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HomeMy WebLinkAbout2013 06 19NOTICE AND CALL OF A SPECIAL MEETING OF THE CITY COUNCIL TO THE MEMBERS OF THE AFOREMENTIONED AGENCIES AND THE CITY CLERK OF THE CITY OF BALDWIN PARK NOTICE IS HEREBY GIVEN that a Special Meeting is hereby called to be held on WEDNESDAY, JUNE 19, 2013 AT 5:30 p.m.. at City Hall — 3rd Floor Conference Room 307, 14403 East Pacific Avenue, Baldwin Park, CA 91706. Said Special Meeting shall be for the purpose of conducting business in accordance with the attached Agenda. NO OTHER BUSINESS WILL BE DISCUSSED Dated: June 13, 2013 Manuel Lozano Mayor AFFIDAVIT OF POSTING I, Alejandra Avila, City Clerk of the City of Baldwin Park, certify that I caused the aforementioned Notice and Call of a Special Meeting to be delivered via email (hard copy to follow) to each Member and e -mail to the San Gabriel Valley Tribune, and that I posted said notice as required by law on June 13, 2013. �... Z7 Alejandra Avila City Clerk CITY COUNCIL SPECIAL MEETING Please note time and meeting JUNE 199 2013 location 5:30 PM CITY HALL - 3rd Floor, Conference Room 307 14403 EAST PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960 -4011 BALDWIN Manuel Lozano Monica Garcia Marlen Garcia Ricardo Pacheco Susan Rubio - Mayor - Mayor Pro Tern - Councilmember - Councilmember - Councilmember PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CEL ULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS COMENTARIOS DEL PUBLICO The public is encouraged to address the City Se invita al publico a dirigirse al Concilio o cualquiera Council or any of its Agencies listed on this otra de sus Agencias nombradas en esta agenda, agenda on any matter posted on the agenda or para hablar sobre cualquier asunto publicado en la on any other matter within its jurisdiction. If you agenda o cualquier tema que este bajo su jurisdiccion. wish to address the City Council or any of its Si usted desea la oportunidad de dirigirse al Concilio o Agencies, you may do so during the PUBLIC alguna de sus Agencias, podra hacerlo durante el COMMUNICATIONS period noted on the periodo de Comentarios del Publico (Public agenda. Each person is allowed three (3) Communications) anunciado en la agenda. A cada minutes speaking time. A Spanish - speaking persona se le permite hablar por tres (3) minutos. Hay interpreter is available for your convenience. un interprete para su conveniencia. CITY COUNCIL SPECIAL MEETING — 5:30 P.M. CALL TO ORDER ROLL CALL: Council Members: Marlen Garcia, Ricardo Pacheco, Susan Rubio, Mayor Pro Tern Monica Garcia and Mayor Manuel Lozano PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos sera el limite para hablar THIS IS THE TIME SET ASIDE TO ADDRESS THE CITY COUNCIL PLEASE NOTIFY THE CITY CLERK IF YOU REQUIRE THE SERVICES OF AN INTERPRETER No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: I ) Briefly respond to statements made or questions asked by persons� or 2) Direct staff to investigate and/or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL CONCILIO FAVOR DE NOTIFICAR A LA SECRETARIA S1 REOUIERE LOS SERVICIOS DEL INTERPRETE No se podra tomar acci6n en algbn asunto a menos que sea incluido en la agenda, o a menos que exista alg6na emergencia o circunstancia especial. El cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraci6nes o preguntas hechas por personas; o 2) Dirigir personal a investigar y10 fijar asuntos para tomar en consideraci6n en juntas proximas. [Codigo de Gobierno §54954.2] STUDY SESSION / OPEN SESSION 1. Presentation by ROEM DEVELOPMENT CORP regarding a proposed Civic Center mixed use project RECESS TO CLOSED SESSION 2. CONFERENCE WITH REAL PROPERTY NEGOTIATOR (GC §54956.8) Properties: 8554-001-900, 14403 E. Pacific Avenue; 8554-001-901, 14426 Ramona Blvd; 8554-001-904, N/A; 8554-001-907, N/A; Commission Negotiators: Vijay Singhal & Joseph Pannone Negotiating Parties: ROEM Development Corporation Under Negotiation: Price and terms of payment 3. CONFERENCE WITH REAL PROPERTY NEGOTIATOR (GC §54956.8) Property: 13940 Live Oak Avenue, Baldwin Park, CA 91706 Agency Negotiators: Vijay Singhal & Joseph Pannone Negotiating Parties: Doug Corcoran, Waste Management Under Negotiation: Price and terms of payment 4. CONFERENCE WITH LABOR NEGOTIATOR (GC §54957.6) Agency Negotiators: Vijay Singhal, Chief Executive Officer and other representatives as designated Employee Organizations: SEIU; Clerical; Professional and Technical Employees; Police Management Employees; Confidential Employees; Confidential Management and the Baldwin Park Police Officer's Association; Un- represented employees; and part - time employees. 5. CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION (GC §54956.9 (d)(1) Adams et. al. v. City of Baldwin Park et. al., USDC Case No.: CV12 -00512 GAF(AJWx) BPPOA v. City of Baldwin Park et al., USDC Case No: CV13 -01534 DMG (VBKx) BPPOA v. City of Baldwin Park, LASC Case No: BS140802 6. CONFERENCE WITH REAL PROPERTY NEGOTIATOR GC §54956.8 Properties: 8437 - 004 -060 J & J Warehouse Co. /Newman Tek Capital 14417 Ramona 8437 -004 -061 14433 Baldwin Park Llc 14433 Ramona 8437 - 004 -062 14433 Baldwin Park Llc 14433 Ramona 8437- 004 -063 J & J Warehouse Co. /Newman Tek Capital NA 8437 - 004 -064 J & J Warehouse Co. /Newman Tek Capital 14467 Ramona 8437 -004 -065 J & J Warehouse Co. /Newman Tek Capital 14519 Ramona 8437 -004 -066 J & J Warehouse Co. /Newman Tek Capital 14483 Ramona 8437 - 004 -067 J & J Warehouse Co. /Newman Tek Capital 14455 Ramona 8437 - 004 -069 J & J Warehouse Co. /Newman Tek Capital 4124 Maine Commission Negotiators: Negotiating Parties: Under Negotiation: RECONVENE IN OPEN SESSION REPORT FROM CLOSED SESSION ADJOURNMENT Vijay Singhal & Joseph Pannone J & J Warehouse Co. /Newman Tek Capital 14433 Baldwin Park Llc Price and terms of payment CERTIFICATION I, Alejandra Avila, City Clerk of the City of Baldwin Park hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 24 hours prior to the meeting on June 13, 2013. t Alejandra Avila City Clerk PLEASE NOTE., Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2nd Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 813 -5204 or e -mail rcabailero@baidwinpark.com, In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960 -4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102,104 ADA TITLE ll) r r 1911 il"A NA i T � NI.: 3:1 N 0 JUNE 195 2013 7:00 PM COUNCIL CHAMBER 14403 E. Pacific Avenue Baldwin Park, CA 91706 (626) 960 -4011 Manuel Lozano Monica Garcia Marlen Garcia Ricardo Pacheco Susan Rubio Mayor Mayor Pro Tern Council Member Council Member Council Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS The public is encouraged to address the City Council or any of its Agencies listed on this agenda on any matter posted on the agenda or on any other matter within its jurisdiction, If you wish to address the City Council or any of its Agencies, you may do so during the PUBLIC COMMUNICATIONS period noted on the agenda. Each person is allowed three (3) minutes speaking time. A Spanish speaking interpreter is available for your convenience. f COMENTARIOS DEL PUBLICO Se invita al publico a dirigirse al Concilio o cualquiera otra de sus Agencias nombradas en esta agenda, para hablar sobre cualquier asunto publicado en la agenda o cualquier terra que este bajo su jurisdiccion. Si usted desea la oportunidad de dirigirse al Concilio o alguna de sus Agencias, podra hacerlo durante el periodo de Comentarios del Pdblico (Public Communications) anunciado en la agenda. A cada persona se le permite hablar por tres (3) minutos, Hay un interprete para su con veniencia. CITY COUNCIL REGULAR MEETING — 7:00 PM CALL TO ORDER INVOCATION PLEDGE OF ALLEGIANCE ROLL CALL Council Members: Marlen Garcia, Ricardo Pacheco, Susan Rubio, Mayor Pro Tem Monica Garcia and Mayor Manuel Lozano ANNOUNCEMENTS This is to announce, as required by Government Code section 54954.3, members of the City Council are also members of the Board of Directors of the Housing Authority and Finance Authority, which are concurrently convening with the City Council this evening and each Council Member is paid an additional stipend of $30 for attending the Housing Authority meeting and $50 for attending the Finance Authority meeting. PROCLAMATIONS, COMMENDATIONS & PRESENTATIONS Recognition to Luis Arias and Rosie Perez for being named 2013 Saint John the Baptist Spring Festival King and Queen. • Recognition to the Baldwin Park Rock Star Cheer Group for winning the Title of "2013 American Cheer Power National Champions". • Recognition to Mr. & Mrs. Jack White on celebrating their 60th Wedding Anniversary. PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos sera el limite para hablar THIS IS THE TIME SET ASIDE TO ADDRESS THE CITY COUNCIL PLEASE NOTIFY THE CITY CLERK IF YOU REQUIRE THE SERVICES OF AN INTERPRETER No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and /or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRWIRSE AL CONCILIO FAVOR DE NOTIFICAR A LA SECRETARIA S1 REQUIERE LOS SERVICIOS DEL INTERPRETE No se podra tome acci6n en algOn asunto a menos que sea incluido en la agenda, o a menos que exista alg6na emergencia o circunstancia especial, El cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraci6nes o preguntas hechas par personas; o 2) Dirigir personal a investigar y1d fijar asuntos para tomar en consideraci6n en juntas proximas. [Codigo de Gobierno §54954.2] City Council Agenda — JUNE 19, 2013 Page 2 CONSENT CALENDAR All items listed are considered to be routine business by the City Council and will be approved with one motion. There will be no separate discussion of these items unless a City Councilmember so requests, in which case, the item will be removed from the general order of business and considered in its normal sequence on the agenda. 1. EAST VALLEY BOYS AND GIRLS CLUB — LICENSE AGREEMENT RENEWAL Staff recommends that City Council: 1) Approve the license agreement with the East Valley Boys and Girls Club and authorize the Mayor to complete and process the necessary documents. 2. PURCHASE OF CELLEBRITE CELLULAR PHONE EXAMINER, UPDATED CORRESPONDING SOFTWARE TECHNOLOGY, AND TRAINING FOR THE DEVICE. Staff recommends the City Council grant approval to: i Waive the l bidding nnn I. VYaive he IVImal bidding � rocess pursuant to LJ`+.GJI, lJr the Baldwin Park Municipal Code for the purchase of a Cellebrite UFED Touch Ultimate Forensic Device to include one year of licensing for both Logical and Physical updated software, and training to one detective on the operation of the device. 2. Direct the Chief of Police to work in conjunction with the Finance Director to complete a budget appropriation for the amount not to exceed $11,233.00 from account 205 -30- 360- 58110 - 00000 -2 for restricted purchase of the new Cellebrite UFED Touch Ultimate Device, updated software, and training. 3. Authorize the Chief of Police, or her designee, to complete all appropriate documentation to complete the purchases. 3. WARRANTS AND DEMANDS Staff recommends City Council ratify the attached Warrants and Demands. 4. TREASURER'S REPORT. APRIL 2013 Staff recommends that the City Council receive and file the April 2013 Treasurer's Report. 5. CONSIDERATION TO CANCEL THE LEGISLATIVE BODY MEETING OF JULY 3, 2013 Staff recommends City Council cancel the July 3, 2013 meeting and direct the City Clerk to post the appropriate notices of cancellation. 6. SECOND READING - AMENDMENT TO SECTIONS 39.01, 39.02 AND 39.03 OF THE BALDWIN PARK MUNICIPAL CODE RELATING TO DECORUM AT CITY COUNCIL MEETINGS The City Attorney's Office recommends the City Council introduce by second reading by title only Ordinance No. 1358, "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK AMENDING SECTIONS 39.01, 39.02 AND 39.03 OF THE BALDWIN PARK MUNICIPAL CODE RELATING TO DECORUM AT CITY COUNCIL MEETINGS." City Council Agenda — JUNE 19, 2013 Page 3 7. ADOPTION OF RESOLUTION NO. 2013 -019 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK ADOPTING SAFE HARBORS UNDER THE PATIENT PROTECTION AND AFFORDABLE CARE ACT (ACA). Staff recommends that the City Council approve and adopt Resolution No. 2013 -019 a resolution of the City Council of the City of Baldwin Park adopting Safe Harbors under the Patient Protection And Affordable Care Act (ACA). 8. CONTINUED FROM JUNE 5, 2013 - CONSIDERATION OF APPOINTMENTS AND /OR REAPPOINTMENTS TO FILL VACANCIES FOR THE HOUSING COMMISSION Staff recommends City Council to review all Commission applications, take nominations and adopt Resolution No. 2013 -013 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING INDIVIDUALS TO THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NOS. 1, 2, 3, 4, 5, & 6," subject to satisfactory backgrounds checks through the Department of Justice, as follows: 4Jce'i No I arn� Ex Trait on of Terms 1 2 June 30, 2014 3 4 June 30, 2015 5 Tenant-6 Tenant 7 (62 +) PENDING APPLICATIONS June 30, 2016 9. ADOPTION OF RESOLUTION 2013 -017, AUTHORIZING PARTICIPATION IN THE DEVELOPMENT OF A REGIONAL BICYCLE PLAN Staff recommends that City Council appoint Council Member to serve on a Blue Ribbon Committee and adopt the Resolution to participate in the HEAL Bike Plan project. 10. REVIEW OF PLANNING COMMISSION APPLICANTS AND CONSIDERATION OF APPOINTMENTS AND /OR REAPPOINTMENTS TO FILL THE JUNE 2012 SCHEDULED VACANCIES Staff recommends City Council to review all Commission applications, take nominations and adopt Resolution No. 2013 -018 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING INDIVIDUALS TO THE PLANNING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NUMBER 3, 4, & 5. City Council Agenda — JUNE 19, 2013 .. 11. CONSIDERATION OF AN AFFORDABLE HOUSING AGREEMENT WITH ROEM DEVELOPMENT CORPORATION FOR A PROPOSED TRANSIT - ORIENTED MIXED - USE DEVELOPMENT PROJECT BETWEEN RAMONA BLVD AND THE BALDWIN PARK CIVIC CENTER. Staff is recommending the City Council and Successor Agency approves the proposed Affordable Housing Agreement with ROEM Development Corporation and authorize the Mayor to execute the Agreement after final review by the City Attorney. CITY COUNCIL ACTING AS SUCCESSOR AGENCY OF THE COMMUNITY DEVELOPMENT COMMISSION CONSENT CALENDAR -1 f%f%K1Q% CD TI f%K1 [1C A 1 ACCA(91'1 IJAI l[?1 /SRC L^AAL -h1"r W lr" F'%e% I. lrv1v�71DERATM1Y yr AN Mrrvnki "%JUC7 A%in�clvIF-iva vvlIn nvr_ DEVELOPMENT CORPORATION FOR A PROPOSED TRANSIT- ORIENTED MIXED - USE DEVELOPMENT PROJECT BETWEEN RAMONA BLVD AND THE BALDWIN PARK CIVIC CENTER. Staff is recommending the City Council and Successor Agency approves the proposed Affordable Housing Agreement with ROEM Development Corporation and authorize the Mayor to execute the Agreement after final review by the City Attorney. Please reference item #11 on City Council CITY COUNCIL / CITY CLERK / CITY TREASURER / STAFF REQUESTS & COMMUNICATIONS Request by Councilmember Ricardo Pacheco for discussion & direction to staff on the following: • Send a letter to our Senators urging them to Pass Bipartisan Comprehensive Immigration Reform Proposal. (Action Alert attached) ADJOURNMENT CERTIFICATION I, Alejandra Avila, City Clerk of the City of Baldwin Park hereby certify under penalty of perjury under the laws of the State of California, that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 13th day of June 2013. .. _M Alejandra Avila City Clerk City Council Agenda — JUNE 19, 2013 Page 5 PLEASE NOTE; Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2nd Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 813 -5204 or via e -mail at rcaballero @baldwinpark.com. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960 -4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE II) City Council Agenda —JUNE 19, 2013 Page 6 MKIM ACTION ALERT ACT NOW: URGE SENATORS TO PASS BIPARTISAN COMPREHENSIVE IMMIGRATION REFORM PROPOSAL Efforts to reform our broken immigration system are proceeding in Congress, where on May 21St, members of the Senate Judiciary Committee approved the Border Security, Economic Opportunity, and Immigration Modernization Act (Bill No. S. 744) for consideration by the full Senate. Meanwhile, in the House of Representatives, the dialogue on immigration reform is proceeding on at least two tracks. First, a bipartisan working group recently announced they are on the cusp of an agreement on a comprehensive immigration reform proposal. In addition, the Chairman of the House Judiciary Committee, Representative Bob Goodlatte (R -VA), has also begun to hold hearings on a series of separate bills that concern discrete aspects of comprehensive immigration reform. This "piecemeal approach" is thought to be intended to provide individual members of the House the political flexibility to support or oppose different components of immigration reform. The Senate Committee review process preserved bipartisan immigration reform legislation: The Senate Judiciary Committee's review process produced a number of positive amendments to S. 744, and also saw the rejection of proposals that would have had a profound negative impact, including those that would have eliminated the path to citizenship and federal funding for integration programs and legal assistance provided by community -based organizations, cities, and states. Among the changes adopted by Senators were provisions to create safeguards for children whose parents are affected by immigration enforcement actions, and to extend eligibility for federal student aid to DREAMers and some agricultural workers. The Senate also adopted an amendment which will make permanent the EB -5 Regional Center program, through which localities can attract immigrants who invest in their area or preserve employment opportunities. In sum, the Committee amendment process left the central provisions of S. 744 intact. Senate floor debate on S. 744 will begin after Senators return from a Memorial Day break, most likely during the first or second week of June. Senate leaders hope to vote on and pass the bill before the July 4th holiday. Now is the time to make your voice heard: As a Latino elected official or civic leader, your engagement is invaluable in the Senate's deliberation process. A unique opportunity is coming up for you to take action when Senators return home from Friday, May 24th through Sunday, June 2nd. We urge you to call on your federal representatives to vote in favor of S. 744 upon return to Washington. Your leadership can make a momentous difference. Please reach out to your Senators by: • Requesting a meeting in your state, or • Calling their district offices to share your support for comprehensive immigration reform. You can find contact information for Senators' district offices on their websites, links to which are compiled on the Senate's website. Talking points for use in communicating with these offices are here. We particularly urge you to mention your support of the provisions of the legislation which reduce barriers to naturalization and promote the civic integration of newcomers. Information and resources about those provisions and other components of the bill are here. In addition, use your social media networks to support immigration reform by sharing the graphics you'll find here and here on Facebook and Twitter. You can also send a message about immigration reform to your Senator using the sample tweets below. Don't forget to include your Senators' Twitter handles. Support the Senate compromise to responsibly and fairly fix our broken immigration system. It's time for #CIR! @[Senator'sHandle] #naleocir The clock is ticking. Support the Senate compromise and make immigration reform a reality in 2013! @[Senator'sHandle] #naleocir 9 Join us in Washington, DC on June 10-11 for our Comprehensive Immigration Reform Advocacy Day! Dn June 1O-11.vve will U8 conducting on Advocacy Day program |D Washington, OCto promote comprehensive immigration reform at a time when we believe the Senate will be actively engaged iDthe floor debate VnS.744. The Advocacy Day program starts 8t3:OO prnon Monday, June 10' with n briefing, reception and dinner, Dn Tuesday, June 11.vve are scheduling visits with Members of Congress, which will conclude by 3:00 pm, We can cover the costs of airfare to Washington, DC through Southwest Airline vouchers. For more information about our Advocacy Day pnDgn3Ol, please contact Doris Pgrfaite-Claude, our Wash iPgiton, DC Legislative AoSSiani at (202) 548-2538 or If you have other questions or would like more information about this Action Alert or our policy advocacy acUvitiea, please contact Max 8eviUia. Director OfPolicy and Legislative Affairs, at(2U2)540-253Onr . | | fQiward to a friend Copy��n' 2013NAI Edreobns/ nd AK�*�y"asar�x1 TheNALEO Fundiethe nonprofit orqanb�'-)ion that taci|itmtemfuU�itinopai,ficipotionm the AmeUoanpo|iUoal Our mailing address is� �AL]E� B uoationa|Fund 1122VV VViahingtonBbd, Third Floor Add us to vour address book M I 1 BALDWIN P , A • R , K TO: FROM: DATE: SUBJECT: c 9L�t .,. ITEM N0. I STAFF REPORT Honorable Mayor and Members of the City Council Manuel Carrillo Jr., Director of Recreation and Community Servi4 June 19, 2013 East Valley Boys & Girls Club - License Agreement Renewal The purpose of this report is for City Council to approve and sign the renewal of the attached license agreement with the East Valley Boys & Girls Club (EVBGC). Currently, the East Valley Boys & Girls Club provides day care service to families in Baldwin Park and surrounding communities. The Day Care program provides care for toddlers through school age children from 6:OOam to 6:OOpm. The Day Care program occupies approximately 15,020 square feet of classroom /office use and outdoor enclosed patio /play area exclusively for them. In addition, the EVBGC administers a Los Angeles County Family Preservation Program, which provides a wide array of services to families in the court system. At their December 6, 2006 Meeting, the City Council entered into a five -year license agreement with the East Valley Boys & Girls Club. The agreement included a fee scale that gradually escalates over a five -year period, which would cap at $5,500 per month. In 2009, the EVBGC began facing economic hardships, significant drop in enrollment and requested an amendment to reduce their monthly lease amount. The purpose of the amendment was to allow EVBGC an opportunity to sort out their finances. This amended license agreement included a reduction of the monthly lease amount from $5,500 to $4,100 with an additional monthly charge to recover the outstanding balance. Janitorial services were discontinued; the EVBCG will maintain the premises resulting in a $400 monthly savings for the City. In addition, the Department of Recreation and Community Services has worked with EVBGC to increase promotion of the Day Care Program through the City's website, Baldwin Park NOW and additional flyer distribution at local elementary schools. At their January 20, 2010 Meeting, the City Council approved an amended license agreement. As of today their outstanding balance has been paid in full and they are current with their monthly lease. Subsequently, at their April 20, 2011 Meeting, the City Council entered into a new two -year license agreement with modifications based on increased attendance and reinstated an increase each year to cap at $5,500 per month set to expire on June 30, 2013. DISCUSSION Since the term of the existing license agreement is expiring on June 30, 2013, staff has met with the EVBGC to negotiate new terms of the license agreement including the fee schedule for the upcoming contract period. The new proposed license agreement that is attached is for a three -year period to end on June 30, 2016. The lease agreement includes all utilities and also specifies the responsibility of the EVBGC to conduct all repairs for appliances exclusively assigned to them. The lease will begin at a monthly rate of $5,637 with an annual increase of 2.5% to begin every July 1 for the term of the agreement. Below is the fee schedule for the duration of the agreement: July 1, 2013 $5,637 /month July 1, 2014 $5,778 /month Jaly 1, 2015 $5,923 /month The Department is aware of the demographics in the local area and feels comfortable with the rates and decision to sign a lease with the Boys & Girls Club. The Boys & Girls Club currently uses 15,020 sq. ft. of the community center which includes; classrooms, office space and playground /patio. The rate that was agreed upon was a mutual decision, considering the current market rate, as well as the symbiotic relationship between the City and EVBGC. The Department will be charging the EVBGC for 14,470 sq. ft. of exclusive premises, at a monthly fee of $5,637. The City will generate $10,056 of new revenue over the term of the agreement and EVBGC will still be able to operate within current market cost. Since the execution of the agreement six (6) years ago, the City has generated $318,100 in revenue. If approved, at the end of the new agreement the total revenue generated will be $526,156 over the nine (9) year license agreement. FISCAL IMPACT This three -year agreement will generate $67,644 the first year, $69,336 second year and $71,076 in the third year. The negotiated license agreement will bring a total $10,056 new revenue and $208,056 over the three -year term. RECOMMENDATION Staff recommends that City Council: 1. Approve the license agreement with the East Valley Boys & Girls Club and authorize the Mayor to complete and process the necessary documents. Attachment; Attachment A — Lease Agreement THIS LICENSE AGREEMENT is made and entered into by and between the CITY OF BALDWIN PARK, a municipal corporation (hereinafter "City"), and THE EAST VALLEY BOYS AND GIRLS CLUB, a California non-profit corporation (hereinafter "Club"). (City and Club are each a "Party" and are collectively the "Parties.") A. City is the owner of a facility known as the Esther Snyder Community Center (the "Community Center"). B. Club has operated a day care program at the Community Center since 1990. Club presently uses the facilities described on Exhibit A, attached hereto and incorporated herein by this reference (the "Day Care Facilities"). C. City has generally allowed use of the Day Care Facilities without charge; to permit Club to provided day care, which is as affordable as possible. Costs of operating and maintaining the Community Center have, however, increased over the years, and City can no longer fully subsidize this service. NOW, THEREFORE, the Parties hereto do hereby agree as follows: A. City hereby grants to Club an exclusive license, subject to the terms and conditions of this License Agreement, to utilize the Day Care Facilities for the purposes of providing a program for the non-medical care of children from age 2 through 12. The Day Care Facilities may be utilized from 6:00 a.m. until 6:00 p.m., Monday through Friday, throughout the year, with the exception of the days the Community Center is closed (presently New Year's Day, Presidents' Day, Memorial Day, Labor Day, Veterans' Day, Thanksgiving Day, and Christmas Day). B. In addition, City agrees Club may utilize the laundry room and kitchen facilities at the Community Center, including, but not limited to, the freezers, refrigerators, and ice machine contained therein, to the extent and under such terms and schedule as established by City staff so as to reasonably effectuate appropriate joint use of the such areas. Such areas together with the Day Care Facilities are hereinafter referred to as the "Premises." I Effective July 1, 2013, compensation for use of the Premises shall be paid monthly. The rate of compensation shall initially be Five Thousand Six Hundred Thirty-seven Dollars ($5,637.00) per month, and shall escalate as indicated below thereafter until the rate of Five Thousand Nine Hundred Twenty-three Dollars ($5,923.00) per month is reached, as set forth in the chart below: +in Effective Date Monthly Rate July 1, 2013 $5,637.00 iiiixii )nlA 5,� 77R nn (9 t;o/,) July 1, 2015 $5,922:3.00 (2.5%) All payments shall be made on or before the tenth (10th) day of the month for which the compensation is due. A. Club shall be solely responsible for ordinary care and maintenance of the Premises. Notwithstanding the foregoing, Club shall reimburse City for minor repairs to the Premises or any fixtures or equipment located therein, including, but not limited to plumbing repairs such as required to fix a leaky faucet or unplug a toilet. With the consent of the City's Director of Recreation and Community Service (the "Director"), Club may contract directly for such repairs, provided it utilizes vendors who are under agreement with City for such type of work. B. Subject to section 8, below, City shall be solely responsible for all Capital Improvements to the Premises. For purposes of this License Agreement, Capital Improvements shall include major repairs, such as to the air conditioning system, main sewer line, or electrical panel for the Premises, as well as any remodeling of or addition to any building at the Premises. 4. UTILITIES. City shall be solely responsible for all costs of utilities other than telephone service provided to the Premises. Club shall, at its sole cost and expense, provide a phone system in the Premises, which shall be separate from the phone system provided by City to the Community Center. PA REMOMMMMMO Club agrees to defend, indemnify and hold harmless City and its officers, agents and employees from any and all loss, claim, demand or judgment for injury to persons or property arising out of or connected in any way with Club's use and occupancy of the Premises. Club shall promptly give notice to City of any claim or suit instituted or filed against it for any alleged act involving liability of either Club or City arising out of Club's operations under this Agreement. +k- +�rm of +kio Anrinmman+ nrnwiria qnrl Lnninn in Pffizrt linhilitv Club shall, during L11K_, L�-1111 1_�l U11,;P V­­ ­_ ­__J' — ­­ ­­.., insurance in amounts and companies as approved by the Director. City and its officers, agents, and employees shall be an additional insured on each insurance policy provided by Club. Each of the policies of insurance shall bear an endorsement providing for a thirty-day (30-day) notice of cancellation to be given to the Director prior to the effective date of such cancellation. Prior to the effective date of this License Agreement, Club shall file an endorsement of insurance with City reflecting the existence of the insurance required by this section. If Club fails to maintain, at all times during the term of this License Agreement the insurance required by this section, then the Director, at his or her sole discretion, may: (a) terminate this Agreement and remove all property of Club from the Premises, and store the same at Club's expense; or (b) obtain, at Club's expense, the required insurance coverage. Failure of Club to maintain insurance as required by this section shall not be deemed to waive or otherwise affect Club's indemnification obligations as set forth in Section 5, above. Club shall display no signs or advertising matter of any kind on the Premises unless and until approved in writing by the Director. Club shall be solely responsible for maintenance and repairs to City-owned appliances, exclusively assigned to the Club. Club shall provide, install, and maintain at its sole cost and expense all equipment necessary for the operation of a day care center. Any and all such furniture, trade fixtures, and appliances shall be approved by the Director before installation, but shall remain the property of Club and may be removed by Club at the termination of this License Agreement, provided, however, that, if such removal occasions any damage to the Premises, the cost of repair shall be borne by Club. Except as set forth herein, City shall have full and retain absolute control of the Community Center, including, but not limited to, the Premises and shall have the right to make changes and alterations therein as City may determine in its sole discretion. • • 0 a Club shall at all times conduct its operations in a professional and orderly manner, and in accordance with all the laws, ordinances, rules and regulations applicable to such business as set forth by the City, County of Los Angeles, State of California, and Federal Government, including, but not limited to, any applicable requirement in the Baldwin Park Municipal Code, as the same now exists or may exist in the future. 