non-standard wall plans per geotechnical recommendations and the latest 2010 Standard Plans. CONSULTANT will develop revised structural calculations and design for both standard and non-standard walls foundation plan sheets. Corresponding quantity sheets and cost estimates will also be modified as appropriate. CONSULTANT will revise structure plans per the latest 2010 Caltrans Standard Plans with respect to the following updates: • SB Off -Ramp Separation • Retaining Wall No. 170 • Retaining Wall No. 187 Deliverables: Updated Structure Plans 8.1.2.4 Updated Specifications CONSULTANT will review the latest 2010 Caltrans Standard Specifications and Special Provisions (SSPs). CONSULTANT will obtain information from Caltrans website on major changes reflected on the 2010 Standard Specifications and SSPs. Revisions in the 2010 Standard Specifications and SSPs that are applicable to the plans and/or cost estimate will be reflected in the submittal. Deliverables: Edited Standard Special Provisions in conformance with Caltrans 2010 standards. 8.2 Updated Utility PS&E (95% and 100% Submittals) (WBS 255.10.30) — NEW TAS K 8.2.1 Updated Sanitary Sewer and Water Relocation Plans Two previous design submittals have been made to EMWD for the relocation of the 18" and 20" force mains. Two previous design submittals have been made to RCWD for the relocation of the 30" and 42" force mains. Redesign of both facilities will be required for alignment modifications in the vicinity of the existing ARCO gas station. The following tasks are required to complete the utility relocations PS&E: • Design Drawings: RBF will update the existing plan, profile, and detail drawings for the relocations. The existing design not affected by the gas station will remain the same. The design affected by the gas station will be updated based on the required changes. • Specifications: Specifications will be updated for the relocations. • Cost Estimate: Revise the construction cost estimates for both facilities. • (6) Meetings with EMWD and RCWD. Deliverables: Updated Utilities Plans Attachment A, Page 4 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 8.3 Updated PS&E Package (WBS 255.10) 8.1.1 Updated Roadway PS&E (WBS 255.10.10) — EXPANDED TASK CONSULTANT will prepare plans, specifications and estimate for the demolition and improvement of the ARCO property. PS&E will capture the following project elements: • Demolition/removal of existing site improvements; and • Limited site improvements (grading, construction fencing, landscaping, irrigation, drainage). Deliverables: Updated Roadway PS&E TASK 9 — EXPENSES Reproduction Services and Other Expenses: CONSULTANT shall provide all reproduction services, and other related expenses for the project. This includes all reprographics and photocopying for submittals, all photocopying for progress plots, quality control check plots, and in-house reproductions. TASK 10 — OBTAIN RIGHT OF WAY INTERESTS FOR PROJECT RIGHT OF WAY CERTIFICATION (WBS 225) — EXPANDED TASK 10.2 Right of Way Interests (WBS 225.55) — EXPANDED TASK CONSULTANT's subconsultant, OPC, will prepare a Reasonable Rent Estimate (RRE) to the City a rental rate for the ARCO lease term. Deliverables: Reasonable Rent Estimate (RRE) CONSULTANT's subconsultant, OPC, will prepare Utility Replacement Easements for Eastern Municipal Water District (EMWD), Southern California Edison (SCE) and Rancho California Water District (RCWD). This effort will include obtaining easement requirements from each utility owner, preparation of easement documents, coordination with both the City and Utility Companies to finalize deed language and the execution and recordation of deeds. Additionally, OPC will prepare and process of documents that would allow permanent access rights through City owned property to San Diego State University (SDSU) and its Research Foundation (SDSURF) and any lessees thereon. Deliverables: Utility Replacement Easements for EMWD, SCE and RCWD. Permanent Access Right documents for SDSU and SDSURF. TASK 11 — ENVIRONMENTAL REEVALUATION (WBS 255.15) - EXPANDED TASK CONSULTANT will provide additional environmental services under the approach that the ARCO property will be acquired, in full, and the business displaced. This project change is anticipated to improve impacts to aesthetics. Full right-of-way acquisition is not anticipated to change the impact conclusions for agricultural resources, air quality, biological resources, cultural resources, geology and soils, hydrology/water quality, land use and planning, mineral Attachment A, Page 5 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 resources, noise, public services, and utility and service systems beyond what has been previously evaluated. Approved Environmental Documentation: An IS/ND, prepared pursuant to the California Environmental Quality Act (CEQA), for the proposed Project was approved in June 2009 (State Clearing House Number [SCN] 2008021092). A CE, prepared pursuant to the National Environmental Policy Act (NEPA), for the proposed Project was also approved in June 2009. A Re -Validation and Addendum for the proposed Project pursuant to CEQA and NEPA was approved in June 2011. The Phase I Initial Site Assessment was approved December 2010. Technical Study/Environmental Document Revisions: 11.1 Air Quality The regulatory setting is not anticipated to change from the 2010 Air Quality Analysis Memorandum; however, the regulatory setting would need to be evaluated to determine if any new requirements pertaining to air quality or global climate change have occurred since the 2010 technical memorandum update and the 2011 Re - Validation and Addendum. Impacts to air quality resulting from the demolition of the ARCO Station structures would need to be addressed. The remaining construction impacts and operational impacts are not anticipated to change as a result of the proposed Project access change. A technical memorandum would be required. One set of consolidated comments on the Air Quality Memorandum is anticipated. 11.2 Phase I Initial Site Assessment Update CONSULTANT will provide an updated record search (i.e., EDR Report) or file review to verify that the parcel is not included in a list of hazardous materials pursuant to Government Code Section 65962.5. A technical memorandum for the Phase I Initial Site Assessment would be required for impacts to hazards and hazardous materials. The ISA Memorandum would include discussions of the removal of associated tanks and pipeline systems and would include any soil sampling requirements during construction of the proposed Project. All of which would be standard environmental commitments. One set of consolidated comments on either the ISA Memorandum is anticipated. 11.3 Noise The regulatory setting is not anticipated to change from the 2010 Acoustical Analysis Memorandum; however, the regulatory setting would need to be evaluated to determine if any new requirements pertaining to noise have occurred since the 2010 technical memorandum update and the 2011 Re -Validation and Addendum. Impacts to noise resulting from the demolition of the ARCO Station structures would need to be addressed. The remaining construction impacts and operational impacts are not anticipated to change as a result of the proposed Project access change. A technical memorandum would be required. One set of consolidated comments on the Acoustical Memorandum is anticipated. Attachment A, Page 6 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 11.4 Population and Housing The proposed project includes the acquisition of private property, resulting in the displacement of one commercial property. For this minor change, Caltrans District 8 staff would typically require a Draft Relocation Impact Memorandum (DRIM) in accordance with Chapter 602, Relocation Impact Documents, of the Caltrans Relocation Assistance and Housing Procedures Manual. LSA will prepare a DRIM which will include the number and type of displacement (i.e., one non-residential property), availability of relocation resources, project maps, and conclusions statement. This task includes a site visit, research, and preparation of the DRIM. Interviewing affected owners and tenants and appraising the displaced properties or parts thereof are not included in this scope of services. One set of consolidated comments on the DRIM is anticipated. 11.5 Visual Resources The regulatory setting is riot anticipated to change from the 2010 Visual Impact Assessment Memorandum; however, the regulatory setting would need to be evaluated to determine if any new requirements pertaining to visual resources have occurred since the 2010 technical memorandum update and the 2011 Re -Validation and Addendum. Impacts to visual quality resulting from the demolition of the ARCO Station structures would need to be addressed. The resultant impacts from the proposed Project access change are anticipated to be less than that analyzed as part of the previous environmental documentation. A technical memorandum would be required. One set of consolidated comments on the Visual Impact Memorandum is anticipated. 11.6 Cultural Resources: Second Supplemental Historic Property Survey Report (HPSR) Per ADA requirement, the existing curb ramps at the Bedford Court/SR-79 South intersection will be removed and replaced. Since this intersection was not included in the original APE map, a second supplemental HPSR will be prepared. The regulatory setting is not anticipated to change from the 2012 Supplemental Historic Property Survey Report (HPSR) and Archaeological Survey Report (ASR); however, the regulatory setting would need to be evaluated to determine if any new requirements pertaining to cultural resources have occurred since the 2012 Supplemental HPSR/ASR. Impacts to cultural resources from the change in the area of potential effects (APE) map would need to be addressed. The impacts associated with the 2012 APE boundaries are not anticipated to change as a result of the proposed Project's changes resulting in curb/gutter/sidewalk at the intersection of SR -79 and Bedford Court, or as a result of the acquisition of the ARCO Station and demolition of the structures. A revised APE Map and Supplemental HPSR/ASR would be required. 11.7 Environmental Documentation Required It is anticipated that a Re -Validation and Addendum to the approved IS/ND and CE and June 2011 Re -Validation and Addendum would be required. If evaluation of the proposed Project access change results in the identification of significant impacts, then a Supplemental IS/MND would be required. In addition, if potentially significant impacts are identified, an Environmental Assessment (EA) may be required under Attachment A, Page 7 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 NEPA. If a Supplemental IS/MND and/or and EA are required, then public circulation would be necessary. Caltrans District 8 is required to concur and approve the environmental documentation necessary for the proposed Project change. SCOPE OF WORK GENERAL CONDITIONS AND REQUIREMENTS 1. Latest Editions: CONSULTANT will perform all services under the Agreement in conformance and in compliance with the latest Caltrans editions of applicable Project Development Procedures Manual and Caltrans Environmental Guidelines and Manuals. 2. Conflicts: In case of conflict, ambiguities, discrepancies, errors, or omissions among the reference materials obtained by CONSULTANT from other agencies, CONSULTANT will submit the matter to the City for clarification. Any work affected by such conflicts, ambiguities, discrepancies, errors or omissions which is performed by CONSULTANT prior to clarification by the City will be at CONSULTANT's risk and expense. 3. CONSULTANT will carry out the instructions as received from City Project Manager and will cooperate with Caltrans and adjacent cities, and any other consultants working on this project. 4. It is not the intent of the foregoing paragraph to relieve Consultant of their professional responsibility during the performance of this contract. In those instances where CONSULTANT believes a better design or solution to a problem is possible, CONSULTANT will promptly notify City/Caltrans Project Managers of these concerns, together with the reasons therefore. 5. CONSULTANT is responsible for the accuracy and completeness of data; and environmental analysis. While Caltrans will review the data and plans for conformity with Caltrans Standard Environmental Reference, as well as conformance with CEQA/NEPA requirements, the responsibility for accuracy and completeness lies with CONSULTANT. 6. The technical studies and memorandums, reports, and other documents furnished under this Scope of Work will be of a quality acceptable to the City and Caltrans. The minimum criteria for acceptance will be a product of neat appearance that is well organized, technically and grammatically correct, and thoroughly checked. 7. CONSULTANT may establish direct contact with local and state governmental regulatory and resource agencies and others in order to obtain information, expertise, and assistance in developing baseline data and resource inventories. CONSULTANT will maintain a record of such contacts and will transmit copies of those records to Caltrans and the City on a regular basis. At a minimum, these records will be transmitted monthly or more frequently, when the content or extent of the records so warrants. 8. Caltrans and the City will retain responsibility for final consultation, both informal and formal, with state and federal agencies regarding project mitigation and compensation proposals. 9. Where this Scope of Work requires CONSULTANT to prepare and submit studies, reports, plans, etc., to Caltrans and the City, these materials will be submitted in draft as scheduled, and the opportunity provided for Caltrans to direct revisions, prior to final submission. Attachment A, Page 8 of 10 CITY OF TEMECULA Fifth Amendment PROJECT NO. PW04-08 10. City Project Manager Will administer CONSULTANT contract and provide general direction to CONSULTANT. Caltrans is responsible for providing Independent Quality Assurance for the environmental documentation addendum preparation and supporting documents. SCOPE ASSUMPTIONS Scope assumptions are maintained as presented in Agreement No. 08-308 and subsequent Extra Work Authorizations and Addendums, as appropriate. Attachment A, Page 9 of 10 CITY OF TEMECULA FEES Fifth Amendment PROJECT NO. PW04-08 TASK DESCRIPTIONS Per Caltrans WBS Release 10.1 AMOUNT TASK 1 - PROJECT MANAGEMENT (WBS 100) 100 15 Project Management - PS&E Component $23,200 TASK 2 — PREPARE BASE MAPS AND PLAN SHEETS (WBS 185) 185 25 Life Cycle Cost Analysis $11,700 185 25 Utility Conflict Maps, Research, and Potholing $24,600 TASK 3 — UTILITY RELOCATION (WBS 200) 200 15 Utility Relocation Plans $20,000 TASK 8 — CIRCULATE, REVIEW, AND PREPARE FINAL DISTRICT PS&E PACKAGE (WBS 255) 255 10 Updated PS&E Package (100% & Final Submittals) $129,200 TASK 9 — EXPENSES Reproduction Services and Other Expenses $3,000 TASK 10 - OBTAIN RIGHT OF WAY INTERESTS FOR PROJECT RIGHT OF WAY CERTIFICATION (WBS 225) 225 55 Right of Way Interests $14,600 TASK 11 — ENVIRONMENTAL REEVALUATION (WBS 255.15) 255 15 Environmental Technical Studies, Revalidation, and Addendum $40,400 Total $266,700 Attachment A, Page 10 of 10 INTERSTATE -15 / HIGHWAY 79 SOUTH ULTIMATE INTERCHANGE Circulation Project Location Aerial Data - March 2010 Feet 0 265 530 1,060 56 City of Temecula Capital Improvement Budget Fiscal Year 2014-18 INTERSTATE -151 STATE ROUTE 79 SOUTH ULTIMATE INTERCHANGE Circulation Project Project Description: This project includes right-of-way acquisition, design, and construction of a ramp system that will improve access to Interstate 15 from Temecula Parkway/State Route 79 South. The interchange will accommodate traffic generated by future development of the City's General Plan land use as well as regional traffic volume increases forecasted for the year 2030. This project is crucial, as the projected traffic volume increases currently exceed the capacity of the existing interchange improvements constructed by the Riverside County Transportation Department. Benefit / Core Value: This project will improve circulation, freeway access, and level of service at the Interstate 15 and Temecula Parkway / State Route 79 South intersection. In addition, this project satisfies the City's Core Value of Transportation Mobility and Connectivity. Project Status: The plans, specifications, and estimates package are currently being prepared for review by California Department of Transportation (Caltrans). Acquisition is estimated to be complete during fiscal year 2013-14. Construction is scheduled to start during fiscal year 2014-15, when funding is available. Department: Public Works—Account No. 210.165.662 Level: 1 Project Cost: Prior Years Actual Egnencitnres Fiscal Year Ended 2013 2013-14 Canyomer Adopted 2014-15 Binds Pppropriation Projected 2015-16 2016-17 2017-18 Total Project Projected Projected Projected Cost Actiinistraticn $ 398,584 $ 100,948 $ 70,000 $ 7Q000 $ 58,100 $ 697,632 Acgtisition $ 7,413,992 $60003000 $ 375,715 $ 1,600,000 $12,789,707 Construction $ 104,000 $ 524Q 176 $ 779, 715 $ 9,100,000 $15,403,000 $ 24,607,068 Construction $ 4,452,000 $ 4,452,000 Engineering $ 1,300,000 $ 2200,000 $ 3,500,000 Design $ 3, 220, 267 $ 147, 228 $ 334, 000 $ 715,795 $ 7,1030,213 $ 3,701,515 MS -CP $ 705,000 $10,552,607 $ 705, 000 Totals $11,136,951 $6246176 $ 779,715 $11,175,000 $17,661,1001 $ - $ - $46,000,942 Fiscal Year Source of Ftx1dS: Prnor Years Ended 2013 2013-14 Actual Carryover Priopted Egnetxlknres Bludcet Pppropriation 2014-15 2015-16 2016-17 2017-18 Total Project Projected Projected Projected Projected Cost CFD (amine HID Reimbursement) Cther (Mxgai HII) $ 502,211 $ 1,190,582 1 $ 502,211 $ 1,190,582 SAFETEA-LU $ 1,600,000 $ 1,600,000 Senate Bill 621 $ 4,992,158 $ 524Q 176 $ 779, 715 $ 3,459, 205 $ 14,479,254 TUVIF (RCnaCETAF)n» $ 4,452,000 $ 4,452,000 TUVIF (RCROFegcn)o $ 5,400,000 $ 5,400,000 TUVIF(RCRaRejcn)@) $ 715,795 $ 7,1030,213 $ 7,824,008 Unspecifiecizn $10,552,607 $10, 552,867 Total Fo1cing: $11,136,951 $524Q176 $ 779,7151 $ 11,175,000 $17,661,100 $ - $ - $46,000,942 Future Operation & Maintenance Costs: 2013-14 2014-15 $ 6,000 2016-16 $ 6,120 2016-17 $ 6242 2017-18 $ 6,367 (1) TUVF (RCTC'CETPP) - Funding is pursuant to RCTC Pgreement No. 11-72-041-00 ($6,400,000 to date) (2) TUVF (RCTC'Regon)- Finding is pursuant to RCTCPgeement No. 06-72-506 (54452,000) (3) TUVF (RCTC'Regon)- Supplemental fundingwill prmidethe required additional finds based on received construction bids. (4) Project cannot be constructed until a fencing source is identified. 