0199W Club shall obtain and maintain in full force and effect any and all permits or licenses that may be required by law in connection with the operation of a Day Care Facilities. This License Agreement does not create any interest in real property. However, if it is determined the license granted herein creates any taxable interest for any purpose, then Club, as additional rental, shall promptly pay all taxes which may be lawfully levied upon such property interest, real or personal, including, but not limited to, any possessory interest tax involved in the operation hereunder. • AOKI City and its authorized representatives, agents, and employees shall have the right to enter upon the Premises at any and all reasonable times during the term of this License Agreement for the purpose of inspection to determine whether or not Club is complying with the terms and conditions hereof, or for any other purpose incidental to the rights of City. Z Club shall not assign any rights relating to this License Agreement or allow the Premises or any part thereof to be used or occupied by any other person for any purpose without the prior written consent of the Director, nor shall Club assign this License Agreement nor convey any of the rights or privileges granted herein, without the prior written consent of the Director. If such assignment, by process of Court or otherwise, is attempted, or in the event of the insolvency or bankruptcy, either voluntary or involuntary, of Club, then City may, at its sole option, terminate and cancel this License Agreement, in which event all rights of Club hereunder shall immediately cease and be terminated. Club agrees to yield and deliver to City possession of the Premises at the termination of this License Agreement in good condition and in accordance with the express obligations hereunder, except for reasonable wear and tear, subject to the provisions of this License Agreement with respect to removal by Club of certain property upon such termination. Club further agrees to execute and deliver to City a good and sufficient document of relinquishment, if and when requested to do so by City. Club hereby expressly waives any and all claims for compensation for any and all loss or damage sustained by reason of any defect, deficiency, or impairment of the Premises or any part thereof, including but not limited to any defect, deficiency, or impairment of the water or sewer system, heating or air conditioning system, or electrical apparatus or wires furnished for the Premises, which may occur from time to time from any cause, and hereby expressly releases and discharges City from any and all demands, claims, actions, and causes of action from any of the aforesaid causes. Club further understands and agrees that in the event of damage to the Community Center or any portion thereof, including, but not limited to, damage to the Premises or any portion thereof, the determination as to whether to repair or replace such damaged area shall be within the sole discretion of City. In the event City determines not to undertake such repair or replacement, and such damage renders the Premises unusable for the purposes for which this License Agreement has been granted, this License Agreement shall be deemed terminated, and Club's sole remedy shall be a refund of any portion of the monthly compensation which has been paid in advance. 9 All notices required to be given under the terms of this Agreement shall be given by United States mail, postage prepaid, addressed as follows: City: City of Baldwin Park Attn: Director of Recreation and Community Services 14403 East Pacific Avenue Baldwin Park, CA 91706 Club: East Valley Boys & Girls Club Attn: Exeni,fixiin Direr-fnr 4100 Baldwin Park Boulevard Baldwin Park, CA 91706 The term of this License Agreement shall be for a period of three (3) years, commencing July 1, 2013, unless sooner terminated as provided herein. Notwithstanding the foregoing, either Party may terminate this License Agreement, with or without cause, by giving the other Party not less than thirty- days' (30-days') written notice. This License, including exhibits, executed by the Parties contains the entire agreement of the parties regarding the subject matter hereof and supersede any and all prior negotiations and agreements, including that agreement between the Parties effective July 1, 2011, and which was scheduled to terminate as of June 30, 2013 (the "Existing Agreement"). By this reference the Existing Agreement is hereby terminated as of the effective date of this License Agreement, which is July 1, 2013. Date: By: City Clerk m _. : • _ � 1 r71�;�Yi3 X11:3 •- mum Description Quantity Dimensions Total s. ft. Extended s. ft. Classrooms 6 24' x 30' 720 4,320 Director's Office 1 12'x 14' 168 168 Staff Lounge 1 8'x 12' 96 96 Staff Workroom 1 11' x 16' 176 176 Playground /Patio Areas 1 9,325 9,325 Executive Director's Office i 10' X 11' 121 1/ 1 Administrative Office 1 8'x 11' 88 88 Family Preservation Office 1 8' x 11' 88 88 Hallway /Administrative Office 1 8'x 11' 88 88 Sub TOTAL 1 1 14,470 Description Quantity Dimensions Total sq. ft. Extended s. ft. Kitchen and Pantry 6 12' x 15', 10' x 13' and 720 430 10'x 12' Laundry Room 1 168 120 Sub TOTAL 1 550 Page 1 of 1 P•A - R•K JUN 1. ft CITY OF BALDWIN PARK ITEM- 20 Consent Calendar UPDATED SUBJECT: PURCHASE OF CELLEBRITE CELLULAR PHONE EXAMINER, .. SOFTWARE TECHNOLOGY, AND TRAINING FOR Purpose The purpose of this staff study report is to provide data and recommendations relative to the purchase and installation of updated comprehensive cellular telephone forensic equipment, additional analysis software, and training to operate and train other department personal in the use of this technical equipment. Background Currently the police department has a Cellebrite Model UME36 Forensic Device. This device was first purchased in 2007 and has been a valuable tool, essential in many investigations. The device allows investigators access to cellular telephones and all the information accessed by or contained within a phone. The equipment has been used constantly, and has provided many leads in various major cases and also in lesser property crimes. The necessity of the equipment becomes evident when one considers the current equipment has been used to locate and capture many suspects to include several homicide suspects, wanted gang members, and convicted child molesters. Our department's current equipment, the Cellebrite UME36, although in working order, is quickly becoming obsolete and outdated. Rapid technology growth in cellular telephones has quickly surpassed the capabilities of this device. Simple software updates have become unavailable and the manufacturer will only support our device for another year. Additionally, the current model limits the type of cellular devices which can be forensically investigated to older model, outdated phones. Newer Cellular phones such as I- Phones have new functions and capabilities which our current equipment cannot access or track. Purchase of Cellebrite Cellular Phone Examiner June 5, 2013 Page 2 of 3 Discussion Staff believes the replacement of our current Cellebrite UME36 model is essential. It is common knowledge most, if not all, offenders' today use cellular telephones in one way or another. Cellular telephones are commonly used in the commission of crimes such as fraud, forgery, sex crimes, narcotics sales, gang crimes and ransom demands, etc. Offenders use cellular phones to escape capture or to contact conspirators. All modern cellular telephones have GPS capabilities to allow the tracking of criminals, victims or lost or missing persons. Modern phones have cameras that provide investigators with leads or valuable evidence. Text, phone calls, emails, can all be accessed and recovered, again providing valuable leads to all types of crimes or incidents. This purchase of the modern technology offered by updating to the newer model, along with supporting software and training, supports the organizational goals and objectives of this department. Staff believes maintaining tools and equipment, which greatly enhances the effectiveness of our personnel, is paramount to providing a safe community to live, work, and conduct business in. The acquisition of an updated Cellebrite "UFED Touch Ultimate" model device meets the technical needs of the department. This device is smaller, and more mobile. It has an easy to use touch screen and can access the widest range of modern cellular telephones, portable GPS devices, and tablets. It provides access and collection of all types of forensic evidence to include phone numbers, internal phonebook, call history, GPS location, email history, text (SMS) history, video, pictures, audio, caller messages, and applications, GPS trip log decryption, calendars, media files, and geotags. This device enables the extraction of pins, passwords, pattern locks, and deleted data. For a brief description of the capabilities of the Cellebrite UFED Ultimate, view the attached video. http : / /www.youtube.com /user /CellebriteUFED The current Cellebrite logical license expires October 4, 2013. Renewal is $999.00 annually. Staff recommends replacing the current model with a new Cellebrite "UFED Touch Ultimate" model. The cost would be $8499.00 plus shipping cost of $85.00, and $999.00 for the Logical license renewal. Total $9583.00 (This includes a trade -in discount of $2000.00), and also includes one year Physical (new) software licensing (a $1999.00 savings). Thereafter, the annual license renewal will be $2998.00 for both the Logical and Physical software. Training cost would be $1650.00 per student. Staff recommends one detective attends this training. That Detective would then be responsible for training others in the use of the equipment. Purchase of Cellebrite Cellular Phone Examiner June 5, 2013 Page 3 of 3 Fiscal Impact There will be no negative impact to the general fund. The police department will utilize federal asset forfeiture funds. Recommendation Staff recommends the City Council grant approval to: 1. Waive the formal bidding process pursuant to §34.23C of the Baldwin Park Municipal Code for the purchase of a Cellebrite UFED Touch Ultimate Forensic Device to include one year of licensing for both Logical and Physical updated software, and training to one detective on the operation of the device. 2. Direct the Chief of Police to work in conjunction with the Finance Director to complete a budget appropriation for the amount not to exceed $11,233.00 from account 205 -30- 360- 58110 - 00000 -2 for restricted purchase of the new Cellebrite UFED Touch Ultimate Device, updated software, and training. 3. Authorize the Chief of Police, or her designee, to complete all appropriate documentation to complete the purchases. Attachments • Cellebrite USA Inc. quote • Cellebrite UFED Series, "Ultimate" brochure • West Covina Cellebrite Training Course brochure Cellebrite USA, Inc. 266 Harristown Rd. Ste. 105 Glen Rock. NJ 07452 Tel: 201-848-8552 Fax: 201-848-9982 Tax ID#: 22-3770059 Quote to: Baldwin Park Police Department 14403 Pacific Ave 1 st Floor Baldwin Park, CA 91706 Contact: Mark Harvey Phone #: (626) 960-1955 Ext. 406 tuote Ship to: Baldwin Park Police Department 14403 Pacific Ave I st Floor Baldwin Park, CA 91706 Customer ID L Goodnw - `111111111110r =ft- I V Sales Rep BALDWINPARKPD-14403 # Bryan C arroll Quantity Item Description List Price Ext. Price I UFED TOUCH TRADE - L2L FOREN-GLOVE 2ALL ORGANIZER-UFED FOREWCASE FOREN-MICROSIMADAPTR FOREN-SIM FOREN-MICROSIM 8PS1000ma FOREN-CAR FOREN-USB UFED-DATACONN C-PWRUPCABLE FOREN-BRUSH FOREN-CARDREAD D-Trade Logical License NOTE UFED TOUCH TRADE Logical to Logical UFED Rubberized/Shockproof Housing All Cables & Power Charging Tips are included Cable & Power Tips Organizer UFED Padded Carrying Case UFED Micro SIM Adapter UFED SIM ID Cloning Cards UFED MICRO SIM ID Cloning Cards Power Supply 12v I 000ma Car Power Adaptor USB Flash Drive Data Connectivity Cable Phone Power Up Cable UFED Cleaning Brush Memory Card Reader Trade in of UFED CLASSIC Logical Device does NOT renew nor extend the license of the UFED TOUCH Logical Device. Licenses still MUST be renewed. 1 UFED-ULTADDON UFED Ultimate Add-On 1 SHIPPING-Forensic Shipping & Handling Forensic Charges Serial Number 5555449 Logical to Touch Ult Trade in $3,999.00 $3,999.001 $4,500.00 $4,500.00 $85.00 $85.00 1 Please include the following information on your PO for C'-_Jlebrjte UFED purchase: Subtotal: $8,584.00 Please include the ORDINAL QUOTE NUMBER (For example - M777) on your PO CONTACT NAME & NUMBER of individual purchasing and bill to address S&H Amount: Terms and ADDRESS of END USER for monthly software update as this is critical for future functionality rid conditions: Sales Tax: $0.00 Payment terms* Net 30; 1.5% per month interest on late payment Shipping: FCA, Glen Rock, NJ, USA: Limited Warranty: Hardware: 12 Months; Software: 60 days; Touch Screen: 30 days Total: $8,584.00 - 12 months software support included in initial purchase. The next support period purchased begins immediately at the end of the 12 months, i.e., no gaps in support period are allowed. - Complete Terms and conditions of sale available upon request (or available at: hftp://www.cellebrite.r-om/us/tc) 6/4/2013 2.19 PM Prepared by Bryan Carroll Page I of I 7=T-.7 1 F � -=7 delivering mobile expertise UF=O TOUCH ULTIMATEE NO &wj=:4wjserIeE The UFED Touch Ultimate Advantage Setting the industry standard for mobile data forensic solutions, the UFED Touch Ultimate provides investigators with maximum capabilities: • Physical extraction from BlackBerry^ devices running OS47 Exclusive decoding: oBMdata. apps, nmai|o. B|uetooh. etc. • Widest support for Apple devices mnning0S3+ • Physical extraction and decoding while bypassing pattern lock / password /PIN from Android devices including HTC. Motorola, Samsung Galaxy Sill family and more • Physical extraction from Nokia Bes devices —password extraction from selected devices • File system extraction from any device running Windows phone 7n and 8 including Nokia, HTC. Samsung, Humweiand Zre 0 The most powerful solution for phones with Chinese uUipaete *ThmTbm° trip-log decryption, and data extraction from other portable GPGdevices * Obtain existing and deleted data: apps, passwords, omadn. call history, GIVI8' contacts, calendar, media files, gootoga. location information, GP8 fixes etc, 0 Proprietary technology and boot loaders ensure forensically sound extractions 0 Frequent updates m ensure compatibility with new phones aa they enter the market The all-inclusive standard and mggedized mobile forensic kits contain a full range nf peripherals and accessories for successful investigations inthe field or lab. Complete with lightweight phone connector tips, on embedded work shelf in the mggedizedcase, integrated long-life battery and external hard drive makes mobile investigations quicker, easier and more efficient. RUGGE[)|ZE[) KIT STANDARD KIT UFED Physical Analyzer The UBD Physical Analyzer is the most powerful and technologically advanced mobile forensic application available. n exposes every segment oYo device's memory data and provides in-depth decoding, analysis and reporting methods, Features include: parameters *Time|ine - Mnnhorevents ino single chronological view * Watch List — Ability to highlight information based on predefined list of values 0 Image Carving - Powerfu|feamreusedto recover delete image files and fragments when only remnants are available 0 Conversation View — View communications between sources in date and time order * ReportGenerator - Generate and customize reports in different formats e.gPDF,HTML,mNL and Excel *SQLimm Databases Viewer -View|nQ. searching and exporting tables and content (including deleted data) from 8QLfte database files * HexViemer - Hexadecimal view of the o*nscteU data k X, t r a C l"', 0 Anmq The UFED Phone Detective uppimctiom comes with the UFED Touch kit, helping investigators identify a mobile phone authe start ofam investigation. This eliminates the need io open the phone, risking phone lock. Tb identify a phone, users answer questions about the phone's attributes. UFEo Phone Detective provides details on extraction capabilities, connectivity, device characteristics and more. LWA UFED Reader allows authorized personnel mshare examination results with others, regurdless of whether they own UFED software. Simply forward the application and the extraction report *z users for viewing and searching within the extracted data. Available aman add-on m the UFED Touch Ultimate isUFED CH|NB<; the premium, field-ready solution for the extraction o[ evidentiary data from phones manufactured with Chinese chipaena. The kit contains: 0 Enhanced phone adapter 0 Adapter cables 0A large selection o1 individual connectors 0USBcable Applications: UFED Physical Anmvm, - upsonoade - ursophon Detective Hardware: urso Touch Device - uFsoammpmteotiveouse - npsmu°mesnm- nroaCamescmamzer - ursopmv ,oupnly-otandamoonvmycxse-nvggeuizem oanyinncuse~ - rusesmbedded Work Surface* - UFED Touch Screen Cover' - UFED External Hard Drive* - SIM ID Cloning Cards X3 - SIM ID Cloning Cards X5* - Micro SIM ID Cloning Cards X3 - Micro SIM ID Cloning Cards X5* - Micro SIM Adapter - Car Power Adaptor - UFED To PC Cable - Phone Power opoame-uSoF/usho,/,e(8 GB) - DC 5v To 6v Adapter - Cleaning Brush For Phone Connectors - UFED Phone Charger' - UFED Forensic Memory Card Reader* - Faraday Bag* - User Manual ~ Available mmugemzed version only HEADQUARTERS USA GERMANY APAC COlebrite Ltd. COWto USA ino,. Ceftbrite Gmbh CW[abirfto APAC PTE Ltd 94 Em Hamoshavot St. 266 Harristown Rd., Suite 105 Am Hoppenhof 32a #11 -05 San Centre 171, Petah Tikva 49130 Glen Rock, NJ 07452 33104 Paderborn Chin Swee Rd Israel USA Germany Singapore 169877 Tel: +972 3 926 0900 Tel: +1 201 848 8552 Tel: +49 52 51 54 64 90 Tel: +65 6438 6240 Fax: +972 3 924 7104 Fax: +1 201 848 9982 Fax: +49 52 5154 64 9 49 Fax: +65 6438 6280 0 2013 Cetlebrite Mobile Synchronization LTD. All rights Reserved CELLEBRITE UFED MOBILE " EXAMINER CERTIFICATION COURSE jUne 111h _ 13th 2013 0 Hosted by the West Covina Police Department 1444 West Garvey Avenue West Covina, CA 91790 COURSE DESCRIPTION: This Cellebrite- approved, three -day course is designed for the front -line patrol officer, detective, taskforce officer, or non -sworn civilian law enforcement employee who want to gain a practical, hands -on understanding of cellular technology, as well as achieve a certification as a Certified Cellebrite UFED Mobile Device Examiner. CELLEBRITE CERTIFICATION: Upon successful completion of the course, including the Cellebrite written certification test, participants will earn Certified Cellebrite UFED Mobile Device Examiner certification. The device - specific certification serves as documented proof of your competency in analysis and forensics with the Cellebrite UFED device, as well as the underlying principles of cellular phone forensic. In addition, the skills acquired through the training enables participants to immediately apply cellular specific instigative principles and techniques to uncover digital evidence from cellular devices. TOPICS COVERED: Mobile Phone Technology Cellular Network Technology Criminal Uses of Mobile Phones SIM Card Technology Cellebrite UFED Device In -Depth Phone Data Extraction Methods UFED Licensing Logical Memory Dumps Equipment Validation Securing and Preserving Phone Evidence Cellebrite Report Manager Software Developing Policy and Procedures PRESENTOR: Forward Discovery No equipment needed for training course. Cellebrite UFED Device and all necessary tools will be provided for the three -day training course. Cost: $1750 For more information and to register for this training course go to: hitp:Uforwaeetttiscovea .conrfl °ainitt /C< >u�seC9atelt8lccliehrite- ufed - examiner If you have any questions regarding this course or issues with registration please contact Corporal Ken Davis at (626) 939 -8568 Confirmation Letter Re: Cellebrite Training Course Location: West Covina, California Dates of Training: 6/11/13 — 6,113113 Mr. Honeycutt., Thank you for registering for our Cellebrite Cell Phone Forensics Course, located in West Covina, California. This is a three-day course designed for attendees to learn more about mobile and cellular phone technology, criminal uses of mobile phones, the Cellebrite UFED device, and many additional topics. The training will be held at the West Covina Police Department, located at 1444 West Garvey Ave., West Covina, CA 91790. Please note that class begins at 8:30am on Monday, June 11, and should end at approximately 4:30pm on Wednesday, June 13. If you have any other questions concerning the training, please contact me via the e- mail address below or call me at 832-482-8543. We are finalizing our Q2 and Q3 2013 training locations and dates, and welcome the opportunity to train your colleagues, please look for additional information during your course. We are excited to have you join the course! Sincerely, Karen Hornbeck Alvarez and Marsal (formerly Forward Discovery) C :832- 482 -8543 khombeck@alvarezandmarsal.com Alvarez and Mar sal — Global Forensics and Disputes, LLC 600 Madison Avenue, 8th Floor New York, NY 10022 Date: 5/20/13 Mark Harvey Baldwin Park Police Department SPECIAL SERVICES RENDERED By Alvarez & Marsal, LLC for the period of 06/11/13 through 06/13/13 I Wrom- 117-M Alvarez and Marsal Globai Forensic and Dispute Services, LLC 600 Madison Avenue, 6th Flexor New York, NY 10022 Phone: +1212 759 4433 n' Cellebrite Course - 6/11/13 - 6/13/1 1.00 Equipment Discount 1.00 Wire Instructions: Bank: Wells Fargo ABA: 121000248 Account Name: Alvarez & Marsal Global Forensic and Dispute Services, LLC Account Number: 2000018590539 Reference#: CELLWESTCJun2013-012 Rate Total $1,750 $ 1,750.00 -$100 $ (100.00) $ 1,650.00 . MW Mail Instructions: Alvarez & Marsal Attn: Beth Holmes 777 E. Sonterra Blvd. Suite 310 San Antonio, TX 78258 Reference # CELLWESTCJun2013-012 Alvarez & Marsal Global Forensic and Dispute Sprvices, LLC 1 x, I ., CITY OF BALDWIN PARK STAORT ITEM NO. BALDWIN n•e,a.0 TO: Honorable Mayor and Members of the City C FROM: Craig A. Graves, Interim Finance Director . Date: June 19, 2013 SUBJECT: Warrants and Demands The purpose of this report is for the City Council to ratify the payment of Warrants and Demands against the City of Baldwin Park. BACKGROUND AND DISCUSSION: The attached Claims and Demands report format meets the required information in accordance with the Government Code. Staff reviews requests for expenditures for budgetary approval and for authorization from the department head or its designee. The report provides information on payments released since the previous City Council meeting; the following is a summary of the payments released- 1. The payroll of the City of Baldwin Park consisting of check numbers 195441 — 195466. Additionally, Automatic Clearing House (ACH) Payroll deposits were made on behalf of City Employees from control numbers 228755 — 229008 for the period of April 28, 2013 through May 11, 2013 inclusive; these are presented and hereby ratified, in the amount of $364,264.93. 2. General Warrants, including check numbers 195535 to195784 inclusive, in the total amount of $1,546.888.50 constituting claims and demands against the City of Baldwin Park, are herewith presented to the City Council as required by law, and the same hereby ratified. Pursuant to Section 37208 of the Government Code, the Chief Executive Officer or designee does hereby certify to the accuracy of the demands hereinafter referred to and to the availability of funds for payment thereof. RECOMMENDATION: Staff recommends City Council ratify the attached Warrants and Demands. 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" 0 41 w p r vi 3 got, mm as I- WWI 1 *-4 Sag WM4 Fr o w N� it, t4 w a its w ca w 0 U% to Ap ails w 4� - .a w w A* W, w W N 0 rl I Hill CITY OF BALDWIN PARK sTIA E13 qf �PoRg I Honorable Mayor and Members of the City Council FROM: Vijay Singhal, Chief Executive Officer Craig Graves, Interim Finance Director DATE: June 19, 2013 SUBJECT: Treasurer's Report: April 2013 The purpose of this report is to provide the Treasurer's Report for April 2013. BACKGROUND/DISCUSSION The Treasurer's Report lists all cash for the City (which includes the Baldwin Park Financing Authority), the Housing Authority, and the Successor Agency to the Community Development Commission (CDC). The report separates cash into the following three sections: • State of California Local Agency Investment Fund (LAIF) — this is where the majority of the cash is held. City cash, which accounts for the largest portion includes monies from the General Fund and all other restricted funds known as Special Funds. Money is kept in LAIF until it needs to be transferred to cover warrants (payments to vendors, contractors, etc.,), payroll, or to pay the various bond payments. • Fiscal Agent Funds - these amounts represent monies held by the various bond holders that are restricted and which have been set aside for future bond payments. • Cash- this section provides the cash balances in the various checking accounts the City uses to pay its on-going payments. The cash balances fluctuate during the year due to the timing of large payments, such as interest and principal for bonds, and due to when the City receives its major sources of revenues (such as sales tax and property tax) in December, January and May of each year. Treasurer's Report: April 2013 Page 2 FISCAL IMPACT None RECOMMENDATION Staff recommends that the City Council receive and file the April 2013 Treasurer's Report. WHOMMUM 1. April 2013 Treasurer's Report CITY OF BALDWIN PARK TREASURER'S REPORT April 30, 2013 ESTIMATED INVESTMENT INTEREST PURCHASE MATURITY PAR CURRENT BOOK MARKET DESCRIPTION RATE DATE DATE VALUE PRINCIPAL VALUE VALUE State of California Local 27,251,931.19 27,251,931.19 Agency Investment Fund 27,251,931.19 Varies City 0.26% Varies Housing Authority 0.26% Varies Fiscal Agent Funds - City Varies Varies Fiscal Agent Funds - Success< Varies Varies Varies 27,251,931.19 27,251,931.19 27,251,931.19 27,251,931.19 Varies 37,891.12 37,891.12 37,891.12 37,891.12 27,289, 822.31 27, 289,822.31 27, 289, 822.31 27,289,822.31 Varies 2,049,462.61 2,049,462.61 2,049,462.61 2,049,462.61 Varies 2,920,41115 2,920,411.75 2,920,411.75 2,920,411.75 $ 32,259,696.67 $ 32,259,696.67 4,969,874.36 $ 32,259,696.67 Total investments $ 32,259,696.67 Cash City Checking 2,594,406.84 City Miscellaneous Cash 254,436.03 Comm. Develop. Comm. 0.00 Successor Agency 1,186,646.07 Housing Authority 330,901.25 Financing Authority 0.00 Total Cash 4,366,39019 Total Cash and Investments $ 36,626,086.86 Schedule of Cash and Investments includes all financial assets as included in the Comprehensive Annual Financial Report. There was no investment maturity /purchase transaction made for the month of April 2013 and several deposits /withdrawals were made with the Local Agency Investment Fund. In compliance with the California Government Code Section 53646 et seq., I hereby certify that sufficient investment liquidity and anticipated revenues are available to meet the City's expenditure requirements for the next six months that all investments are in compliance to the City's Statement of Investment Policy. Finance Di Fee% BALDWIN P I A, R, K TO: FROM: DATE: SUBJECT: CITY OF BALDWIN PARK Honorable Mayor and City Council lY Vijay Singhal, Chief Executive Office June 19, 2013 ITEM NO. - %5 ,STAFF REPORT Consideration to Cancel Legislative Body Meeting of July 3, 2013 This report requests that the City Council consider cancelling their meetings of July 3, 2013. BACKGROUND /DISCUSSION Due to the 4t" of July holiday season and the lack of items scheduled for the meetings to be held July 3, 2013, the City Council is requested to consider canceling the subject meeting and reconvene their business agendas to the July 17, 2013 scheduled meeting date. Staff will monitor and evaluate items requiring Council action and if there are any pressing matters requiring approval, staff will communicate its request for a special meeting . . 910 Staff recommends City Council cancel the July 3, 2013 meeting and direct the City Clerk to post the appropriate notices of cancellation. TO: Honorable Mayor and City Council Mem FROM: Joseph W. Pannone, City Attorney Christy M. Lopez, Assistant City Al DATE: June 19, 2013 STAFAffl�ORT ITEM NO. NJ SUBJECT: Second Reading - Amendment to Sections 39.01, 39.02 and 39.03 of the Baldwin Park Municipal Code Relating to Decorum at City Council Meetings. r W This report requests the City Council consider amending Chapter 39 of the Baldwin Park Municipal Code (BPMC) governing the conduct of the City Council, staff and members of the public at City Council meetings. DISCUSSION In a recent decision by the Ninth Circuit, Acosta v. City of Costa Mesa (2013) No. 10- 56854, 2013 U.S.App.LEXIS 9066 (on rehearing of Acosta v. City of Costa Mesa (2012) 694 F.3d 960), the court invalidated the City of Costa Mesa's decorum ordinance as violative of the First Amendment, to the extent it prohibited conduct or behavior that was not disruptive. The Ninth Circuit took issue with the word "insolent" in the City's ordinance for several reasons: 1. In addition to actual disruptive behavior, the word proscribed non - disruptive remarks or behavior. 2. And while the ordinance prohibited, for example, a "thumbs down," signaling disapproval, a "thumbs up" signaling approval was permitted. The court discussed a similar issue decided in White v. City of Norwalk (9th Cir. 1990) 900 F.2d 1421. There, the City proscribed "personal, impertinent, slanderous or profane remarks," but only permitted removal when an individual who made a proscribed remark acted in a way that actually disturbed the meeting.. The court upheld that narrow construction of the ordinance. The court in Acosta also discussed Norse v. City of Santa Cruz (9th Cir. 2010) (en banc) 629 F.3d 966, where the Ninth Circuit sent the case back to the district court to determine whether a silent Nazi salute during a council meeting constituted an actual disruption to the meeting. Ordinance 1358 June 4, 2013 Page 2 of 2 Accordingly, the City Attorney's Office has prepared a proposed ordinance amending sections 39.01, 39.02 and 39.03 of the BPMC to remove references to behavior or conduct that is not disruptive, so those sections are in accordance with the First Amendment and the court's ruling in Acosta v. City of Costa Mesa. The proposed ordinance includes language from the Santa Cruz ordinance upheld under that standard to prohibit actual disruptions, as the Ninth Circuit has placed substantial emphasis on that issue. RECOMMENDATION The City Attorney's Office recommends the City Council introduce by second reading by title only Ordinance No. 1358, "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK AMENDING SECTIONS 39.01, 39.02 AND 39.03 OF THE BALDWIN PARK MUNICIPAL CODE RELATING TO DECORUM AT CITY COUNCIL MEETINGS." ATTACHMENT Proposed Ordinance No. 1358 ORDINANCE NO. 1358 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK AMENDING SECTIONS 39.01, 39.02 AND 39.03 OF THE BALDWIN PARK MUNICIPAL CODE RELATING TO DECORUM AT CITY COUNCIL MEETINGS WHEREAS, Chapter 39 of the Baldwin Park Municipal Code (BPMC) governs the conduct of the City Council, staff and members of the public at City Council meetings and prohibits certain conduct including impertinent remarks or behavior that is rude, demeaning and unprofessional; and WHEREAS, in Acosta v. City of Costa Mesa (2013) No. 10-56854, 2013 U,S,App.LEXIS 9066 (on rehearing of Acosta v. City of Costa Mesa (2012) 694 F.3d 960), the Court invalidated the City of Costa Mesa's decorum ordinance to the extent that it prohibited conduct or behavior that was not disruptive and therefore in violation of the First Amendment; and WHEREAS, the City Council desires to amend Sections 39.01, 39.02 and 39.03 of the BPMC to remove references to behavior or conduct that is not disruptive in accordance with the First Amendment and the Court's ruling in Acosta v. City of Costa Mesa. NOW, THEREFORE, the City Council of the City of Baldwin Park does hereby ordain as follows: SECTION 1. Subsection (B) of Section 39.01 of the Baldwin Park Municipal Code shall read in its entirety as follows: (B) While the Council is in session, the Council members and city staff shall preserve appropriate order and decorum. No person, by conversation or otherwise, shall delay or interrupt the proceedings or the peace of the Council, disturb any speaker, or refuse to obey the directives of the presiding officer of the meeting. All persons must refrain from boisterous, profane or abusive behavior which disrupts, disturbs or otherwise impedes the orderly conduct of the Council meeting. SECTION 2. -Subsection (A) of Section 39.02 of the Baldwin Park Municipal Code shall read in its entirety as follows.- (A) Members of the public attending Council meetings must observe the same rules of order and decorum applicable to the Council members and city staff. No person shall make any slanderous or profane remarks or become boisterous, abusive, disruptive, or profane while attending the Council meeting. Any person who makes such remarks or engages in any other disorderly conduct which disrupts, disturbs or otherwise impedes the Ordinance 1358 - Page 2 orderly conduct of the Council meeting shall, at the discretion of the presiding officer or a majority of the Council, be barred from further audience before the Council during that meeting. Unauthorized remarks from the audience, heckling, stamping of feet, whistles, yells, applause, and similar demonstrations which disrupt, disturb or otherwise impede the orderly conduct of the Council meeting should not be permitted by the presiding officer of the meeting. SECTION 3. Subsection (13)(2) of Section 39.03 of the Baldwin Park Municipal Code shall read in its entirety as follows: (2) Comments should be fundamentally impersonal: the subject of the debate is the issue, not any of its proponents or opponents. A motion and its consequences may be attacked vigorously, but speakers should not attack the motives, character, or personality of a member, speaker, or any other person, either directly or by implication or innuendo, improper language, irrelevancy, dilatory tactics, or disorderly conduct, including, but not limited to, use of signs or other means to disrupt the meeting. Notwithstanding the foregoing, no speaker will be censured or prohibited from speaking based upon the content of his or her remarks, but may be removed from the meeting if the presiding officer of the meeting or a majority of the Council members determines the speaker is out of order pursuant to this chapter, and the speaker's conduct is disrupting, disturbing or otherwise impeding the orderly conduct of the Council meeting. SECTION 4. This ordinance shall go into affect and be in full force and operation from and after thirty (30) days after its final reading and adoption. PASSED AND APPROVED ON THE 19th day of June 2013. MANUEL LOZANO, MAYOR ATTEST: ALEJANDRA AVILA, CITY CLERK Ordinance 1358 - Page 3 STATE OF CALIFORNIA COUNTY OF LOS ANGELES ss: CITY OF BALDWIN PARK 1, ALEJANDRA AVILA, City Clerk of the City of Baldwin Park, do hereby certify that the foregoing ordinance was regularly introduced and placed upon its first reading at a regular meeting of the City Council on June 5, 2013, Thereafter, said Ordinance No, 1358 was duly approved and adopted at a regular meeting of the City Council on June 19, 2013 by the following vote: AYES: COUNCILMEMBER: NOES: COUNCILMEMBER: ABSTAIN: COUNCILMEMBER: ALEJANDRA AVILA, CITY CLERK ITEM N0. P, A ' R, K CITY OF BALDWIN PARK AGENDA STAFF REPORT TO: Honorable Mayor and Members of the City Council //' FROM: Leticia Lara, Human Resources M DATE: June 19, 2013 SUBJECT: ADOPTION OF RESOLUTION NO. 2013 -019 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK ADOPTING SAFE HARBORS UNDER THE PATIENT PROTECTION AND AFFORDABLE CARE ACT (ACA) 1211;1:161--1 It is recommended that City Council approve Resolution 2013 -019 adopting a Look Back Measurement Method Safe Harbors under the Patient Protection and Affordable Care Act (ACA). BACKGROUND /DISCUSSION Among the many provisions of the ACA, large employers (defined as 50 full -time equivalent employees) are mandated as of January 1, 2014, to provide affordable, minimum essential healthcare coverage to their full -time equivalent employees and their dependent children under age 26. Employers are required to offer an affordable plan but are not required to pay for dependents. Employer's financial obligation is limited to payment of self only coverage for the lowest cost plan and employers can require the employees to pay an amount not to exceed 9.5% of an employee's W2 wages for that calendar year. Under the Act, a full -time equivalent employee (employee) is considered an employee who averages thirty (30) hours or more of service per week in any given month. Such employees shall only receive benefits as specifically defined under this act. The Internal Revenue Service will assess a monthly penalty called an "assessable payment" against a large employer under two circumstances: If the City fails to provide "substantially all" of its employees (and their dependent children under age 26) the opportunity to enroll in minimum essential coverage. The City offers coverage to "substantially all" of its employees (and dependents) that is "unaffordable" or does not provide "minimum value ". A plan is considered affordable if the employee's contribution to the lowest self -only cost plain does not exceed 9.5% of the employee's W2 wages for that calendar year. City Council Staff Report im The current CalPERS brokered Medical Plans that the City provides to its employees will satisfy the requirement of minimum essential coverage. The attached Resolution complies with the specific legal restrictions involving the implementation of a safe harbor; particularly, establishing the timing and length of periods. The City's adoption of the provisions of the Look Back Measurement Method Safe Harbor would be applied in a uniform and consistent basis for all employees. FISCAL IMPACT The fiscal impact of offering affordable healthcare to eligible employees as provided for by the ACA is not known at this time, because the cost is dependent upon number of eligible employees who participate in the program as well as employee contribution. However, the City estimates an approximate cost of $60,000. The approximate cost will be determined each year based on employee counts during the previous calendar year (or six months in 2013). RECOMMENDATION Staff recommends that the City Council approve and adopt Resolution No. 2013 -019 a resolution of the City Council of the City of Baldwin Park adopting Safe Harbors under the Patient Protection And Affordable Care Act (ACA). ATTACHMENTS • Resolution No. 2013 — 019 • CalPERS Circular 600 - 016 -13 RESOLUTION NO. 2013 - 019 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ADOPTING SAFE HARBORS UNDER THE PATIENT PROTECTION AND AFFORDABLE CARE ACT WHEREAS, The Patient Protection and Affordable Care Act ( "ACA ") was enacted on March 23, 2010; WHEREAS, ACA added Section 4980H, Shared Responsibility for Employers Regarding Health Care Coverage to Title 26 of the United States Code, the Internal Revenue Code (Section 4980H); WHEREAS, Section 4980H imposes an assessable payment on an applicable large employer under the following condition: (1) when the employer fails to offer "substantially all" of its full -time employees (and their dependents) the opportunity to enroll in minimum essential coverage or offers coverage to "substantially all" of its full -time employees (and their dependents) that is "unaffordable" or does not provide "minimum value" and (2) when any full - time employee is certified to the employer as having received a subsidy for coverage through the exchange ( "Assessable Payment "); WHEREAS, Section 4980(H) defines full time equivalents for sole purposes of determining whether an employer is an applicable large employer when calculating the number of employees for any month as defined under this act, and such employees shall receive only those benefits as provided under this act; and WHEREAS, the City of Baldwin Park ( "the City") qualifies as a large employer because under the ACA because it employed an average of at least 50 full -time equivalent employees on business days during the preceding calendar year; WHEREAS, the Department of Treasury issued proposed regulations regarding Section 4980H, that permit the City to adopt the Look Back Measurement Method Safe Harbor ( "Look Back Safe Harbor ") in order to determine whether an employee qualifies as full -time for purposes of determining and calculating the Assessable Payment (78 Federal Register 218, 243, January 2, 2013); WHEREAS, the City intends to adopt the provisions of the Look Back Measurement Method Safe Harbor in order to determine the full -time status of employees for purposes of the Assessable Payment; WHEREAS, the Department of Treasury issued proposed regulations regarding Section 4980H that permit the City to use one of three affordability safe harbors for any reasonable category of employees as long as it is applied on a uniform and consistent basis for all employees in the category (78 Federal Register 218, 251 -253, January 2, 2013); and WHEREAS, the City intends to use the affordability safe harbors as contemplated in the proposed regulations. NOW THEREFORE, be it resolved by the City Council for the City of Baldwin Park as follows: 1) That the City finds all of the recitals set forth above are true and correct; 2) The City hereby establishes the Look Back Measurement Method Safe Harbor with regard to all ongoing employees as follows: a. The City establishes a twelve (12) month standard measurement period for ongoing employees. b. Starting with November 2, 2013, a standard measurement period will start each year on November 2nd and end the following year on November lst. c. The standard measurement period is be the period during which an ongoing employee's hours are measured. d. The City establishes an administrative period of sixty (60) days. e. The administrative period associated with the standard measurement period will start each year on November 2nd and end on December 31St f. The City establishes a twelve (12) month stability period for ongoing employees. g. Starting with January 1, 2014, the twelve (12) month stability period for ongoing employees will start each year on January Ist and end on December 31 st h. For purposes of the 2014 stability period, a transitional measurement period started on May 1, 2013 and will end on November 1, 2013. i. The administrative period associated with the transitional measurement period will start on November 2, 2013 and end on December 31, 2013. j. If an ongoing employee's employment status changes before the end of a stability period, the change in status will not affect the classification of the employee (as full or part time) for the remaining portion of the stability period. 3) On the start date of a new employee, the City will make a determination as to whether that new employee is reasonably expected to be a full -time employee. If the new employee is reasonably expected to be a full -time employee and is not a seasonal employee, the City will offer minimum essential coverage to that employee before the end of the employee's initial 60 days of employment. 4) If, based on the facts and circumstances at the start date of a new employee, the City is unable to determine that the employee is reasonably expected to be employed an average of at least thirty (30) hours of service per week over the initial measurement period, then the employee is considered a variable hour employee. 5) The City establishes the Look Back Measurement Method Safe Harbor with regard to new variable hour employees as follows: a. The City establishes a twelve (12) month initial measurement period for each new employee. b. The initial measurement period will start the first day of the first calendar month after the start date, unless the start date is the first of a calendar month in which case the initial measurement period will start on that date. c. The administrative period shall start the day following the last day of the initial measurement period and shall end no later than the last day of the first calendar month beginning on or after the first anniversary of the employee's start date. d. The City establishes a twelve (12) month stability period associated with the initial measurement period. e. If the new variable hour employee does not measure as a full -time employee during the initial measurement period, the stability period associated with the initial measurement period must not exceed the remainder of the standard measurement period (plus any associated administrative period). 6) A new employee's hours will be measured during the first complete standard measurement period for which he /she is employed. This means that a new employee's status may be tested under an initial measurement period and at the same time be measured under the overlapping standard measurement period. a. If an employee measures as full -time during the initial measurement period, he /she will retain full -time status for the entire associated stability period (even if the employee does not qualify as full -time during the standard measurement period). b. If an employee does not measure as full -time during the initial measurement period, but qualifies as full -time during the standard measurement period, the employee must be treated as full -time during the stability period associated with the standard measurement period (even if that means coverage must be offered before the end of the stability period associated with the initial measurement period). 7) When an employee experiences a break in service in which not one hour of service is rendered, upon return, the employee will retain the status the employee previously had with respect to any stability period, except that the employee will be treated as a new employee: a. If the employee resumes employment after a period of at least 26 consecutive weeks with less than an hour of service; or b. If the period (measured in weeks) during which no services are performed is at least four consecutive weeks long and exceeds the number of weeks of that employees period of employment immediately preceding the period during which the employee was not credited with any hours of service. 8) When an employee takes special unpaid leave (i.e. unpaid leave under the Family and Medical Leave Act of 1993, unpaid leave under the Uniformed Services Employment and Reemployment Rights Act of 1994, or unpaid leave on account of jury duty), to determine hours of service the City will compute the average after excluding any periods of special unpaid leave during the measurement period and apply that average for the entire measurement period. 9) For each reasonable category of employees, the City, at its sole discretion, but on a uniform and consistent basis for all of the employees in a reasonable category, will apply one of the following safe - harbors to determine the affordability of the minimum value coverage that it offers its full -time employees: a. Form W -2 Safe Harbor i. The City measures whether the employee's required contribution for the calendar month for the lowest cost self -only coverage that provides minimum value exceeds 9.5 percent of the W -2 wages (as reported in Box 1) for the employee from the employer for the calendar year in which coverage is offered. ii. The coverage offered by the City will be deemed affordable if the employee's contribution is equal to or less than 9.5% of the employee's Form W -2 wages as reported in Box 1. b. Rate of Pay Safe Harbor i. The City measures whether the employee's required contribution for the calendar month for the lowest cost self -only coverage that provides minimum value exceeds 9.5 percent of an amount equal to 130 hours multiplied by the employee's hourly rate of pay as of the first day of the coverage period. ii. For salaried employees, the monthly salary amount will be used instead of 130 multiplied by the hourly rate of pay. iii. The City may use this safe harbor only if the City does not reduce the, employee's wages (with respect to the employees for whom the City applies the safe harbor). iv. If rate of pay increases during the year, the City will use the lowest rate of pay for the year in the calculation. V. The coverage offered by the City will be deemed affordable if the employee's monthly contribution is equal to or less than 9.5 percent of the monthly wage. C. Federal Poverty Line Safe Harbor i. The City measures whether the employee's required contribution for the calendar month for the lowest cost self -only coverage that provides minimum value exceeds 9.5 percent of a monthly amount determined as the Federal poverty line (FPL) for a single individual for the applicable calendar year. ii. The coverage offered by the City will be deemed affordable if the employee's monthly contribution does not exceed 9.5 percent of the monthly FPL for a single individual for the applicable calendar year. PASSED, APPROVED AND ADOPTED this 19th day of June 2013. MANUEL LOZANO STATE OF CALIFORNIA COUNTY OF LOS ANGELES ss. CITY OF BALDWIN PARK I, Alejandra Avila, City Clerk of the City of Baldwin Park, do hereby certify that the foregoing Resolution was duly and regularly approved and adopted by the City Council of the City of Baldwin Park at its regular meeting of Tune 19, 2013 by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ABSTAIN: COUNCILMEMBERS: Alejandra Avila CITY CLERK California Public Employees' Retirement System P.O. Box 720724 Sacramento, CA 94229 -0724 (888) CalPERS (or 888 - 225 -7377) All TTY: (877) 249 -7442 aWERS www.calpers.ca.gov Reference No.: Circular Letter No.: 600 - 016 -13 Distribution: V, VI, X Circular Letter May 2, 2013 TO: CALPERS CONTRACTING AGENCIES and CALIFORNIA STATE UNIVERSITIES (CSU) SUBJECT: EMPLOYER SHARED RESPONSIBILITY REGARDING HEALTH COVERAGE The purpose of this Circular Letter is to inform you that, under the Affordable Care Act and beginning in 2014, large employers will be subject to an assessable payment if they do not do the following: • Offer health coverage to their full -time employees and their dependent children, Ensure that coverage is affordable, and Ensure that coverage provides minimum value Employers with 50 or more full -time (or full -time equivalent [FTE]) employees are subject to these provisions and are strongly urged to review the proposed regulations and auestions and answers issued by the Internal Revenue Service. It is important for all large employers to understand how the new provisions may impact them. Employers are encouraged to analyze these regulations to determine the specific policy decisions needed by your agency to ensure that you avoid penalty assessment. As your health benefits purchaser, CalPERS is unable to assess the regulatory impacts of these provisions on individual employers. CalPERS does not set employer /employee premium contribution amounts, have access to employee counts and necessary administrative information required, or have the authority to set internal policies for individual employers. The following organizations have volunteered to serve as resources on these regulatory provisions. Please visit their web sites for additional information and resources: • League of California Cities: httiD://www.cacitie§.org/ • California State Association of Counties: htti)://www.gsac.countieL.org/ Circular Letter No.:600-016-13 May 2, 2013 Page 2 Assessable Payments Components of the proposed regulation on Employer Shared Responsibility are summarized below. An assessable payment applies if the: AND THEN Employer DOES NOT offer One or more full-time The assessment is $2,000 substantially all (95%) of its full- employees receives a for each full-time employee time employees and their child premium tax credit or (whether or not offered dependents the opportunity to cost-sharing reduction coverage), minus the first 30 enroll in minimum essential for purchasing employees coverage under an eligible individual coverage employer-sponsored plan through a Health Benefits Exchange Employer DOES offer coverage One or more full-time The assessment is $3,000 to substantially all (95%) of its employees receives a for each full-time employee full-time employees and their premium tax credit or who is not offered affordable child dependents, BUT the cost-sharing reduction coverage providing minimum coverage is either not for purchasing value and who receives a affordable or does not provide individual coverage premium tax credit oncost- minimum value through a Health sharing reduction (in total not Benefits Exchange to exceed $2,000 for each full-time employee, minus the first 30 employees). A large employer is defined as employing 50 or more full-time employees (including FTEs). A full-time employee is an employee working, on average, 30 or more hours per week. Please see the Internal Revenue Service 2rqgg§ied regulations and their uestions and answers for additional definitions and information. You may also find this information on the CaIPERS web site at the following address: www.calpers.ca.gov/index.jsp?bc=/employer/faqs/health/home.xml Look-back Measurement Method Instead of requiring a monthly calculation of hours worked, the proposed regulations provide for a look-back measurement method for employers to determine if their variable-hour employees are working full-time. Under the proposed rule, large employers must offer variable-hour employees, including seasonal, temporary, and permanent intermittent, health coverage if working an average of 30+ hours per week. Circular Letter No.:600- 016 -13 May 2, 2013 Page 3 The look -back measurement method involves the use of: A "measurement period" of three to 12 months for determining hours of service, A "stability period" of at least six months but no shorter than the measurement period, during which the coverage must be provided if the employee works 30+ hours per week during the measurement period, and • An optional "administration period" of, in general, up to 90 days beginning immediately after the measurement period and ending immediately prior to the stability period to allow time for enrollment and disenrollment. The look -back requirements vary based on whether employees are new or ongoing, and in the case of new employees, whether they are full -time or variable -hour employees. For new variable -hour employees, under the look -back method employers must use an initial measurement period beginning any date between the employee's start date and the first day of the following month. Affordability Large employers must offer health coverage to full -time employees (and non - spousal dependents) under an eligible employer- sponsored plan. One method to determine if an eligible plan is considered "affordable" is if the required employee premium contribution for self -only coverage for the lowest cost plan option that provides minimum value does not exceed 9.5 percent of an employee's Form W -2 wages for that calendar year. For Example: For 2013, the CalPERS lowest cost plan option (PERS Select) is $463 for self -only coverage. For state employees, the State employer contribution is at least $495 for self -only coverage. Given these amounts, it appears all state employees have access to affordable health coverage under the proposed regulations; therefore, the California Department of Human Resources is not in danger of owing employer penalties for failure to offer affordable coverage. Because public agency and CSU employers have different contribution amounts based on bargaining group resolutions, it is not clear whether they may be subject to penalties under these provisions. Employers will need to assess the impact of this affordability requirement using their specific contribution levels. Additional Information Independent of the measurement period that an employer adopts to meet the Shared Employer Responsibility requirements, new or ongoing variable -hour employees determined to be working full -time over the measurement period are eligible for the CalPERS health benefits program in accordance with California Code of Regulations Section 599.502(b)(3). This section refers to initial enrollment within 60 days of an Circular Letter No.:600-016-13 May 2, 2013 Page 4 employee's eligibility for health benefits. CalPERS considers employees meeting health benefit eligibility requirements over the measurement period a permitting event outside of open enrollment. CalPERS recognizes that the proposed Employer Shared Responsibility regulations will require many employers to provide health coverage for employees that they have never had to cover before. CalPERS staff continue to analyze the federal regulations to determine impacts to the Public Employees' Medical and Hospital Care Act (PEMHCA) program. Please visit us at CalPERS online to access the most current information available on these and other regulations relating to the Affordable Care Act. As referenced earlier in this letter, additional information and resources can be found on the League of California Cities or the California State Association of Counties web sites, or check the CalPERS Employer web site under Health FAQs for periodic updates. Sincerely, DOUG P. McKEEVER, Chief Health Policy Research Division 7— 11"s 7dq.o- M by-AIA Honorable Mayor and City Council Members Marc Castagnola, AICP, Community Development Mana June 19, 2013 TE, SUBJECT: CONTINUED FROM JUNE 5, 2013 - CONSIDERATION OF APPOINTMENTS AND/OR REAPPOINTMENTS TO FILL VACANCIES FOR THE HOUSING COMMISSION This report requests that the City Council appoint applicants to City Commission offices for the Housing Commission. 1 0 : - I -• The Housing Commission consists of seven members who shall be designated as Commission Office Nos. 1 through 7. Commissioners of Office No. 6 and 7 shall be persons who are tenants of the Authority. Tenant Commissioner No. 7 shall be over 62 years of age. If a Tenant Commissioner ceases to be a tenant of the authority, the person shall be disqualified as a Commissioner and another tenant shall be appointed to fill the unexpired term. HOUSING COMMISSION VACANCIES As you may recall, at the regular meeting on January 16, 2013, the City Council appointed applicants for seats 1, 2, 3, & 5. Seat 4 was filled at that time and seats 6 & 7 were to be re-advertised due to a lack of qualified applicants for the tenant seats. The vacant seats were filled due to early vacancies. Therefore, terms for all seats expire at the same time, June 30, 2013. The following applicants confirmed their interest in the unrestricted Offices and have resubmitted applications requesting consideration of appointment to the Housing Commission: ADDlicants for Ooen Non-Restricted Offices. Office 1-5 (aDoointed at -large Braulio Oscar Marin INCUMBENT Eduardo Acevedo INCUMBENT John De Leon INCUMBENT Magda Torellas INCUMBENT Mario Betanco INCUMBENT Erminio Gonzales NEW APPLICANT Gloria Cevallos NEW APPLICANT Johanna Gaona NEW APPLICANT Kevin Luc NEW APPLICANT Liliana Ramirez NEW APPLICANT Maribel Aguirre NEW APPLICANT Oscar Joseph Prado NEW APPLICANT Otilia Garcia NEW APPLICANT Staff Report —Commission Appointments Page 2 Applicants for Open Tenant Commission Office 6 Luis A. Montano NEW APPLICANT (6) Although Mr. Montano is the sole applicant, it should be noted that he has been a participant with the BPHA since 2007 and has maintained a good standing with our agency throughout the years. Applicants for Open Tenant Commission Office 7( 62yrs or older) Staff continuously conducts outreach and will accept applications for the Tenant Commission Seat #7, which is restricted to 62 year old or older member of public housing. Once applications are received, they will be presented to the City Council for consideration. BACKGROUND CHECKS Pursuant to City Council direction, all Commissioner appointments are subject to satisfactory backgrounds checks through the Department of Justice. The Commission Incumbents appointed in January 2013 have successfully met this requirement. Any appointed Commissioner that has not completed a background check within the past 12- months will be required to do so. In an effort to avoid a mass vacancy of commissioners again, with all terms expiring on the same date, on March 14, 2013, the Housing Commission approved revised By Laws establishing the below term schedule: Initial Year (starting July 1St, 2013) Office 1& 2 shall be for a one (1) year term; expiring June 30, 2014 Office 3, 4 & 5 shall be for a two (2) year term; expiring June 30, 2015 Tenant Offices 6 & 7 shall be for a three (3) year term; expiring June 30, 2016, and Staff Report — Commission Appointments Page 3 Staff recommends City Council to review all Commission applications, take nominations and adopt Resolution No. 2013-013 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING INDIVIDUALS TO THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NOS. 1, 2, 3, 4, 5, & 6," subject to satisfactory backgrounds checks through the Department of Justice, as follows: ATTACHMENTS Attachment A — Resolution No. 2013- 013 Attachment B — Housing Commission Applications — Non-Restricted Seats Attachment C — Housing Commission Applications — Tenant Seats � I � :- � • •' •' i i RESOLUTION NO. 2013-013 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING INDIVIDUALS TO THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NOS. 1, 2, 3, 4, 5, & 6 WHEREAS, the Housing Commission consists of seven (7) members, including two members (Office Nos. 6 and 7) who are tenants of the Housing Authority. Office 7 is a tenant who is 62 or older, and WHEREAS, vacancies currently exist in Office Nos. 1 -7; and WHEREAS, a public Notice of Vacancy was posted on the city's website and the Baldwin Park Housing Authority's facebook, and flyers were mailed to all Baldwin Park Housing Authority Housing Choice Voucher Program Participants. The deadline for submission was April 30, 2013. WHEREAS, the City Council desires to fill the scheduled vacancy of Office Nos. 1- 6; and WHEREAS, in accordance with Baldwin Park Municipal Code Section 32.22, appointments to Office Nos. 1-6 is made and entered onto this resolution for a terms expiring in accordance to the respective term for each office. RO'T"TT, TMEREFORE, TRE CITT C0111CIL OF VAE CITT OF BALD!na—PARrK HEREBY RESOLVES AS FOLLOWS: Section 1. That the following are appointed as members of the Housing Commission and shall hold office at the pleasure of the City Council and serve for their respective term noted below: Section 2. That the City Clerk shall certify to the adoption of this Resolution and forward a copy to this resolution to all appointees and to the Housing Commission Secretary. Resolution No. 2013-013 Page 2 PASSED, APPROVED and ADOPTED this 19th day of June 2013. MANUELLOZANO MAYOR ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES ss. CITY OF BALDWIN PARK j 1, ALEJANDRA AVILA, City Clerk of the City of Baldwin Park, do hereby certify that the foregoing resolution was duly and regularly approved and adopted by the City Council of the City of Baldwin Park at a regular meeting of the City Council held on June 19, 2013 by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT- COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ALEJANDRA AVILA, CITY CLERK I lip 1 11111 119111 1 1, caflrqwgkwmm �*- J (A �IYUJJWMW djUjJ116,091U91 #a PERSONAL INFORMATION: C) LID L _)c cyi 121- Name Residence Address- --;,/ 1 Length of time at this Address: E-mail address:— Home Phone No.— Cell/Message Phone No.—• Are you 18 years of age or older? Are you registered to vote in the City of Baldwin Park? _4L�L_ I Do you currently serve as an elected o r appointed official for any board and/or agency within the City of Baldwin Park? Y'40 If yes, name of agency and position: EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 & High School Graduate? G.E.D.? Name and Location of College or University Course of Study Degree EMPLOYMENT INFORMATION I EXPERIENCE: Name and Address of Employer(s) Position Title F, �r_A'C_ S1 1T�_-_ Dates of Employment ' o—Cle_ LY q 1 REFERENCES: Please provide the names of two persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address I phone No. 0-0,6 2- A AE L IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION?— If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT /CERTIFICATION: I understand that upon filing, this ap li i becomes a public record. I certify under penalty of perjury t aws of t State of California that the foregoing is true and-correct. Date Signature Do Not Write Below this Line - For City Use Only Residency verification: ❑ Yes ❑ No Date:— Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date: Appointment date: Residency verification: ❑ Yes ❑ No Date: Term expires: am WMIAI� ,� WO �Irmir Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. , ,-z A IV& Comm( 5'5 /o,,o Ek 4z ;Z e)(D % Date: Signature PLEASE ATTACH .•. CITY O tip .,. ! D . i - PARK �A$°cR \�f`y8€� tf� Name c.a CURRENT COPY OF APPLICATION FOR CITY COMMISS1QN',,iN A UTILITY BILL AND And Are you 18 years of age or older? �_ Are you registered to vote in the City of Baldwin Park? ca Do you currently serve as an elected or appointed official for any board and /or agency within the City of Baldwin Park? � (} A COPY OF :` STATEMENT OF QUALIFICATIONS Name and Location of College or University 'U Course of Stud PHOTO ID FOLLOWING COMMISSION: k , er,�IASI�-es P����� IS EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Employers) Position Title Dates of Employment a Aseparate appicquou JS re U!!u'u eve PERSONAL INFORMATION: �A$°cR \�f`y8€� tf� Name c.a Residence Address_ — - — �- Length of time at this Address: E -mail address:_ —= Home Phone Nc Cell /Message Phone No.