57 Item No. 11 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works/City Engineer DATE: August 27, 2013 SUBJECT: Award of a Construction Contract for the Citywide Concrete Repairs Fiscal Year 2013-14, PW13-05 PREPARED BY: Amer Attar, Principal Engineer Chris White, Assistant Engineer - CIP RECOMMENDATION: 1. Award a Construction Contract to Above All Names Construction Service, Inc., in the amount of $127,900, for Citywide Concrete Repairs Fiscal Year 2013-14, PW 13-05; 2. Authorize the City Manager to approve change orders not to exceed the contingency amount of $25,580, which is equal to 20% of the contract amount; 3. Make a finding that Citywide Concrete Repairs Fiscal Year 2013-14, PW13-05, is exempt from Multiple Species Habitat Conservation Plan (MSHCP) fees. BACKGROUND: The Citywide Concrete Repairs project is an annual project which repairs various concrete facilities maintained by the City. The project consists of the removal and replacement of damaged curb and gutter, sidewalk, driveway approaches, under sidewalk drains, cross gutters, ADA ramps and spandrels at various locations. On June 11, 2013, City Council approved the plans and specifications and authorized staff to solicit construction bids. On Thursday, August 8, 2013, seven bids were electronically opened and publicly posted on PlanetBids. The results were as follows: Base Bid 1. Above All Names Construction Services $127,900.00 2. Mora's Construction & Equipment Non-responsive 3. Crownline General Contractor Non-responsive 4. PTM General Engineering Services, Inc. Non-responsive 5. Ted Enterprises Incorporated Non-responsive 6. ABNY General Engineering Incorporated Non-responsive 7. JDC, Inc. Non-responsive Staff has deemed the bids submitted by all, except the low bidder, as non-responsive due to the fact that the City did not receive their original bid bonds within the 24 -hours after bid opening as required by the project Specifications, Notice Inviting Bids Section Number "7" and Instruction to Bidders, Section 2, "Proposal", Item Number "i." Staff has reviewed the bid proposals and found Above All Names Construction Services, Inc. to be the lowest responsible bidder for this project. Above All Names Construction Services, Inc. has successfully completed similar work for Temecula and other cities. The Engineer's Estimate for the project was $139,800.00. The project specifications allow for 40 working days, which is an approximate duration of two months. Since the lowest bid is below the Engineer's Estimate and the unit prices are extremely competitive and favorable to the City, staff is requesting authorization of a 20% contingency in order to carry out additional concrete repairs as part of this year's program. The Multiple Species Habitat Conservation Plan (MSHCP) is an element of the Riverside County Integrated Project (RCIP) to conserve open space, nature preserves and wildlife to be set aside in some areas. It is designed to protect over 150 species and conserve over 500,000 acres in Western Riverside County. The City of Temecula is a permittee to the MSHCP and as such is required to abide by the Regional Conservation Authority's (RCA) Fee Remittance and Collection Policy adopted by Resolution 07-04 on September 10, 2007. The RCA is a joint regional authority formed by the County and the Cities to provide primary policy direction for implementation of the MSHCP. Beginning July 1, 2008, the RCA will require that locally funded Capital Improvement Projects contribute applicable MSHCP fees within 90 -days of construction contract award. Fees outside the public right of way are calculated on a cost per acre of disturbed area basis, while fees for typical right of way improvements projects are 5% of construction costs. Projects funded by TUMF or Measure A are exempt from MSHCP fees as those programs contribute directly to the MSHCP. The Citywide Concrete Repairs project consists of the removal and replacement of concrete facilities within the existing improved right of way, therefore, there is no new disturbed area subject to the 5% MSHCP fees, thus the project is exempt. FISCAL IMPACT: The Citywide Concrete Repairs project is part of the Public Works Maintenance Division Budget for Routine Street Maintenance funded with Measure A. Sufficient funds are available within account no. 170.199.999.5402 for the contract amount of $127,900, plus the 20% contingency amount of $25,580, for a total encumbrance of $153,480. ATTACHMENTS: 1. Contract 2. Citywide Concrete Repair List CITY OF TEMECULA, DEPARTMENT OF PUBLIC WORKS CONTRACT FOR CITYWIDE CONCRETE REPAIRS FISCAL YEAR 2013-14 PROJECT NO. PW13-05 THIS CONTRACT, made and entered into the 27th day of August, 2013, by and between the City of Temecula, a municipal corporation, hereinafter referred to as "CITY', and Above All Names Construction Service, Inc. hereinafter referred to as "CONTRACTOR." WITNESSETH: That CITY and CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: 1. CONTRACT DOCUMENTS. The complete Contract includes all of the Contract Documents, to wit: Notice Inviting Bids, Instructions to Bidders, Proposal, Performance Bond, Labor and Materials Bond, Plans and Specifications entitled CITYWIDE CONCRETE REPAIRS FISCAL YEAR 2013-14, PROJECT NO. PW13-05, Insurance Forms, this Contract, and all modifications and amendments thereto, the State of California Standard Plans and Specifications, (latest edition), issued by the California Department of Transportation, where specifically referenced in the Plans, Special Provisions, and Technical Specifications, and the latest version of the Standard Specifications for Public Works Construction, including all supplements as written and promulgated by Public Works Standards, Inc. (hereinafter, "Standard Specifications") as amended by the General Specifications, Special Provisions, and Technical Specifications for CITYWIDE CONCRETE REPAIRS FISCAL YEAR 2013-14, PROJECT NO. PW13-05. Copies of these Standard Specifications are available from the publisher: BNi Building News Division of BNi Publications, Inc. 1612 South Clementine St. Anaheim, California 92802 (714) 517-0970 The Standard Specifications will control the general provisions, construction materials, and construction methods for this Contract except as amended by the General Specifications, Special Provisions, and Technical Specifications for CITYWIDE CONCRETE REPAIRS FISCAL YEAR 2013-14, PROJECT NO. PW13-05. In case of conflict between the Standard Specifications and the other Contract Documents, the other Contract Documents shall take precedence over, and be used in lieu of, such conflicting portions. Where the Contract Documents describe portions of the work in general terms, but not in complete detail, it is understood that the item is to be furnished and installed completed and in place and that only the best general practice is to be used. Unless otherwise specified, the CONTRACTOR shall furnish all labor, materials, tools, equipment, and incidentals, and do all the work involved in executing the Contract. The Contract Documents are complementary, and what is called for by anyone shall be as binding as if called for by all. Any conflict between this Contract and any other Contract Document shall be resolved in favor of this Contract. 2. SCOPE OF WORK. CONTRACTOR shall perform everything required to be performed, shall provide and furnish all the labor, materials, necessary tools, expendable equipment, and all utility and transportation services required for the following: CITYWIDE CONCRETE REPAIRS FISCAL YEAR 2013-14, PROJECT NO. PW13-05 All of said work to be performed and materials to be furnished shall be in strict accordance with the Drawings and Specifications and the provisions of the Contract Documents hereinabove enumerated and adopted by CITY. 3. CITY APPROVAL. All labor, materials, tools, equipment, and services shall be furnished and work performed and completed under the direction and supervision, and subject to the approval of CITY or its authorized representatives. 4. CONTRACT AMOUNT AND SCHEDULE. The CITY agrees to pay, and CONTRACTOR agrees to accept, in full payment for, the work agreed to be done, the sum of: ONE HUNDRED TWENTY SEVEN THOUSAND NINE HUNDRED DOLLARS and NO CENTS ($127,900.00), the total amount of the base bid. CONTRACTOR agrees to complete the work in a period not to exceed 40 working days, commencing with delivery of a Notice to Proceed by CITY. Construction shall not commence until bonds and insurance are approved by CITY. 5. CHANGE ORDERS. All change orders shall be approved by the City Council, except that the City Manager is hereby authorized by the City Council to make, by written order, changes or additions to the work in an amount not to exceed the contingency as established by the City Council. 6. PAYMENTS A. LUMP SUM BID SCHEDULE: Before submittal of the first payment request, the CONTRACTOR shall submit to the Director of Public Works a schedule of values allocated to the various portions of the work, prepared in such form and supported by such data to substantiate its accuracy as the Director of Public Works may require. This schedule, as approved by the Director of Public Works, shall be used as the basis for reviewing the CONTRACTOR's payment requests. B. UNIT PRICE BID SCHEDULE: Pursuant to Section 20104.50 of the Public Contract Code, within 30 days after submission of a payment request to the CITY, the CONTRACTOR shall be paid a sum equal to 95% of the value of the work completed according to the bid schedule. Payment request forms shall be submitted on or about the 30th day of each successive month as the work progresses. The final payment, if unencumbered, or any part thereof unencumbered, shall be made 60 days after acceptance of final payment and the CONTRACTOR filing a one-year Warranty and an Affidavit of Final Release with the CITY on forms provided by the CITY. C. Payments shall be made on demands drawn in the mariner required by law, accompanied by a certificate signed by the City Manager, stating that the work for which payment is demanded has been performed in accordance with the terms of the Contract, and that the amount stated in the certificate is due under the terms of the Contract. Partial payments on the Contract price shall not be considered as an acceptance of any part of the work. D. Interest shall be paid on all undisputed payment requests not paid within 30 days pursuant to Public Contracts Code Section 20104.50. Public Contract Code Section 7107 is hereby incorporated by reference. 7. LIQUIDATED DAMAGES — EXTENSION OF TIME. In accordance with Government Code Section 53069.85, CONTRACTOR agrees to forfeit and pay to CITY the sum of $1,000 per day for each calendar day completion is delayed beyond the time allowed pursuant to Paragraph 4 of this Contract. Such sum shall be deducted from any payments due to or to become due to CONTRACTOR. CONTRACTOR will be granted an extension of time and will not be assessed liquidated damages for unforeseeable delays beyond the control of, and without the fault or negligence of, the CONTRACTOR including delays caused by CITY. Within ten calendar days of the occurrence of such delay, CONTRACTOR shall give written notice to CITY. Within 30 calendar days of the occurrence of the delay, CONTRACTOR shall provide written documentation sufficient to support its delay claim to CITY. CONTRACTOR'S failure to provide such notice and documentation shall constitute CONTRACTOR'S waiver, discharge, and release of such delay claims against CITY. 8. WAIVER OF CLAIMS. On or before making each request for payment under Paragraph 6 above, CONTRACTOR shall submit to CITY, in writing, all claims for compensation as to work related to the payment. Unless the CONTRACTOR has disputed the amount of the payment, the acceptance by CONTRACTOR of each payment shall constitute a release of all claims against the CITY related to the payment. CONTRACTOR shall be required to execute an affidavit, release, and indemnity agreement with each claim for payment. 9. PREVAILING WAGES. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contract, from the Director of the Department of Industrial Relations. These rates are available from the California Department of Industrial Relations' Internet Web Site at http://www.dir.ca.gov. CONTRACTOR shall post a copy of such wage rates at the job site and shall pay the adopted prevailing wage rates as a minimum. CONTRACTOR shall comply with the provisions of Section 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, CONTRACTOR shall forfeit to the CITY, as a penalty, the sum of $50.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Contract, by him or by any subcontractor under him, in violation of the provisions of the Contract. 10. TIME OF THE ESSENCE. Time is of the essence in this contract. 11. INDEMNIFICATION. All work covered by this Contract done at the site of construction or in preparing or delivering materials to the site shall be at the risk of CONTRACTOR alone. CONTRACTOR agrees to save, indemnify, hold harmless and defend CITY OF TEMECULA, TEMECULA COMMUNITY SERVICES DISTRICT, and/or SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY, its officers, employees, and agents, against any and all liability, injuries, or death of persons (CONTRACTOR's employees included) and damage to property, arising directly or indirectly out of the obligations herein undertaken or out of the operations conducted by CONTRACTOR, save and except claims or litigations arising through the sole active negligence or sole willful misconduct of the CITY. The CONTRACTOR shall indemnify and be responsible for reimbursing the CITY for any and all costs incurred by the CITY as a result of Stop Notices filed against the project. The CITY shall deduct such costs from Progress Payments or final payments due to the CONTRACTOR. 12. GRATUITIES. CONTRACTOR warrants that neither it nor any of its employees, agents, or representatives has offered or given any gratuities or promises to CITY's employees, agents, or representatives with a view toward securing this Contract or securing favorable treatment with respect thereto. 13. CONFLICT OF INTEREST. CONTRACTOR warrants that none of its partners, members or shareholders are related by blood or marriage to any employee of the CITY who has participated in the development of the specifications or approval of this project or who will administer this project nor are they in any way financially associated with any CITY officer or employee, or any architect, engineer, or other preparers of the Drawings and Specifications for this project. CONTRACTOR further warrants that no person in its employ nor any person with an ownership interest in the CONTRACTOR has been employed by the CITY within one year of the date of the Notice Inviting Bids. 14. CONTRACTOR'S AFFIDAVIT. After the completion of the work contemplated by this Contract, CONTRACTOR shall file with the City Manager, its affidavit stating that all workmen and persons employed, all firms supplying materials, and all subcontractors upon the Project have been paid in full, and that there are no claims outstanding against the Project for either labor or materials, except certain items, if any, to be set forth in an affidavit covering disputed claims or items in connection with a Stop Notice which has been filed under the provisions of the laws of the State of California. 15. NOTICE TO CITY OF LABOR DISPUTES. Whenever CONTRACTOR has knowledge that any actual or potential labor dispute is delaying or threatens to delay the timely performance of the Contract, CONTRACTOR shall immediately give notice thereof, including all relevant information with respect thereto, to CITY. 16. BOOKS AND RECORDS. CONTRACTOR's books, records, and plans or such part thereof as may be engaged in the performance of this Contract, shall at all reasonable times be subject to inspection and audit by any authorized representative of the CITY. 17. INSPECTION. The work shall be subject to inspection and testing by CITY and its authorized representatives during manufacture and construction and all other times and places, including without limitation, the plants of CONTRACTOR and any of its suppliers. CONTRACTOR shall provide all reasonable facilities and assistance for the safety and convenience of inspectors. All inspections and tests shall be performed in such manner as to not unduly delay the work. The work shall be subject to final inspection and acceptance notwithstanding any payments or other prior inspections. Such final inspection shall be made within a reasonable time after completion of the work. 18. DISCRIMINATION. CONTRACTOR represents that it has not, and agrees that it will not, discriminate in its employment practices on the basis of race, creed, religion, national origin, color, sex, age, or handicap. 19. GOVERNING LAW. The City and Contractor understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Contract and also govern the interpretation of this Contract. Any litigation concerning this Contract shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event of litigation between the parties concerning this Contract, the prevailing party as determined by the Court, shall be entitled to actual and reasonable attorney fees and litigation costs incurred in the litigation. 20. PROHIBITED INTEREST. No member, officer, or employee of the City of Temecula or of a local public body who has participated in the development of the specifications or approval of this project or will administer this project shall have any interest, direct or indirect, in the contract or the proceeds thereof during his/her tenure or for one year thereafter. Furthermore, the contractor/consultant covenants and agrees to their knowledge that no board member, officer or employee of the City of Temecula has any interest, whether contractual, non -contractual, financial or otherwise, in this transaction, or in the business of the contracting party other than the City of Temecula, and that if any such interest comes to the knowledge of either party at any time, a full and complete disclosure of all such information will be made, in writing, to the other party or parties, even if such interest would not be considered a conflict of interest under Article 4 (commencing with Section 1090) or Article 4.6 (commencing with Section 1220) of Division 4 of Title I of the Government Code of the State of California. 21. ADA REQUIREMENTS. By signing this contract, Contractor certifies that the Contractor is in total compliance with the Americans with Disabilities Act of 1990, Public Law 101- 336, as amended. 22. WRITTEN NOTICE. Any written notice required to be given in any part of the Contract Documents shall be performed by depositing the same in the U.S. Mail, postage prepaid, directed to the address of the CONTRACTOR as set forth in the Contract Documents, and to the CITY addressed as follows: Mailing and Delivery Address: Greg Butler Director of Public Works/City Engineer City of Temecula 41000 Main Street Temecula, CA 92590-3606 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed on the date first above written. DATED: CONTRACTOR Above All Names Construction Service, Inc. 1648 W. Persimmon Street Rialto, CA 92377 (909) 357-3404 By: Print or type NAME Print or type TITLE By: Print or type NAME Print or type TITLE (Signatures of two corporate officers required for Corporations) DATED: CITY OF TEMECULA ATTEST: Susan W. Jones, MMC, City Clerk APPROVED AS TO FORM: Peter M. Thorson, City Attorney By: Michael S. Naggar, Mayor PM Initials: r'1 B Date: �/ City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF) Sidewalk or Ramp Panel (SF) ADA Access Ramp (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) Area 1 40090 Holden Circle Sidewalk R & R Sidewalk 27 6 162.00 40170 Holden Circle Sidewalk R & R Sidewalk 15 6 90.00 39333 Springtime Sidewalk R & R Sidewalk 12 6 72.00 39313 Springtime Sidewalk R & R Sidewalk 13 6 78.00 S/E c/o Springtime @ Rainbow Creek ADA Access Ramp R &RADA Access Ramp 9 10 90.00 39618 Rustic Glen (by catch basin) Curb & Gutter R & R Curb & Gutter 10 10.00 W/B Vail Ranch Parkway 100' before Johnson Drive Sidewalk R & R Sidewalk 5 6 30.00 31088 Lahontan Street Sidewalk R & R Sidewalk 5 6 30.00 29500 Mira Loma Drive Under Sidewalk Drain R & R Undersidewalk Drain 1 1.00 46291 Across from Sharon Street Sidewalk R & R Sidewalk 40 6 240.00 Regina Drive @ Valentino Way N/W Corner Sidewalk R & R Sidewalk 6 8 48.00 Regina Drive @ Valentino Way N/W Corner ADA Access Ramp R & R ADA Access Ramp 12 16 192.00 Across from 33210 Camino Rubano Sidewalk R & R Sidewalk 80 6 480.00 Across from 33230 Camino Rubano Sidewalk R & R Sidewalk 15 6 90.00 r:\cip division \projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF)Ramp Sidewalk or Ramp Panel ADA Access (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) Across from 33250 Camino Rubano Sidewalk R & R Sidewalk 20 6 120.00 E/S Camino Otilla 10' N/0 Calle Alfredo Sidewalk R & R Sidewalk 12 7 84.00 44560 Cayene Trail Sidewalk R & R Sidewalk 12 6 72.00 44560 Cayene Trail Drive Approach R & R Drive Approach 10 6 60.00 Across from 32736 Hislop Way Sidewalk R & R Sidewalk 30 6 180.00 32356 Hupp Drive Sidewalk R & R Sidewalk 15 6 90.00 44870 Corte Sevrina Sidewalk R & R Sidewalk 10 6 60.00 Across from 31586 Loma Linda Sidewalk R & R Sidewalk 45 6 270.00 Across from 31795 Loma Linda Sidewalk R & R Sidewalk 20 6 120.00 SUBTOTALS - AREA 1 10.00 2316.00 282.00 60.00 0.00 0.00 1.00 Area 2 30079 Campo Verde Sidewalk R & R Sidewalk 24 6 144.00 30134 Campo Verde Sidewalk R & R Sidewalk 45 6 270.00 30155 Campo Verde Sidewalk R & R Sidewalk 35 6 210.00 30025 Calle Halcon Sidewalk R & R Sidewalk 10 6 60.00 Across from 28500 Elinda Road Sidewalk R & R Sidewalk 40 6 240.