— Are you 18 years of age or older? �_ Are you registered to vote in the City of Baldwin Park? ca Do you currently serve as an elected or appointed official for any board and /or agency within the City of Baldwin Park? � (} I f yes, name of agency and position: 1 4 0 i.R S'! E ­8�wmi S s i b EDUCATION: ` Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? G.ED.? Name and Location of College or University 'U Course of Stud Degree A AO r 3 C u 1,40 -( ylic Ver5' o k , er,�IASI�-es P����� EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Employers) Position Title Dates of Employment a REFERENCES: Please provide the names of two ( @) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address Phone No. V IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. THAN A MINOR TRAFFIC VIOLATION? HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER If yes, Please list all offenses, date and place of offense(s), and sentence /fine received: ACKNOWLEDGEMENTICERTIFICATION: I understand tha upon filing, this application bec0 , es a public record. I certify under erju finder the laws of the St to of Califor,.nita that the foregoing penalty is true nd q r,ect. i I Date Signature Do Not Wirito. Below this Line,- For City Use 0n1 Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date: Appointment date: Residency verification: ❑ Yes ❑ No Date: Term expires: ` [� Commission Requested: 0 'n Name _�J 0�1 MI[1;11210�10 JIM-121 6-1 Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. � Date: Aloro Signature Notice: Please bo advised that you and your qualifications may be discussed bv the City Council ntanopen meeting. This Application and Statement Of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur /n the commission for which you have requested oonokfenybonoyaypn/nbnentyourapplicmtion will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current prool'of residency with each recruitment, will invalidate this application. =r, t PLEASE ATTACH A CITY OF BALDWIN PARK CURRENT COP YOF A UTILITY BILL AND APPLICATION FOR CITY COMMISSION A COPY OF YOUR And PHOTO ID STATEMENT OF QUALIFICATIONS APPLICATION IS FOR THE FOLLOWING COMMISSION: It PERSONAL INFORMATION: NameJohn de Leon Residence Addresz,_ Length of time at this Address:2 Years E-mail address. Home Phone Nc, Cell/Message Phone No. Are you 18 years of age or oldere Yes Are y . ou registered to vote in the City of Baldwin Park?Yes Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park?' > If yes, name of agency and position: Housing Commission, Commissioner EDUCATION: Yes C0 Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? G.E.D.? rl,) Name and Location of College or University Course of Study bee gpe CD > 13 r�') K EMPLOYMENT INFORMATION EXPERIENCE: Name and Address of Empjover(s) Position Title Dates of Employment At Lc2 CA e �J ce_,;� ex-+ REFERENCES: Please provide the names of two persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address Phone No. Khiem Nguyen Andy Nguyen IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. No HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? If yes, Please list all offenses, date and place of offense(s), and sentenceffine received: ACKNOWLEDGEMENTICERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct. 4/22/2013 1 ? // _Klinature Date Do NotWdte Below this Line -For City Use nly Residency verification: El Yes El No Date: Voter Registration Verification: El Yes El No Residency verification: El Yes El No Date: Appointment date: Residenev verification: El Yes El No Date: Tenn exi)ires: Name John de Leon Commission Requested: Housing Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. Ov- de 0 Loo OA C ee.^ 4 -13 b .. '4 I --W A" 0C . 0-Y -. c, 1% e' "J<-- 0 [2-1 jc> I r,> '/I az 4 ��' I �� I - ", ok e dl- t --> AAA A, -kT-,q -A-,O CAAn,/ILPI e`)'` � Date: Sig Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment Failure to provide current proof of residency with each recruitment, will invalidate this application. -4 Sy d9 atty applit'a uwl. ea a :..°"• ••"•• "••••• °_. _.. _ g PERSONAL INFORMA ION: ��: ?f1i Residence Address QF t3NI IIN r� rt' // RK'S DEPAS�TMEN )W' "r Length of time at th}s•Address: f - E -mail address:_ ; . !' - � Home Phone Noy. Cell /Message Phone _ Are you 18 years of age or older? Are you registered to vote in the City of Baldwin Park? Do you currently serve as an elected or pointed official for any board and /or agency within the City of Baldwin Park? If yes, name of agency and position: ac.? S�'' s v� n'� I5j S=P) Circle H gl®st grade you completed: 1 2 3 4 5 6 7 8 9 10 11<J-r2' High School Graduate? ` G.E.D.? Name and Location of College or Universit Course of Stud Degree t �J CI'4ru r EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Emplover(s) Position Title Dates of Employment 82 °@� REFERENCES: Please provide the names of two ( @) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. No. N me, 4 a IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. 9� HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? If yes, Please list all offenses, date and place of offense(s), and sentence /fine received: ACKNOWLEDGEMENTICERTIFICA.TION: I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Date t a l e Do Not Nitrite Below this Line - For Ci ' Use Only Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Dater Appointment date: Residency verification: ❑ Yes ❑ No Date: Term expires: + Na C ommission Requested: k����`^� �k&,IxL lcao .7)7A,s r a) <-gcD <'- I c-- �-V '+ , . Pi U f Date: 3f Notice: Please beadvised that you and your qualifications may b8 discussed bv the City Council atGnopen meeting. Th/8A^o?olicatiOn8nd3tatenentofQum0i:eboDwil/be kept on file for two CQyears. During ihistime, should 8 vacancy occur /nthe commission for which you have requested coOnkdeoatiJn0feppo/ntDont,yoUr application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said nnUdn8nt Failure to provide current proof of residency with each recruitment, will invalidate this application. ------ - - - - -- PERSONAL INFORMATION: CVVl or BAt-' DW l(It 'CLERl<'S DEPARTMENT Name a i- o Residence Address- ADMiM Length of time at this 123 —,'A-, _7 . k"QUO' Address: E-mail address: Home Phone No. ; --- — - _ I_— — Cell/Message Phone No.- Are you 18 years of age or older? S Are you registered to vote in the City of Baldwin Park? _j&_S__ Do you currently serve as an elected or appointed officipi for any board and/or agency within the City of Baldwin Park? If yes, name of agency and position: 8'- to (I V- EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? G.E.D.?_ EMPLOYMENT INFORMATION I EXPERIENCE: blame and Address of Emplover(s) REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Phone No. C "JA a r IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. THAN A MINOR TRAFFIC VIOLATION? NO HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: Date Residency verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No ACKNOWLEDGEMENTICERTIFICATION: I understand that upon filing, this pplicati n c mes a public record. I certify under penalty of perjury u ela s o of-Califor ia that the foregoing is true and correct. Signature Rot -Write Below this Line - For City Use 0 Date: Voter Registration Verification: ❑ Yes 1:1 No Date:-- Appointment date: Date: Tenn expires:— Name Nr�o Ijasn —W Commission Requested: � OQIIIVIe Lmnls&''C)V) \j los% -�ffii Date: —HWCLI.� ue—vtxte' 91 ME a 4Y tS coca' ,V 1 wl�' 0 Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicant's provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment, will invalidate this application. . Irz 1) �; i 1) PLEASE ATTACH A CITY OF BAL N PARK INUV CURRENT COPY OF APPLICATION FOR CITY COMMISSION -)v 1'k,\l PARK A UTILITY BILL AND And SDEPARTN , I 'E � ;,A, A COPY OF YOUR PHOTO ID STATEMENT OF QUALIFICATIONS &Vmdi F�� Jr - �If �- APPLICATION IS FOR THE FOLLOWING COMMISSION: (A separate application is required for each commission) PERSONAL INFORMATION: Name R �Aiz. �Irf Residence Address-- Length of time at this Address: E-mail address: Home Phone No Cell/Message Phone No. J Are you IS years of age or older? Are you registered to vote in the City of Baldwin Park? Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? If yes, name of agency and position: EDUCATION: G.E.D.?_ Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 C2) High School Graduate? . Degree_ Course of Stud _ - Name and Location of Coll ege or University y A, L 4. /mo 16M EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Em lo er s Position Title Dates of Employment- el ro all A� q q REFERENCES: Please provide the names of two persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address Ph-one No. IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. I HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT /CERTIFICATION: record. I certify I understand that upon filing, this application becomes a public under penalty of perjury under the laws of the State of California that the foregoing is true and correct,,. X 2 CI Date Signature Do Not Write Below this Line - For City Use Only Residency verification: El Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ NO Residency verification: ❑ Yes ❑ No Date:_ Appointment date: Tartu I Residency verification: L-J Yes Li iNu IJULU. Commission Name '� '' -- Use this space list your goals and objectives and why you feel you should be appointed to the Please indudeany add�ono| i�bnne�onyou feel viU be commission for which you ore applying. e beneficial to the Council in consideration of your appointment to this commission. �� �� - COF PA ,'-4-~ '/ CC- 9 MHOM R yVVbcm: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should e vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment, will invalidate this application. PLEASE ATTACH A CITY OF AL WI PARK CURRENT COPY OF APPLICATION FOR CITY COMMISSION A UTILITY BILL AND And '12.NBV26 PHIM A COPY OUR STATEMENT OF QUALIFICATIONS PHOTO ID PHOTO APPLICATION IS FOR THE FOLLOWING COMMISSION: F (A separate application is required for each commission) PERSONAL INFORMATION: A CC VA Name Residence Address,_,_ 4L Length of time at this Address: E-mail address:_ Home Phone No.. 1,.� Cell/Message, Phone N /4— Are you 18 years of age or older? X/ 5' Are you registered to vote in the City of Baldwin Park? Park? Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin If yes, name of agency and positi4on:_.---- 0 EDUCATION: r-% Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 U, 12 High School Graduate? G.E.D.? Name and Location of College or University Course of Study Degree EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Emplover(s) Position Title Dates of Employm nt REFERENCES: Please provide thie-iidmes of two persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name AA,4-- Phone No. IMPORTANT: ad the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CON'VI_QTE_D_OF_JFELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? - E sentence /fine received: If yes, 1195'�WF44&�Xv5fleff kf�Se% P�._K�Ryd plac of offense(s), and sent ACKNOWLEDGEMENT /CERTIFICATION: public record. I certify I understand that upon filing, this application becomes a under penalty of perjury under the laws of the State of California that the foregoing 1 is true and correct. L1_ , AA D �ignature Do Not Write Below this Line - For City Use Only Residency _s Yes ❑ No I ❑ Yes ❑ No esidency verification: ❑ Yes 0 No Date: Voter Registration Verification: ffat6 Yes 0 1 Appointment date: Residency "y v"' 1, ion: ❑ Yes El No Date: Residency verification. N Term exnires: verification: Lj i u6 L_J 1V U Name Commission Requested: Use this space to list your goals and objectives and why you feel you should beappointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. Signature Notice: Please be advised that you and your qualifications may bodiscussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2)> years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said nacrudn/pn1 Fm8bne to provide current proof ofresidency with each recruitment, will invalidate this application. PERSONAL INFORMATION: Name �.J Q — Residence Address Length of time at this Address: f E -mail address: Home Phone No= Cell /Message Phone No., _ Are you 18 years of age or older? Are you registered to vote in the City of Baldwin Park? Do you currently serve as an elected or appointed official for any board and /or agency within the City of Baldwin Park? If yes, name of agency and position: EDUCATION: �7 Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 C� High School Graduate? G.E.D.? Name and Location of College or University Course ofj Study Dear �) (/ EMPLOYMENT INFORMATION EXPERIENCE: N;;-p a^H -Address of Emplover(s) Position Title Dates of Employment C ri + d f is l REFERENCES: Please provide the names of two ( @) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address J Phone No., EA IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits.{ m HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? y If yes, Please list all offenses, date and place of offense(s), and sentence /fine received: ACKNOWLEDGEMENT /CERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Date Signature Do Net Write Below this Line - For City Use Only Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date: Appointment date: Residency verification: ❑ Yes ❑ No Date: Term expires: Name:- I I �hA - Y Commission Requested: 4-6ast'v)6i -LiLLc�I i N zYn Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. K47-4--Dr 4D Ge- ff�� 'VI CA to-Mal M(MM 2 I 4,� D Date: al, 0- Signature IM I r r �,e�OW%ew Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment, will invalidate this application. P.1 /2 1, E,,jjgth of tirnA At this Address!__6__ - E-mail address: Horne Cell/Message Phone No_!__ Phone NG, �_ � _ Ary you i a years of age or older? va Are you registered to vote in the City of Baldwin Pork's I Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Perk'} if yep, nAmo of agency and position: EDUCATION: ado you completed; 1 2 3 4 6 6 7 8 9 10 11 12 High School Graduate? G.E.D.? Circle Highest grid I �,,d or Appointed Officials and wrij kr-FERENCES, please provido the names Of tWO (4) persons, who are not city of Baldwin Park Elect I can cnninl6rit on your capabilities and char;)cter. iPOTT11IT; Read the followir 12-- ----------- Date Ad r 5s Rhcrn( Pip 7— 7� I carefully and answer completely. A conviction is not an Automatic bar to appointment. Each case is OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATIOW—A41 ni�d place of offense(s), and sentence /fine received; Rcsid•ncY vei i0icatioil-_ ❑ yes Residency vorificatioll: yes iiesi[I4t)Cyvcriticaticrlt: ire yCS No Dute:_ No Date;__ I No Date: 'Voter .t vc11f ickitiun Yos Nil Appointrricol (late: NOO-26-2312 10:25 From:/ 000000000 Tot 263719240 P.2/2 e am Commission Requested„ N Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be benoricial to the Council In consideration of your appointment to this commission.. 0 Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meting. This Application and Statement of Qualifi(,,etlon will be kept on file for two (2) years- During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will bt,- included in the pool of applicants provided however, that you subtrit current proof of residency at the VMO of said recruitment. Failure to provide current proof of residency with 0 ac17 recruitment, will invalidate this application. A OF PLEASE A -] CITY OF BALDWIN PAR& TTACH A CURRENT COPY OF A UTI Ty IL APPLICATION FOR CITY COMMISSION UT17LITY BILL AND And Co Y OF YOU A Copy OF YOUR STATEMENT OF QUALIFICATIONS P P OTO I HOTO ID APPLICATION IS FOR THE FOLLOWING COMMISSION' z,, 2-sorlication is required foreach COMMis R E c ileg v Fa NOV -to 201, CITY OFBALD> J�. -PERSONA!. INFORMATION: Name Liliana Ramirez Residence Address _ Length of time atthISAddre yea-rs E-mail address None Cell /Message phone No Home Phone No Yes Are you registered to vote in the City of Baldwin Park?_-- Yes Are you 18 years of age or older? within the City of Baldwin Park? Do you currently serve as an elected or appointed official for any board and/or agency if yes, name of agency and position: Yes EDUCATION' Circle Highest grade you completed:' 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? De ree 7 Course of Stud I Name and Location of (xite e or Ut 11VU10ILY public Administratior, masters Cal State Northridge University ------- EMPLOYMENT INFORMATION I EXPERIENCE: Dates of'Empipyrne_nt�—',.�. Position Title of E 10 er 9 Name e and Address of Lm 10 ul Acting p': �ram Assii5tant March 2003 ro Appointed Officials and who R , EFERENCES, please provide the names of two persons, who are not City of Baldwin Park Elected or can comment on your capabilities and character. Pauline ogata I IMPORTANT- Read the following carefully and answer completely. A conviction is not an aiitornatic, bar to appointment. Each case is considered on its individual merits. TION? No HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLA If yes, please list all offenses, date and place of offense(s), and sentence/fine received: 102d 7 1, Ask Datu Not �2__ ACKNOWLEDGEMENTICERTISCA11011: I understand that Upon filing, this application becomes a public record. I certify under penalty of Perjury under the laws ofthe State of California that the foregoing is true and correct. 2 Ignature )w this Line - For CILY Use Only Voter Registration Verification: ❑ Yes ❑ NO Residency verification: ❑ Yes ❑ No Date: Residency verification: ❑ yes 0 No Date' 'Residenov verification' ❑ Yes ❑ No Date: Appointment date: Term expires:_ NameI,-:liana Ramirez [I 13 11 Commission Requested' go Use this space to list your goals and objectives and why you feel YOU should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. The education and experience through my current employment have provided me with insight and knowledge that the city Council and residents Of Baldwin park will benefit through my appointment into the C01nmission- I am -representative of the community and . can represent the majority of residents within the city. I am a homeowner, a divorced, single-pa-rent household, raising two daughte'r- I have experience working with the community and with individuals ranging from community advocates, to community and, faith based organizations, and I also have experience working with public service agencies. some,of the projects that I have worked on through my current assignment are American Recovery and Re-investment Act 2009, Transitional Subsidized Employment for Youth in GROW Program, Homelessness Prevention and Rapid Re-Housing Program for Transitional Age youth in . GROW program and recently assisted impacted GROW Programs as a result the restructuring of the General Relief Program. Baldwin Park needs individuals with this experience at the forefront of their city's decision-making. Date: q *IL[-- i nature Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application a . nd Statement of Qualification will be kept on file for tw 0 (2) years. During this time, should a a S. Dur 1 vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment, will invalidate this application. - 'PERSONAL INFO ON t�N:.. :: Name J I Residence Address. a _ Length of time at this Address: 'E-mail address: — -- Kome.Phone Nc _ Cell/Message Phone No,— .dire you 18.yeais of age or:old ® -_:ire you registered fo vote in the City of Baldwin Paik ?_ Do you "currently serve as an elected or apppinted official for any board and /or agency within the City of Baldwin Perk? If yes, name of agency and p.ositio." EDUCATION: I Circle Highest grade you completed: 1.- 3 4 6.6 7 8 9.10 11 12 High School Graduate? G.E•D•? gain_ a and Location of College or University : Course of Stud De ree EMPLOYMENT INFORMATION 1 EX0ERI5."NCE: .aavt and AririrP�_q n¢ Fmnlover(s) Position Title ates�ryof Employment ®2:` REFERENCES' Please . provide the names of two (@) persons,, who.are not City of Baldwin Park Elected or Appointed Officials and who `can' comment on your capabilities 'and character: '. . _ A 4,1,o � � Phone -No- _ Uam e - f IMPORTANT: Read the following carefully aind answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits: a A BEEN CONVICT -ED OF A FELONY ORWISDEMEANOR. OTHER THAN MINOR TRAFFIC VIOLATION?, . HAVE YOU EVER If yes, Please list all offenses; date and place of ofiense(s), and sentenc®Ifine rece(ved: ACkf4DWLEDGEMENT /CERTIFICA°rt®Nt 'I understand that upon filing, this application becomes a public record. I certify . under penalty of perjury under the laws of the State of California that the foregoing yy is true and correct. a . 1. piana .ture 1� ��� t _ _ No �� ISts $'011 V2ClflCatlon: ❑ Ye ©_No 5 ft Residency va�iiacati ®n: ❑ . Ves ❑ No . Date �g . E Residency verification: ❑ Yes ❑ No Date: Appointmeni ate: ,r, ,- °a I w Terns expires: M 'zr-.. IJ{ AT. 11w4P• ry q, !Nov P'':. 2012 5.19PM LIfETOUCH NSS 16265)77061 P.2 Name Commission Requested:_ `�aA o Q iVI Wrni . .. . I. ■ ignatur Notice: Please be advised that you and your gualrfications may be discussed by the City Council at an open This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy .occur in. the commission for which your have requested consideration of appointment, your application Mil be inekrded it? the pool of applicants provided however, that you subrrrit current proof of residency at,the time of-said, recrultnieit. Failure to, provide current proof of residency with each recruitment, will invalidate this application. A$ Se df --..e c8 ®I fr[r Srldlr r:9 rc seer cu scar - PERSONAL INFORMATION: Name CSCak 'J 0S Residence Address - Length of time at this Address:;? % 2.S E -mail address: Horne Phone No. m Cell /Message Phone N. �j S Are you 18 years of age or older? �"�' Are you registered to vote in the City of Baldwin Park? —*s Do you currently serve as an elected or appointed official for any board and /or agency within the City of Baldwin Park? /010 If yes, name of agency and position: EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? 116-3 G.E.D.? Name and Location of Colle e or University Course of Study Degree 1s7` EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Em to er s Position Title Dates of Employment :_ n", ' F,' s' ti, the of two ( @) who are not City of Baldwin Park Elected or Appointed Officials and REFERENCES: Please provide names persons, '3 can comment on your capabilities and character. Name k 80,E S Address Phone No. _ IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. OTHER THAN A MINOR TRAFFIC VIOLATION? HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR If yes, Please list all offenses, date and place of offense(s), and sentence /fine received: ACKNOWLEDGEMENT /CERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under p alty of perjury under the la of the State of California that the foregoing is tru nd c rrec Date Signature Do Not Write Below this Line - For City Use Only Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date:_ Appointment. date: Residency verification: ❑ Yes ❑ No Date: Term expires: Name Commission Requested:/T'v 42-5 — -z-;O /j'?, Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. A Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment, will invalidate this application. PLEASE ATTACH A - F BALDWIN PARK CURRENT COPY OF APPLICATION FOR CITY COMMISSION A UTILITY BILL AND And A COPY OF YOUR `:. r E 1F i T! `a _ STATEMENT s r O F ' PHOTO ID I a, APPLICATION IS FOR THE FOLLOWING COMMISSION: (A separate application is required for each commission) PERSONAL INFORMATION: t Afl a Residence Address Length of time at this Address: t (S E -mail address:= - Home Phone No.- Cell /Message Phone No._ -- — Are you 18 years of age or older? Are you registered to vote in the City of Baldwin Park ?__,� _ Do you currently serve as an elected or appointed official for any board and /or agency within the City of Baldwin Park? . if yes, name of agency and position: EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 High School Graduate? L G.E.D.? EMPLOYMENT INFORMATION I EXPERIENCE: Name and Address. i REFERENCES: Please provide the names of two ( @) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Address i Phone 0. — Nanip, y � Each cacc; Ic IMPORTANT: Read tt e'ioiiowng care uiiy and answer compieteiy. i conviction is not an automatic bar t0 appvii +t ici considered on its individual merits. _ HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? If yes, Please list all offenses, date and place of offense(s), and sentence /fine received: ACKNOWLEDGEMENT /CERTIFICATION: n becomes a public record. I certify I understand that upon filing, this applicatio under penalty of perjury under the laws of the state of California that the foregoing is true and cor act. Signature Date Do Not Write Below this Line - For City Use O 1 vu Residency verification: ❑Yes El Date: Voter Regis atio Verification: El Yes KI No' Residency verification: ❑ Yes ❑ No Date: Appointinen date ,�1( s� �) I i Residency verification: ❑ Yes ❑ No Dater Term expires - y Commission Requested: 90 e I " L — �) Nam --b" t L/ STATEMENT OF QUALIFLC_ATIONS: Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. 1-3 (-A, I V IJ'Lug W Cut zo Date: VJ,2 sc)'��' '( � V rc -(H- e ;S T( vL U tltal� Signature 1- � Oen+ i n is 1:5 �cmv Pe-arvie, 5, Ve Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years, During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of sad recruitment. Failure to provide current proof of residency with each recruitment, will invalidate this application. PLEASE ATTACH A CITY OF BALDWIN PARK CURRENT COPY OF APPLICATION FOR CITE' COMMISSION A UTILITY 14ILL AND And A COPY OF YOUR PHOTO ID STATEMENT OF QUALIFICATIONS APPLICATION IS FOR THE FOLLOWING COMMISSION: -- A separate application is required for each commission PERSONAL INFORMATION: Name Residence Address_ __ Length of time at this Address. �E-mail addres Home Phone No._ Cell /Message Phone No. Are you 18 years of age or older? _''" Are you registered to vote in the City of Baldwin Park ?______._ Do you currently serve as an elected or appointed o cial for any board and /or agency within the City of Baldwin Park? If yes, name of agency and position: Q, EDUCATION: "` � Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 dHigh School Graduate? G.E.D.. Name and Location of Colle e or Univ sue:ersit Course of Stud De ree ,. EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Emolover s Position Title Dates of Employ ment `'°' > -+ F afar C; q'3 r,iTM� a »C REFERENCES: Please provide the names of two ( @) persons, who are not City of Baldwin Park Elected or Appointed Ofials anPP can comment on your capabilities and character. to > € °s t a Name ___ Address one IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case`s considered on its individual merits. P ,oq ,4�. �� a,e4,a In,; —' HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MiSvEMEANIOR O T HER T r ANI A MANN OR Tl�f• F C m6d '_A � ' If yes, Please list all offenses, date and place of offense(s), and sentence /fine received: via ACKNOWLEDGEMENT /CERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under penalty of pe jury under the laws of the state of California that the foregoing Jis true . d correct: ®ate signature o Noi Write.,Below ibis l_Ine For G Use" Qni Residency verification: El Yes El No Date: Voter Registration Verification: El Yes ❑ No Residency verification: ❑ Yes ❑ No Date: Appointment date: .__ F-1 , r _ _. Tarm exnires: Residency ventzcation: u x Cs u V Lu �• - NamIG Commission Requested: -� Date: I/jx� 1-�1'5 ature � Notice: Please bw advised that you and your qualifications ' be discussed bv the City Council atanopen This Application and Statement of Qualification will be kept onRm for two (2) years. D ' this time, should e vacancy occur /n the commission for which you have requested consideration ofappn/nbnont,ynurepplicabbn will »e included in the pool ofapp�can/o provided howevc�that you subm�cuDan/proof of residency at the bm m of said recruitment. Failure to provide currentp(nofofroo/dencymitheaohnacruitne0twilY/nvmlidahath/o application. lavnla� Staff requests that the City Council adopt Resolution 2013-017, authorizing participation in the development of a regional bicycle plan. 0 it Day One and Bike San Gabriel Valley, on behalf of the City of Baldwin Park and four other cities, submitted a grant application to the Los Angeles County Department of Public Health's HEAL (Healthy Eating Active Living) Program to develop a regional bike plan. Day One is a community-based non-profit organization with 25-years of experience in providing public health education, intervention, and policy development to communities in the Los Angeles area. Bike San Gabriel Valley is a bicycle advocacy group. The four other participating cities are El Monte, La Puente Monterey Park, and San Gabriel. WMM The grant application was successful in securing $475,000 to carry out a forty-month multi-jurisdictional initiative that will result in: • A Regional Bicycle Master Plan for the five San Gabriel Valley communities, and; • A Youth-focused Bike Cooperative to provide youth and low income residents a space to repair and maintain bicycles at low cost, as well as learn how to perform basic bicycle maintenance. The City of Baldwin Park does not have a Bicycle Master Plan. The development of the Regional Bicycle Master Plan will include a City specific master plan. The County Department of Public Health requires that each participating city adopt a resolution stipulating its responsibilities to the project. The City is required to assign Adoption of Resolution 2013-017 — Regional Bicycle Plan Page 2 of2 June 19, 2013 staff to work on the plan and a City Council member to sit on the Blue Ribbon Committee to provide input. At this time there is no known fiscal impact to the City, however the grant requires participation by City staff in the review of the master plan, and in community outreach. The HEAL grant does not require local matching funds. Staff recommends that City Council appoint Council Member to serve on a Blue Ribbon Committee and adopt the Resolution to participate in the HEAL Bike Plan project. WIIIIEKMIJ� 1. Resolution No. 2013-017 The City Council of the City of Baldwin Park does hereby resolve as follows: SECTION 1. The City Council finds and declares as follows: A. The City of Baldwin Park is a partner to Day One which was awarded a Healthy Eating Active Living ("HEAL") grant from the Los Angeles County Department of Public Health ("DPH") through the Center for Disease Control and Prevention ("CDC"), Community Transformation Grant (-.CTG") for the development of the San Gabriel Valley Regional Bicycle Master Plan Project; and B. The City supports the San Gabriel Valley Regional Bicycle Master Plan Project. Whose goals are to promote bicycling as a means to decrease childhood and adult obesity resulting from lack of physical activity, and to create a Bicycle Master Plan that leads to an accessible bicycle network connecting the San Gabriel Valley cities of Baldwin Park, El Monte, La Puente, Monterey Park, and San Gabriel to each other and to greater Los Angeles County for the general benefit of all county residents. SECTION 2. The City Council endorses the San Gabriel Valley Regional Bicycle Master Plan Project. SECTION 3. The Chief Executive Officer, or designee, is authorized to provide a staff liaison to accomplish all tasks for which the City is involved including: • Introduce the BikeSGV Initiative Coordinator (Program Manager) to key city staff. • Participate in and host jurisdiction wide community meetings and city hearings. • Draft and/or review council memos, documents and code, assist with navigating the City approval process. • Review, give direction, and provide feedback on draft documents in a timely fashion. • Assist on bicycle and pedestrian counts and field surveys of bicycle users. Participate in and help convene a Technical Advisory Committee with staff from each if the participating cities. SECTION 4. The Chief Executive Officer, or designee is authorized to establish an internal city work group with members of key departments to develop and review the San Gabriel Valley Regional Master Plan policies and programs. SECTION 5. City Councilmember , is appointed to serve on a Blue Ribbon Committee to provide input on the development of the San Gabriel Valley Regional Bicycle Master Plan. TA, v I A, WA ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES SS: CITY OF BALDWIN PARK I 1, Alejandra Avila, City Clerk of the City of Baldwin Park do hereby certify that the foregoing Resolution No. 2013-017 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on June 19, 2013 and that the same was adopted by the following vote to wit: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: IAMWIV1121110?i "ATA"A CITY CL1 RK " JU f 111fl-11"fu. BRL) IN P � A - R- K Im 2:19IT3 0 AW Honorable Mayor and Members of the City Council Amy L. Harbin, AICP, City Plan- 017MM*4 AIVA001111H I'll WARRM Niry SUBJECT: Review of Planning Commission applicants and consideration of appointments and/or reappointments to fill the June 2012 scheduled vacancies This report requests that the City Council appoint new applicants or reappoint incumbent Commissioners to the Planning Commission offices which expired on June 30, 2012. The following Planning Commission terms expired on June 30, 2012: Office #3 Ralph Galvan Office #4 Natalie Ybarra Office #5 Angela Alvarado— resigned January, 2013 Pursuant to Section 32.03 of the City's Municipal Code, current Commissioners Galvan and Ybarra have continued in office, however, Commissioner Alvarado resigned in January of this year as a result of her marriage and the relocation of her residence out of the City limits. A notice inviting Planning Commission applications was published in the Baldwin Park NOW, Spring and Summer editions, and posted on the City's website. Although there was a deadline of April 25, 2013, staff has been accepting applications on an on-going basis and encouraging any interested applicant to apply. Incumbent Commissioners were verbally notified by the City Planner on several occasions of their term expiration. Previous two-year applicants are included with this report. Absence record information for the current Planning Commissioners is included with Attachment #2 and includes calendar year 2012 to May 2013. Planning Commission Application Consideration June 19, 2013 Pacie 2 The table below identifies the incumbent applicants who reapplied and the new applicants. TABLE #1 THREE OPEN SEATS OFFICES 3, 4, & 5 INCUMBENT APPLICANTS NEW APPLICANTS Natalie Ybarra Edith Flores Gustavo Huizar 7�-• " j �jj, �g,, �SL Staff recommends City Council to review all Commission applications, take nominations and adopt Resolution No. 2013-018 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING INDIVIDUALS TO THE PLANNING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NUMBERS 3, 4, & 5. ATTACHMENTS #1, Resolution 2013-018 #2, Planning Commission Applications and Absence Report C:\Amy\AMY\WORD\Reports\Council Reports\PC Appointments June 2013.doc FAV tfAT C:\Amy\AMY\WORD \Reports \Council Reports \PC Appointments June 2013.doc 11204=01M I I I Lei 12 1 I A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING INDIVIDUALS TO THE PLANNING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NUMBERS. 3, 4, & 5 WHEREAS, the Planning Commission consists of five (5) members and members are appointed to a two-year term on a staggered basis; and WHEREAS, Planning Commissioners Ralph Galvan, Natalie Ybarra, and Angela Alvarado, in Office numbers 3, 4, & 5 expired on June 130, 2012; and WHEREAS, a public Notice of Vacancy posted on the marquees at Morgan Park, posted on the City's website and also included in the Baldwin Park NOW Spring and Summer 2013 editions. The deadline for submission was April 25, 2013, however staff has been accepting applications on an on-going basis; and WHEREAS, the City Council desires to fill the scheduled vacancy of Office Numbers 3, 4, & 5, and WHEREAS, in accordance with Baldwin Park Municipal Code Section 32.67, appointments to Office Numbers 3, 4, & 5 is made and entered onto this resolution for a terms expiring in accordance to the respective term for each office. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK HEREBY RESOLVES AS FOLLOWS: Section 1. On June 19, 2013, the following named persons were appointed as members of Office Numbers 3, 4, & 5 and such appointees shall hold office at the pleasure of the City Council and serve for the term as follows: OFFICE NUMBER COMMISSIONER TERM ENDING 1 David Muse June 30, 2013 2 Geroge (Jorge) Silva June 30, 2013 3 June 30, 2014 4 June 30, 2014 5 June 30, 2014 Section 2. That the City Clerk shall certify to the adoption of this Resolution and forward a copy to this resolution to all appointees and to the Planning Commission Secretary. Resolution No. 2013-018 Page 2 1310111lizu"Iff I � ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES ss. CITY OF BALDWIN PARK I 1, ALEJANDRA AVILA, City Clerk of the City of Baldwin Park, do hereby certify that the foregoing resolution was duly and regularly approved and adopted by the City Council of the City of Baldwin Park at a regular meeting of the City Council held on June 19, 2013 by the following vote.- AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: II&IMIJUIA1 jl- A 9 lwflwmfflx��� r C:\Amy\AMY\WORD \Reports \Council Reports\PC Appointments June 2013.doc •, it D! o .`r • � � �' 1 --V PLEASE ATTACH A CITY OF BALDWIN PARK CURRENT COPY OF APR 25 2 3 A UTILITY BILL AND APPLICATION FOR CITY COMMISSION A COPY OF YOUR And N RA - R K tv C PHOTO ID STATEMENT OF QUALIFICATIONS r-01 7H -44"PiTY7 APPLICATION IS - FOR THE FOLLOWING COMMISSION: anIll t9q (Omrnif'�io h 1A ---1-4. ;� '4 'F- - 1, F�� I I- M RECEIVE11. PERSONAL INFORMATION: Name kawe- Wo Ybara l .2 Residence Address Length of time at this Address: ,mail address: my-DE-a-AiD —0jl N PA I rLERK'S DEPART&I Home Phone No. -N A Cell/Message Phone No. Are you 18 years of age or older? ......--Are you registered to vote in the City of Baldwin Park? Do you currently serve as an elected or appointed official for any boelrd and/or agency within the City of Baldwin Park? If yes, name of agency and position: & r7i na fornrni,(ciai.. EDUCATION: j Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 0 High School Graduate? VeS G.E,D.? AJO Name and Location of College or.Universitv Course of Study . ... ... Degree p 0� of pv yo (AT) 01064 Yhyfro I' oe EoUology 096WIV of AY9S EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Emplover(s) Position Title Dates of Employment porvey ffluad (fi/*, vpyv/;q )%* 00kit Are juts 7wl- praept W pjaTj pv,4, [1�FWrUyll CAqj,Tjj REFERENCES: Please provide the names of two persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address Phone No. We, w1joll- zVolum mq� 44 —7 WOW thlcdrrl� *Oena , yi IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? RID If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT/CERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under penalt perjury under the laws of the State of California that the foregoing is true a Date UO NOtwnie below inis L%pe-,rtit uny t--- - --y Residency verification: ❑ Yes E]No Date: Voter Registration Verification: ❑ Yes 1:1 No Residency verification: ❑ Yes ❑ No Date: Appointment date: Residencv verification: ❑ Yes ❑ No Date: Term expires: 11 K :-NT lm� Since my appointment to the Baldwin Park Planning Commission in March of 2011, I've diligently served the residents of Baldwin Park in addressing the community's various economic, transportation and housing needs. In addition to reviewing & assessing several conditional use permits and other requests, I'm proud to have taken part in updating and maintaining Baldwin Park's Zoning Code & General Plan. Throughout my term, I've made every effort to represent Baldwin Park residents & have given careful consideration to making informed decisions aimed to positively impact our community. Biographically, I am a life-long resident of Baldwin Park. Before traveling ?cross the country to earn my Bachelor's degree in Sociology (at Columbia • ii NRIMTC 11 projects and events in Baldwin Park. My familiarity and genuine conce for Baldwin Park's continued development, coupled with my I professionalism, dedication and experience make me most qualified to continue serving the City of Baldwin Park as a Planning Commissioner. I look forward to working collaboratively with other city commissioners, fellow residents, staff and elected officials to support and promote decision +0411V - 203 IlL PLEASE ATTACH _A CURRENT COPY OF A UTILITY BILL AND .A COPY OF YOUR PHOTO ID A- CITY OF BALDWIN PARK APPLICATION FOR CITY COMMISSION And fV1AY 2 3 Z,013 STATEMENT OF QUALIFICATIONS APPLICATION IS FOR THE FOLLOWING COMMISSION: (A sanaratg annlication is recrtfirpd for Panh rnimmis.qinn) PERSONAL INFORMATION: Name s Residence Address - Length of time at this Address E-mail address: Home Phone No. Cell/Message Phone No, Are you 18 years of age or older? Are you registered to vote in the City of Baldwin Park? y S Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? If yes, name of agency and position-. EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11(12-' High School Graduate? G-E-D,? Name and Location of College or University Course of Stud Be gree CAC- S-rt:�76 LOS Term cKpires: EMPLOYMENT INFORMATION I EXPERIENCE: Name and Address of Emplover(s) Position Title Dates of Employment LIP-, 1-Y'D 0 S (5 Cog Sw-vk li�l� 0 CC )3 -, U L 6t REFERENCES. Please provide the names of two persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address Phone No CP, UPk (1-4 Lk LA rz- I IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? �J Q If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT/CERTWICATION: I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct, Date Signature Do Not.Wri -Below ibis Line -For 3ty U , ly he C se'�On Residency verification: Yes El No Date: Voter Registration Verification: Yes —i No Residency verification : Yes 0 No Date: Appointment date: I Residency verification: ❑ Yes No Date: Term cKpires: Name e-D 1—rl+ T:7LDrZ!E7-s Commission Requested: PL4� %,AP6t Cq ,K%- kk JcJQ Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. .�S� L� 01�1-' -'DE7 C- e'7 t's' -1-0 J iks A -To at:'wALcytFLe 2LJkc C) , 14cs - -,R,K Date: 5ZI Signature Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment Failure to provide current proof of residency with each recruitment will invalidate this application, RECEIVED PLEASE ATTACH A CITY OF BALD IN PARK CURRENT COPY OF A UTILITY BILL AND APPLICATION FOR CITY COMMISSION APR 3 0 20113 A COPY OF YOUR And PHOTO ID STATEMENT OF QUALIFICATIONS CITY OF BALDWIN PARK ul I Y CLERK'S DEPARTWE1\1 1 APPLICATION IS FOR THE FOLLOWING COMMISSION: t. P C�m (�_i 0-VI (A separate application is required for each commission) PERSONAL INFORMATION: Guskavq Name Residence Address Length of time at this Address: VC> E-mail address: -7- T Home Phone No. Cell/Message Are you 18 years of age or older? Y Are you registered to vote in the City of Baldwin Park? ' Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? Nt 0 If yes, name of agency and position: EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? G.E.D.? Name and Location of College or University Course of Study Degree ca\ (-,A A JJ CA Socio,\ aJ —sccxe A; EMPLOYMENT INFORMATION / EXPERIENCE: Name and Address of Employer(s) Position Title Dates of Employment fey - S--o"'kxA ED Ackfqv,�3�6jc Ay,,,� �o N_ 4 o, AA '�^-� v, n Yi u j}- Kay io REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. Name Address Phone No. Rose- —ko' NAYmN IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. t HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? NO If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT/CERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct. 0 C- Z3 0 Date Signature Do Not Write Below this Line - For City Use Ohl�- Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date: Appointment date: Residency verification: ❑ Yes ❑ No Date:--- Term expires: Statement of Qualifications I envision a future for the City of Baldwin Park with an improved general wellbeing for City residents, businesses and property owners. My goal is to actively pursue economic development to enrich and diversify the City's economic base by using the City's land in the community's best interest. I believe that I should be appointed to the Planning Commission because I have actively been a servant to my community. I first began my service at the age of fifteen when I started the Summer Youth program with the Esther Snyder Community Center where I worked in the City's game room and also helped with City events. I was also a walk-on coach for the Baldwin Park High School Wrestling program for two years. Currently, I am a Finance Intern for City of Baldwin Park. As the Finance Intern I am responsible for a variety of administrative and clerical duties in support of the Finance Department that include but are not limited to data entry, verification of statistical and financial data, assistance in the maintenance of records, compose and prepare a variety of correspondence forms and assist with support activities. I would love to continue my passion by joining the Planning Commission and it would be an honor to be involved in the City's future. gr4 LAUMA - 0 :9041 ifti W U z Q O z W F- F- Q z 0 U) _N O U z E z Q J a a N Q W Q z W J d U m 0 MLo Lo Lo cu co CU w - cu C) ca 0 m • s • i �. 4 c cn _ rn rn rn rn rn ca 0 c N O N O (D Q r-- 0') r— rn rn 0 > > >_ > 0 ch � =� QC`s :1 U)> as c M M m QD�0C7Z. im lursTo =*. '*IM41iFTrAF.rar*I_'. I =*q I kvi "M I MI IZI FROM: Vijay Singhal, Chief Executive Officer Marc Castagnola, AICP, Community Develop ent n Joe Pannone, City Attorney IATE: June 19, 2013 SUBJECT: Consideration of an Affordable Housing Agreement with ROEM Development Corporation for a Proposed Transit-Oriented Mixed-Use Development Project between Ramona Blvd and the Baldwin Park Civic Center To consider an Affordable Housing Agreement ("Agreement") between the City of Baldwin Park, the Successor Agency of the City of Baldwin Park and the ROEM Development Corporation ("Developer"). This proposed Agreement is for a potential transit-oriented mixed-use development between Ramona Blvd to the north and the Baldwin Park Civic Center to the south. The project would consists of approximately 72 affordable residential rental units of varying size (1- to 3-bedroom units), approximately 6,000 sq. ft. of commercial space along Ramona Blvd, a public open plaza and a community room of approximately 3,600 sq. ft. to serve the project residents. About 43 parking spaces would be available for the commercial component along Ramona Blvd and between 72 and 107 parking spaces for the residential units would be located in the newly constructed transit center parking structure. The City has attempted several times to develop this property following withdraw of the Bisno Company (2008). The City approved an Exclusive Negotiation Agreement (ENA) with the Olson Company in 2009-2010, and then the Agency staff discussed potential projects with several architects and developers and entertained preliminary negotiations with SPC and The Bedford Group in 2010-2011. However, because of the difficult configuration of the site, limited space due to the immediate adjacency of two privately held commercial properties that could not be acquired, the lack of parking, and the necessity of substantial subsidies, these potential projects did not materialize. ROEM — AHA June. 19,2013 Page 2 of 9 ROEM Development Corporation ROEM Development Corporation is a full service development and construction organization specializing in acquisition, planning, financing, new construction, renovation, and asset management of affordable housing for families and seniors throughout California for over 30 years. As a model developer and proven industry leader in the production of affordable housing, ROEM maintains its commitment to providing high quality housing through its collaboration with the public and private sectors Since 2011, staff has been working with ROEM Development Corp. In 2012, the project suffered serious set back and delays due to the elimination of Redevelopment. However, ROEM and staff continued to work to develop the project. The ROEM Development Corporation is proposing to develop an affordable housing transit-oriented mixed use project on city property immediately adjacent to the transit center parking structure and Ramona Blvd. The project would consolidate a series of small parcels currently occupied by the Police Department as a parking lot (the Police vehicles are intended to be relocated on the ground floor of the public parking structure). The combination of all the small parcels owned by the Successor Agency is sufficient to accommodate a multi story mixed used project. The City Council approved an Exclusive Negotiation Agreement (ENA) with ROEM Corp. in September 2012 with an extension in March 2013. Since a portion of the subject property is currently owned by the Successor Agency of the City of Baldwin Park to the Dissolved Community Development Commission, any potential transfer of that ownership would have to be approved by the Oversight Board and then by State of California Department of Finance. Subject Parcels: 8554-001-900 ............................................ Northern portion only 8554-001-901 ............................................ 7,500 SF 8554-001-904 ............................................ 7,500 SF 8554-001-907 ............................................ 7,500 SF 8554-001-910 ................................. .......... 7,200 SF 8554-001-911 ..................... .......................Northern portion only Parking frontage along Ramona Blvd ........ ±5,000 SF Total....................................... .................. ±1.3 Acres In the future, it is anticipated a second phase may include a couple of privately owned parcels at the corner of Ramona Blvd and Pacific Ave. However those parcels are not a part of this proposed project. A) The Project Based on the most recent information provided by the developer, the proposal is for the construction of two multi-story structures, one 3-storey building along ROEM — AHA June. 19,2013 Page 3 of 9 Ramona transitioning to a second building 4-storey tall toward the parking structure combining 72 residential units of various size as follows: Unit Type % of Units # of Units Net Unit Size 1 Bed / 1 Bath 50% 36 553 sq. ft. 2 Bed / 2 Bath 18% 13 809 sq. ft. 3 Bed / 2 Bath 31% = 22 960 sq. ft. 2 Bed / 2 Bath — Manager Unit 1% 1 809 sq. ft. Total 100% 72 The project would provide affordability to a mix of income level as follows: Income Level % of Units # of Units Very-Low Income Units 11% 8 Low Income Units 25% 18 Moderate Income Units 63% 45 Unrestricted - Manager Unit 1% 1 Total 100% 72 In addition, the project would also provide public and private open space. A public plaza would be adjacent to Ramona Blvd and the commercial spaces leading to the Civic Center, and a private courtyard central to the structure would serve the project residents including seating and barbeque stations. Other project amenities for the residents include common room with kitchen, media and library, and a tech center with computers for teaching classes. B) Method of Financing The City of Baldwin Park and its Housing Authority, and the Successor Agency of the City of Baldwin Park would utilize restricted housing funds and restricted real estates to subsidize this project. No General Funds will be expended to pursue implementation of this project. The proposed expenditures levels are necessary to achieve a tie-breaker score sufficient enough for the developer to access approximately $12.23 M. in tax credits on a state competitive basis. 1. The City Contribution: City's contribution will be made in the form of disbursement of HOME funds, deferred fees, loans and parking as follows: Development Needs Method Amount Land Acquisition City Loan $2,000,000 Impact Fees Deferred Fees $720,000 Construction HOME Funds $1,900,000 Parking (72 — 107) Fee/Loan ($18,839 x 107) $2,02,000 Loan Interests Simple Interests $119,000 Total To date, the land value the land appraised necessary for the $6,759,000 is estimated at about $29/sq. ft., similar to the value of for the acquisition of a portion of the Verizon site construction of the Transit Center parking structure. ROEM — AHA June. 19,2013 Page 4 of 9 However, this appraisal was not updated in consideration of this project. A formal appraisal will be conducted prior the finalization of the sale. Parking contribution to the project would be as follows: a. 43 surface parking spaces are located along Ramona Blvd to support the commercial component of the project. The cost of these spaces is included in the purchase price of the land that the developer would acquire from the City; and, b. Between 72 and up to a maximum of 107 parking spaces are located in the newly built transit center parking structure to support the residential component of the project. The cost of these spaces is estimated at about $18,839 per spaces. The estimated maximum amount based on 107 spaces is about $2,02 M. and would be considered an impact fee to the City and would be structured as a loan. Again, a formal appraisal will take place prior to finalizing the cost of parking. 2. The Developer Contribution The developer intends to submit for a 9% tax credit application in order to finance the project. Total developer contribution breakdown is as follows: Development Needs Method Amount Capital Investment Conventional' Loan $4,352,000 Construction Loan Tax Credit — 9% $12,225,000 Other Costs Lease Up Income $211,000 Deferred Developer Fees $94,000 Total $16,882,000 3. Third Party Evaluation: The developer financial pro-forma was submitted to and evaluated by Keyser Marston Associates (KMA). KMA performed a financial gap analysis to substantiate the City's contribution to this project based on the total development cost as follows: Financial Gap Amount Total Development Cost (KMA Estimate) $22,592,000 (Less) Total Available Funding Sources ($16,882,000) Financial Gap $5,710,000 KMA has identified a financial gap of approximately $5.71 M. However, when considering the early stages of planning, the volatility of the financial market and contingency allowance, KMA conclusion and recommendation is as follows: • The maximum City assistance shall not exceed $6.76 M. • City assistance shall be funded in the following hierarchical order: i. $1.9 M. HOME loan ii. $2.0 M. City loan for land acquisition ROEM — AHA June. 19, 2013 Page 5 of 9 iii. Up to $2.02 M. parking impact fee converted to loan iv. Up to $720,000 entitlement impact fee converted to loan V. Loan interest (2% simple interest) deferred and added to loan balance The complete financial gap analysis is included in attachment to this staff report. C) Project Major Milestones /Schedule Because this project is dependent of tax credits allocation for its financial structure, a time line of major milestones has been established. Request for tax credit can only be submitted twice a year to the California Tax Credit Allocation Committee (TCAC) for funding on a competitive basis. Therefore, it is critical that the City's and Developer's funding structure achieve a maximum score to receive an allocation. The current proposal meets this level of competitiveness. Further, because there are only two rounds of tax credit allocation per year, it is also critical to finalize the entitlement process prior to the first round of submission. Failure to successfully submit an application may cause serious delays that may affect the project funding structure due to the volatility of construction costs and unpredictability of availability of funding in future submission. At this point in time, staff estimates the entitlement process to take approximately 6 months. However, due to the end of year holiday period, staff estimates the entitlement process to be concluded by February 2014. This entitlement process includes a required environment review of impact per CEQA regulations and may include Density Bonus, Variances, and /or a Specific Plan. A critical time line of major milestone is as follows: Actions Time Frame Affordable Housing Agreement Approval June 19, 2013 Possible extension (with approval) August 31, 2016 Entitlement Process July 2013 — February 2014 Design Review Environmental Analysis (CEQA) Planning Commission City Council (as applicable) 1 st Round of Tax Credit Allocation March 2014 — Award July 2014 2� Round of Tax Credit Allocation July 2014 — Award October 2014 Construction Document If successful 1" round September 2014 — November 2104 If successful 2nd round November 2014 — February 2015 Construction start If successful 1 St round December 2014 If successful 2nd round March 2015 ROEM — AHA June. 19,2013 Page 6 of 9 1. Approval Limits: Approval of the subject Agreement does not necessarily constitutes approval of the entitlements for this project. In considering approval of this Affordable Housing Agreement, the City Council only approves its intent to subsidize this project and consent to this project subject to a successful entitlement review. There is no adverse fiscal impact to the General Fund. However, when the project is built, the General Fund will received $300,000 to $350,000 in combined permits fees. Staff is recommending the City Council and Successor Agency approve the proposed Affordable Housing Agreement with ROEM Development Corporation and authorize the Mayor to execute the Agreement after final review by the City Attorney. Attachments: 1. Affordable Housing Agreement — DRAFT pending final review by City Attorney 2. Keyser Marston Associate — Financial gap Analysis 3. Project Concept • • 1:=, � r mie a MI. I I a] MA a I El v "$I wo Ml .13 1 m l* by OF BALD IN PARK, D ollff-Ml IRLOn Ul a Il' I BENI M]l MR n WAS 100 OR R Uld KllMivjllhMlr4Tl-j�l �M TABLE OF CONTENTS Article 1 — Subject of Agreement ........................... .................:............. ...........................Page 1 Article2 — Financing .............................................. ............................... ...........................Page 10 Article 3 — Construction ........ ............................... ............................... ...........................Page 14 Article 4 — Use of the Property ................... ........ .............................. ...........................Page 20 Article 5 — Defaults, Remedies and Termination . ................. ............. ...........................Page 23 Article 6 — General Provisions .......................... ............................... ...........................Page 26 Article 7 — Entire Agreement, Waivers and Amendments ..............I.. ... ...........................Page 28 Article 8 — Time for Acceptance of Agreement by City; Date of Agreement ....................Page 29 NO. ATTACHMENT NO.2 ATTACHMENT NO.3 ATTACHMENT NO. 4 ATTACHMENT NO. 5 ATTACHMENT NO. 6 ATTACHMENT NO. 7 ATTACHMENT NO. 8 ATTACHMENT NO. 9 t Budget d of Financing mnt;Containing Covenants and Regulatory Agreement >nmental Indemnity ssory Note Deed i AFFORDABLE HOUSING AGREEMENT This Affordable Housing Agreement (this "Agreement ") made and entered into by and among the City of Baldwin Park, a municipal corporation (the "City "), the Successor Agency of the City of Baldwin Park, a pubic body, corporate and politic (the "Agency "), and Roem Development Corporation, a California corporation (the "Developer "), The Agency and the Developer hereby covenant and agree as follows: ARTICLE 1 SUBJECT OF AGREEMENT 1.1 Purpose of Agreement 1.1.1 The purpose of thh designed and constructed, mixed -use residential rental units, including one "Residential Component'), a commercia thousand twenty -five (6,025) square feet community room of approximately three "Community Room "), forty -three (43) 1 Parking "), parking spaces in the City's T site imbrovements (the "Proieet'), all of be located on certain t the "Property" or the' Very Low Low- and 1.1.2 and Urban D State of Calif of strengthen with primary the City. 1" (i Agreement is to provide for development of a high - quality )roject consisting of approximately seventy -two (72) )edro6i , ;two- bedroom and three - bedroom units (the space fronting' on Ramona Boulevard of approximately six ,f gross building area ( "GBA ") (the "Commercial Area "), a housand six hundred forty (3,640) square feet of GBA (the irking spaces for the commercial use (the "Commercial usit Center Parking Structure and associated on- and off- ich is hick (except the Transit Center Parking Structure) are to currently owned by the Agency and referred to herein as ). The Project shall provide affordable rental housing for �)useholds (as defined below). One unit shall be used by a ie City has received funding from the United States Department of Housing ("HUD") pursuant to the "HOME Program" (defined below) through the tment o f Housing and Community Development ("HCD ") for the purposes rivate partnerships to provide decent, safe, sanitary, and affordable housing, for sale housing for Very Low -, Low- and Moderate - Income Households in 1.1.3 The Developer (i) will purchase the Property from the Agency, (ii) desires to construct the Project, (iii) will assure the long -term availability of affordable housing on the Property through the Restricted Units, (iv) will provide for the maintenance of eleven (11) of the Restricted Units in accordance with all provisions applicable to the use of the HOME Program, and (v) will assure the proper maintenance, management, and operation of the Property and the Project in accordance with the terms and conditions of this Agreement. 1.1.4 By this Agreement, and subject to the terms and conditions herein, and in accordance with the HOME Program, the City desires to grant to the Developer the sum of One Million Eight Hundred Forty -three Thousand Dollars ($1,843,00.00), or as much thereof as is -1- disbursed in accordance with this Agreement, in accordance with Section 2.5.6, to assist with the financing of eleven (I1) of the Restricted Units (the "City Grant "). In accordance with HUD requirements for the use of HOME funds, if five (5) units or greater are financed using the City Grant, then twenty percent (20 %) of those Restricted Units shall be for Very- Low - Income Households, whose income is equal to or less than fifty percent (50 %) of Area Median Income. Units constructed using HOME funds shall be designated as "Fixed" for the purposes of HUD funding, operating, and reporting purposes. 1.1.5 By this Agreement and subject to the terms and conditions herein, the City desires to loan to the Developer Two Million Thousand Dollars ($2,000,000.00), or as much thereof as is disbursed in accordance with this Agreements, in accordance with Section 2.5.8, to assist with the acquisition of the Property for the Project and construction costs related to the Restricted Units (the "City Loan "). 1.1.6 By this Agreement and subject to the terms and conditions herein, the City desires to provide additional funding for the Project by way of the Deferred Fees. Payment of the Deferred Fess shall be part of the Residual Receipts Ncte. 1. 1.7 The City and Developer have determined additional assistance for the Residential Component of the Project will be achieved by designating approximately seventy -two (72) parking spaces in the City's Transit Center Parking, Structure. The parties further understand (i) the number parking spaces needed for the Residential Component a y need. to be increased to up to one hundred seven (107), based on entitlement review and (ii) this Agreement does not create any express or implied commitment from the City to provide any of the additional parking spaces in the Parking Receipts housing o venter P,arking�'Structure or anywhere else. The value of the parking for the Residential nt shall be considered part of the funding for the Project. The City and Developer desire to an agreement to provide such parking as part of the Project asset forth herein (the "Project Lgreement "). Payment for the value of that parking shall also be part of the Residual This Agreement will assist in the implementation of the City's affordable 1.1.9 The Project provided pursuant to this Agreement and the fulfillment generally of this Agreement are in the vital and best interests of the City's community, and the health, safety and welfare of its residents, and in accord with the public purposes and provisions of applicable Federal, State and local laws and requirements. 1.2 Definitions "Agreement Containing Covenants and Regulatory Agreement" shall mean the Agreement Containing Covenants and Regulatory Agreement in substantially the form attached hereto as Attachment No. 6, between the Agency and the Developer, which shall be recorded prior to any disbursement of Agency Funding, as defined below. -2- "Area Median Income" shall mean the median income of the County of Los Angeles, as annually estimated by HUD pursuant to Section 8 of the United States Housing Act of 1937, adjusted for family size. "Certificate of Completion" shall mean the Agreement. "City Funding" shall mean the City's 1. 