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF)Ramp Sidewalk or Ramp Panel ADA Access (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) 41647 Across from Riesling Court Sidewalk R & R Sidewalk 100 6 600.00 41739 Zinfandel Avenue Sidewalk R & R Sidewalk 12 6 72.00 41598 Chenin Blanc Curb & Gutter R & R Curb & Gutter 12 12.00 31952 Sauvignon Circle Sidewalk R & R Sidewalk 10 6 60.00 31952 Sauvignon Circle Drive Approach R & R Drive Approach 12 6 72.00 31959 Vineyard Avenue Sidewalk R & R Sidewalk 20 6 120.00 Across from 31889 Vineyard Avenue Sidewalk R & R Sidewalk 10 6 60.00 41492 Cour Beaune Sidewalk R & R Sidewalk 12 6 72.00 41476 Cour Beaune Sidewalk R & R Sidewalk 24 6 144.00 Across from 41435 Cour Beaune Sidewalk R & R Sidewalk 40 6 240.00 41291 Rue Jedot Sidewalk R & R Sidewalk 15 6 90.00 41387 Rue Jedot Sidewalk R & R Sidewalk 12 6 72.00 Rancho California Road w/b 200' before Margarita Road Sidewalk R & R Sidewalk 15 5 75.00 W/B Rancho California Road 75' before Moraga Road Curb & Gutter R & R Curb & Gutter 20 20.00 S/E Corner of Rue Jedot @ Cour Meyney Sidewalk R & R Sidewalk 10 6 60.00 Across from 41304 Rue Jedot Sidewalk R & R Sidewalk 10 6 60.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF)Ramp Sidewalk or Ramp Panel ADA Access (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) 31727 Klarer Sidewalk R & R Sidewalk 25 6 150.00 40438 Yardley Court Sidewalk R & R Sidewalk 10 6 60.00 SUBTOTALS - AREA 2 32.00 2859.00 0.00 72.00 0.00 0.00 0.00 Area 3 32036 Calle Novelda Sidewalk R & R Sidewalk 18 6 108.00 Pauba Road 100 feet w/o Camino Merano Sidewalk R & R Sidewalk 10 6 60.00 33305 Via Chapparo Sidewalk R & R Sidewalk 8 6 48.00 33257 Via Chapparo Sidewalk R & R Sidewalk 10 6 60.00 N/W c/o Ynez Road @ Santiago Road Sidewalk R & R Sidewalk 10 6 60.00 Wolf Valley Road across from Camino Olite Sidewalk R & R Sidewalk 5 6 30.00 Camino Rosado @ Corte Carmello Sidewalk R & R Sidewalk 7 6 42.00 N/B Valentino Way 50 feet past Hupa Drive Sidewalk R & R Sidewalk 24 6 144.00 South end of Camino Carmargo Sidewalk R & R Sidewalk 15 6 90.00 Caminito Carmargo 50 feet SIO Aguila Court Sidewalk R & R Sidewalk 30 6 180.00 44698 Corte Gutierrez Drive Approach R & R Drive Approach 10 6 60.00 44698 Corte Gutierrez Sidewalk R & R Sidewalk 10 6 60.00 r:\cip division\projects\pw13\pwl3-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pwl 3 -05 -master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF) Sidewalk or Ramp Panel (SF) ADA Access Ramp (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) 33466 Camino Hernandez Sidewalk R & R Sidewalk 6 6 36.00 44715 Calle Banuelos Sidewalk R & R Sidewalk 12 6 72.00 44715 Calle Banuelos Drive Approach R & R Drive Approach 8 6 48.00 44733 Calle Banuelos Sidewalk R & R Sidewalk 30 6 180.00 S/E c/o Chaote Street @ Nighthawk Pass Sidewalk R & R Sidewalk 3 6 18.00 Across from 44314 Nighthawk Pass Sidewalk R & R Sidewalk 20 6 120.00 44332 Nighthawk Pass Sidewalk R & R Sidewalk 10 6 60.00 W/B Channel Street 50 feet past Huntington Circle Sidewalk R & R Sidewalk 10 6 60.00 45002 Corte Zorita Sidewalk R & R Sidewalk 20 6 120.00 S/W c/o Via Alturas @ Pauba Road Sidewalk R & R Sidewalk 6 6 36.00 41375 McCabe Court Sidewalk R & R Sidewalk 30 6 180.00 SIB Madison Avenue 100 feet SIO of McCabe Court Sidewalk R & R Sidewalk 45 6 270.00 SUBTOTALS - AREA 3 0.00 2034.00 0.00 108.00 0.00 0.00 0.00 Area 4 32319 Corte Las Cruces Sidewalk R & R Sidewalk 15 6 90.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF)Ramp Sidewalk or Ramp Panel ADA Access (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) 32353 Corte Las Cruces Sidewalk R & R Sidewalk 20 6 120.00 Across from 32293 Corte Santa Catalina Sidewalk R & R Sidewalk 60 6 360.00 S/W c/o Calle Resaca @ Corte Chatada Sidewalk R & R Sidewalk 28 6 168.00 31913 Camino Marea Sidewalk R & R Sidewalk 10 6 60.00 41834 Camino De La Torre Sidewalk R & R Sidewalk 10 6 60.00 41823 Camino De La Torre Sidewalk R & R Sidewalk 20 6 120.00 41775 Camino De La Torre Sidewalk R & R Sidewalk 12 6 72.00 Across from 41847 Via Vasquez Sidewalk R & R Sidewalk 20 6 120.00 41895 Via Vasquez Sidewalk R & R Sidewalk 6 6 36.00 41827 Corte Lara Sidewalk R & R Sidewalk 24 6 144.00 41803 Corte Lara Sidewalk R & R Sidewalk 24 6 144.00 32373 Corte Palacio Sidewalk R & R Sidewalk 30 6 180.00 42281 Camino Merano Sidewalk R & R Sidewalk 10 6 60.00 32117 Camino Nunez Sidewalk R & R Sidewalk 10 6 60.00 32126 Camino Nunez Sidewalk R & R Sidewalk 10 6 60.00 32199 Camino Nunez Sidewalk R & R Sidewalk 10 6 60.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF)Ramp Sidewalk or Ramp Panel ADA Access (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) 32235 Camino Nunez Sidewalk R & R Sidewalk 25 5 125.00 32156 Calle Resaca Under Sidewalk Drain R & R Undersidewalk Drain 1 1.00 North General Kearny @ Salemor (S/E corner) Sidewalk R & R Sidewalk 12 10 120.00 North General Kearny @ Salemor (S/E corner) ADA Access Ramp R & R ADA Access Ramp 10 15 150.00 29581 North General Kearny Sidewalk R & R Sidewalk 15 6 120.00 29581 North General Kearny Handicap Ramp R mp Handicap 20 8 160.00 SUBTOTALS - AREA 4 0.00 2279.00 310.00 0.00 0.00 0.00 1.00 Area 5 43225 Business Park Drive Sidewalk R & R Sidewalk 36 6 216.00 Across the street from 43218 Business Park Drive Sidewalk R & R Sidewalk 10 6 60.00 Across the street from 43218 Business Park Drive Sidewalk R & R Sidewalk 10 6 60.00 Across the street from 43218 Business Park Drive Sidewalk R & R Sidewalk 30 6 180.00 International Rectifier -Business Park Drive 10' n/o employee entrance Sidewalk R & R Sidewalk 10 6 60.00 International Rectifier -Business Park Drive 100' s/o employee entrance Sidewalk R & R Sidewalk 10 6 60.00 International Rectifier -Business Park Drive 110' s/o employee entrance Sidewalk R & R Sidewalk 10 6 60.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF) Sidewalk or Ramp Panel (SF) ADA Access Ramp (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) International Rectifier -Business Park Drive 120' slo employee entrance Sidewalk R & R Sidewalk 15 6 90.00 International Rectifier -Business Park Drive 130' s/o employee entrance Sidewalk R & R Sidewalk 10 6 60.00 International Rectifier -Business Park Drive 140' s/o employee entrance Sidewalk R & R Sidewalk 15 6 90.00 International Rectifier -Business Park Drive 300' s/o employee entrance Sidewalk R & R Sidewalk 10 6 60.00 International Rectifier -Business Park Drive 320' s/o employee entrance Sidewalk R & R Sidewalk 10 6 60.00 International Rectifier -Business Park Drive 400' slo employee entrance Sidewalk R & R Sidewalk 10 6 60.00 50' n/o 41915 Business Park Drive Sidewalk R & R Sidewalk 10 6 60.00 70' n/o 41915 Business Park Drive Sidewalk R & R Sidewalk 10 6 60.00 70' n/o 41915 Business Park Drive Drive Approach R & R Drive Approach 12 6 72.00 Across from 30145 Corte Plata Sidewalk R & R Sidewalk 12 5 60.00 Adian Court @ Milano Road Sidewalk R & R Sidewalk 15 8 120.00 Adian Court @ Milano Road Handicap Ramp Ra A Handicap 15 9 135.00 31658 Via San Carlos Sidewalk R & R Sidewalk 20 6 120.00 Across from 30476 Milano Road Sidewalk R & R Sidewalk 20 6 120.00 4137xx Pine Tree Circle Sidewalk R & R Sidewalk 15 6 90.00 41371 Pine Tree Circle Sidewalk R & R Sidewalk 15 6 90.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF)Ramp Sidewalk or Ramp Panel ADA Access (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) 41247 Pine Tree Circle Sidewalk R & R Sidewalk 15 6 90.00 41253 Pine Tree Circle Sidewalk R & R Sidewalk 15 6 90.00 W/B Congressional Drive 100' w/o Cog Hill Road Sidewalk R & R Sidewalk 15 6 90.00 31407 Britton Circle Sidewalk R & R Sidewalk 18 6 108.00 32218 Placier Belair Sidewalk R & R Sidewalk 20 6 120.00 S/E c/o Harveston Drive @ Pasadena Drive Sidewalk R & R Sidewalk 10 6 60.00 S/S Harveston Drive 100' e/o Lakeview Road Sidewalk R & R Sidewalk 25 6 150.00 S/s Harveston Drive @ Ann Arbor Place Sidewalk R & R Sidewalk 12 6 72.00 39331 Oak Cliff Drive Sidewalk R & R Sidewalk 12 6 72.00 39713 Creative Drive Sidewalk R & R Sidewalk 12 6 72.00 42343 Via Consuelo Sidewalk R & R Sidewalk 6 7 42.00 31238 Enfield Lane Curb & Gutter R & R Curb & Gutter 15 15.00 Margarita Park North Entrance Handicap Ramp Ra P Handicap 10 15 150.00 Meadows Parkway S/B 50' before Pauba Road Sidewalk R & R Sidewalk 10 6 60.00 Meadows Parkway S/B 50' before Pauba Road Sidewalk R & R Sidewalk 12 6 72.00 Meadows Parkway S/B 100' past Rancho Vista Sidewalk R & R Sidewalk 10 6 60.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm City of Temecula Department of Public Work FY 2013-2014 Concrete Repair List Project No. PW13-05 LOCATION Item SCOPE OF WORK L W C&G (LF) Sidewalk or Ramp Panel (SF) ADA Access Ramp (SF) Res. Drive Approach (SF) Cross Gutter (SF) Spandrel (SF) Under Sidewalk Drain (EA) Meadows Parkway S/B 100' past Rancho Vista Sidewalk R & R Sidewalk 10 6 60.00 Pauba Road W/B 500' past Butterfield Stage Road Sidewalk R & R Sidewalk 15 6 90.00 42200 Pujol Street Sidewalk R & R Sidewalk 10 6 60.00 Jefferson Avenue S/B 100' before Rancho California Road Sidewalk R & R Sidewalk 15 6 90.00 E/B Date Street 200' E/o Lakewood Drive Sidewalk R & R Sidewalk 10 6 60.00 E/B Date Street @ Kingwood Road Sidewalk R & R Sidewalk 10 6 60.00 E/B Date Street 50' E/o Kingwood Road Sidewalk R & R Sidewalk 5 6 30.00 E/B Date Street 300' W/o Margarita Road Sidewalk R & R Sidewalk 10 6 60.00 E/B Date Street 250' W/o Margarita Road Sidewalk R & R Sidewalk 10 6 60.00 E/B Date Street 230' W/o Margarita Road Sidewalk R & R Sidewalk 10 6 60.00 S/B Margarita Road 200' S/o Date Street Sidewalk R & R Sidewalk 10 6 60.00 31103 Via Gilberto Sidewalk R & R Sidewalk 20 6 120.00 SUBTOTALS - AREA 5 15.00 3804.00 285.00 72.00 0.00 0.00 0.00 GRAND TOTALS 57.00 13292.00 877.00 312.00 0.00 0.00 2.00 r:\cip division\projects\pw13\pw13-05 citywide concrete repairs fy 2013-14\design files\iv.d.1 estimates\pw13-05-master list of areas and quantities-5-21-13.xlsm Item No. 12 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works/City Engineer DATE: August 27, 2013 SUBJECT: Temporary Street Closures for the Fall 2013 Special Events PREPARED BY: Mayra De La Torre, Senior Engineer Steve Charette, Associate Engineer RECOMMENDATION: Receive and file a proposed action by the City Manager to temporarily close certain streets for the following Fall 2013 Events: HEALTH, WELLNESS, SAFETY & SPECIAL NEEDS FAIR HOLIDAY ARTS & CRAFTS BAZAAR SALUTE TO HEROES, FRIENDS & FAMILY FAIR TEMECULA VALLEY CENTURY RIDE KOMEN RACE FOR THE CURE GREEK FESTIVAL BACKGROUND: There are six special events scheduled during the months of September through November of 2013 which necessitate the physical closure of all or portions of certain streets within the Old Town area and surrounding the Promenade Mall. The closures are necessary to facilitate the events and to protect participants and viewers. The six events and associated street closures are as follows (also see attached Exhibits): Autumn Fest Events (City fully -Sponsored) 1. Health, Wellness, Safety & Special Needs Fair The Health, Wellness, Safety & Special Needs Fair is a resource fair for individuals, families and professionals to gather and share information on health related resources, products and services available in Temecula and the surrounding areas. The event will be held on Saturday, September 28, 2013, at the Town Square with street closures scheduled as follows: Main Street — the easterly driveway edge of 28636 Old Town 8:00 a.m. on Friday, September 27th to 6:00 p.m. on Saturday, September 28th Front Street (Rosa's Cantina) to Mercedes Street Mercedes Street — Fourth Street to Third Street (Mercedes 6:34 a.m. to 6:00 p.m. on Saturday, September 28th Street traffic will be detoured around the event via Third and Fourth Street) 2. Holiday Arts & Crafts Bazaar The Holiday Arts & Crafts Bazaar will provide shopping opportunities from a selection of artisan gifts by local arts and craftsmen. The event will be held on Saturday, November 9, 2013, at the Town Square with street closures scheduled as follows: Main Street—the easterly driveway edge of 28636 Old Town Front Street (Rosa's Cantina) to Mercedes Street 6:00 a.m. to 6:30 pm on Saturday, November 9th Mercedes Street — Fourth Street to Third Street (Mercedes Street traffic will be detoured around the event via Third and Fourth Street) 6:00 a.m. to 6:30 pm on Saturday, November 9th Autumn Fest Events (City co -Sponsored): 1. Salute to Heroes Friends & Family Fair The Salute to Heroes Friends & Family Fair event honors law enforcement, first responders, military personnel, and veterans. The event will be held on Saturday, September 14, 2013, at the Town Square with street closures scheduled as follows: Main Street — the easterly driveway edge of 28636 Old Town 7:00 a.m. to 8:00 p.m. on Saturday, September 14th Front Street (Rosa's Cantina) to Mercedes Street Mercedes Street — Fourth Street to Third Street (Mercedes 7:04 a.m. to 8:00 p.m. on Saturday, September 14th Street traffic will be detoured around the event via Third and Fourth Street) 2. Temecula Valley Century Ride The Temecula Valley Century Ride includes a bicycling event featuring bicycle rides of various distances in and around Temecula, a benefit concert, a bike and health expo, and a local beer and wine garden. The number of participants is expected to be between 500 and 800. The routes start on Mercedes Street in front of City Hall and then proceeds as follows: North on Mercedes Street West on Fifth Street South on Old Town Front Street East on Santiago Road South on Ynez Road From southbound on Ynez Road, the various bike rides (10 miles to 100 miles) continue single file and following the `rules of the road' along a circuitous route through various City and County roads, ending back at City Hall. The Temecula Police Department will assign personel at the intersections of Mercedes Street and Fifth Street, Fifth Street and Old Town Front Street, Old Town Front Street and Santiago Road, Santiago Road and Ynez Road, and Ynez Road at La Paz Street to facilitate non-stop bicycle turning and through movements at these intersections. The event will be held on Friday, October 11, 2413 and Saturday, October 12, 2013, at the Town Square with street closures scheduled as follows: Main Street — the easterly driveway edge of 28636 Old Town 12:00 p.mh on Friday, October 11 to 10:00 p.m„ on Saturday, October 12 Front Street (Rosa's Cantina) to Mercedes Street Mercedes Street — Fifth Street to Third Street (Mercedes 6:44 a.m. to 9:30 a.m. on Saturday, October 12`" Street traffic will be detoured around the event via Third and Sixth Street) Mercedes Street — Fourth Street to Third Street (Mercedes 6:44 a.m. to 14:44 p.m. on Saturday, October 12th Street traffic will be detoured around the event via Third and Fourth Street) Fall Special Event (City Co -Sponsored): 1. Komen Race for the Cure The Susan G. Komen Breast Cancer Foundation will be holding the 2013 Komen Race for the Cure event scheduled for Sunday, October 20, 2013. The Komen Race for the Cure is a walk-athon event that necessitates full and partial street closures to facilitate the event and to protect participants. The roads affected are within and around the Promenade Mall area. Coordination for the activities on the Promenade Mall site has been negotiated with the Mall Site Management. The affected public streets, including Winchester Road and Margarita Road, will require partial closures on the event date. Certain private roads, including the Mall Ring Road, will also be partially closed for the event. Provisions for traffic movement along the race route, both major traffic routes, abutting streets, and neighboring residences and businesses have been reviewed and revised to meet traffic concerns during the proposed event period. The race route starts on the Mall Ring Road between Macy's North and JC Penny; and then proceeds as follows: East on Mall Ring Road North on Promenade Mall West East on Winchester Road South on Margarita Road Weston Nicole Lane East on Overland Drive North on Margarita Road West on North General Kearney Road North on Mall Ring Road, to the finish line located in the parking lot at JC Penny All north and south bound lanes of Margarita Road between North General Kearney Road and Overland Drive will be closed to traffic to allow for adequate space for participants to maneuver back north on Margarita Road (all as shown on the approved detour route attached). Georgetown Lane access to Margarita Road will be closed. Residents living in the Woodcrest Development that normally use Georgetown Lane to exit their neighborhood will be detoured to Solana Way via Rycrest Drive. Vehicular access to southbound Margarita Road from North General Kearney Road will be prohibited. Residents and church parishioners from the Campos Verdes neighborhood will still have northbound access to Margarita Road from North General Kearney Road. Affected residents and churches within the Woodcrest and Campos Verdes will be notified by mailings of the detours. Event organizers will be available to respond to any resident concerns or questions. The following summarizes the extent of street closures for Sunday October 20, 2013. The road closures are from 5:00 a.m. to 2:00 p.m.: Winchester Road Ynez Road to Margarita Road. The two eastbound lanes closest to the south curb will be closed. Margarita Road Winchester Road to Solana Way. The two southbound lanes will be closed. The portion of Margarita Road between North General Kearney Road and Overland Drive will be fully closed. Overland Drive Margarita Road to Nicole Lane Nicole Lane Margarita Road to Overland Drive. The west and northbound Nicole Lane lanes will be closed. N. General Kearney Road (Private portion) Margarita Road to the Mall Ring Road. Mall Ring Road (Private Street) North General Kearney Road to Promenade Mall West. Campos Verdes Lane (Private Street) Margarita Road to Mall Ring Road. Promenade Mall East (Private Street) Winchester Road to the Mall Ring Road. Promenade Mall West (Private Street) Winchester Road to the Mall Ring Road. Georgetown Lane Access to and from Margarita Road for Georgetown Road will be closed. The approved traffic control plans will more effectively allow the movement of traffic in and to the Promenade Mall and other businesses in the adjoining areas, the residential neighborhoods, and the Solana Ridge Apartments. The approved traffic control plan is on file with the Director of Public Works and available for review. The basic course for the Race for the Cure is attached hereto. Fall Special Event (Non -City Sponsored): 1. Greek Festival The Temecula Greek Festival will consist of Greek food, culture, music and dancing, wine and beer, and an area for children. The event will be held on Saturday, October 19, 2013 and Sunday, October 20, 2013, at the Town Square with street closures scheduled as follows: Main Street — the easterly driveway edge of 28636 Old Town 10:00 a.mh on Friday, October 18 to 12:00 p.m. on Monday, October 21St Front Street (Rosa's Cantina) to Mercedes Street Mercedes Street — Fourth Street to Third Street (Mercedes 5:00 p.m. on Friday, October 18th to 7:00 a.m. on Monday, October 21St Street traffic will be detoured around the event via Third and Fourth Street) Street closures are allowed by the California Vehicle Code upon approval by the local governing body for certain conditions. Under Vehicle Code Section 21101, "Regulation of Highways", local authorities, for those highways under their jurisdiction, may adopt rules and regulations by ordinance or resolution for, among other instances, "temporary closing a portion of any street for celebrations, parades, local special events, and other purposes, when, in the opinion of local authorities having jurisdiction, the closing is necessary for the safety and protection of persons who are to use that portion of the street during the temporary closing". Chapter 12.12 of the Temecula Municipal Code, Parades and Special Events, provides standards and procedures for special events on public streets, highways, sidewalks, or public right-of-wayand authorizes the City Council or City Manager to temporarily close streets, or portions of streets, for these special events. FISCAL IMPACT: City support costs (including those for the street closure) for the Temecula Greek Festival is estimated at $780, and will be paid by the event promoter along with any facility rental fees. The other events are either fully sponsored by the City or co-sponsored by City. Support costs are appropriately budgeted within the City's operating budget. ATTACHMENT: Location Maps for each Event AUTUMN FEST STREET CLOSURES - 2013 (MAIN STREET AND MERCEDES STREET) * SALUTE TO HEROES - SEPTEMBER /4 * HEALTH, WELLNESS, SAFETY & SPECIAL NEEDS FAIR - SEPT 27 8 28 * GREEK FESTIVAL - OCTOBER /8 - 20 * HOLIDAY ARTS & CRAFTS BAZAAR - NOVEMBER 9 LEGEND STREET CLOSURE BARRICADE LOCATION MAP AUTUMN FEST STREET CLOSURES - 2013 (MAIN STREET AND MERCEDES STREET) * TEMECULA VALLEY CENTURY RIDE - OCTOBER 118 /2 LEGEND STREET CLOSURE BARRICADE LOCATION MAP 1 _______„ ,____ ,_____----1, F \L . . -1^1 Jo -J 1016.001 MCI 11000 "l SUSAN G. KOMEN RACE FOR THE CURE • .x.1...01 kul ILO 0[0110 AVE, 1 NL MARK C04020. OCNCES BRIM [01[0041 TO RC 14(51 CONOI 01 1.4 cx(01111 MMUN C40 0112114 1401.10 (ONINOI CENCES (2000 (11100x4 N NTC0) AND ME 5TAWAR0 SPEONC4106 101 P000: ROPAS CONSTRUCTION 2 11.4 CITY ENOM(ER OR NS IVP(ESE111AR4( NIS INE 3YNIa01Y TO IN10AR 111.0 *AXIS 10 40011 ROA; SO4.Y 246 rapine coma 'Awes /.E4.04 0(40140 /1x001 Vt0 MI[N NOL 2* VQ 00007 10415 9021 K 0(4110(710 00 E001.54N000 01112044 0'ID' 211 * 2' 110 S IR9.01[4 04 f 9031 K 0[1417'9;007110 0100314 5040.00. E 0001 M0*04 07031410/07 5 104/401125 U051 N 4000 YCLLO M 040100 014x0 9011-0(40210 *DORS 4 M20E5191011 RM110 4015 BC 8001040 45 54104* 011 1110 P14A5 NP ARn 'Il0 2001x0'C' SONS 0410 OC (0140 24 NWNS 1x104 (0 (001156046 0001 0 ACCESS 10 OMS'E0015 MU O. 411412 5[1 AT NL 10•15 uREsS 011(4 OARAKLUEPOS ARDAC( RA 9 TIE CONTRACTOR 5111l1 REPLACE MN511 24 44(121, NL 4141 111; 5•010.• 4002 OEIECIOIIS 04310410 CONIC CONSIPUCTI01. 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KOMEN RACE FOR THE CURE 70APFf01ONfROI. PLAN Agog, No 1 5x04 1 ♦ 2_ SUSAN G. KOMEN RACE FOR THE CURE PROMENADE MALL OVERLAND DRIVE LOAD . &i&Ak I, 'C LN .. r`". . . ROAD ilu '11:11-171q1471:1;7:1170,VII CLOSED et a ROAD outISAol d, I ■01 I irt- 0 IIi'/I r - rte_ 2.220.222•2 Altew LD 11.102C° .147,11 5.11 >.w. a I. 0••• . • cI OF' TEdflay I ry3m4 gN r. CITY OF TEMECULA 0...01. a 'VAC MITE r4�r SUSAN G. KOMEN RACE FOR THE CURE TNAFPIC CONTROL PLAN 2 - 2✓2 TEMECULA COMMUNITY SERVICES DISTRICT Item No. 13 ACTION MINUTES of August 13, 2013 City Council Chambers, 41000 Main Street, Temecula, California TEMECULA COMMUNITY SERVICES DISTRICT MEETING The Temecula Community Services District Meeting convened at 8:05 P.M. CALL TO ORDER: President Jeff Comerchero ROLL CALL: DIRECTORS: Edwards, Naggar, Roberts, Washington, Comerchero CSD PUBLIC COMMENTS None. CSD CONSENT CALENDAR 11 Action Minutes — Approved staff recommendation (4-0-1, Director Edwards abstained) Director Edwards made the motion; it was seconded by Director Washington; and electronic vote reflected approval with one abstention. RECOMMENDATION: 11.1 Approve the action minutes of July 23, 2013. CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGER REPORT CSD BOARD OF DIRECTORS REPORTS CSD ADJOURNMENT Next regular meeting: Tuesday, August 27, 2013, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM., City Council Chambers, 41000 Main Street, Temecula, California. Jeff Comerchero, President ATTEST: Susan W. Jones, MMC City Clerk/District Secretary [SEAL] CSD Action Minutes 081313 1 Item No. 14 TEMECULA COMMUNITY SERVICES DISTRICT AGENDA REPORT TO: General Manager/Board of Directors FROM: Kevin L. Hawkins, Director of Community Services DATE: August 27, 2013 SUBJECT: Sponsorship Agreement for the Salute to Heroes Friends & Family Fair (at the request of Military Ad Hoc Subcommittee Members Jeff Comerchero and Chuck Washington) PREPARED BY: Barbara Smith, Senior Management Analyst RECOMMENDATION: Approve the Sponsorship Agreement with Transitions 2 Success, in the amount of $12,712, for the Salute to Heroes Friends & Family Fair to be held on September 14, 2013 in the Town Square, Civic Quad, and Conference Center. BACKGROUND: The Transitions 2 Success organization, in partnership with Veteran's Supplemental Support Network (VSSN), provides services to veterans and their dependents. VSSN's mission is to end and prevent homelessness, hunger and hardship among veterans, military and/or their family members. Each VSSN chapter, across the world, is an alliance of concerned community members who leverage resources and volunteer efforts to develop supplemental support for our heroes. VSSN provides resources to 238 Veteran Centers nationwide, and serves over 1,900 families in the southwest region of Riverside County. The Salute to Heroes Friends and Family Fair will be held from noon to 5 pm in the Town Square, Civic Quad and Conference Center in Old Town Temecula on September 14, 2013. There will be live music and entertainment, hands-on activities, giveaways, a car show, carnival - style food trucks, and employment opportunities. At 11:30 am, registration opens, and thanks to Paradise Chevrolet and Carl's Jr., the first 300 heroes and their families, with proper ID (law enforcement, fire responders, EMTs, military, veterans and teachers), will receive a free Carl's Jr. meal. Admission is free to the public, and everyone is encouraged to attend and hang out with a hero for the day. Public Works will be closing Mercedes St. between 3rd and 4th Streets and the Main Street "Y" for the event on September 14, 2013, from 7 am to 9 pm. However, staff has determined an acceptable alternate route for the free Old Town Temecula Trolley service so that the route will not be interrupted. FISCAL IMPACT: The in-kind promotional services, Public Works and Police staffing costs of $11,912 can be absorbed in their Fiscal Year 2013-14 operating budget. The sponsorship of the Conference Center in the amount of $800 can be absorbed in the Community Services Fiscal Year 2013-14 revenue budget. ATTACHMENTS: Agreement SPONSORSHIP AGREEMENT BETWEEN THE TEMECULA COMMUNITY SERVICES DISTRICT AND TRANSITIONS 2 SUCCESS SALUTE TO HEROES FRIENDS & FAMILY FAIR THIS AGREEMENT is made and effective as of this 27th day of August, 2013, by and between the Temecula Community Services District, a community services district (hereinafter referred to as "City"), and Transitions 2 Success, a California nonprofit corporation (hereinafter referred to as the "Nonprofit"). In consideration of the mutual covenants, conditions and undertakings set forth herein, the parties agree as follows: 1. RECITALS This Agreement is made with respect to the following facts and purposes which each of the parties acknowledge and agree are true and correct: a. The Nonprofit shall operate the Salute to Heroes Friends & Family Fair (hereinafter referred to as the "Event") on September 14, 2013. The Event is a special event which is located in Town Square, Civic Quad and Conference Center. b. The Event includes, entertainment with carnival games, dancers and music; car show with test drives, food trucks; community resources information and job opportunities. c. Alcohol will not be served. d. The City desires to be a Sponsor of the Event. 2. TERM This Agreement shall commence on August 28, 2013, and shall remain and continue in effect until tasks described herein are completed, but in no event later than September 30, 2013, unless sooner terminated pursuant to the provisions of this Agreement. 3. CONSIDERATION a. In exchange for providing the Nonprofit with in-kind city -support services valued at an amount not to exceed $1,847 and in-kind promotional services valued at an amount not to exceed $10,865, as listed in Exhibit B, the City of Temecula shall be designated as a Sponsor of the Event. As a Sponsor the City shall receive sponsor benefits as listed in Exhibit A. In the event that City support services exceeds $12,712, the Nonprofit may seek City authorization for payment above that amount. b. The Nonprofit shall support economies of the City of Temecula by promoting and utilizing local businesses (e.g. local food vendors, restaurants, wineries, crafters, etc.) first when competitive and practicable. 4. WRITTEN REPORT Within ninety (90) days after the conclusion of the Event, the Nonprofit shall prepare and submit to the General Manager a written report evaluating the Event, its attendance, media coverage, and description of the materials in which the City has listed as a Sponsor. The report shall also include samples of media, press clippings, flyers, pamphlets, etc., in a presentation notebook format. In addition, complete financial statements including a balance sheet, income statement and budget to actual comparison report of the Event must be included in such a written report. 5. PERMITS The Nonprofit shall file applications for a Temporary Use Permit and Special Event Permit with the City no later than thirty (30) days prior to the first day of the Event. The City retains its governmental jurisdiction to determine whether to issue the permits and the nature and scope of Conditions of Approval. The Nonprofit shall comply with all conditions of approval for the Temporary Use Permit, the Special Event Permit, or any other City -issued permits. Failure to comply with the Conditions of Approval of such permits shall constitute a default of this Agreement and is grounds for termination of this Agreement. 6. MEETING ATTENDANCE The Nonprofit shall attend all City pre -event planning meetings and event recap meetings if warranted. 7. INDEMNIFICATION The Nonprofit shall indemnify, protect, defend and hold harmless the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its elected officials, officers, employees, volunteers, and representatives from any and all suits, claims, demands, losses, defense costs or expenses, actions, liability or damages of whatsoever kind and nature which the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, agents and employees may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of the Nonprofit's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non-performance of this Agreement. 8. INSURANCE The Nonprofit shall secure and maintain from a State of California admitted insurance company, pay for and maintain in full force and effect for the duration of this Agreement an insurance policy of comprehensive general liability against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by Ausgust 30, 2013, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as broad as: 1) Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. 2) Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Recipient owns no automobiles, a non -owned auto endorsement to the General Liability policy described above is acceptable. 3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Recipient has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than: 1) General Liability: Two million ($2,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this projectilocation or the general aggregate limit shall be twice the required occurrence limit. 2) Automobile Liability: One million ($1,000,000) per accident for bodily injury and property damage. 3) Worker's Compensation insurance is required only if Consultant employs any employees. Consultant warrants and represents to the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency that it has no employees and that it will obtain the required Worker's Compensation Insurance upon the hiring of any employees. c. Deductibles and Self -Insured Retentions. Any deductibles or self-insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insured's, as respects: liability arising out of activities performed by or on behalf of the NonProfit; products and completed operations of the Recipient; premises owned, occupied or used by the Nonprofit; or automobiles owned, leased, hired or borrowed by the Nonprofit. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 2) For any claims related to this project, the Nonprofit's insurance coverage shall be primary insurance as respects the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self-insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Nonprofit's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5) Each insurance policy required by this agreement shall be endorsed to state: should the policy be canceled before the expiration date the issuing insurer will endeavor to mail thirty (30) days prior written notice to the City. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Nonprofit shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A -:VII or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. Nonproft shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Nonprofit's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 9. GOVERNING LAW The City and the Nonprofit understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 10. LEGAL RESPONSIBILITIES The Nonprofit shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any mariner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Nonprofit shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall riot be liable at law or in equity occasioned by failure of the Nonprofit to comply with this section. 11. ASSIGNMENT The Nonprofit shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. 12. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but riot limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice: Mailing Address: To Recipient: City of Temecula Attn: General Manager 41000 Main Street Temecula, CA 92590 Transitions 2 Success Attn: Daisy Tate 41593 Winchester Road, Suite 200 Temecula, CA 92590 15. INDEPENDENT CONTRACTOR a. The Nonprofit shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of the Nonprofit shall at all times be under the Nonprofit's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Recipient or any of the Nonprofit's officers, employees, or agents except as set forth in this Agreement. The Nonprofit shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. The Nonprofit shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to the Nonprofit in connection with the performance of this Agreement. Except for the fees paid to the Nonprofit as provided in the Agreement, City shall not pay salaries, wages, or other compensation to the Nonprofit for performing services hereunder for City. City shall not be liable for compensation or indemnification to the Nonprofit for injury or sickness arising out of performing services hereunder. 13. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 14. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of the Nonprofit warrants and represents that he or she has the authority to execute this Agreement on behalf of the Nonprofit and has the authority to bind the Nonprofit to the performance of its obligations hereunder. The General Manager is authorized to enter into an amendment on behalf of the City to make the following non -substantive modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. TEMECULA COMMUNITY SERVICES TRANSITIONS 2 SUCCESS DISTRICT By: By: Jeff Comerchero, TCSD President Daisy Tate, Executive Director ATTEST: By: By: Susan W. Jones, MMC, City Constance Glenn, Development Clerk/District Secretary Director APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney NONPROFIT Transitions 2 Success Daisy Tate — Executive Director 41593 Winchester Road, Suite 200 Temecula, CA 92590 951 821-8776 dtate@vetsupportnet.org PM Initials: D Q Date: �J EXHIBIT "A" CITY OF TEMECULA'S SPONSORSHIP BENEFITS Transitions to Success shall provide the following benefits and services for the citizens of the City of Temecula: • City of Temecula logo/name on advertisements • City of Temecula name on all press releases • City of Temecula logo/name on event poster • City of Temecula logo/name on event flyers • City of Temecula logo/name on event t -shirt if produced. **Press Releases will be distributed to all local media, however, publication cannot be guaranteed. Press Releases can also be provided to all sponsors for distribution to their clients, agents, employees, etc. EXHIBIT "B" IN-KIND SERVICES ESTIMATED VALUE OF CITY SUPPORT SERVICES AND COSTS Based on the input from City departments we received estimated cost projections for the Salute to Heros Family & Friends Fair event. The following expenses can be anticipated for the event: Item Community Services Conference Center Rental Fee Police Services: Two Deputies Costs Value $800 $881 Public Works: $166 Street Closure Staff Costs TOTAL: Z ESTIMATED VALUE OF PROMOTIONAL SERVICES PROVIDED BY THE CITY OF TEMECULA The estimated value for in-kind promotional assistance provided by The City of Temecula for the Salute to Heroes Family & Friends Fair is as follows: Item Value Web Site $ 2,200 Event Listing on City Website Local Government Channel 3 $ 5,100 Event slide appears approximately once per hour City Social Media $ 450 Community Services Facebook Auto Mall Marque $ 3,115 Appears approx. once every 4.5 minutes TOTAL $10,865 GRAND TOTAL $12,712 SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY Item No. 15 ACTION MINUTES of June 11, 2013 City Council Chambers, 41000 Main Street, Temecula, California SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY MEETING The Successor Agency to the Temecula Redevelopment Agency convened at 8:34 P.M. CALL TO ORDER: Chairperson Mike Naggar ROLL CALL: DIRECTORS: Comerchero, Edwards, Roberts, Washington, Naggar SARDA PUBLIC COMMENTS • Ernie White SARDA CONSENT CALENDAR 26 Action Minutes — Approved Staff Recommendation (4-0-1, Director Naggar absent) Director Washington made the motion; it was seconded by Director Comerchero; and electronic vote reflected unanimous approval with one absence. RECOMMENDATION: 26.1 Approve the action minutes of February 26, 2013. 