1.4) and the City Loan (as defined in Sectic the Schedule of Performance. "City Funding Documents" shall Agreement Containing HOME Program I Regulatory Agreement, the Promissory N "Chief Executive Officer" Unless otherwise provided herein be approved (or disapproved) by Agreement, may be approved (or IC Covenants and "Grant Closing" is described in Section 3.18 of this the City Grant (as defined in Section lance with this Agreement, including and include the following: this Agreement, the ments,;the Agreement Containing Covenants and the City's Chief Executive Officer or his /her designee. ie City otherwise notifies the Developer, any matter to r any action to be taken by the City pursuant to this J) or may be taken by the Chief Executive Officer. " shall mean the date of e point in time when the Agreement Containing in accordance with this Agreement. tion of the Agreement Containing Covenants ction Costs" shall mean that portion of the improvements and costs associated with Improvements to the Property in accordance with the Scope of Development. "Deferred Fees" shall mean the following development impact fees for the Project, parkland, General Plan, public art, flood control and traffic congestion management fees, which are estimated to be Seven Hundred Twenty Thousand Dollars ($720,000.00). The parties understand and agree, no the Deferred Fees shall not include any of the applicable entitlement processing or building permit fees. "Environmental Indemnity" shall mean the Environmental Indemnity, in substantially the form attached hereto as Attachment No. 7, to be dated as of the Closing Date, executed by The Developer in favor of the City and the Agency. "Exterior Maintenance Plan" shall mean the plan prepared by the Developer in accordance with Section 4.2 of this Agreement. "Grant Deed" shall mean the shall mean a grant deed, in substantially the form attached -3- hereto as Attachment No. 9, to be dated as of the Closing Date, and executed by the Developer and the City. "HOME- Assisted Units" shall mean the Restricted Units, which are subject to the HOME Program requirements. "HOME Program" means the HOME Investment Partnerships Act, 42 U.S.C. § 12701, etseq. and the implementing HOME Regulations as such nowexist and as may hereafter be amended. "HOME Regulations" means the implementing regulations of the HOME Program set forth at 24 Code of Federal Regulations ( "CFR ") § 92.1, et seq. as such now exist and as may hereafter be amended. "Improvements Costs" shall mean the total of costs, including but not limited to Construction Costs as set forth in the Project Budget, associated with Improvements. "Very Low -, Low- and Moderate- Income Households" shall mean, for purposes of this Agreement, persons and families whose income does not exceed the applicable Area Median Incomes, adjusted for family size appropriate for the unit. " shall mean the Method of Financing attached to this Agreement as Attachment N "Permitted Transfer" shall mean any Transfer that is approved by the City or expressly d by the terms of this Agreement per section 1.6.8, or the Agreement Containing Covenants "Project" or "Improvements" shall mean the mixed -use residential /commercial development consisting of the work described in the Scope of Development, including the HOME - Assisted Units, together with structures, improvements, equipment, fixtures and easements located on or used in connection with all such improvements and all functionally related and subordinate facilities to be provided by the Developer in connection with this Agreement. "Project Budget" shall mean the budget attached to this Agreement as Attachment No. 4, incorporated herein by this reference, which identifies the Developer's estimates as of the Closing Date of the Project, and the sources and uses of funds applicable thereto; provided, however, that the Project Budget is the Developer's best estimate based upon the information available to it as of the Closing Date. A final Project Budget shall be prepared by the Developer and submitted to the Chief Executive Officer in accordance with Section 2.1. "Project Costs" shall have the same meaning as the Improvement Costs. M "Promissory Note" shall mean the shall mean a promissory note, in substantially the form attached hereto as Attachment No. 8, to be dated as of the effective date of this Agreement, executed by the Developer and the City. "Property" shall mean the real property commonly known as Boulevard and legally described as set forth in Attachment No. 1. "Restricted Units" shall be defined as in "Schedule of Performance" shall Attachment No. 2, and incorporated herei "Scope of Development" Attachment No. 3, and incorporated "Site" shall mean the "Transfer" shall mean any s portion thereof or interest therein, or 1.3 1. reference. Ramona Performance attached hereto as t the Scope of Development attached hereto as this reference. ,r, assignment or conveyance of the Property, any ment to do so, except for a Permitted Transfer. forth in Attachment No. 1. 1.3.2 In accordance with and subject to all the terms, covenants and conditions of this Agreement, provided the Agency is able to convey the Property to the City, pursuant to the Redevelopment Dissolution Act (A$ No. 26 and AB No. 1484), the City agrees to convey ownership of the Property to the Developer and Developer agrees to accept conveyance of ownership of the Site pursuant to a grant deed in a form substantially similar to the Grant Deed. The Grant Deed shall be executed by the City and the Developer and placed into escrow in accordance with the Schedule of Performance. The City shall not record the Grant Deed until the Developer has paid, in full recognition and accordance with the Method of Financing (Attachment No. 5), the purchase price of Two Million Dollars ($2,040,400.00) (the "Purchase Price ") to the City; and the City has no obligations to any party under this Agreement, unless and until the Property has been conveyed to the City from the Agency and the Grant Deed has been executed by the Developer and the City. 1.3.3 Concurrently with the execution of the Grant Deed, the City and Developer may execute the Project Parking Agreement in accordance with the following. The parking for the Residential Component shall be subject to and valued for funding purposed for the Project as follows: -5- 1.3.3.1 The California Tax Credit Allocation Committee ( "TCAC ") will calculate the number of parking spaces needed for the Residential Component of the Project that are to be provided by the City in its Transit Center Parking Structure. 1.3.3.2 Only the number of spaces needed to fulfill the minimum parking requirements for the Residential Component of the Project, in accordance with the required land use entitlements, will be used to calculate the value for those parking spaces. 1.33.3 The City shall commit the City's parking to the Residential Component of the Project for a minimum of fifty -five (55) years. 13.3.4 The val parking's pro rata share of the actual c excluding the costs of any non -pa retail /commercial space in the parking parking. (To assist with the foregoing for the Transit Center Parking Structur number of total parking spaces in the -, spaces committed to the Residential Cc entitlements. _ Agreement to provid( spaces and the Proje cost /value used in the to the of that parking shall be based on the lesser of (i) that t of construction of the Transit Center Parking Structure, ing related structure features (i.e., the cost of any trage structure) or (ii) the appraised market value of that termination, the City will provide the cost of construction excluding any non- parking related structure features, the .nsit Center Parking Structure and the number of parking ponent of the Project, as required by the Project's land use 1.3.3.5 In the event it is needed, Developer shall use the Project Parking TCAC with evidence of the commitment between the City- provided parking To the extent TCAC requires additional information to determine the pplication from third -party independent sources, the City shall cooperate with le such documentation, at no expense to the City except for its personnel and 1.3.3.6 Upon determining the value of that parking, that value shall be added is Note. 1.3.4 If satisfactory completion of all actions, which must be completed prior to conveyance of fee title in and delivery of possession of the Property from the City to the Developer, pursuant to the Grant Deed, has occurred, then acceptance of such possession/conveyance to the Property shall be completed on or prior to the date specified in the Schedule of Performance (Attachment No. 2), or such later date as mutually agreed to in writing by the Agency, the City and the Developer. Access and entry to the Site may be granted before conveyance of possession as permitted pursuant to Section 1.3. 10 of this Agreement. 1.3.5 The following are conditions precedent to (i) the City's obligation to convey possession and ownership of the Property to the Developer and. (ii) Developer's obligations to commence, complete and operate the Project. The Agency, the City or the Developer, at either's -6- option, may terminate this Agreement, as to the terminating party, if any condition or obligation, set forth below, is not satisfied by the City, the Agency, or the Developer, as applicable, or waived in writing by the City, the Agency or the Developer, as applicable, within the times required by this Agreement. 1.3.5.1 The Developer's submission and approval by the City of Evidence of Financing pursuant to Section 1.3.11 (i) for payment of the Purchase Price for the eventual transfer in ownership to the Developer of the Property and (ii) for the Developer's construction, equipping, furnishing mid operating of the Project. 1.3.5.2 The Developer has (i) submitted to the City all necessary and completed plans and applications and (ii) received or is entitled to receive all necessary m governental approvals from the City and other applicable' bodies for all building, engineering and other applicable land use entitlement permits required for the development of the Project. 1.3.6 The City shal have the Grant Deed recorded only Price and after Developer has com permits for the Project. and unrecorded limit the develo The the Grant Deed into ance (Attachment No. of the Property, sign the Grant Deed and full payment to the City of the Purchase ssary for the City's issuance of building convey the Site to the Developer free and clear of all recorded .is, restrictions or equitable servitudes which could prohibit or the Scope of Development (Attachment No. 3). upon extension of time, the parties shall the dates established in the Schedule of 1.3.9 Ad valorem taxes and assessments levied, assessed or imposed on the Property, and taxes upon this Agreement or any rights thereunder, levied, assessed or imposed for any period commencing after conveyance of title to the Site to the Developer, shall be borne by the Developer. 1.3. 10 The Developer, at their own expense and in consultation with the Agency, may employ a qualified soil engineer, geologist and environmental consultant for the purpose of investigating and determining the soil and water condition of the Site, hazardous materials (as defined below) in any existing structure on the Site and the suitability of the Site for economically feasible development in accordance with this Agreement. Possession and conveyance, as applicable, of the Site shall be delivered from the City to the Developer in an "as is" condition, with no warranty, express or implied by the Agency or the City as to the condition of the soil and water, their geology or the presence of known or unknown faults or any structures or hazardous materials (as defined below) on the Site. It shall be the responsibility of -7- the Developer, its own expense, to investigate and determine the soil, water and material conditions of the Site and building thereon and the suitability of the Site for the Project. As among the City, the Agency and the Developer, the Developer shall be solely responsible for all necessary testing of the Site for hazardous materials pursuant to all applicable laws, statutes, rules and regulations. As among the City, the Agency and the Developer, the Developer shall also be responsible for site conditions, including, but not limited to, flood zones, Alquist- Priolo, and similar matters. For purposes of this Agreement, "hazardous materials" shall mean asbestos; polychlorinated biphenyls (whether or not highly chlorinated);,,, radon gas; radioactive materials; explosives; chemicals known to cause cancer or reproductive toxicity; hazardous waste, toxic substances or related materials; petroleum and petroleum product, including, but not limited to, gasoline and diesel fuel; those substances defined as a "Hazardous Substance ", as defined by section 9601 of the Comprehensive Environmental Response, Compensation and Liability Act of 1980,42 U.S.C. 9601, et seq., or as "Hazardous Waste" as defined by section 6903 of the Resource Conservation and Recovery Act, 42 U.S.C. 6901, etseq.; an "Extremely Hazardous Waste," a "Hazardous Waste" or a "Restricted Hazardous Waste," as defined by The Hazardous Waste Control Law under sections 25115, 25117 or 25122.7 of the California Health and Safety Code, or is listed or identified pursuant to section 25140 of the California health and Safety Code; a "Hazardous Material ", "Hazardous Substance," "Hazardous Waste" or "Toxic Air Contaminant" as defined by the California Hazardous Substance Account Act, . laws pertaining to the underground storage of hazardous substances, hazardous materials release, response plans, or the California Clean. Air Act under sections 2531.6, 25281, 25501,'25501.1 or 39655 of the California Health and Safety Code; "Oil" or a "Hazardous Substance" listed or identified pursuant to section 311 of the Federal Water Pollution Control Act, 33 U.S.C. 1321; a "Hazardous Waste," "Extremely Hazardous Waste" or an "Acutely Hazardous Waste" listed or defined,pursuant to Chapter 11 of Title 22 of the California Code of Regulations sections 6626 1. 1 '- 66261.126; chemicals listed by,the State of California under Proposition 65 Safe Drinking Water and Toxic Enforcement Act of 1986'as achemical known by the State to cause cancer or reproductive toxicity pursuant to section 25249.8 of the California Health and Safety Code; a material which due to its characteristics or interaction with one or more other substances, chemical compounds, or mixtures, materially damages or threatens to materially damage, health, safety, or the environment, or is required by any law or public agency to be remediated, including remediation which such law or government agency requires in order for the property to be put to the purpose proposed by this Agreement; any material whose presence would require remediation pursuant to the guidelines set forth in the State of California Leaking Underground Fuel Tank Field Manual, whether or not the presence of such material resulted from a leaking underground fuel tank; pesticides regulated under the Federal Insecticide, Fungicide and Rodenticide Act, 7 U.S.C. 136 et seq.; asbestos, PCBs, and other substances regulated under the Toxic Substances Control Act, 15 U.S.C. 2601 et seq.; any radioactive material including, without limitation, any "source material," "special nuclear material," "by- product material," "low -level wastes," "high -level radioactive waste," "spent nuclear fuel" or "transuranic waste" and any other radioactive materials or radioactive wastes, however produced, regulated under the Atomic Energy Act, 42 U.S.C. 2011 et seq., the Nuclear Waste Policy Act, 42 U.S.C. 10 10 1 et seq., or pursuant to the California Radiation Control Law, California Health and Safety Code sections 25800 et seq.; hazardous substances regulated under the Occupational Safety and Health Act, 29 U.S.C. 651 et seq., or the California Occupational Safety and -8- Health Act, California Labor Code sections 6300 et seq.; or regulated under the Clean Air Act, 42 U.S.C. 7401 et seq. or pursuant to The California Clean Air Act, sections 3900 et seq. of the California Health and Safety Code. Any studies and reports generated by one of the parties testing for hazardous materials shall be made available to the other parties upon request. 1.3.11 Prior to the conveyance of title to the Site to the Developer, the Developer may seek the Agency's assistance to gain access to and entry upon the Site, at all reasonable times, for the purpose of obtaining data and making surveys and tests necessary to carry out this Agreement. The Developer agrees to defend, indemnify and hold harmless the City and the Agency and each their officers and employees, from any claims,'liability,' injury, damages, costs and expenses (including attorneys' fees and court costs) arising out of any activity of the Developer or its agents, officers, employees and contractors, performed and conducted on the Site, pursuant to this Section 1.3.10 and pay any and all of Agency's direct and indirect costs for providing that assistance, other than City - related personnel costs. 1.3.12 Within the tunes established in the Schedule of Performance, the Developer shall submit to the City and the Agency Evidence of Financing (as defined below), reasonably satisfactory to the City, necessary for the development'and operation of the Project in accordance with this Agreement. of this Agreement, Evidence of Financing shall mean: 1.3.13.1. A copy of all loan documents (e.g., notes, trust deeds, loan agreements) to be executed in order to assure complete funding for the development of the Project, including any deposits which may be needed; and 1.3.13.2. Evidence reasonably satisfactory to the City of sources of capital sufficient to demonstrate the Developer has adequate funds (i) legally committed to cover the cost of the development of the Site and (ii) to operate the Project in accordance with this Agreement, including the City Funding. 1.3. 14 City's Chief Executive Officer, or his /her designee, ( "City staff') shall approve or disapprove such evidence of financing solely for consistency with this Agreement, within the times established in the Schedule of Performance. Such approval shall not be unreasonably withheld, delayed or conditioned. If City staff disapproves any such evidence of financing, then City staff shall do so by written notice to the Developer stating the reasons for such disapproval. Failure of City to approve or disapprove any such evidence of financing within such time shall be deemed an approval. 1.4 The City and Agency The mailing address for the City and Agency for purposes of this Agreement is 14403 East Pacific Avenue, Baldwin Park, CA 91706. Copies of all communications with the City and Agency should be mailed to the attention of the Chief Executive Officer at the above address. -9- 1.5 The Developer The mailing address of the Developer for purposes of this Agreement is 1650 Lafayette Street, Santa Clara, CA, 95050, attention: Derek Allen. 1.6 Prohibiti Developer and Transfers of the Pro 1.6.1 The Developer i Agreement are for the purpose of provid.' not for speculation in land holding. The of the Developer, and its principals, are`( of: (1) the importance of the developmer the public assistance that has been made making such development possible and (3) th Developer or of a substantial part thereof, or any significant change in ownership or control of th e purposes a transfer or disposition of the property its . and 'agrees its undertakings pursuant to this he construction and rental of affordable housing and ?er further recognizes the qualifications and identity ular concern to the community and the City, in view project to the general welfare of the community; (2) by law and by the government for the purpose of e fact a change in ownership or control of the other act or transaction involving or resulting in a Developer or the degree thereof, is for practical then owned by the Developer. 1.6.2 The Developer further recognizes it is ,because of such qualifications and identity the City is entering into this Agreement with the Developer. No voluntary or involuntary successor in interest of the Developer shall acquire any rights or powers under this Agreement except as expressly set forth herein. 1.6.3 The Developer shall not assign all or any part of this Agreement without the prior written reasonable approval ofthe City. the City agrees to give reasonable approval if: (1) the change is to a limited partnership, limited liability company or other entity formed for financing, in which the Developer is the managing general partner (if a limited partnership) or managing member (if a limited liability company), "and has control over the management of the entity; and (2) if, in the reasonable determination of the City, the proposed reconstituted Developer is comparable in all material respects (including experience, character and financial capability) to the Developer. Any such change (or assignment of this Agreement in connection therewith) shall be by instruments satisfactory to the Chief Executive Officer (or his /her designee) and be subject to the approval by the Chief Executive Officer (or his /her designee) of evidence of the proposed assignee's qualifications to meet the obligations of the Developer under this Agreement. The parties understand and agree the Developer intends to assign this Agreement and to transfer the Property to a limited liability company ( "LLC") at no cost to the LLC and, as long as that LLC meets the above criteria, it will be considered approved the Chief Executive Officer. 1.6.4 The Developer shall promptly notify the City of any and all changes whatsoever in the identity of the parties in control of the Developer or the degree thereof, of which it or any of its officers have been notified or otherwise have knowledge or information. This Agreement may be terminated by the City, and the City may demand repayment of the City Grant if, -10- without the prior written consent of the City, there is any significant change (voluntary or involuntary) in membership, management or control, of the Developer or its associates (other than such changes occasioned by the death or incapacity of any individual) so long as the Certificate of Completion has not be issued. 1.6.5 So long as the Certificate of Compl shall not, except as permitted by this Agreement, assign or right herein, nor make any total or partial sale, transfer, cc any part of the Property (hereinafter referred to collectiv without prior written approval of the City. This prohibit granting of easements or permits to facilitate the construe Property. 1.6.6 In the event the herein, or does sell, transfer, convey or thereon, except as permitted by this Ag of the City Loan, to the extent set fort] reclaim, by right of reverter, ownershi] exercise all other rights and remedies ARTICLE 2 FINANCING 2.1 Proiect Budget n has not been issued, the Developer apt to assign this Agreement or any yance or assignment of the whole or as the "The Developer's Interests "), shall not be deemed to prevent the i or subsequent rehabilitation of the veloper does assign this Agreement or any of the rights ign any part of Property or the buildings or structures vent, (i) the,City shall be entitled to accelerate repayment the Promissory Note (ii) the Agency shall be entitled to the Property and (iii) the City and the Agency each may lable:to them. written agreement by the City or expressly ;igntnent of this Agreement or the Property (or such sale, transfer, conveyance or assignment, other party from any obligations under this The total Improvement and Project Financing Costs are set forth in the Project Budget, which is attached hereto as Attachment No. 4 and incorporated herein by this reference. The Project Budget shall be subject to change from time -to -time, subject to the prior written approval by the Chief Executive Officer (which' approval shall not be unreasonably withheld), upon which approval the Project Budget shall be replaced by the approved revised Project Budget. 2.2 Sources and Uses of Financing The Developer shall obtain the funds needed to pay all Project Costs from the sources of financing described in the Method of Financing attached to this Agreement as Attachment No. 5, which are incorporated herein by this reference. Prior to conveyance of the Property, the parties understand and agree the Project Budget and Method of Financing may be subject to change from time -to -time, subject to the prior written approval by the Chief Executive Officer (which approval shall not be unreasonably withheld); provided, that the parties further understand and agree the Chief -11- Executive Office may, in his /her discretion, seek City Council direction regarding any change. Upon approval the change, the Project Budget and Method of Financing attached hereto shall be replaced by the approved Project Budget and Method of Financing 2.3 City Funding 2.3.1 General In furtherance of the Method of Financing with and subject to all the terms, conditions and c grant, and the Developer agrees to accept, the Citg the City to or for the benefit or account of the D ed in Attachment No. 5, and in accordance is of this Agreement, (i) the City agrees to or so much thereof as may be disbursed by r, which is intended to consist of HOME Funds and (ii) the City also agrees to loan, and the Developer agrees to accept, the City Loan, or so much thereof as may be disbursed by the City through the Escrow, as defined below to the Developer. 2.3.2 Terms of The City 2.4 the City Funding Documents. The City represents to the Developer the City has processed and obtained approval of HUD Action Plan Amendment which amendment is consistent with the terms and conditions contained in this Agreement, including the Attachments hereto. City agrees to adhere to the City's HUD Action Plan; as amended, in order that the City and the Developer can fully perform under the terms and conditions of this Agreement. 2.5 The City shall not be obligated to make any disbursements or take any other action under this Agreement unless all of the following conditions precedent are satisfied prior to or concurrently with such action: 2.5.1 There exists no "Default" (as that term is defined in Section 5.1 of this Agreement), or event, omission or failure of condition which would constitute a Default after notice or lapse of time, or both; 2.5.2 The Developer fully executes and delivers to the City or into escrow, as applicable, the following: (a) this Agreement, -12- (b) the Grant Deed, (c) the Agreement Containing Covenants and Regulatory Agreement, (d) the Promissory Note with the securing deed of trust, (e) the Environmental (f) Agreement and City Housing Authority /- .5.3 The Developer has ;acquired fee simple title to the Property prior to or concurrently with the Closing. 2.5.4 The Developer submits to the City's Risk Manager'satisfactory evidence the policies of insurance required by Section 3.S are in full force and effect. 2.5.5 The Chief Executive Officer is satisfied the net proceeds from the revenue sources described in the Method of Financing are sufficient and all other sources reasonably approved by the Chief Executive Officer, if any, will be sufficient to: (1) pay all Construction Costs as provided in the approved Project Budget; and (2) enable the Developer to perform and satisfy all of the covenants of the Developer contained in this Agreement. The sources of funds shown on the Method of Financing are hereby approved by the Chief Executive Officer. 2.5.6 The City is able to disburse sufficient HOME funding from HUD. 2.5.7 To the extent allowed by law, the Chief Executive Officer shall have the authority to waive any condition of disbursement set forth herein; however any waiver must be expressly made in writing. The decision to waive any condition of disbursement shall be in the sole discretion 'of ,the Chief Executive - Officer. The decision to waive any requirement may be conditioned upon its satisfaction at a later date or upon the substitution of another condition mutually agreed to by the parties. The disbursement of all or any portion of the City Grant prior to fulfillment of one or more of the foregoing conditions shall not be construed as a waiver of such conditions, and the City reserves the right to require their fulfillment prior to making any subsequent disbursements. 2.5.8 The City and the Developer have opened an escrow with a mutually acceptable title company, as provided in the Method of Financing, into which the City would deposit the City Loan after the Promissory Note and securing deed to trust have been signed by the Developer and deposited into that escrow. 2.6 Disbursement Procedures Subject to the satisfaction of the conditions set forth in Section 2.5, above, the City shall disburse the proceeds of the City Funding in accordance with the Method of Financing. -13- 2.7 Relationship of the City, the Agency and the Developer Nothing contained in this Agreement or in any other document or instrument made in connection with this Agreement shall be deemed or construed to create a partnership, tenancy -in- common, joint tenancy, joint venture or co- ownership by or between the City, the Agency and the Developer. Except as otherwise specified herein, neither the City nor the Agency shall be in any way responsible or liable for the debts, losses, obligations or duties of the Developer with respect to the Property, this Agreement or otherwise. As an inducement to the City and the Agency to enter into this Agreement and to advance the City Funding, the Developer hereby represents and warrants to the City and Agency, which representations and warranties are true and correct as of the effective date of this Agreement: 2.8.1 The Developer has the legal power, right and authority to enter into this Agreement and the instruments referenced herein, and to consummate the transactions contemplated hereby; 2.8.2 This Agreement ,arid all documents required hereby to be executed by the Developer are, and shall be, , valid, legally binding obligations of and enforceable against the Developer in accordance with their terms, subject only to applicable bankruptcy, insolvency, reorganization, moratorium laws or similar laws or equitable; principles affecting or limiting the rights of contracting parties generally; 2.8.3 Neither the execution and delivery of this Agreement and documents referenced herein, nor the incurrence of the obligations set forth herein, nor the consummation of the transactions herein contemplated, nor compliance with the terms of this Agreement and the documents referenced herein conflict with or result in the material breach of any terms, conditions or provisions of, or constitute a Default under, any bond, note or other evidence of indebtedness or any contract, indenture, mortgage, deed of trust, loan, partnership agreement, lease or other agreements or instruments to which the Developer is a party or affecting the Property or Project; 2.8.4 To the_ Developer's actual knowledge, there are no pending, threatened or contemplated actions, suits, arbitrations, claims or proceedings, at law or in equity, affecting the Property or in which the Developer is, or has actual knowledge the Developer will be, a party by reason of the Developer's ownership of the Property or Project, including, but not limited to, judicial, municipal or administrative proceedings in eminent domain, unlawful detainer or tenant evictions, collections, alleged building code, health and safety or zoning violations, employment discrimination or unfair labor practices, or workers' compensation, personal injuries or property damages alleged to have occurred at the Property or Project or by reason of the condition or use of the Property or Proj ect; 2.8.5 No attachments, execution proceedings, assignments for the benefit of -14- creditors, insolvency, bankruptcy, reorganization or other proceedings are pending or threatened against the Developer, nor are any of such proceedings contemplated by the Developer; 2.8.6 The Developer does not have actual knowledge there are violations of any governmental regulations relating to the Property or Project; 2.8.7 Following the Closing, the Developer will be the legal fee simple titleholder of the Property and will then convey good, marketable and insurable title to the Property to successors- in-interest; 2.8.8 All reports, documents, instruments, information and forms of evidence delivered to the City concerning or required by this Agreement are accurate, correct and sufficiently complete in all material respects to give' the City true and accurate knowledge of their subject matter, and do not contain any misrepresentation or omission. 