27 Financial Statement for the Nine Months Ended March 31, 2013 — Approved Staff Recommendation (4-0-1, Director Naggar absent) Director Washington made the motion; it was seconded by Director Edwards; and electronic vote reflected unanimous approval with one absence. RECOMMENDATION: 27.1 Receive and file the Financial Statements for the Nine Months Ended March 31, 2013. SARDA BUSINESS 28 Adoption of the Fiscal Year 2013-14 SARDA Annual Operating Budget — Approved Staff Recommendation (4-0-1, Director Naggar absent) Director Comerchero made the motion; it was seconded by Director Washington; and electronic vote reflected unanimous approval with one absence. SARDA Action Minutes 061113 1 RECOMMENDATION: 28.1 Adopt a resolution entitled: RESOLUTION NO. SARDA 13-03 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY ADOPTING THE FISCAL YEAR 2013-14 ANNUAL OPERATING BUDGET AND ESTABLISHING CONTROLS ON CHANGES IN APPROPRIATIONS 29 Adoption of the Fiscal Years 2014-2018 Capital Improvement Program Budget for the Successor Agency to the Temecula Redevelopment Agency — Approved Staff Recommendation (4-0-1, Director Naggar absent) Director Comerchero made the motion; it was seconded by Director Washington; and electronic vote reflected unanimous approval with one absence. RECOMMENDATION: 29.1 Adopt a resolution entitled: RESOLUTION NO. SARDA 13-04 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY APPROVING THE CAPITAL IMPROVEMENT PROGRAM BUDGET FOR FISCAL YEARS 2014-18 AND ADOPTING THE CAPITAL IMPROVEMENT BUDGET FOR FISCAL YEAR 2013-14 SARDA EXECUTIVE DIRECTOR REPORT SARDA BOARD OF DIRECTORS REPORTS SARDA ADJOURNMENT At 8:50 P.M., the Successor Agency to the Temecula Redevelopment Agency meeting was formally adjourned to June 25, 2013, 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. Michael S. Naggar, Chairperson ATTEST: Susan W. Jones, MMC City Clerk/Board Secretary [SEAL] SARDA Action Minutes 061113 2 Item No. 16 THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY AGENDA REPORT TO: Executive Director/Board of Directors FROM: Patrick Richardson, Director of Community Development DATE: August 27, 2013 SUBJECT: Auto Mall Sign Loan Repayment (at the request of Mayor Naggar) PREPARED BY: Luke Watson, Senior Planner RECOMMENDATION: Receive and file. BACKGROUND: On October 13, 2009, the Board of Directors of the former Temecula Redevelopment Agency (RDA) approved Resolution RDA 09-09 which approved a loan agreement (loan) between the RDA and the Temecula Valley Automobile Dealers Association, Inc. for the construction of a new electronic auto mall sign (sign) along Interstate 15. Due to passage of Assembly Bill X1 26 in 2011, the RDA was dissolved and all assets of the RDA were transferred by operation of law to the Successor Agency to the Temecula Redevelopment Agency. On January 10, 2012 the City Council adopted resolution 12-02 electing to serve as the Successor Agency. The terms of the loan are as follows: 1. Loan is not to exceed $875,000. 2. Loan shall bear simple interest at the rate of 4.25%. 3. Twenty (20) year loan term. 4. Annual Payment (fixed amount) $65,817.36. 5. "Base Year" established as the four (4) full quarters preceding the installation of the sign. 6. If annual sales tax is less than the base year plus annual payment, then whatever the amount of that annual payment that could not be paid will be deferred to the next annual payment date. If in the following year the full payment cannot be made, that year's deficit plus any previous deficit will be deferred to the next annual payment date. 7. If annual sales tax exceeds base year plus annual payment than no payment is due and any sales tax generated in excess of base year plus annual payment shall be credited towards the balance of the loan in the following order: a. Reduce deferred loan obligation. b. Credited to the final year of the loan. 8. Payment/Credit calculated on a yearly basis. 9. In the event that a new dealership or business enters the auto dealership zone, all sales tax generated by these new dealerships and businesses will be applied towards the annual debt service and/or the loan balance. 10. In the event a dealer leaves the Association, then the base year will be reduced by the actual amount of that dealer's base year contribution. 11. In the event a franchise leaves the Association, then the base year wil be reduced by the actual amount of that franchises' base year contribution. 12. City is allocated 10 percent (10%) of the daily hours of operation of the sign to publicize community events and other matters of general civic interest fron sunrise to 11:00 p.m. daily. At the time the RDA Board approved the loan, the national and local economy were in turmoil and the threat of losing one or many of the auto dealers to the recession was a very real possiblity. The RDA Board determined that making the loan would boost the probability the auto dealers would remain in business and thus continue to produce sales tax income for the City and provide jobs for the citizens of Temecula. The loan was approved on October 13, 2009 and the sign was completed in late 2010 (base year). Before the sign's completion, the 2010 sales tax generated by the Auto Dealers Association was approximately $2.5 million. In 2011, one year after the sign's completion, the sales tax generated by the Auto Dealers Association jumped to $3.2, or approximately $700,000 more (29%) than the base year. In 2012, the total sales tax increased to $4.1 million, or $1.6 million (64%) higher than the base year. During the depths of the recession, the Auto Dealers Association also managed to add three new dealers to the Association including DCH Kia, Temecula Buick GMC, and Temecula Hyuandai. After reviewing the terms of the loan and the sales tax data for calendar year 2012, it has been determined that the loan for the construction of the sign has been repaid in full, 18 years ahead of schedule. FISCAL IMPACT: In just two years, the original loan principal of $875,000 has produced a return, in sales tax generation, of approximately $2.3 million above the total sales tax generated by the Auto Dealers Association before the installation of the sign. ATTACHMENTS: None COUNCIL BUSINESS Item No. 17 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Kevin Hawkins, Director of Community Services DATE: August 27, 2013 SUBJECT: Formation of the City Council Action Committee for Health and Family Safety (at the request of Mayor Naggar) PREPARED BY: Tamra Irwin, Senior Management Analyst RECOMMENDATION: Approve the formation of the City Council Action Committee for Health and Family Safety in an effort to allow this grass-roots group of citizens to take information gathered at the Regional Youth, Family and Health Task Force and disseminate it to the community. BACKGROUND: The Temecula Youth Master Plan (2008) states, "Temecula's youth are valued as the future of our community. We provide an exciting, positive and supportive environment with a wide range of choices and opportunities that challenge our youth with new experiences. We develop our youth through a well-balanced approach that fosters intellectual, social, spiritual, creative, physical, and emotional growth. Our young people enjoy their youth, and achieve lifelong success as Temecula's adults of tomorrow." With prevalent social issues facing families throughout the country and in our region, specifically in light of developments in technology that pose new social complications, elected City and School District leaders across Southwest Riverside County have formed the Regional Youth, Family and Health Task Force committed to provide our youth, parents and families information and resources to better understand and cope with modern influences. The Regional task force is a joint collaboration between City of Temecula, Mayor Naggar and City of Murrieta, Mayor Gibbs. Today, teens face a wide variety of social issues which affect their physical and emotional well- being. The stresses and challenges our teens are facing have made them more vulnerable and susceptible to destructive and dangerous behaviors. The Center for Disease Control and Prevention (CDC) reports the following statistics amongst our youth: • 21.9% of students had had five or more drinks of alcohol in a row (i.e., within a couple of hours) on at least 1 day during the 30 days before the survey (i.e., binge drinking). • 47.4% of students had had sexual intercourse. • 15.8% of students had seriously considered attempting suicide • 16.2% of students had been electronically bullied, including being bullied through e-mail, chat rooms, instant messaging, web sites, or texting • 32.8% of students had been in a physical fight one or more times With these alarming statistics, communities must act to address these issues not only regionally but locally within their own communities. According to the City of Temecula Youth Master Plan — Environmental Scan Summary, the challenges and major concerns specifically affecting Temecula's youth are Drugs and Alcohol, Peer Pressure, Public Safety, Difficult Relationships, lack of things to do and shortage in transportation options to stay active in extracurricular activities. The City Council Action Committee for Health and Family Safety (CCAC-HFS), if approved, will serve as an action committee to create and develop initiatives that will address issues facing our youth. The local task force will empower members to actively find ways to battle the growing concerns of dangerous teen social issues and disseminate the information obtained from the Regional Youth, Family and Health Task Force. The vision of the local City Council Action Committee for Health and Family Safety will engage its task force members in a shared goal of creating a safer and healthier community for our youth and generations to come. Applicants will be selected based upon their community interest, enthusiasm to participate, experience, knowledge, commitment, cooperation, and willingness to seek solutions. The Local Task Force may be composed of members from diverse categories including but not limited to those listed below: 1. TVUSD high school students from each high school, appointed by school officials or City Human Services Division 2. Citizens at -large who are parents, appointed by City Council 3. Senior citizens or retired from a youth serving organization, appointed by City Council 4. Civic and/or volunteers from nonprofit organizations, appointed by City Council 5. Members of an organized neighborhood watch or similar program, appointed by City Council 6. Local PTA members, appointed by City Council 7. Youth members of local private/public organizations, appointed by City Council 8. Members of local faith -based organizations, appointed by City Council 9. Members of TVUSD including but not limited to a School Resource Officer, appointed by City Council 10. Members of TVUSD who are counselors or teachers, appointed by City Council The Local Task Force member selection process is as follows: • TCSD staff will solicit Task Force Member Applications. • Applications will be received by TCSD staff to be provided as a matrix in an attachment with a staff report at City Council meeting. • City Council Members will each appoint 2 Local Task Force Members at a future City Council meeting. In addition, Alternate Local Task Force Members may be considered by the City Council. The local task force shall act as grass-roots with its mission to spark ideas, share information, identify needs, allocate resources, educate and inform the community, collaborate, partner, and advocate for policy. Each member of the local task force shall serve a one year term and members will provide a bi-annual report (or as needed or requested) to City Council. FISCAL IMPACT: ATTACHMENTS: None 1. Application 2. Framework H ., City of Temecula ''��989 The ,z(Sr,uthern Californi. sa E0` Wine County. �o^,s•�Hpeeo City Council Action Committee for Health and Family Safety 2013 Local Task Force Committee Application The mission of the local task force is to function as working members of the Regional Task Force by taking information and dissemenating it at a local level amongst Temecula residents through community interventions and community awareness. Name: Residential Address: Business Address: Phone: Email: Why are you interested in participating on the Local Task Force Committee? Why do you feel that you are qualified to serve on the Local Task Force Committee? Please check one of the following areas that you feel best qualifies you to serve on the local task force committee: Senior Citizen College Student High School Student Faith -Based Organization Higher Education TVUSD (K-12) PTA Neigborhood Watch Civic/Volunteer groups Non-profit agencies Youth Serving Organizations If you have any questions, please contact Temecula Community Services Department at (951) 694-6480. City Council Action Committee for Health and Family Safety Planning Framework Introduction The Crisis Today, teens face a wide variety of social issues which affect their physical and emotional well- being. The stresses and challenges our teens are facing have made them more vulnerable and susceptible to destructive and dangerous behaviors. The Center for Disease Control and Prevention (CDC) reports the following statistics amongst our youth: • 21.9% of students had had five or more drinks of alcohol in a row (i.e., within a couple of hours) on at least 1 day during the 30 days before the survey (i.e., binge drinking). • 47.4% of students had had sexual intercourse. • 15.8% of students had seriously considered attempting suicide • 16.2% of students had been electronically bullied, including being bullied through e-mail, chat rooms, instant messaging, web sites, or texting • 32.8% of students had been in a physical fight one or more times With these alarming statistics, communities must act to address these issues not only regionally but locally within their own communities. According to the City of Temecula Youth Master Plan — Environmental Scan Summary, the challenges and major concerns specifically affecting Temecula's youth are Drugs and Alcohol, Peer Pressure, Public Safety, Difficult Relationships, lack of things to do and shortage in transportation options to stay active in extracurricular activities. Background The Temecula Youth Master Plan (2008) states, "Temecula's youth are valued as the future of our community. We provide an exciting, positive and supportive environment with a wide range of choices and opportunities that challenge our youth with new experiences. We develop our youth through a well-balanced approach that fosters intellectual, social, spiritual, creative, physical, and emotional growth. Our young people enjoy their youth, and achieve lifelong success as Temecula's adults of tomorrow." With prevalent social issues facing families throughout the country and in our region, specifically in light of developments in technology that pose new social complications, elected City and School District leaders across Southwest Riverside County have formed the Regional Youth, Family and Health Task Force (Regional Task Force) committed to providing our youth, parents and families information and resources to better understand and cope with modern influences. The Regional Task Force is a joint collaboration between City of Temecula, Mayor Naggar and City of Murrieta, Mayor Gibbs. Vision The Regional Task Force shaped a vision that will launch a localized task force, City Council Action Committee for Health and Family Safety (CCAC-HFS or Local Task Force) which will serve as an action committee to create and develop initiatives that will address issues facing our youth. The Local Task Force will empower members to actively find ways to battle the growing concerns of dangerous teen social issues. The vision of the local City Council Action Committee for Health and Family Safety will engage its task force members in a shared goal of creating a safer and healthier community for our youth and generations to come. Mission The City Council Action Committee for Health and Family Safety will take issues, ideas, and programs discussed at the Regional Family, Youth and Health Task Force and disseminate it at a local level amongst Temecula residents. The Local Task Force will serve as a model to other communities/municipalities. This will allow members of the task force an opportunity to zero in on the areas that require the most or immediate attention while still addressing other concerns. Process and Activities (a). Develop the framework of the Local Task Force (b). Bring the item to City Council for approval and comments (c). Solicit for Local Task Force members and Receive Applications (d). City Council Appointment of Local Task Force Strategic Planning Process Members. The Local Task Force shall act as grass-roots with its mission to spark ideas, share information, identify needs, allocate resources, educate and inform the community, collaborate, partner, and advocate for policy. The appointed grassroots members will riot be elected officials. Each member will be directed specifically toward action by following a set of strategies and/or action plan that will address the issues at hand. A diverse, cross section of community members means more access to different resources, support and eventual success. Number, Duties, Term of Appointment. (a). The affairs and decisions of the City Council Action Committee for Health and Family Safety shall be managed by the Local Task Force and City Council. (b). City of Temecula shall provide staffing resources to coordinate meetings, workshops and serve as a liaison between Local Task Force, City Council, and the community at -large. (c). Applicants will be selected based upon their community interest, enthusiasm to participate, experience, knowledge, commitment, cooperation, and willingness to seek solutions. The Local Task Force may be composed of members from diverse categories including but riot limited to those listed below: 1. TVUSD high school students from each high school, appointed by school officials or City Human Services Division 2. Citizens at -large who are parents, appointed by City Council 3. Senior citizens or retired from a youth serving organization, appointed by City Council 4. Civic and/or volunteers from nonprofit organizations, appointed by City Council 5. Members of an organized neighborhood watch or similar program, appointed by City Council 6. Local PTA members, appointed by City Council 7. Youth members of local private/public organizations, appointed by City Council 8. Members of local faith -based organizations, appointed by City Council 9. Members of TVUSD including but not limited to a School Resource Officer, appointed by City Council 10. Members of TVUSD who are counselors or teachers, appointed by City Council (d). The Local Task Force will meet to discuss and find ways to address local social issues as outlined in the framework of the strategic directions. Members will be appointed different roles which may be to study issues, others to bring suggestions/ideas/comments to regional task force, others to take immediate and direct action (setting up interventions, workshops, etc). (e). Each member of the Local Task Force shall serve a one year term. Local Task Force members will provide a bi-annual report (or as needed or requested) to the City Council. Meetings of the Task Force. Members of the Local Task Force are required to attend Local Task Force meetings which would be held at a City facility. Members of the Local Task Force should attend the Regional Task Force meetings to take information back to the local meetings. All meetings of the Local Task Force will be public meetings subject to the Brown Act. Strategies and Actions Strategies were identified to achieve the goals and outcomes of the Regional Youth, Family, and Health Task Force. These set of strategies are also outlined in the Temecula Youth Master Plan. The following are the recommended strategies for action to be performed by Local Task Force members. 1. Community Education and Awareness — members of the task force will educate and inform the community about important issues as they relate to youth and families. 2. Create Organized Programs, Activities, and Services — provide, facilitate, collaborate and partner to encourage programs, activities, and services to better engage youth. 3. Build new and expand existing partnerships — partnerships among public and private sector organizations to leverage resources, leverage funds and bridge gaps in services. Outcomes In order to respond and address these threats to our youth, a set of strategic actions have been identified. All actions are set to achieve the task force vision and desired outcomes. a. Distribute information to all channels (City, community health care providers, non -profits, school districts, neighborhoods, faith -based organizations, etc.). b. Attend community events for opportunities to educate and inform the community through presentations, information booths and meetings. c. Partner with organizations to host workshops and events that draw awareness, offer resources, provide information and education. d. Develop curricula and information for training and educating schools, business and youth serving organizations that support the betterment of youth. e. Develop workshops, activities geared towards youth and families. These outcomes will result from the efforts of the Local Task Force that will protect and keep youth safe, prepare youth for their future, improve communities, and build stronger families. DEPARTMENTAL REPORTS Item No. 18 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Patrick Richardson, Director of Community Development DATE: August 27, 2013 SUBJECT: Community Development Department Monthly Report PREPARED BY: Lynn Kelly -Lehner, Senior Management Analyst RECOMMENDATION: Receive and file. The following are the recent highlights for the Community Development Department in July. CURRENT PLANNING ACTIVITIES New Cases: Planning received 46 new applications for administrative, minor cases, and home occupations, including 6 applications for public hearings, during the month of July. A detailed account of current planning activities can be found attached to this report. Roripaugh Ranch Specific Plan: KB Home plans to construct 98 single-family homes within the Roripaugh Ranch Specific Plan Area. KB Home's application for Pinnacle was approved by the Planning Commission on May 15, 2013. The model home complex is under construction and 21 building permits have been pulled. Standard Pacific and Van Daele Development had Home Product Review Applications approved by the Planning Commission on June 19, 2013. Standard Pacific will build 200 single-family homes under the marketing names Montego and Cambridge. Van Daele Development will construct 113 single-family homes, 56 marketed as Verona and 57 as Sorrento. The three builders will construct 411 homes in four of five available planning areas in the panhandle. An application has not been filed for the remaining planning area, Planning Area 2. (PETERS) Mercedes-Benz of Temecula: Mercedes-Benz of Temecula, located at Temecula Center Drive (northwest corner of Ynez Road and Waverly Lane), was approved at the July 9, 2008 Planning Commission hearing. A Supplemental EIR was also adopted at that hearing. On February 22, 2013, a Major Modification application was approved to reduce the size of the dealership building from approximately 80,000 square feet to 50,258 square feet and revise the architecture of the building. The grading permit was issued to the applicant on April 1, 2013, and the building permit was issued on April 23, 2013. Construction of the project is ongoing and opening of the dealership is anticipated in Spring of 2014. (RICHARDSON, FISK) Subaru: On February6, 2013, the Planning Commission approved an application fora Major Modification for the construction of a new 2,040 square foot Subaru sales building at the existing Mazda of Temecula site located at the southwest corner of Ynez Road and DLR Drive. The new building will include an indoor display area for vehicles and administrative offices. Servicing of Subaru vehicles will occur within the existing service bay area of the Mazda dealership. The permit for precise grading was issued on April 29, 2013 and a building permit for the building foundation was issued on April 22, 2013. Construction of the building is ongoing is expected to be open for business in August 2013. (FISK) Temecula Regional Hospital: This project was approved by City Council on January 22, 2008. Vertical construction for the first hospital bed tower began on February 13, 2012 and erection of the structural steel was topped out on March 22, 2012, and was substantially complete on May 16, 2012. A Certificate of Occupancy for the Phase I hospital bed tower was received from OSHPD on July 19, 2013. UHS has started to train staff in anticipation of obtaining State licensing by August 27, 2013, with a planned opening for patients by September 9, 2013. On May 31, 2013, staff received a Major Modification application to modify the site plan and heliport Conditional Use Permit to relocate the heliport from an area near the northeast corner of the hospital building. UHS has indicated that the heliport needs to be relocated based on concerns from the FAA and the aeronautical division of Caltrans. UHS is proposing two phases of movement for the heliport: Phase I would place the heliport to the west of the hospital building, in one of the parking lot areas. Phase II would place the heliport on the roof of the second hospital tower. In both cases the proposed locations result in a change to the flight path that move it away from the Summerhouse residential project and changes the path to either head directly into or away from the prevailing wind direction (rather that perpendicular to the prevailing winds), as directed by the FAA and Caltrans. This application is currently being reviewed and will require the preparation of a Supplemental EIR before being scheduled for public hearing. (FISK) LONG RANGE PLANNING The Long Range Planning Division works toward larger scale and longer time frame projects. These activities can range from an environmental review to a new specific plan or a general plan amendment. Some of the major projects and long range planning activities currently in progress are described below. Bike Lane and Trail Program: On October 9, 2012, City Council adopted a resolution to reaffirm and clarify the Bike Lane and Trail Program Map. The map identifies existing bike lanes and trails, but also identifies gaps that need to be closed to complete a citywide network. The map classifies future bike lanes and trail routes to develop an Old Town to Wine Country Trail, a Lake Skinner Trail, and a Temecula Loop around the entire City. In February 2013, the Trails Subcommittee, consisting of Mayor Naggar and Council Member Washington, directed staff to solicit proposals for an update to the Multi -Use Trails and Bikeways Master Plan. The Request for Proposal called for a two -phased approach by the selected consultant. Phase I will focus on public outreach workshops and citizen input and Phase II will update the new Multi -Use Trails and Bikeways Master Plan and include a sidewalk gap analysis. The contract was awarded to KTU+A by the City Council on May 14, and a kickoff meeting was held with the Trails Subcommittee on June 25, 2013. Next steps in the planning process will include developing the website, survey, and holding public workshops. A community workshop is planned for Fall 2013. On May 14th, the City was recognized by the League of American Bicyclists as a Bronze Level Bicycle Friendly City. An award was presented to City Council on June 11th for this accomplishment. On May 16th, the City held its first annual Bike to Work Day, where dozens of employees rode their bikes from three parks around the City. (PETERS) Uptown Jefferson Specific Plan: The Uptown Jefferson Specific Plan Area encompasses approximately 560 acres and is located north of Rancho California Road, west of Interstate 15, south of Cherry Street, and east of Diaz Road. In January 2011, City Council established the Jefferson Avenue Ad Hoc Subcommittee, comprised of Council Members Ron Roberts and Jeff Comerchero. The Specific Plan is intended to guide the revitalization of this area over the next 30 years. A project website, www.envisionjefferson.org, tracks the visioning process, Steering Committee meetings, and provides ongoing updates to the public. Staff is currently developing the Specific Plan based on the eight recommendations and goals that emerged from the public visioning process. Steering Committee meetings to present sections of the draft specific plan will occur intermittently throughout 2013. The Environmental Impact Report will be prepared simultaneously with the Specific Plan. Plan completion is anticipated in early 2014. On May 2nd, the Envision Jefferson Avenue project was awarded the American Planning Association's Inland Empire Section 2013 Education Award. The project also won an honorable mention award for the Southern California Association of Governments 2013 Compass Blueprint Awards Program. On June 13, 2013, staff held a Developer Focus Group for the Uptown Jefferson Specific Plan. The purpose was to determine the feasibility of the Specific Plan based upon anticipated market conditions, economic demands, demographic trends, and available financing mechanisms. Staff provided an overview of the Specific Plan framework, market analysis, and build -out scenario to a panel of four developers who have successfully executed projects similar to those expected to be developed in the future Specific Plan area. Paul Marra of Keyser Marston Associates (KMA) moderated the panel. Staff received valuable feedback and direction for moving forward with the preparation and implementation of the Specific Plan. On July 16, 2013, staff held the first of six public Uptown Jefferson Specific Plan Steering Committee Meetings. Two commissioners from the Planning Commission, Community Services Commission, Public/Traffic Safety Commission sit on the Steering Committee. There were approximately 35 attendees at the meeting. Staff presented a recap of the visioning process, the eight visioning recommendations, overview of form -based code principles, draft districts map, building heights, residential density, and the anticipated 30 -year build out scenario. The next Uptown Jefferson Steering Committee meeting is scheduled for August 28, 2013 at 6:00 in the Conference Center. (RICHARDSON, WATSON, INNES, WEST) Uptown Jefferson Specific Plan Environmental Impact Report: The preparation of a Program Environmental Impact Report (EIR) is currently underway for the Uptown Jefferson Specific Plan. Environmental Science Associates (ESA) is preparing the EIR document. The Initial Study and Notice of Preparation (NOP) were routed for circulation to responsible, trustee agencies and the Office of Planning and Research (OPR) on June 10, 2013. The NOP comment period ended July 12, 2013. An EIR Scoping meeting was held on June 27, 2013, which provided interested parties the opportunity to submit their comments related to the future analysis that will be done for the EIR. All property owners within the Uptown Jefferson Specific Plan area were noticed for this meeting. The meeting notice also provided instructions on how interested parties could submit comments on the NOP. The draft EIR is anticipated to be submitted for staff's review by early September 2013. (RICHARDSON, WATSON, INNES, WEST) Twin Cities Transit Center Feasibility and Siting Study: On October 25, 2012, the Riverside Transit Agency (RTA) selected Psomas Engineering as the lead consultant to pursue a siting and feasibility study for the Twin Cities transit center. The purpose of this study is to evaluate viable sites for a multi -modal transit center, to be located either in the City of Temecula or Murrieta. The study will evaluate which sites will best serve the needs of RTA, as well as the citizens of Temecula and Murrieta, while providing convenient connections to future Bus Rapid Transit (BRT), future High Speed Rail, third party carriers, and bicyclists. The project is funded with a combination of Federal, State and local monies, totaling $9.1 million. The multi -modal transit center is anticipated to consist of 10-14 bus bays. A Mitigated Negative Declaration will be completed for the selected preferred transit center site. Steering Committee meetings will be held on a monthly basis from March 2013 - December 2013. (RICHARDSON, BUTLER, WATSON, GONZALEZ, INNES, WEST) COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) & HOUSING Community Development Block Grant (CDBG): The total anticipated FY 13-14 CDBG allocation for the City of Temecula was $380,446. The Finance Subcommittee, consisting of Mayor Naggar and Councilmember Washington, recommended allocating 20 percent for program administration and fair housing services ($76,089), 15 percent for public services ($57,067) to be divided evenly between seven non-profit service providers, and the remaining 65 percent for infrastructure improvements ($247,290). The City Council adopted the Action Plan with the recommendations made by the Finance Subcommittee on April 23, 2013. The approved Annual Action Plan was submitted to HUD in May. In June, the City was notified that the total fiscal year 2013-2014 CDBG funding amount would be $517,195. (WATSON, WEAVER) 2014-2021 Housing Element Update: State law requires the City to adopt an updated Housing Element and have it certified by the State Department of Housing and Community Development (HCD). City staff is collaborating with Pacific Municipal Consultants (PMC) to assist with the update of the Housing Element. Project efforts began in July 2012. Public outreach efforts include one workshop, a public review period, and two public hearings. On December 3, 2012, the City held a community workshop to discuss the Housing Element Update, and receive input from Temecula citizens regarding housing needs. The preliminary administrative draft was submitted to HCD in late March and staff is responding to comments. The project is on schedule for adoption by the City Council prior to October 15, 2013. (WATSON, WEAVER) ENERGY & CONSERVATION PROGRAM ACTIVITIES Western Riverside Energy Leadership Partnership: This Partnership, which consists of 11 WRCOG member cities and Southern California Edison (SCE), and Southern California Gas (SCG), provides incentives for participating cities to develop energy efficiency leadership within their communities. In March, Temecula was the first city in the Partnership to achieve a Gold Level status by completing 13 energy efficiency projects in FY 2012-13, increasing the total annual utility cost savings to nearly $100,000. Staff is working with the California Energy Commission to provide technical assistance for future facility energy audits and assessments. Staff is currently working with SCE on a rebate approval for replacing 29 parking lot fixtures at the Community Recreation Center (CRC) with more energy efficient lighting fixtures. The incentive rebate from SCE for the CRC energy efficiency project is estimated to be $1,160. The estimated utility savings and rebate incentives will be directed into the Temecula Energy and Asset Management Fund and will be used to fund future energy efficiency projects, resulting in further savings to the City. (WEST) Municipal Facility Energy Benchmarking: This project establishes the baseline performance of City facilities by assessing energy performance and water efficiency using the Environmental Protection Agency's Portfolio Manager. This effort will enable the City to track the performance of facilities over time and determine the cost effectiveness of policies, operational changes, and energy efficiency improvements. (WEST) Energy Action Plan (EAP): A draft Municipal Energy Action Plan and draft Community Energy Action Plan have been prepared for the City of Temecula. The preparation of these plans was funded through the Energy Partnership as part of the first year program development. The EAP's establish the baseline energy use and forecast energy demand of City owned and operated facilities, and energy use and demand within the community. The EAP's also establish energy reduction goals, policies, and implementation actions to achieve the goals of each Plan. Staff is working with the consultant to identify potential energy reduction measures to achieve the proposed goals within the EAP'S. (WEST) The Green House Gas (GHG) Emissions Inventory: A draft greenhouse gas emissions inventory has been prepared for the City of Temecula for City owned and operated facilities, as well as for the community. The preparation of the inventories was funded through the Energy Partnership as part of the first year program development. Baseline energy and forecast energy data, from the Energy Action Plans, was used to establish a baseline for the emission inventories. The emission inventories will be incorporated into the Western Riverside County Climate Action Plan, which will establish policies to implement strategies that address state legislation AB 32 and SB 375. The Action Plan proposes to address overall greenhouse gas emissions in Western Riverside County by identifying emission reduction targets, and by developing GHG emissions reduction measures. A draft Action Plan and emission inventory is currently under review by staff. (WEST) Temecula Energy and Asset Management (TEAM) Fund: Staff is working with Public Financial Management Inc., a consultant funded through the Energy Partnership to develop an administrative policy and procedure manual for the TEAM Fund. The TEAM Fund is designed to be self- sustaining; rebate incentives are directly deposited into the Fund and utility costs savings from TEAM projects will be re -directed into the Fund. The TEAM brings together the efforts of the Municipal Facility Energy Benchmarking and the Energy Action Plan to identify the most appropriate energy efficiency projects for programming with TEAM funds. At the June 25, 2013 City Council Meeting, City Council established the TEAM Fund, and redirected $119,728.90 in SCE and SCG rebates received in Fiscal Year 2012-13 into the Fund. On August 20, 2013, Executive staff will review the draft policies and procedures. A final draft will be brought forward to City Council for approval. (WEST) Solid Waste and Recycling: Staff manages the City's Solid Waste and Recycling Franchise Agreement with CR&R and acts as a liaison between the City and CR&R and their customers. Two Citywide clean-up events are scheduled each year. The next Citywide clean-up event is scheduled for