2.8.9 No represent contains or will contain any untrue material fact necessary to make the funding are su - and (ii) enable in this Aiareen remade all material respects of the condition for the benefit o 2.9 Representa 2.9.1 The City Ar Executive Director have tI through ARTICLE 3 CONSTRUCTION my or statement of the Developer in this Agreement of a material fact or omits or will omit to state a or facts contained therein not misleading. the City Funding or other approved sources of 11 the residential portions of the Project Costs; of the covenants of the Developer contained and warranties made in this Section 2.8 shall be continuing ial respects as of the Closing Date with the same force and separate certificate at that time. The truth and accuracy in presentations and warranties made herein shall constitute a .,ie advance of the City Funding. 3,ency warrant and represent the Chief Executive Officer and ity to act as set forth in this Agreement. 3.1 Scope of Development The Developer shall develop the proposed project on the Property in accordance with the plans and specifications approved by City as part of the entitlement process (the "Plans and Specifications"), the Scope of Development and within the time period set forth in the Schedule of Performance. -15- 3.2 Condition of Property As part of the Improvements, the Developer shall conduct such tests on the existing Property as the Developer may deem necessary or appropriate. The Developer shall promptly deliver to the Chief Executive Officer the results of all environmental studies conducted on the Property. It shall be the responsibility of the Developer, at its sole cost and expense, to remove, remediate and abate any Hazardous Materials required by applicable governmental requirements to be removed, remediated or abated as part of the construction of the Improvements. 3.3 Cost of Improvements The Construction Costs, incl shall be borne by the Developer, as r 3.4 S Within the times establish thereafter diligently complete the 3.5 the Agency and "Indemnified. Par hereunder) by the DE anyone directly or it shall accrue or be di Chief Executive Offic insured and, except as as additional insureds. yand all public improvements required by the City, in the Method of Finanein�. the Developer shall begin and The Developer shall idefend, release, indemnify and hold harmless the City, i of their officers, employees agents and contractors (collectively, the from any claim, suit, liability, or judgment arising out of bodily injury or ing from, arising out of, or in any way connected with, the performance of this but not limited to the Improvements or any of the Developer's activities Japer, whether such activities or performance thereof be by the Developer or redly employed or contracted with the Developer and whether such damage veered before or after termination of this Agreement. Prior to the Closing, the Developer shall furnish or cause to be furnished to the -r evidence of the following policies of insurance, naming the Developer as to the insurance described in Section 3.5.2.4, below, the Indemnified Parties The insurance shall be kept in force until all Certificates of Completion are recorded against the Property. 3.5.2.1 Course of Construction Policy: The Developer shall maintain or cause to be maintained a policy or policies of insurance against loss or damage to the Property or the improvements and all property of an insurable nature located upon the Property, resulting from fire, lightning, vandalism, malicious mischief, and such other perils ordinarily included in course of construction insurance policies. Such insurance shall be maintained in an amount not less than one hundred percent (100 %) of the full insurable value of the Improvements, as defined herein in Section 3.5.4. -16- 3.5.2.2 Reserved 3.5.2.3 Liability Insurance: The Developer shall maintain or cause to be maintained public liability insurance, to protect against loss from liability imposed by law for damages on account of personal injury, including death therefrom, suffered or alleged to be suffered by any person or persons whomsoever on or about the Property and the business of the Developer on the Property, or in connection with the operation thereof, resulting directly or indirectly from any acts or activities of The Developer or its lessees, or any person acting for the Developer, or under its control or direction, and also to protect against loss, from liability imposed by law for damages to any property of any person occurring on or about the Property, or in connection with the operation thereof, caused directly or indirectly by or, from acts or activities of the Developer or its tenants, or any person acting for the Developer, or under its control or direction. Such property damage and personal injury insurance shall also provide for and protect the City against incurring any legal cost in defending claims for alleged loss. Such personal injury and property damage insurance shall be maintained in full force and effect during the term of the City Grant in a general aggregate amount of not less than Two Million Dollars ($2,000,0041), combined single limit per occurrence. The Developer agrees that provisions of this paragraph as to maintenance of insurance shall not be construed as limiting in any way the extent to which the Developer may be held responsible for the indemnification of the Indemnified. Parties or the payment of damages persons or property resulting from the Developer's activities or the 'activities of any other person or persons for which the Developer is otherwise responsible. 3.5.2.4 V cause to be maintained workers' the amenament or supplement the cover all persons employed by within statutory limits for com injury claims made by, for or connection with the Property foregoing, the Developer may, maintaining such insurance, se City evidence such self- insura ,'Compensation Insurance: The Developer shall maintain or -nsation insurance issued by a responsible carrier authorized a to insure employers against liability for compensation under in force in Callifornia, or any laws hereafter enacted as an n lieu thereof. Such workers' compensation insurance shall eloper in connection with the Property and shall cover liability 3n under any such act aforesaid, based upon death or bodily alf of any person incurring or suffering injury or death in operation thereof by the Developer. Notwithstanding the :)liance with the laws of the State of California and in lieu of for workers' compensation in which event shall deliver to the been approved by the appropriate State authorities. 3.5.3 All policies hereunder shall not be subject to cancellation, reduction in coverage, or non - renewal except after notice in writing shall have been sent by registered mail addressed to the City, to the extent practicable within thirty (30) days but in any event prior to the effective date thereof. 3.5.4 The term "full insurable value" as used in this Section 3.5 shall mean the actual replacement cost (excluding the cost of excavation, foundation and footings below the lowest floor and without deduction for depreciation) of the improvements on the Property immediately before such casualty or other loss, including the cost of construction, architectural and engineering -17- fees, and inspection and supervision. 3.5.5 All insurance provided under this Section 3.5 shall be for the benefit of the Developer and the Indemnified Parties. The Developer agrees to timely pay all premiums for such insurance and, at its sole cost and expense, to comply and secure compliance with all insurance requirements necessary for the maintenance of such insurance. The Developer agrees to submit policies of all insurance required by this Section 3.5, or certificates evidencing the existence thereof, to the City within five (5) days prior to the Closing, indicating full coverage of the contractual liability imposed. hereby. Within five (5) days, if practicable, but in any event prior to expiration of any such policy, copies of renewal policies, or certificates evidencing the existence thereof, shall be submitted to the City. All insurance herein provided for under this Section 3.5 shall be affected under policies issued by insurers of recognized responsibility, licensed or permitted to do business in the State of California and reasonably approved by the City. 3.5.6 If the Developer fails or refuses to procure or maintain insurance as required by this Agreement, then the City 'shall have the right, at the City's election, and'upon five -days' (5- days') prior notice to the Developer, to procure and maintain such insurance. The premiums paid by the City shall be treated as a loan, due from the Developer, to be paid on the first day of the month following the date on which the premiums were paid. } The City shall give prompt notice of the payment of such premiums, stating the amounts, paid and the name of the insured(s). Coverage provided hereunder by the Developer shall b, primary insurance and not contributing with any insurance maintained by the City, and the policy shall contain such an endorsement. The insurance policy or the certificate of insurance shall contain a waiver of subrogation for the benefit of the Citv. The Developer shall cause all of the contractors that the Developer has contracted with for construction of the Improvements to,,provide evidence satisfactory to the City's Building Official each of those contractors carries workers' compensation insurance as required by law. 3.6 City Approval 3.6.1 The City shall review and must approve all plans, tract maps, drawings and related documents (if any) for the Improvements, as set forth on Attachment No. 3, prior to any disbursement of the City Funding. 3.6.2 The City shall approve construction drawings that are consistent with the plans, drawings and related documents approved pursuant to Section 3.6.1 and all applicable building regulations to permit construction of the Improvements to the Property, as set forth on Attachment No. 3. 3.6.3 If the Developer desires to make any material change in the plans, drawings or related documents approved by the City, then the Developer shall submit the proposed change to the Chief Executive Officer for review and approval which approval shall not be unreasonably withheld -18- or delayed. The Chief Executive Officer may refer such changes to the City Council for review and approval. In addition, any such approvals are subject to normal regulatory review such as planning and building department review. 3.6.4 If any revisions or corrections of plans approved by the City and the Developer shall also be required to be modified by any government official, agency, department or bureau having jurisdiction over the development of the Property (other than the City or the Agency), then the Developer and the City shall cooperate in efforts to obtain waiver of such requirements or to develop a mutually acceptable alternative. The Chief Executive Officer shall use reasonable efforts to facilitate all such approvals and processes. 3.7 Permits Before the commencement of the Improvements, the Developer shall obtain or cause to be obtained any and all permits which may be required by the City or any other governmental agency affected by such improvements, development, or work. 3.8 Rights of Access Representatives of the City shall have the reasonable right of access to the Property at normal hours during the period of the Improvements for the purposes of this Agreement, including but not limited to the inspection of the work being performed. Such representatives of the City shall be the Chief Executive Officer and those persons who are so identified in writing by Chief Executive Officer. 3.9 ` Local, .State and Federal Laws The Developer shall carry out the Improvements in conformity with all applicable laws, including, but not limited to, all labor and prevailing wages laws and requirements. The City does not have any prevailing wage requirements separate from those established by State law or those required by the funding sources used for the Project. 3.10 N The Developer, for itself, its successors and assigns, agrees in connection with the construction of the Improvements provided for in this Agreement, it will not discriminate against any employee or applicant for employment because of race, color, religion, creed, sex, marital status, national origin or ancestry. 3.11 Disclaimer by City Except as expressly provided in this Agreement, neither the Agency nor the City undertakes or assumes nor will either have any responsibility or duty to the Developer or to any third party to review, inspect, supervise, pass judgment upon or inform the Developer or any third party of any -19- matter in connection with the construction of the Improvements on the Property, whether regarding the quality, adequacy or suitability of the plans, any labor, service, equipment or material furnished to the Property, any person furnishing the same, or otherwise. The Developer and all third parties shall rely upon its or their own judgment regarding such matters, and any review, inspection, supervision, exercise of judgment or information supplied to the Developer or to any third party by the City or the Agency in connection with such matter is for the public purpose of improving affordable housing in the City or the Agency, and neither the Developer (except for the purposes set forth in this Agreement) nor any third party is entitled to rely thereon. 3.12 Covenants of the Developer The Developer covenants for i 3.12.1 3.12.1.1 performance of this Agreement, the I applicants and employees are treated religion, creed, color, national origin, further certifies that it= :shall not main advertisements an "Equal Op 3.12.1. 3.12.1.3 City, certify that it has not, in tl; employees because of their me 3.12.1.4 requested to do so by the City employment practices, to the federal law. its successors and assii2ns as follows: The Developer certifies and represents that, during the eveloper will adhere to equal employment practices to assure qually and are not discriminated against because of their race, mcestry, handicap, sex, marital status, or age. The Developer The Developer agrees it shall, in all solicitations or loyment placed by or on behalf of the Developer, state that it is or all qualified applicants will receive consideration for ce, religion, creed, color, national origin, ancestry, handicap, The Developer agrees that it shall, if requested to do so by the rmance of this Agreement, discriminated against applicants or iip in a protected class. The Developer agrees to provide the City with access to, and, if ide copies of all of its records pertaining to or relating to its such records are not confidential or privileged under state or 3.12.1.5 The Developer agrees not to discriminate against any business owned by any person who is a member of a protected class in regards to allowing bidding on the Developer's contracts and subcontracts. 3.12.1.6 The Developer agrees to make opportunities available to the City's residents for any new employment positions with the Developer which result from the performance of this Agreement and which are performed within the City by local advertising for those positions. -20- 3 a 12.1.7 Nothing contained in this Agreement shall be construed in any manner so as to require or permit any act which is prohibited by law. 3.12.1.8 The Developer shall include the provisions of this Section 3.12.1 in all of its contracts and subcontracts. 3.12.2 The Developer shall comply with applicable to the operations of the Develt immediately pay or cause to be paid all cost shall keep the Property free and clear of-any' environmental law, and shall obtain and real use of the Property. 3.12.3 Prior to the Closing, the Indemnity. 3.13 3.14 11 environmental laws and environmental permits T and the ownership or use of the Property, shall nd expenses incurred by reason of such compliance, vironmental claims or liens imposed pursuant to any all environmental permits required for ownership or deliver to the City the Environmental The Developer shall pray, or cause to be paidf prior to delinquency, all taxes, assessments, charges and levies imposed by any public authority or utility company; provided, however that the Developer shall not be required to pay and discharge any such tax, assessment, charge or levy so long as the legality thereof shall be promptly and actively contested in good faith and by appropriate proceedings. 3.15 3.16 Holder to Construct The holder of any lien or encumbrance authorized by this Agreement shall in no way be obligated by the provisions of this Agreement to complete the Improvements, or to guarantee the completion of the Improvements. Nothing in this Agreement shall be deemed or construed to permit or authorize any such holder to devote the Premises to any uses, or to construct any improvements thereon, other than those uses or improvements provided for or authorized by this Agreement. 3.1.7 Right of the City to Satisfy Other Liens on the Propert y After the Developer has had a reasonable time to challenge, cure or satisfy any liens or -21- encumbrances on the Property, or any portion thereof, the City shall have the right to satisfy any such liens or encumbrances; provided, however, that nothing in this Agreement shall require the Developer to pay or make provision for the payment of any tax, assessment, lien or charge so long as the Developer in good faith shall contest the validity or amount thereof, and so long as such delay in payment shall not subject the Property (or any portion thereof) to forfeiture or sale. 3.18 Certificate of Completion Upon completion of the Improvements as described in the Scope of Development, the City shall, upon the request of the Developer or at its own election, furnish the Developer with a Certificate of Completion. The City shall not iunreasonably withhold any such Certificate of Completion. Such Certificate of Completion shall be, and shall so state, conclusive determination of satisfactory completion of the development 'required by this Agreement upon the Property. After recordation of the Certificate of Completion, any party then owning or thereafter purchasing, leasing, or otherwise acquiring any interest therein shall not (because of such ownership,_purchase, lease, or acquisition) incur any obligation or liability under this agreement, except that such party shall be bound by any covenants contained in the Agreement Containing Covenants and Regulatory Agreement. The Certificate of Completion shall be in such form as to permit it to be recorded in the Recorder's Office of Los Angeles County. Such Certificate of Completion is not "notice of completion" as referred to in Section 3093 of the California Civil Code. ARTICLE 4 USE OF THE PROPERTY 4.1 Uses The Developer covenants and agrees (for itself, its successors, assigns, and every successor in interest to the Property or any part thereof) the Developer, such successors, and such assigns shall: 4.1.1 Develop and devote the Property and the Project to the uses specified in all plans approved by the City pursuant to this Agreement, the Scope of Development attached hereto, the Agreement Containing HOME Program Requirements (to the extent applicable) and the Agreement Containing Covenants and Regulatory Agreement. 4.1.2 Maintain, repair and keep the Property in good repair and free from any accumulation of debris, graffiti or waste materials; maintain the landscaping required to be planted and retained under the Scope of Development in a healthy and attractive condition; and take all other actions necessary to maintain and ensure the neat and clean appearance of the Property and the Project. The exterior of the Property shall be maintained in accordance with the Exterior Maintenance Program as described in Section 4.2 of this Agreement. 4.1.3 Not permit the use of the Project or the Property for any purpose other than permitted by this Agreement without the prior written approval of the City. -22- 4.1.4 Execute the Agreement Containing HOME Program Requirements and the Agreement Containing Covenants and Regulatory Agreement in recordable form, which the City is authorized to record against the Property concurrently with the recording of the first Certificate of Completion. 4.2 Maintenance of the Property 4.2.1 Prior to the issuance of a Certificate of Occupancy covering any of the Improvements on the Property, the Developer shall prepare and submit to the Chief Executive Officer (or her designee) for review and approval a program (the "Maintenance Program ") for the maintenance of the Property. 4.2.2 The Maintenance Program shall describe in reasonable detail the standards to be followed in maintaining the exterior of the structures on the Property, including a schedule indicating the proposed frequency of each element of maintenance, and shall include, at a minimum, the following: maintenance guidelines for the structures on the Property, including cleaning windows of residential and commercial units; removing graffiti;: removing debris and waste materials and otherwise maintaining outdoor areas of the Property; performing inspections of all features to determine whether repairs are required; conducting periodic; protective treatments such as rust removal and caulkin,g;,conducting repairs; to facades, roof, doors, windows and other exterior features; maintaining fencing and other security devices and systems.; and periodic repainting. The Maintenance Program, including any amendments proposed by the Developer, shall be subject to the approval of the Chief Executive Officer, and shall be made part of the Agreement Containing Covenants and Regulatory Agreement for the project. The Maintenance Program shall include regular and reasonable maintenance, including graffiti removal and care of planted areas and plantings, public accessways, as more particularly described in the Maintenance Program; and that maintenance shall be performed at the sole cost and expense of the Developer until such time as the Developer's successors -in- interest accepts such maintenance obligation. 4.3 There shall be no discrimination against or segregation of any person, or groups of persons, on account of sex, marital status; race, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property or the Project, and the Developer itself (for any person claiming under or through it) shall not establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property or the Project. 4.4 Form of Nondiscrimination and Nonseg_regation Clauses The Developer, on behalf of itself and its successors -in- interest, agrees to refrain from restricting the rental, sale or lease of the Property or the Project, or any portion thereof, on the basis -23- of sex, marital status, race, color, religion, creed, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: 4.4.1 In deeds: "The grantee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any, person or group of persons on account of sex, marital status, race, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land." 4.4.2 In leases: "The lessee herein covenants by and for himself, his heirs, executors, Chief Executive Officers and assigns, and all persons claiming under or through him, and this lease is made and accepted upon and subject to the following conditions: "There shall be no discrimination against or segregation of any person or group of persons on account of sex, marital status, race, color, religion; creed, national origin or ancestry, in the leasing, subleasing, transferring, use or enjoyment of the land herein leased nor shall the lessee himself, or any person claiming under or through him; establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy, of tenants, lessees, sublessees, subtenants or vendees in the land herein leased." 4.4.3 In contracts: "There shall be no discrimination against or segregation of any person, or group of persons on account of sex, marital status, race, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number; use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the land." MR The covenants established in this Agreement shall, without regard to technical classification and designation, be binding on the Developer and any successor in interest to the Property, or any part thereof, the Project or any part thereof for the benefit and in favor of the City, their respective successors and assigns until such time as the Certificates of Completion are recorded against all of the Project. The City shall be co- beneficiaries of the covenants contained in this Article 4 and the Agreement Containing Covenants and Regulatory Agreement (collectively, the "Covenants "), but the City shall have the right from time -to -time, in its sole discretion, to assign to the other all of its rights and obligations (including monitoring and enforcement) regarding the Covenants. Except as set forth in the following sentence, the Covenants shall remain in effect for the period of time provided -24- therefore in the Agreement Containing Covenants and Regulatory Agreement, unless this Agreement provides for their earlier termination. The Covenants against discrimination (set forth in Sections 4.3 and 4.4) shall remain in perpetuity. ARTICLE 5 DEFAULTS, REMEDIES AND TERMINATION 5.1 Defaults - General 5.1.1 Subject to the extensions either party to perform any term or pri Agreement. The party who fails or de immediately commence to cure, correct correction or remedy with reasonable d 5.1.2 The injured party shall giv specifying the default complained of by the injurei not constitute a waiver of any default, nor shall it expressly provided in this Agreement, any „failur( rights and remedies as to any default shall not opei or remedies. I party of its rig: protect, assert or to clays by either party in asserting t to institute and maintain any ac )r enforce any such rights or'rer 5.1.3 If a monetary event of d njured party shall give the party 1.4 If a not hereunder, then the injured pa is reasonably capable of being period to effect a cure prior to is not reasonably capable of b+ corrective action within said p in Section 6.4, failure or delay by t constitutes a default under this upon receiving notice of such failure or delay, such failure or delay and shall complete such cure, ritten notice of default to the party in default, rty. Failure or delay in giving such notice shall Inge the time of default. Except as otherwise r delays by either party in asserting any of its as a waiver of any default or of any such rights Tits rights and remedies shall not deprive either >r proceedings which it may deem necessary to It occurs, then prior to exercising any remedies fault written notice of such default. The party in such notice is given within which to cure the party. monetary event of default occurs, prior to exercising any remedies y shall give the party in default notice of such default. If the default ared within thirty (30) days, then the party in default shall have such Keretse of remedies by the injured party. If the default is such that it rig cured within thirty (30) days, and the party in default (i) initiates •iod, and (ii) diligently, continually, and in good faith works to effect a cure as soon as possible, then the party in default shall have such additional time as is reasonably necessary to cure the default prior to exercise of any remedies by the injured party. In no event shall the injured party be precluded from exercising remedies if its rights become or are about to become materially jeopardized by any failure to cure a default or the default is not cured within one hundred. eighty (180) days after the first notice of default is given. 5.2 Institution of Legal Actions Subject to the notice and cure provisions of Section 5. 1, in addition to any other rights or remedies (and except as otherwise provided in this Agreement), either party may institute legal -25- action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. Such legal actions must be instituted in the Superior Court of the County of Los Angeles, State of California, in any other appropriate court of that county, or in the United States District Court for the Central District of California. 5.3 Applicable Law The laws of the State of California shall Agreement. 5.4 5.4.1 In the event any service of process on the City shall be r in such other manner as may be provi( 5.4.2 In the event a service of process on the Develop Developer and shall be valid whetl manner as may be provided by law. In the event any owner of the Pro] provided by law. 11 and enforcement of this is commenced by the Developer against the City, oval service upon the Chief Executive Officer, or is commenced by the City against the Developer, de by personal service upon an officer of the a or without the State of California, or in such ,ion is commenced by the City against any future of process shall be made in such manner as may be Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies"of the parties are cumulative, and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. M If either party defaults with regard to any of the provisions of this Agreement, then the non- defaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured within the time provided in Section 5. 1, then the defaulting party shall be liable to the non- defaulting party for any damages caused by such default, and the non-defaulting party may thereafter (but not before) commence an action for damages against the defaulting party with respect to such default. 5.7 Specific Performance If either party defaults with. regard to any of the provisions of this Agreement, then the non- -26- defaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured within the time provided in Section 5. 1, then the non-defaulting party, at its option, may thereafter (but not before) commence an action for specific performance of the terms of this Agreement pertaining to such default. 5.8 Termination by The Developer In the event the City fails to disburse the City Funding, as provided herein, or the Developer discovers an adverse condition for which no funding is available for cure under section 1.3.10, herein, then this Agreement and any rights of the Developer by giving written notice there shall have any further rights against or liabilit Property. 5.9 Termination In the event that any of the Section 5. 1, then this Agreement v Developer, or any assignee or trans and thereafter the Developer shall Funding 5.9. transfer or assign tl 5.9.2 The Documents, and the Agree document required by this Performance; or 5.9. - (or any s riy rights'- violation Lhis Agreement may be terminated by ) the City, and neither the City nor the Developer the other under this Agreement with respect to the occur, and are not cured within the time provided in to the Property and the Project, and any rights of the at the option, of the City, be terminated and rescinded, the City with respect to the City )r in interest) transfers or assigns or attempts to or in the Property, or any portion thereof, or in Agreement; or ver to the City the fully-executed City Funding taining Covenants and Regulatory Agreement or any other it within the time established therefore in the Schedule of or its general contractor does not begin with the Improvements in accordance with the Schedule of Performance and proceed continuously with the Improvements or if The Developer or its general contractor discontinues the Improvements for a period of thirty (30) days or more for any reason or cause within the control of the Developer; or 5.9.4 Any representation or warranty by the Developer to the City contained herein proves to be materially false or misleading and the Developer does not, after receiving written notice thereof from the Chief Executive Officer, initiate and diligently pursue all actions necessary to make such representation or warranty no longer materially false or misleading; or 5.9.5 The Developer neglects, fails or refuses to keep in full force and effect any permit or approval with respect to the Improvements, any policy or policies of insurance or title insurance, or any other undertakings required hereunder; or -27- 5.9.6 The Developer is in material breach or default with respect to any other covenant or obligation of the Developer under this Agreement, including the Agreement Containing Covenants and Regulatory Agreement, the Promissory Note or any other City Funding Documents, which breach or default is not cured within the time periods provided in Section 5.1; or 5.9.7 The Developer does not receive approval for tax credit funding on or before August 31, 2015, unless extended by the City to August 31, 2016. To obtain that extension, Developer must submit to the City the reasons, reasonably satisfactory to the City, TCAC approval has not been obtained and how TCAC approval will be obtained on or before that extended date. 5.9.8 The Developer becomes insolvent or unable to pay its debts as they mature or makes an assignment for the benefit of creditors. ARTICLE 6 GENERAL PROVISIONS 6.1 N Formal notices, demands and commt shall be sufficiently given if delivered pm postage prepaid, return "receipt requested, to designated in Sections 1.4 and 1.5, hereof, S person, shall be deemed given when delivere business days after deposit in the mail. Such 6.2 Conflicts of Interest ns between or among the City and the Developer or dispatched by registered or certified mail, ricipal offices of the City and the Developer, as .ices, demands and communications, if given in if given by mail, shall be deemed given three (3) r notices, demands and communications may be °ither party may from time to time designate by 6.2.1 No member, official or employee of the City of the Agency shall have any personal interest, direct or indirect, in this Agreement; nor shall any such member, official or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership or association in which he is, directly or indirectly, interested. 