October 5, 2013 at Chaparral High School from 8:00 A.M to 2:00 P.M. Residents can bring electronic waste, appliances, and large miscellaneous hard to handle items to these events. The mobile Household Hazardous Waste Collection Events (HHWE) and the Backyard Composting Workshops are County of Riverside Waste Management programs and are open to all Riverside County residents; however, City staff assists with outreach for these events to provide benefit to City residents. The next HHWE is scheduled for September 28, 2013 at Murrieta City Hall. More information about solid waste and recycling can be found on the City's website. (WEST) SPECIAL PROJECTS Old Town Trolley Pilot Program: On April 9, 2013, the Old Town Steering Committee Meeting, consisting of Mayor Naggar and Council Member Roberts, approved a pilot program for the Old Town Trolley with Brewen's Empire Trolley. The pilot program, which is scheduled to run from May 4 through August 3, provides free, public transportation throughout Old Town that is convenient to restaurants, shops, and the Civic Center. The trolley encourages visitors to park in the public Civic Center parking garage. The Old Town Steering Committee met for pilot program updates on June 17th and July 24th. On August 1, 2013, the Steering Committee will consider extending the pilot program. (RICHARDSON, LEHNER) BUILDING & SAFETY Inspections: During the month of July, Building and Safety conducted 2,034 inspections. On average there were 88.43 inspections per day, or 25.26 inspections per inspector, per day. Permits: During the month of July, Building and Safety issued 367 construction permits. Of these permits, eight were dwelling units. Some of these permits included: • Urgent Care Family Health Center (29738 B Rancho California Road) — Non Construction Certificate of Occupancy • iShine Learning Center (2 Better World Circle) — Non Construction Certificate of Occupancy • FIT Kickboxing and Wellness (32240 Temecula Parkway) — Non Construction Certificate of Occupancy • Five, Toni Rae Designs (42050 Main Street) — Non Construction Certificate of Occupancy • Wienerschnitzel (32080 Temecula Parkway) — Building Permit issued • McDonald's (30580 Rancho California Road) — Building Permit issued • Karl Strauss (40868 Winchester Road) — Building Permit, Tenant Improvements • Wings N Things (31045 Temecula Parkway) — Building Permit, Tenant Improvements Foreclosure Tracking: Building and Safety works with the local real estate community to monitor foreclosures, real estate owned properties, and properties in default in both commercial and residential development. The following charts demonstrate the past six months of foreclosure tracking activities in Temecula. Residential Foreclosure Tracking Commercial Foreclosure Tracking FEBRUARY 2013 MARCH 2013 APRIL 2013 MAY 2013 JUNE 2013 JULY 2013 DEFAULT 127 133 147 137 140 136 FORECLOSED 237 197 189 156 154 137 REO 113 103 98 83 76 79 TOTALS 477 433 434 376 370 352 Commercial Foreclosure Tracking FEBRUARY 2013 MARCH 2013 APRIL 2013 MAY 2013 JUNE 2013 JULY 2013 DEFAULT 8 9 6 8 7 7 FORECLOSED 3 2 4 3 6 3 REO 69 71 68 41 58 59 TOTALS 80 82 78 52 71 69 CODE ENFORCEMENT In the month of July, Code Enforcement responded to 67 web complaints from constituents. In addition, they opened 226 cases, 177 of which were residential and 49 were commercial. Code Enforcement also pulled 515 non -conforming signs in the community. The breakdown of Code Enforcement responses can be found in the following chart. In addition to regular cases, Code Enforcement has finalized the Weed Abatement process for Fiscal Year 2012-13. Thirty three (33) parcels were abated by Inland Empire Property Services. Letters were sent to landowners for payment due by July 15, 2013. On July 23, City Council approved liens on 25 properties, totaling $17,082.25, through the Riverside County Assessor's Office. On July 28, 51 warrants were returned to Riverside Court. Of these, 33 warrants were returned as executed and posted, and 18 were returned as unexecuted and not posted due to parcels being abated independently. JULY 2013 - Code Enforcement Cases TYPE OF CODE CASE RESIDENTIAL COMMERCIAL TYPE TOTAL Abandoned or Inoperable Vehicle 6 0 6 Vacant Home / Property Maintenance / Rodent infested 6 0 6 Business or Home Occupation w/o license 2 11 13 Abandoned Home / Vandalism 0 0 0 Trash and Debris / Parking lot maintenance 10 4 14 Overgrown Vegetation / Weeds / Fire Hazard 45 0 45 Green Pool / Vector Control 6 1 7 Graffiti 4 5 9 Noise 3 3 6 Trailer / RV Stored 17 0 17 Construction w/o Permit 4 0 4 Encroach Public ROW / Trash Cans 36 0 36 Other / Homeless Encampment 1 1 2 Other / Smoking Ordinance / Safety Issue 3 2 5 Other / Safety Issue - Pool no fence/gate 7 6 13 Other/Parking 24 24 Signs Pulled - Violations 3 16 19 177 49 226 Web Complaints 0 0 67 TOTAL NUMBER OF CASES 293 Planning Agenda Report 7/1/2013 through 7/31/2013 • PA12-0073 Crossroads CUP & MOD APN # 910110042 ERIC JONES A Minor Conditional Use Permit to allow Crossroads Church to operate within an existing industrial building and a Minor Modification application to allow expansion of on-site parking spaces and new doors for access to the structure on the front elevation at 26090 Ynez Road. Submitted Date Approved Date Apr 12 2012 Jul 25 2013 • PA12-0178 Gateway Plaza DP APN # 961290002 KENNY TAYLOR A Development Plan to construct a 29,211 square foot, two-story professional office building located on the west side of Avenida de Missiones, approximately 200 feet south of Temecula Parkway. Submitted Date Approved Date Sep72012 Jul 17 2013 • PA13-0072 McDonald's MOD APN # 961080007 KENNY TAYLOR A Major Modification for McDonald's restaurant to enhance the building exterior facades, change the exterior colors, reconfigure the drive-thru facility, relocate an existing telecommunication tower facility, relocate the trash enclosure, and reduce parking spaces for additional landscaped areas at 31853 Temecula Parkway (Vail Ranch Shopping Center). Submitted Date Approved Date Mar 282013 Jul 17 2013 APN # • PA13-0127 Old Town Pub and Grub 922045033 ERIC JONES A Minor Conditional Use Permit for Old Town Pub and Grub, a bona fide eating establishment, to allow for a Type 47 ABC license (on -sale general beer/wine/distilled spirits) and live indoor entertainment consisting of country and light classic rock at 28677 Old Town Front Street. Submitted Date Approved Date May 16 2013 Jul 17 2013 • PA13-0135 The Gifting Group MCUP APN # 909360034 ERIC JONES A Minor Conditional Use Permit to allow The Gifting Group to obtain Type 9,14,17 and 20 ABC licenses that will authorize the sale of alcoholic beverages in gift baskets to be sold from their existing facility located at 42210 Zevo Drive. Submitted Date Approved Date May 22 2013 Jul 17 2013 1 of 4 Planning Agenda Report 7/1/2013 through 7/31/2013 • PA11-0275 Bella Linda DP eau' { ren APN # 961450012 ERIC JONES A Development Plan Application for a residential project. Consisting of 325 multi -family apartment units. The project will also feature 49 single-family cluster units (senior units). The project totals 25.56 acres and is located on the northeast corner of Pechanga Parkway and Loma Linda Road (APNs 961-450-012, 013, 003) (Related Applications: PA11-0276, 0277). Submitted Date Anticipated DRC Meeting Date Hearing Planned Oct 27 2011 TBD APN # • PA11-0276 Bella Linda Zone Change, PDO 961450012 ERIC JONES A Zone Change and Planned Development Overlay (PDO) Application for a two phased residential project. Both the General Plan and Zoning designations are currently Professional Office (PO). The application proposes to create a Medium Density Residential section (Courtyard Housing) and a High Density Residential Section (Apartments). The PDO will provide architectural and landscape design guidelines. The project is located on the northeast corner of Pechanga Parkway and Loma Linda Road and totals 25.56 acres (APNs: 961-450-012, 013, 003) (Related Applications: PA11-0275 and PA11-0277). Submitted Date Anticipated DRC Meeting Date Hearing Planned Oct 27 2011 TBD • PA11-0277 Bella Linda TTM APN # 961450012 ERIC JONES A Tentative Tract Map Application to create 54 separate residential lots from three existing lots. Four additional lots will also be created: Lots A - C will contain the public right-of-way through the center lines of Pechanga Parkway and Loma Linda Road, and Lot D will consist of a private road. The project totals 25.56 acres and is located on the northeast corner of Pechanga Parkway and Loma Linda Road (APNs 961-450-012, 013, 003) (Related Applications: PA11-0276 & PA11-0275). Submitted Date Anticipated DRC Meeting Date Hearing Planned Oct 27 2011 TBD 2 of 4 Planning Agenda Report 7/1/2013 through 7/31/2013 • PA10-0348 Linfield TTM 36098 APN # 955020006 ERIC JONES A Tentative Map application (for conveyance purposes) to allow Linfield Christian School to create four additional parcels. Total parcels within the school property will equal eight. Parcels will range in size between 2.52 - 6.63 acres. Located at 31950 Pauba Road. (Related Applications PA10-0349, Major Mod, and PA10-0347, PDO Amendment) Submitted Date Anticipated DRC Meeting Date Hearing Planned Dec 15 2010 TBD • PA12-0143 Navy Federal CUP APN # 961410008 KENNY TAYLOR A Conditional Use Permit to allow Navy Federal Credit Union to construct and operate a three lane drive-thru as part of a proposed banking structure located at the southwest corner of Temecula Parkway and Jedediah Smith (APN: 961-410-008) (Related Application: Development Plan PA12-0142). Submitted Date Anticipated DRC Meeting Date Planning Commision Jul 242012 Sep 4 2013 • PA12-0197 lgiesia Ni Cristo Office MOD APN # 944290006 KENNY TAYLOR A Major Modification to allow a new 3,500 square foot church office to replace an existing modular building in the same location at 29385 Rancho California Road. Submitted Date Anticipated DRC Meeting Date Hearing Planned Oct 9 2012 TBD • PA13-0141 UHS Heliport Major Mod APN # 959080001 STUART FISK Major Modification and Supplemental EIR for the Temecula Valley Hospital Development Plan and Heliport Conditional Use Permit to relocate the heliport from the east side of the project site to the west side of the site at 31700 Temecula Parkway. Submitted Date Anticipated DRC Meeting Date Hearing Planned May 31 2013 6/27/2013 TBD • PA13-0155 Shearwater Creek DP APN # 922110013 ERIC JONES A Development Plan to construct a 141 unit attached residential project with a pool and clubhouse for project residents, located on the west side of Pujol Street at the southern end of Pujol Street (APNs: 922-110-013, 922-110- 014) (Related Application: PA13-0156 - Condo Map) Submitted Date Anticipated DRC Meeting Date Hearing Planned Jun 182013 TBD • PA13-0156 Shearwater Creek Condo Map APN # 922110013 ERIC JONES A Tentative Tract Map (Condo Map) to allow for a 141 unit attached residential project located on the west side of Pujol Street at the southern end of Pujol Street. (Related Application: PA13-0155 - Development Plan) Submitted Date Anticipated DRC Meeting Date Hearing Planned Jun 18 2013 TBD 3 of 4 Planning Agenda Report 7/1/2013 through 7/31/2013 • PA13-0162 Black Market Brewery TUP APN # 909282007 ERIC JONES A Temporary Use Permit to allow Black Market Brewery to host a 4th anniversary party with catered food and live music on August 10th, 2013 from 1 p.m. to 9 p.m. at 41740 Enterprise Circle #109. Submitted Date Anticipated DRC Meeting Date Hearing Planned Jun 282013 TBD APN # • PA13-0167 River Springs CUP 921750014 KENNY TAYLOR A Minor Conditional Use Permit allowing River Springs Charter School to occupy an existing 16,978 square foot building for charter school educational services to adolescent students Kindergarten thru 8th grade located at the southeast corner of Ynez Road and Ynez Court at 26770 Ynez Court Submitted Date Anticipated DRC Meeting Date Hearing Planned Jul 10 2013 TBD • PA13-0180 Rancho Ford Tent Sale TUP APN # 910420030 DORIAN PRADON A Major Temporary Use Permit for Rancho Ford to hold a used car tent sale from August 15 thru August 18, 2013 at 40820 Winchester Road (Promenade Mall). Event times will be from 12 p.m. to 9 p.m. on August 15 and from 9 a.m. to 9 p.m. from August 16 through August 18. Submitted Date Anticipated DRC Meeting Date Hearing Planned Jul 22 2013 TBD • PA13-0187 Belle Maison Home Product APN # 953390007 ERIC JONES A Home Product Review application for Bella Maison by Lennar Homes. The tract features one and two story homes on 37 lots generally located on the northwest corner of Butterfield Stage Road and Chemin Clinet. Submitted Date Anticipated DRC Meeting Date Hearing Planned Aug 1 2013 TBD 4 of 4 •jVeravI is otIll 4 r1 • goSoUtil mi -rd ego, Aar lig Vaal ig ,,,e.... pzw, wp 4-111 wNiNk Lorsib.______4 , 4_1 �5 riiir Alit,,h� Planning Status I` July 2013 0._ a* a►/ 1. Recently Approved 2. Scheduled for Hearing 3. New Submittals Pending DRC Meeting Item No. 19 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Jeff Kubel, Chief of Police DATE: August 27, 2013 SUBJECT: Police Department Monthly Report PREPARED BY: Will Edwards, Sergeant RECOMMENDATION: Receive and file. The following report reflects the activity of the Temecula Police Department for the month of July 2013. PATROL SERVICES Overall calls for police service 2,966 "Priority One" calls for service 59 Average response time for "Priority One" calls 8.93 Minutes VOLUNTEERS Volunteer administration hours 191 Special Events hours 923 Community Action Patrol (CAP) hours 733 Reserve officer hours (patrol) 170 Training hours 46 Total Volunteer hours 1753 CRIME PREVENTION Crime prevention workshops /Neighborhood watch meetings conducted 6/7 Residential/Business security surveys conducted 3/4 Businesses visited 9 Residences/Businesses visited for past crime follow-up 2/3 Station Tour 3 Planning Review Projects/Temp Outdoor Use Permits 2/8 Square Footage of Graffiti Removed 3,193 OLD TOWN STOREFRONT Total customers served 293 Sets of fingerprints taken 51 Police reports filed 10 Citations signed off 15 Car Seat Inspections 0 Total receipts $4,188.00 SPECIAL TEAMS (POP / SET) On sight felony arrests 8 On sight misdemeanor arrests 6 Felony arrest warrants served 0 Misdemeanor arrest warrants served 1 Follow-up investigations 6 Parole/Probation Searches 3/6 Pedestrian Checks 16 Traffic Stops/Vehicle Checks 7 Crime Free Housing Checks 33 TRAFFIC Citations issued for hazardous violations 715 Grant funded D.U.I. / Traffic safety checkpoints 1 Grant funded traffic click it or ticket 0 D.U.I. Arrests 23 Non -hazardous citations 384 Stop Light Abuse/Intersection Program (S.L.A.P.) citations 43 Neighborhood Enforcement Team (N.E.T.) citations 36 Parking citations 185 School Zone 0 Seatbelts 21 Cell Phone Cites 174 Injury collisions 30 INVESTIGATIONS Beginning Caseload 184 Total Cases Assigned 61 Total Cases Closed 66 Search Warrants Served 6 Arrests 5 PROMENADE MALL TEAM Calls for service 731 Felony arrest/filings 2 Misdemeanor arrest/filings 21 Traffic Citations 55 Fingerprints/Livescans 150 Total receipts $6,534.00 SCHOOL RESOURCE OFFICERS (No School) Felony arrests N/A Misdemeanor arrests N/A Reports N/A Youth counseled N/A Meetings N/A Item No. 20 Approvals City Attorney Finance Director City Manager CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Greg Butler, Director of Public Works/City Engineer DATE: August 27, 2013 SUBJECT: Public Works Department Monthly Reports RECOMMENDATION: Receive and file the attached Department of Public Works Monthly Activity Reports for the month July and August 2013. CAPITAL IMPROVEMENT PROJECTS Monthly Activity Report July/August 2013 Prepared by: Amer Attar Submitted by: Greg Butler Date: 8/27/2013 PROJECTS UNDER CONSTRUCTION Old Town Civic Center This project constructed the Old Town Civic Center. Dedication ceremony was held on 12/9/10 and the City started operations from the new structure on 12/20/2010. Resolution of punchlist and added work items are complete. Closure of the project is being delayed by business concerns of the general contractor. Pechanga Parkway Storm Drain Improvements - Environmental Mitigation This project includes construction of a mitigation site for the Wolf Valley Creek Channel Improvements - Stage 1. At the 02/12/2013 meeting, the City Council approved the plans and specifications and authorized the Department of Public Works to advertise for construction bids for the 3.4 acres of riparian habitat. Bids were opened on 06/13/2013 and the construction contract was awarded by City Council to Nature's Image on 07/24/2013. Work will start after the nesting seasons ends on September 15, 2013. Main Street Bridge Over Murrieta Creek (Replacement) This project will replace the existing Main Street Bridge over Murrieta Creek. Construction is in progress. Concrete placement for bridge abutment footings completed the week of 07/29/2013. Forming and rebar placement for abutment walls is underway. Pedestrian/Bicycle Bridge Over Santa Gertrudis Creek This project includes the construction of an approx. 150' long ped/bike bridge over Santa Gertrudis Creek near Chaparral H.S. This portion of the project is complete. The mitigation/monitoring portion of the project, which involves removal of invasive plant species from the creek channel, and a subsequent two-year monitoring period, began on September 17th, 2012. Maintenance and monitoring is ongoing. French Valley Parkway / Interstate 15 Over -Crossing and Interchange Improvements - Phase I Project includes widening of southbound 1-15 from Warm Springs Creek to the Winchester Road off - ramp, widening of the Winchester Road off -ramp, construction of the new southbound off -ramp at French Valley Parkway, and construction of the westbound portion of French Valley Parkway from the off -ramp to Jefferson Avenue. Project is under construction JUN2012 - DEC2013. See project web page for construction updates: http://www. cityofte mecu Ia. o rg/Temecula/Govern ment/Publ icWo rks/French Va I ley. htm. Ronald Reagan Sports Park Desilting Basin Environmental Mitigation 1 This project installed landscape and irrigation improvements on a 0.26 acre Habitat Creation Area and maintaining it for five years in accordance with a Habitat Mitigation and Monitoring Program. The work was completed on 01/20/2011. The project is now in the 5 -year maintenance/monitoring program. Great Oak High School Tennis Court Lighting This project will Install lights around the tennis courts at Great Oaks High School. Bids were opened on 05/23/2013. At the 06/11/2013 meeting, the City Council awarded the contract to MDE Group, Inc. This project started construction on July 31, 2013 and is expected to be completed the second week of October 2013. Pavement Rehabilitation Program - Ynez Road This project will rehabilitate Ynez Road from Winchester Road to Solana Way. Project was awarded to All American Asphalt at the 06/26/12 City Council Meeting. Contractor has rehabilitated the intersections. Construction is on-going for the remaining work. It is scheduled for completion by mid-September 2013. Temecula Community Center Renovation City Council awarded the contract to LDCO, Inc. on 06/11/2013. First day of work was July 15, 2013. Work on demolition is ongoing. French Valley Parkway Environmental Mitigation This project implemented the riparian mitigation requirement of the HMMP that was developed for the French Valley Parkway Interchange project. Work involved creation of a 2.73 acre riparian site through planting native plant species and removing non-native & invasive plant species. Construction started on October 2, 2012 and was completed November 5, 2012. This site will be monitored and maintained for 5 years. Roripaugh Ranch Street Improvements Phase II Contract was awarded on 12/11/2012. First day of work was 01/14/2013. Mass grading is ongoing. Theater Energy Efficient Lighting Including Technology and Equipment Upgrade The Notice to Proceed was issued for the procurement of the equipment on 01/02/2013. The vendor has provided all purchased equipment. Theater staff has installed all the lights and equipment and the new system is up and running as on 08/12/2013. Citywide Slurry Seal Fiscal Year 2012-13 This annual maintenance project will slurry various street throughout the City. The project was awarded to American Asphalt South at the 05/28/2013 City Council Meeting. Construction is underway and expected to be completed by mid-September 2013. Pavement Rehabilitation Program - Rancho Vista Road This project rehabilitated Rancho Vista Road from Margarita Road to Paseo Goleta. Project was awarded at the 04/09/2013 City Council Meeting to RJ Noble Company. Construction was substantially complete just prior to the start of the school year for the nearby Temecula Valley High School on 08/13/2013. 2 Fire Station 84 Roof Replacement Bids were opened on 07/25/2013. The contract was awarded to All Weather Roofing on 08/13/2013. Construction is expected to start at the end of Summer 2013. Community Recreation Center Picket Ornamental Fence Replacement Construction activities at the CRC is scheduled to begin on 09/03/2013 in order to avoid disrupting the CRC's summer schedule. Pavement Rehabilitation Program - Rancho California Road This project will rehabilitate Rancho California Road from Jefferson Avenue to Ynez Road. Project was awarded to the Contractor at the July 23, 2013 City Council Meeting. Project is tentatively scheduled to start late August of 2013. CITYWIDE CONCRETE REPAIRS FY 2013-14 The City Council approved the solicitation of bids at the June 11, 2013 City Council meeting. Bids were opened on August 8, 2013. The award to contractor is scheduled for the August 27, 2013 City Council meeting. 3 PROJECTS BEING ADVERTISED FOR BIDS Special Needs Play Structure This project will install play structure for youth and special needs kids upon completion. The Park and Recreation Subcommittee chose Margarita Park as the site of the improvements based on the conceptual plan. An RFP has been sent out for a purchase/install vendor. Responses were received on 05/15/2013 and are under review. Pavement Rehabilitation Program - Bridge Decks Project is being advertised for bids. Bid advertisement began on 07/29/2013, bid opening scheduled for 08/29/2013. Murrieta Creek Bridge -Overland Drive Phase 1 Demolition City Council approved the plans and specifications and authorized staff to solicit bids on July 23, 2013. The project is currently in the bid process and has a August 22, 2013 bid opening date. 4 PROJECTS IN DESIGN Murrieta Creek Bridge and Overland Drive Extension from Commerce Center to Diaz Rd The project includes the extension of Overland Drive from Commerce Center Drive to Diaz Road with a bridge over Murrieta Creek. Public review for the IS/MND is complete. City Council Approval will be scheduled in September, with the building demolition contract award. Western Bypass Bridge Over Murrieta Creek This project involves the design, environmental clearance, and construction of a new bridge over Murrieta Creek at the westerly terminus of Western Bypass and an extension of Pujol Street to the new structure. Once constructed, this will serve as the southerly connection of the Western Bypass Corridor. The Mitigated Negative Declaration was adopted. Applications to the various environmental agencies have been submitted. Review of the 100% Plans and Specs is on-going. Old Town Gymnasium This projects involves the design of the approximately 9,000 square foot gymnasium adjacent the Boys & Girls Club on Pujol Street. Consultant is finalizing the design plans. Santa Gertrudis Creek Pedestrian/Bicycle Trail Extension and Interconnect The project will provide a Class I bicycle trail that connects the existing Santa Gertrudis Creek Pedestrian/Bicycle Trail at Ynez Road to the Murrieta Creek Multi -Purpose Trail at Diaz Road. The alignment study has been completed. Extension of time for the Bicycle Transportation Account funds was approved on 05/01/2009. The consultant is working on 90% plans, specifications and estimate. 1-15 / SR -79S Ultimate Interchange 95% PS&E (6th) under Caltrans review through August 2013. Pavement Rehabilitation Program - Winchester Road This project will rehabilitate the portion of Winchester between Jefferson Avenue and Ynez Road. Caltrans has approved the plans and will issue the encroachment permits shortly. Winchester Road is scheduled to bid first quarter of 2014. French Valley Parkway / Interstate -15 OverCrossing and Interchange Improvements - Phase II 60% PS&E under Caltrans review through September 2013. Old Town Temecula Community Theater Remediation City Council approved the plans and specifications at the 04/23/2013 meeting. The project will be rebid. PAVEMENT REHABILITATION PROGRAM - CITYWIDE, FY 2012/2013 This project will rehabilitate portions of Margarita Road, Ynez Road, Temecula Parkway, Overland Drive and Old Town Front Street. City returned 50% plan check comments to consultant. Consultant submitted 90% plans in mid July. They are under City review. 5 Old Town Front Street Storm Drain This project involves replacement of the cross gutter in Old Town Front Street, approx. 800' north of Temecula Parkway. Design alternative involving catch basins on Old Town Front Street and a 'bubbler' system to discharge into the existing parking lot ribbon gutter has been selected - design work continues. YMCA Remediation RFP for design is due on 08/15/2013 and award consideration is scheduled for the 09/10/2013 City Council meeting. 6 DEPARTMENT OF PUBLIC WORKS MONTHLY ACTIVITY REPORT STREET MAINTENANCE DIVISION FISCAL YEAR 2013 - 2014 Date Submitted: August 8, 2013 Submitted By: Greg Butler Prepared By: Rodney Tidwell 1ST QUARTER Jul -13 Aug -13 Sep -13 FISCAL YEAR TO DATE SCOPE OF WORK Unit Cost WORK COMPLETED COST I WORK COMPLETED COST WORK COMPLETED COST ( WORK COMPLETED COST TOTAL COST FOR LAST FISCAL YEAR ASPHALT CONCRETE Square Footage: Tons: Parking Lot Slurry Seal Square Footage Gallons $2.97 17,310 94 0 0 f I $ 51,410 70 } } } $ - I ? $ '7,310 94 S 51,410 70 $ 132.767 91 PORTLAND CEMENT CONCRETE Square Footage: PCC Yards: $2 97 0 0 $ - $ - } $ - S - } } $ - I $ - 0 0 s - S - $ - S - STRIPING & PAVEMENT MARKINGS: Curb & Lines (linear feet): Painted Legends (each): Median Noses (each): Raised Pavement Markers (each): Thermo Plastic Legends (each): $0.07 $8.00 0 243 0 0 49 { 4 $ - : $ 1,944.00 } } 1 I, $ - $ - j I $ - } $ - } 0 243 0 0 49 $ - $ 1,944.00 $ $ - I $ - S 798.56 $ 35,504.00 • SIGNS & BANNERS No. of Signs REPLACED: Material (cost per sign): No. of Signs INSTALLED: Material (cost per sign): No. of Signs REPAIRED: Material (cost per sign): No. of BANNERS installed: 626.39 $50.00 $26.39 $50.00 626.39 $50.00 $26.39 30 5 30 70 i } $ 791.70 $ 1,500.00 $ 131.95 $ 250.00 $ 791.70 $ 1,500.00 $ 1,847.30 ' I $ - 1 $ - ' $ - f $ - 1 $ - I $ - :$ - } $ - • $ - $ - $ - $ - $ $ - } 30 I $ 791.70 $ 1,500-00 5 $ 131-95 j $ 250.00 30ii $ 791.70 , $ 1,500.00 70 $ 1,847.30 $ 2,269.01 $ 42,950.00 S 10,150.00 S 5,357.17 $ 39,500.00 $ 29,398.46 • GRAFFITI REMOVAL No. of Locations: Square Footage: 137 3,193 } 137 1 3.193 DRAINAGE FACILITIES CLEANED Catch Basins: Down Drains: Under sidewalk Drains Detention Basins: 526.39 S26.39 $26.39 526.39 216 0 86 14 $ 5.700.24 $ - $ 2,269.54 $ 369.46 1 $ - $ - $ - $ - $ - , $ - $ - $ - I 216 } $ 5,700-24 0 I $ - 86 I $ 2,269.54 14 I $ 369 46 I S 63,995.77 • • TREES TRIMMED No. of Trees Trimmed: 526.39 98 $ 2,586.22 } $ - $ • } 98 1 $ 2,586.22 S 32,222.19 R.O.W. WEED ABATEMENT Area Abated (square feet): S0 034 3,000 I } $ 102.00 j I $ - i $ I 3,000 ; $ 102 00 1 $ 3,621 14 The Street Maintenance Division also responds to service requests for SERVICE ORDER REQUESTS No. of SOR's: a variety of other 54 reasons, the total number of Service Order Requests, some of which Include work reported above is reported 54 monthly. Personnel assigned to the Street Maintenance Division are on-call and Over5me Hours $39 59 respond to after 189 hours emergencies $ 7,482 51 or support City sponsored special 5 - events 5 - 189 $ 7,482.51 $ 50,358.48 TOTALS $ 78,677.32 L $ - $ - $ 78,677.32 $ 448,892.69 R.*MAINTAIMMOACRPTUULY AUG SEPT STREET MAINTENANCE CONTRACTORS The following contractors have performed the following projects for the month of July, 2013 DATE STREET/CHANNEL/BRIDGE DESCRIPTION TOTAL COST ACCOUNT OF WORK SIZE CONTRACTOR: RENE'S COMMERCIAL MANAGEMENT Date: 07.31.13 # 5401 CITYWIDE APPLICATION OF POST -EMERGENT CITY MAINTAINED CHANNELS HERBICIDE W1T1 IIN TOTAL. COST S 8,500.00 Date: TOTAL COST Date: 11 TOTAL COST Date: # TOTAL COSI CONTRACTOR: Date. TOTAL cos.!' Date: TOTAL COST CONTRACTOR: Date: TOTAL COST Date: TOTA1. COST TOTAL COST ACCOUNT #5401 S 8,500.00 TOTAL COST ACCOUNT #5402 - 0 - TOTAL COST ACCOUNT #99-5402 - 0 - R:1M A INTA (NIMOACT RPT DEPARTMENT OF PUBLIC WORKS CONTRACTED MAINTENANCE WORK COMPLETED FISCAL YEAR 2013-2014 Date Submitted: August 8, 2013 Submitted By: Greg Butler Prepared By: Rodney Tidwell SCOPE OF WORK JULY AUGUST SEPTEMBER OCTOBER NOVEMBER DECEMBER Year to Date ASPHALT CONCRETE SquareFootage 0 ------------------------------------------______ -----------------------•---------------_-----._------ ------- 0 Cost $ - $ - $ _ -- $ -$ $- _ $-- �. - —_--- -- PORTLAND CEMENT CONCRETE Square Footage 0_ ----_---- ------ -_---------_ _ _ _� _ _ _ 0 �� Cost $ $ - $ $$ $ $ DRAINAGE FACILITIES Channels(each).... -_-_______-_____________-________ -_______.--_ --.___w________�__..__._.._____ 0 Cost $_~ - $ - $ - $ - $ $ $ - STRIPING AND PAVEMENT MARKINGS Striping (linear feet)_________________T___ _______________ 0 Sandblasting (linear feet)____w_�__M______._ 0 Legends (each)__ 0 Cost $ 8,500.00 $ - $ - $ - $ $ $ 8,500.00 TREES Trees Trimmed 00 Trees Removed 0 0 Cost $- $ - $ - $ - $ - $ - $ - WEED ABATEMENT ROW Area Abated (Square Feet)__________ 0 ______ ____________�_�___•_____ 0 Other Public Lands Abated (Square Feet) 00 Cost$ $ $ $ $ ---------_.-$--_---- ____---$-----------------_--- MISC. MAINT ACTIVITES 0 Cost $ - $ - $- $ - $ - $ - $ - TOTAL CONTRACTED MAINT COSTS $ 8,500.00 $ - $ - $ - $ - $ - $ 8,500.00 R:WIAINTAINWIOACRTPIJULY THRU DEC CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS STREET MAINTENANCE DIVISION GRAFFITI REMOVAL FISCAL YEAR 2013-2014 Month Number Square of CaIIs Footage Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Totals 137 3,193 137 3,193 3,500 3,000 2,500 - a, 2,000 1,500 - 1,000 - 500 - 0 Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun ■ Square ■ Number Footage of CaIIs REQUESTS TO SPEAK City Council Meeting 08/27/13 Date Subject REQUEST TO SPEAK I ✓ CITY OF TEMECULA After completing, please return to the City Clerk. The City Clerk will call your name when the matter comes up. Please go to the public podium and state your name for the record. (2/a. / I wish to speak on Agenda Item No. For Against Public Comment Please note that all information presented at a City Council meeting becomes public record. All information provided is optional. 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Cetr, Subject ❑ For ❑ Against ❑ Public Comment Please note that all information presented at a City Council meeting becomes public record {� All information provided is optional. Name: I G; U co. aGtibs Phone: Address: City/State/Zip If you are representing an organization or group, please give the name: REQUEST TO SPEAK CITY OF TEMECULA After completing, please return to the City Clerk. The City Clerk will call your name when the matter comes up. Please go to the public podium and state your name for the record. Date I wish t �y Subject1 For \\etc ak on Agenda Item Against r�Public Comment Please note that all information presented at a City Council meeting becomes public record All i ormation provided is optional. �, Phone: ity/State/Zip If you are representing an organi tion or group, please give the name PN--e-c02( • t IrWcYletoc\.(0 v SN )✓ Date REQUEST TO SPEAK CITY OF TEMECULA After completing, please return to the City Clerk. The City Clerk will call your name when the matter comes up. Please go to the public podium and state your name for the record. ��Z7 r3 Subject // MAS/ I wish to speak on Agenda Item No. For Against IA Public Comment Please note that all information presented at a City Council meeting becomes public record 11� ��,,�� 11 information provided is optional. (] Address: � JCity/State/Zip If you are representing an organization or group, e give the name: DOCUMENTS SUBMITTED FOR THE RECORD Good evening Mayor, Council members and staff. My name is Paul Jacobs and I am Temecula's volunteer sidewalk consultant. er/ /.2oL3 y uth I really wanted to applaud this effort, but then I read the details of the staff report and the proposed sidewalk analysis. The analysis is inadequate as it considers only a quarter -mile walking distance from schools and public facilities. I walk that far just to avoid my treadmill. A proper analysis would include destination points to assess where people will walk to or from. If a sidewalk ends half a mile from a school and fails to connect to a sidewalk to a nearby housing tract, this methodology will fail to address the actual need to fill the missing sidewalk gaps. I really am glad the City is finally investing some resources into this important facet of public safety, but to limit the analysis to within one-quarter of a mile from schools and other facilities is to miss the bigger picture of having complete linkages, just as this firm is doing for bike lanes and trails. I understand why this attention to pedestrian safety was somewhat buried in the agenda and why the mayor didn't phone Aaron Claverie to write about this item. It is embarrassing that this council and city management has neglected filling the missing sidewalk linkages for two full decades. Please do not accept the limited scope of this sidewalk gap analysis that fails to actually analyze the sidewalk gaps they are being paid to study. DISPLAY I suggest the criteria in box 2 should be to "Develop GIS -based sidewalk/path analysis between schools, parks, transit, community and recreation centers, retail, residential and other applicable activity locations." You might need to renegotiate the contract, but if taxpayers are going to pay for a sidewalk analysis, it should be a thorough assessment and not just • political gimmickry. This City has not been serious about pedestrian safety for twenty years and I am afraid this public safety issue is still not being taken seriously. Before this city approves the next 20,000 dwelling units, please fulfill your duty of responsibility to existing Temecula residents. Thank you. Submitted at Temecula City Council meeting of 8/27/13 for Item 5 From Paul Jacobs Temecula Cit of Temecula Y Update of 2002 Multi-use Trails and Bicycle Master Plan Sen. Assoc., Mobility Planning John Holloway Associate, Planner/ GIS Analyst Joe Punsalan Planning/ GIS Support Catrine Machi Totals $135 $115 $105 Hours Additional Task: Sidewalk Analysis Schedule 1 Review/verify GIS data 2 2 4 Week of Aug 26 2 Develop GIS-based quarter-n>ile walk analysis from schools, parks, transit, community and recreation centers, retail and other applicable activity locations 8 16 24 Week of Aug 26 3 Prioritize locations based on public input, collision data and proximity analysis 8 10 18 Week of Aug 26 4 Field verify 8 8 16 Week of Sep 3 5 Apply cost facbrs 2 4 10 16 Week of Sep 9 6 Prepare draft recommendations 10 10 Week of Sep 16 7 Final report to Public Works Week of Oct 14 Deliverables: Final report with analysis mapping and costs in appendix ,___ Sub-total Hours 10 30 48 88 Sub-total Costs $1,350 $3,450 $5,040 $9,840 5 DOCUMENTS SUBMITTED FOR THE RECORD Good evening Mayor, Council members, staff and citizens, pf_AJL Y./21/20/3 1J 1/ ti My name is Paul Jacobs, a Temecula resident and your unwanted and unpaid sidewalk consultant. I have put considerable time and effort into this review. I will start by noting that the bidding process produced just one qualified bidder. This is because the City provides only 24 hours for a company to post bond once the bid has been posted on PlanetBids. The bid process appears designed to limit the number of qualified bidders. I reviewed the Concrete Repair List for my neighborhood and produced the following report. DISPLAY 1 The most frequent sidewalk problem appears to be from the sidewalk lifting up along the curb. In these cases, the actual walking surface of the sidewalk poses no tripping hazard and the likelihood of tripping over the raised curb edge is minimal. Replacing the entire sidewalk seems like overkill and I question if less expensive remedies such as grinding or patching the concrete have been considered? DISPLAY 2 These photos show that a surprising number of the sections slated for repair have been repaired before. Concrete is supposed to last a long time and nobody on the staff or council is questioning why the previous repairs did not hold up. DISPLAY 3 I found numerous locations slated for sidewalk repair where there was no apparent need. Is there no oversight on these projects? If this just a giveaway of Temecula tax dollars, please just cut the contractor a check and save residents the noise and inconvenience of unnecessary sidewalk repairs. DISPLAY 4 Obviously there are areas that need sidewalk repair, if not replacement. Some areas are scheduled for unnecessary sidewalk replacement and many areas have a questionable need for repair whether they made the Repair List or not. I did a partial review of only one of the five Repair List areas, but if my findings are indicative of the rest of the list, considerable city resources are being squandered for unneeded concrete replacement. The 24-hour clock on the bidding process is as bizarre as some of the unnecessary and redundant sidewalk repairs you are being asked to approve. The repair criteria is arbitrary. I respectfully request the repair list be reassessed and the project rebid to include multiple contractors in a fair and open process. Thank you. Submitted at Temecula City Council meeting of 8/27/13 for Item 11 From Paul Jacobs Temecula Across from 32293 Corte Santa Catalina AA battery for size reference 32319 Corte Las Cruces 4 Walking surface is smooth, only curb edge is raised. Actual tripping hazard is minimal. Grinding or Patching is a Tess expensive alternative to repeatedly re -pouring sections of sidewalk. 41775 Camino De La Torre AsiliNgoeNzai- 81895 Via Vasquez AA battery for size reference 32199 Camino Nunez *Omitted from Concrete Repair List These sidewalk sections have been removed and re- placed before. What went wrong with the prior repairs and who was re- sponsible? Grinding these minor defects seems a more economical and practical remedy. U.S. Quarter 'minimum 32353 Corte Las Cruces 41834 Camino De La Camino Merano 41823 Camino De La Torre S/W c/o Calle Resaca @ Corte Chatada SIDEWALK NEEDS REPAIR 41803 Corte Lara Length of 24' for this repair? m4Saw cut and save! NOT on Repair List 42037 Camino Casana The need for many of these repairs is questionable while there are better places to apply resources for sidewalks in Temecula