6.2.2 The Developer warrants it has not paid or given, and will not pay or give, any third party any money or other consideration. for obtaining this Agreement. 6.3 Nonliability of City Officials and Employ No member, official, employee, attorney or consultant of the City or the Agency shall be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the City or the Agency or for any amount which may become due to the Developer or to its successor, or on any obligations under the terms of this Agreement. -28- 6.4 Enforced Delay Extension of Time of Performance In addition to specific provisions of this Agreement, performance by either party hereunder shall not be deemed to be in default where delays or defaults are due to war, insurrection, strikes, lock -outs, riots, floods, earthquakes, fires, casualties, Acts of God, acts of the public enemy, epidemics, quarantine restrictions, freight embargoes, lack of transportation, governmental restrictions or priority, litigation, unusually severe weather, inability to secure necessary labor, materials or tools, delays of any contractor, subcontractor or supplier, acts of the other party, acts or failure to act of any public or governmental agency, or entity (except that acts or failures to act by the City or the Agency shall not excuse performance by the City or the Agency, as the case may be) or any other causes beyond the control or without the fault of the party chiming an extension of time to perform. An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time the party claiming such extension gives notice to the other party, provided notice by the party claiming such extension is sent to the other party within thirty (30) days of knowledge of the commencement of the cause. Times of performance under this Agreement may also be extended in writing by the City, the Agency and the Developer. 6.5 Inspection of Books The City has the right at all reasonable times to inspect the books and records of the Developer pertaining to the Property as pertinent to the purposes of this Agreement. The Developer also has the right at all reasonable times to inspect the books and records of the City pertaining to the Property as pertinent to the purposes of the Agreement. 6.6 Consents and Approvals Consents and approvals required of the City or the Developer shall not be unreasonably withheld or delaved. 6.7 The Developer represents and warrants to the City and the Agency, and the City and the Agency represent and warrant to the Developer, no broker or finder has been engaged by them, respectively, in connection with any of the transactions contemplated by this Agreement (including, specifically, the purchase of the Property by the Developer), or to its knowledge is in any way connected with any of such transactions. The Developer will indemnify, save harmless and defend the City and the Agency from any liability, cost, or expense arising out of or connected with any claim for any commission or compensation made by any person or entity claiming to have been retained or contacted by the Developer in connection with any of the transactions contemplated by this Agreement (including, specifically, the purchase of the Property by the Developer). The City and the Agency, jointly and severally, will indemnify, save harmless, and defend the Developer from any liability, cost, or expense arising out of or connected with any claim for any commission or compensation made by any person or entity claiming to have been retained or contacted by the City -29- or the Agency in connection with this transaction. This indemnity provision will survive the Closing or any earlier termination of this Agreement. ARTICLE 7 ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS This Agreement shall be executed in three (3) be an original. This Agreement integrates all of the hereto, and supersedes all negotiations or pre or any part of the Property. All waivers of the provisions appropriate authorities of the City, the. in writing and signed by the appropriat, Agreement and any provisions here( Developer, the Agency and the City an fee owner, tenant, lessee, easement hol trust, or any other person or entity haV provided in this Agreement. This � understanding If all s, each of which is deemed to itions mentioned herein or incidental s between the parties with respect to all E this Agreement must be m writing and signed by the ,ency or the Developer, and all amendments hereto must be uthorities of the City, the Agency and the Developer. This may be amended by mutual written agreement by the >uch amendment shall not require the consent of any other r, licensee, mortgagee, trustee, beneficiary under a deed of an interest in the Property, except as otherwise expressly PTANCE , constitutes the entire AGREEMENT BY CITY; DATE OF This Agreement, when executed by the Developer and delivered to the City and the Agency, must be authorized, executed and delivered by the City and the Agency within thirty (3 0) days after this Agreementis signed and delivered by the Developer, or this Agreement may be terminated by the Developer on written notice to the City and the Agency. IN WITNESS WHEREOF the City, the Agency and the Developer have executed this Agreement; and it shall be effective on the date it is signed on behalf of the City, as long as it has been also signed on behalf of the Developer and the Agency. Dated: CITY OF BALDWIN PARK, a municipal corporation 2013 By: Vijay Singhal, Chief Executive Officer SUCCESSOR AGENCY OF THE CITY OF -30- BALDWIN PARK, a public body, corporate and politic Dated: 2013 By: Dated: Dated: 0 -31- Vijay Singhal, ifornia Its ATTACHMENT NO. I LEGAL DESCRIPTION Real property in the City of Baldwin Park, County of Los Angeles, State of California, described as follows: Page 1 of 2 ATTACHMENT NO.2 1. Execution of Agreement by the City. The City shall execute this Agreement, and shall deliver this Agreement to the Developer and the Agency, if signed by the Developer and the Agency. 2. Opening of the Escrow. The Escrow shall be opened for depositing of the City Loan 3. )mittal of Plans and S Developer shall prepare an( City for approval the Specifications for the Projec 4. Submittal of Final Consti The Developer shall prel the City for approval the Df'awiniis for the Project. a a 15 Within five (5) City- business days after this Agreement is approved by the City, if at all. Within ten (10) City - business days after this Agreement is approved, if at ail, by the City. Zs. The t to the - Within sixty s and Agreement is City. dar days after this , if at all, by the to Within fifteen (15) business days after the )n City approval of entitlements for the Project, shall r tax On or before , 2013. 6. Evidence of Financing., The Developer shall submit to the City, evidence of financing. On or before April 15, 2014. 7. Approval of Financing. The City shall approve or disapprove the Developer's Within ten (10) business days after receipt of evidence of financing and shall so notify the a complete package of evidence of financing Developer. ' by City Staff. 8. Resubmittal of Plans and Specifications and Final Construction Drawings. After any Within ten (10) business days after the disapproval by the City, the Developer shall disapproval is provided to the Developer. make needed changes and resubmit the Plans and Specifications or Final Construction Drawings, as applicable. Page 1 of 2 9. City Permits. The Developer shall have completed all action necessary to obtain Within ten (10) business days after the City's approval of all required the City building approval of the Final Construction Drawings. permits with respect to the Project 10. Opening of Escrow for Conveyance of the Property. An escrow shall be opened to Within ten (10) business days after convey the Property to the Developer. completion of item number 9., above, and the Developer has received approval of tax credits for the Project, above. 11. Closing of Escrow and Conveyance of the Site to the Developer. Escrow shall be Within thirty (30) business days after closed and all the Property shall be conveyed completion of item number 10, above. to the Developer. 12. Commencement of Constriction. The Developer shall commence construction of Within thirty (30) business days after the the Project. Commencement shall begin no City's issuance of a building permit. later than 30 days after the City issues a Notice Proceed. 13. Completion of Construction. The Developer Within (_) calendar shall complete construction of the Project, days after commencement of construction, including all off -site and - on -site but not later than , 2015. improvements. Completion shall mean when the Developer is entitled to issuance of the full and final certificate of occupancy for the entire Proi ect. 14. Certificate of Completion. — The City shall review and decide whether or not to issue a Within ten (10) business days after the Certificate of Completion. Developer's request for a Certificate of Completion, which shall only be submitted after the City's issuance of the full and final certificate of occupancy for the entire Project. Attachment No. 2 Schedule of Performance Page 2 of 2 Unless otherwise expressly indicated or the context requires, all capitalized terms shall have the same meaning as in the body of this Agreement. I. GENERAL DESCRIPTION The Site shall be designed a affordable rental housing rruiti• - r a mily de landscaping and off-site street improvement: landscaping will have architectural excellen Specifications referred to in Section 3.1 of thi,, Code, standard City conditions for discretion imposed through the entitlement process. Tl shall be of high architectural quality, shall be aesthetically designed. The approved Plar. architectural chara II. THE DEVI A. Bui S PER for I developed as a high quality, mixed -use ;loprnent, including on -site parking and in which the buildings, improvements and consistent with the approved Plans and agreement and consistent with the Municipal ry actions and those conditions reasonably improvements to be constructed on the Site cell landscaped, and shall be effectively and ibe, in reasonable detail, the The Developer shall construct a mixed -use project in conformance with the Plans and Specifications, consisting of the Restricted Units, the Manager's Unit, the Community Room, the Commercial Area, the Commercial Parking and associated on- and off -site improvements (the "Project "). Each housing unit shall have between and square feet of gross floor area depending on the number of bedrooms. If the Project it approved for tax credits and received all land use entitlements, then the City shall permit the Developer and its residential tenants to use at least seventy two (72) and may allow up to one hundred seven (107) of the parking spaces in the Transit Center Parking Structure to meet the City code required parking requirements for the residential portion of the Project. In addition, the Commercial Area shall be limited to use for either or both retail and restaurant businesses that keep regular hours and promote pedestrian traffic in the area. All structures shall be of high architectural quality with landscaped areas and public spaces effectively designed. B. Environmental Remediation• On- and Off -site Work-, Utilities; Barricades Page 1 of 6 1. Environmental Remediation: The Developer shall be responsible, at its cost and expense, for curing any adverse soil and water conditions on the Site (whether due to environmental contamination, the nature of the soil, geology, or subsurface obstructions). The Developer shall promptly perform any such work related to environmental contamination. 2. On- and Off-Site Work: The construction of all on-site and off si curb, gutter, roadway, necessary ( integrate on- and off-site work, 'a installation of the Project. -r shall also be responsible for tion, construction, landscape, on of adjoining surfaces to )Dment work, related to the 3. Utilities: The Developer is responsible to provide for all primary utility systems necessary to serve the Project; provided, that City hereby acknowledges sufficient capacity will be available in infrastructure, service and utility systems, including, without limitation, traffic circulation, sewer collection, sanitation service and, except for reasons beyond City's control, sewer treatment, flood control, water supply, treatment distribution and service, gas service, telephone service and electrical service, to accommodate the Project. s, Cooperation: The Developer shall be responsible for icades which may be required for pedestrian protection and ty fencing and dust control during Developer's grading nstructionimprovements within the Site and the Adjoining eloper will work with City to coordinate its development )se of City in order to minimize inconvenience, disruption Urban Standards, controls and restrictions regarding construction and development, including, but not limited to, maximum land coverage, setbacks and building construction, shall be consistent with the approved Plans and Specifications and those conditions reasonably imposed through the entitlement process. All on-site and off-site elements shall be subject to design review by City in accordance with the procedures set forth in this Agreement. Developer shall conform to the standards of design as established by the Specific Plan. 1. Architectural Standards The architecture of all structures shall maintain a high quality of architectural design, consistent with the approved Plans and Specifications and those conditions reasonably imposed through the entitlement process. Attachment No. 3 Scope of Development Page 2 of 6 a. Street Level Design The facades as seen from the street shall be such that the shape, exterior design and exterior finish of the structure is composed of elements which form a complementary and compatible whole. b. Building Materials Building materials of a higher quality and which express the character of City's physical environment and climate in City's downtown area "shall be used in the structures. C. Energy efficient features including passive energy conserN commercially feasible and instit Developer and its tenants. rl Utilitarian areas l from view of the public r be accessible and visible Marshal. Access to thes( taken from the public rig Doors shall he p. conceal views of unfinis attractive architectural fe e. All signs on Signs identifying the into the design, of the Project; equivalent technologies deemed in the reasonable oriinion of the and Service Areas D, trash, storage and other utility services shall be concealed =way with the exception of facilities specifically required to he public rights-of-way by pity officials, including the Fire by occupants shall be internalized within the Project and not �rvice delivery entrance ways. Such doors shall shall be of high quality, and shall be designed as )osed development. s of buildings and structures are of special concern to City. Site are permitted subject to approval by City. 2. Siting and Land Use Standards a. Building Locations The location of the buildings shall relate to and take advantage of developments and attractions surrounding the Site, consistent with the approved Plans and Specifications and those conditions reasonably imposed through the entitlement process. b. Building Heights Attachment No. 3 Scope of Development Page 3 of 6 The height of the improvements on the Site shall be related to the existing scale of similar developments in City and not exceed City zoning requirements. C. Parkin4 Parking for vehicles of users of the Comm( land use entitlements and provide on -site as part o units of the Project shall be provided by means of stalls, and access thereto and from, in the Transit .+ Project. The Plans and Specifications shall inclu areas, as determined by the Community I)eveloprr. 3. M ea shall be as required by City's ject. Parking for the residential mately 72 and up to 107 parking arking Structure adjacent to the ,ient description of the parking The Developer shall construct all hardscape, landscape and irrigation improvements within the parcel lines defining the Site. Items within the Developer's area of responsibility include, but are not limited to, pedestrian walkways, exitways, steps, handrails and guardrails, service areas, site walls, retaining walls, and garden walls and associated area drainage and planter drains. The Developer shall also construct, ,fabricate, install, and finish all site furnishings, features, public refuse containers, structures and attachments thereto located within the ,parcel lines defining the Site. Items within the Developer's area of responsibility include, but are not limited to, tree wells, tree grates, trees, plant material, groundcover,,soil backfill material, soil amendments, and irrigation system, and any interim materials as paving, trees, shrubs, and other plant oil, soil preparation, automatic irrigation, and landscape and pede Landscaping shall carry out the objectives and principles of City's desire to accomplish an aesthetically superior environment, consistent with the approved Plans and Specifications and. those conditions reasonably imposed through the entitlement process. Developer, or its successors and assigns, shall maintain the landscaping free from debris and accumulation of rubble and shall maintain all plant materials in a healthy and manicured condition. b. Vehicle Access The placement of vehicular driveways, if any, for service vehicles shall be coordinated with the design of pedestrian access and the needs of proper street flow. In the interest of minimizing traffic congestion, the number and location of curb breaks, if any, Attachment No. 3 Scope of Development Page 4 of 6 shall be as approved by City. Internal traffic circulation shall be approved by City's traffic engineer. Doors or gates shall be provided for all vehicular entrance ways. Such doors shall conceal views of unfinished construction, shall be of high quality, and shall be designed as attractive architectural features of the proposed development. C. Utilities All transformers and utility services on- site (except solar panels, if any) shall be underground, concealed within buildings or adequately screened from view, to the extent permitted by appropriate utility companies and utility districts. No mechanical equipment or meters shall be left exposed in yard areas or on roofs, unless adequately screened from view. 91 Minimum building setback; Specifications and those conditions provided, that if unusual and substanl and entitlement process which signi Project, City agrees to increase its additional ",cost or reduction in value. e. shall be consistent with the approved Plans and ;asonably imposed through the entitlement process; [t changes are required by the City through the review cantly add to the cost of or reduce the value of the inancial participation in the Project to defray that Dings whose roof area is visible from surrounding structures or proposed ian ways and public rights of way, exposed duct work for heating and al equipment and other roof structures shall be screened from the direct or ways in a manner approved by City. An integral parapet shall screen all rooftops and rooftop equipment from view. A rooftop equipment and appurtenance location and screening plan shall be prepared and submitted with the Final Construction Drawings. f. Handicap Access The Developer shall make all floors of the buildings and ingress and egress access ways on the Site usable by handicapped persons as required by applicable law. g. Li hg ting A lighting plan which highlights the architectural qualities of the Project and also enhances the lighting of the public right -of -way shall be submitted with Final Construction Drawings. The plan shall indicate the location, intensity, and fixture types of exterior building lights. After the lighting plan has been approved, any design approval shall only be Attachment No. 3 Scope of Development Page 5 of 6 to determine, reasonably and in good faith, whether a proposed installation is consistent with that plan. h Construction During construction of the improvements on the Site by the Developer, the Developer shall take all reasonable precautions to reasonably minimize dust and disturbance to adjacent properties caused by construction. The Developer shall work during hours in accordance with City rules and regulations. J. Prior to commencement of and install, at its cost and expense, the Project. Each sign shall be at 1, pedestrian and vehicular traffic and signs as well as their proposed loca: Manager for review and approval p ; onstruction on the Project, the Developer shall prepare igns on the barricades around the Project, which identify ast faun (4) feet by six (6) feet and be visible to passing shall conform to zoning requirements. The design of all. ion shall be submitted to City's Community Development for to installation. All signs shall at a minimum include: - -- Color rendering of the Project - -- Project name - -- The Developer - -- The phrase: "Another project of the City of Baldwin Park" --- Proiected completion date Attachment No. 3 Scope of Development Page 6 of 6 ATTACHMENT NO. 4 PROJECT BUDGET (Attached Behind this Page) Attachment No. 4 Project Budget Page 1 of I ATTACHMENT NO.5 METHOD OF FINANCING Unless otherwise expressly indicated or the context requires, all capitalized terms shall have the same meaning as in the body of this Agreement and the Affordable Housing Agreement. I. Funding and Hierarchical Order of A Tl,o Tlo� of ,,,or ;� —de t o 1 �. 111 v v�IUFVi io requesting that the City proviu� L11%, o iovviiig assistance package to the Project: 1. The Developer proposes to pur a purchase price equal to the fair n value is currently estimated at $2 -.( provided in the form of a loan froi of the Agreement.) 2. The City will mare a $1.9 milli funded with HOME Program (HO United States Department of Hous paragraph 1. 1.4 lase the Property from the City at irket value as dcter'mined by appraisal. The million. The compensation for the Property will be the City to the Developer. (See also paragraph 1. 1.5 will be )y the City from the (HUD). (See also 3. The City will allow the Project to use between 72 and 107 parking spaces to serve the residential component in return for the payment of an impact fee. This fee is currently estimated at $18,839 per space, but the actual amount will be based on an appraisal in accordance with TCAC regulations. Based on the current estimates, if 107 spaces are provided to the Project, the impact fee will total $2.02 Million. The impact fee will be treated as a loan from the City to the Developer. (See also paragraph 1.1.7.) 4. The City will defer the City impact fees costs associated with the Project, which are currently estimated at $500,000. However, recognizing that the fee amount is subject to change between now and when the Project commences development, the City is being asked to defer the actual amount of the City impact fees up to a maximum of $720,000. The Deferred Fees will be treated as a. City Loan to the Developer. (See also paragraph 1.1.6.) 5. The loans funded by the City will bear 2% simple interest. Based on the maximum estimated loan of $6.65 million, the interest accrued during the construction period is estimated at $119,000. The accrued interest amount is proposed to be deferred and added to the loan balance. Attachment 5 Method of Financing Pagel of 3 The identified local public assistance sources total approximately $6.76 million. This amount represents the maximum amount of assistance that will be set aside and committed to the Project by the City. II. CONDITIONS PRECEDENT TO THE CITY FUNDING OF CITY HOME FUNDS LOAN Subject to all the terms of this Agr conditions precedent described below, the Developer to assist with financing the resi City F "unding to be used solely for (i) acgL demolition and grading and (ii) constructi, other improvements necessary for the Res Funds Loan t shall only be used to assist v The City HOME funds loan shall mean th funds shall be used in accordance with Ht laws. (See paragraph 3.9 of the Agreemei paragraph 2 titled "Operating Covenants." At this time the HOME funds Iran; acknowledge that the City and Developer: the funds into a loan. All conditions precedent as detaile applicable HUD requirements, shall beam( City shall be responsible to above; provided, that conditi the following have been met vent, including, but not limited to, the -Al'amount of to be paid by the City to the itial portions of the Project is by way of the tion and preparation of the Site, including and installation of the Restricted Units and led Units; provided, that the City HOME i financing of the Restricted HOME Units )an referred to in paragraph I.A.2. Said requirements and all local, state and federal. nd Attachment No. 6 to the Agreement at is referred herein as a "loan," The parties agree at a later time to alter the structure of lion 2.5 of the Agreement, and all to disbursement of funds. City Loan to the Developer for the Project, described in Section 2.5 of the Agreement and A. An escrow has been opened by the City and the Developer into which the City Loan shall be deposited (the "Escrow "). The purpose of the Escrow is to covey ownership of the City Loan to the Developer for the sole purpose of paying the Purchase Price to the Agency for the Property as part of the transaction to convey ownership of the Property to the Developer, as well as paying the City, when due, $720,000 in development impact fees for the Project (such as parkland, General Plan, public art, flood control and. traffic congestion management fees). The parties understand and agree, no part of the City Loan is to be used to pay for the applicable entitlement processing or building permit fees. The Escrow shall include instructions to carry out only those purposes. Upon the Construction Financing Event, the City Loan shall become part of the funds from all sources held for acquisition of the property and construction of the Project. The order and method of disbursements will be determined in good. faith by the parties when all sources of funding and the amounts thereof have been secured by the Developer. Attachment No. 5 Method of Financing Page 2 of 3 B. The Escrow shall also include instructions, whereby, the escrow officer shall return the entirety of the City Loan, plus interest accrued, to date, to the City, upon receipt of written notice from the City, signed by the Chief Executive Officer, certifying either (i) the Developer failed to receive approval of tax credit funding for the Project on or before August 31, 2015 or (ii) the purposes for which the Escrow had been opened has been determined by the City Council, at a public meeting, to no longer be in the public's interest; (iii)Developer is in material default under the terms of the Agreement. C. The funds in the Escrow shall accrue interest at the then applicable LAIF rate to be paid to the City quarterly for as long as any part of the City Loan remains in the Escrow. Developer is not responsible for any interest on the City Loan prior to close of escrow. The Chief Executive Officer shall hav set forth herein; however any waiver waive any condition of disbursement Officer, and the decision to waive any at a later date or upon the substitution The disbursement of all or any portio fulfillment of one or more of the forel such conditions, and the City reserve: any subsequent disbursements. III. authority to waive any condition of disbursement be expressly made in writing. The decision to be in the sole discretion of the Chief Executive irement may be conditioned upon its satisfaction ether condition mutually agreed to by the parties. he City HOME Funds Loan or City Loan prior to conditions shall not be construed as a waiver of right to require their fulfillment prior to making Subject to section 11, above, disbursement of City HOME Funds loan shall be made by the City upon receipt of evidence from the Developer of costs actually incurred by the Developer solely for the development of the Restricted HOME Units and the Developer's expenditure for actual construction of the Project from other sources of at least One Million Dollars {$1,000,000.00 The City funding shall be funded in the following hierarchical order: 1. The City will make a $1`.9 million HOME Loan to the Developer. 2. The City will sell the Property to the Developer for a purchase price that is estimated at $2.0 million, subject to the results of an appraisal. The compensation for the Property will be provided in the form of a loan from the City to the Developer. 3. The City will allow the Project to use between 72 and 107 parking spaces to serve the residential component in return for an impact fee that is currently estimated at $18,839 per space. This equates to $2.02 million if 107 parking spaces are provided to the Project. The impact fee will be structured as a loan from the City to the Developer. Attachment No. 5 Method of Financing Page 3 of 3 4. The City will defer the impact fees costs associated with the Project. The Developer estimates the deferral amount at $720,000. (The deferred amount will be limited to the impact fees costs paid to the City. Any permits and fees costs charged by outside entities will be paid by the Developer in accordance with the terms imposed by the outside entities.) Attachment No. 5 Method of Financing Page 4 of 3 ATTACHMENT NO.6 OFFICIAL BUSINESS Document entitled to free recording per Government Code Section 6103 Recording Requested By and When Recorded Mail To: CITY OF BALDWIN PARK 14403 East Pacific Avenue Baldwin Park, CA 91706 SPADE ABOVE THIS LINE FOR RECORDER'S USE AGREEMENT CONTAINING COVENANTS AND REGULATORY AGREEMENT (Including Affordable Housing Restrictions) THIS REGULATORY AGREEMENT (Including Affordable Housing Restrictions) (this "Agreement ") is made as of the _ day of 201_, by and between ROEM llevelopment Corporation, a California corporation (the "Developer ") and the CITY OF BALDWIN PARK, a municipal corporation ( "City ") with reference to the following facts: axellw wi A. City, the Successor Agency of the Baldwin Park Redevelopment Agency ( "Agency ") and the Developer have heretofore entered into that certain Affordable Housing Agreement dated as of , 2013, (the "Housing Agreement "), which is reference. B. Unless otherwise expressly stated or the context requires, terms used herein shall be as defined in the Housing Agreement. C. Pursuant to the Housing Agreement, City has agreed to provide financing to the Developer to assist with the development of affordable rental housing units, using the HOME Program funds and other funds. D. The Property is legally described in Exhibit A, which is attached hereto and incorporated herein by this reference. Page 1 of 10 E. Also pursuant to the Housing Agreement, the Developer has agreed the Restricted Units will be rented to Very Low -, Low- and Moderate - Income Households at affordable housing costs in accordance with the HOME Regulations for not less than twenty (20) years after the effective date of this Agreement (the "Project "). NOW, THEREFORE, in consideration of the foregoing, the Developer and City hereby agree the Restricted Units shall be subject to the following covenants and conditions which shall run with the land, and be binding on all parties having any right, title or interest in the Restricted Units and their respective heirs, legatees, devisees, administrators, executors, successors and assigns, and shall inure to the benefit of City and its respective successors and assigns. 1. Affordable Housing Require= in effect for twenty (20) years following the Project to an eligible Very Low -, L housing costs as required by the HOME Affordability Period, the following req a. income ang Houstn successors and assigns, hereby cove; exclusively to Very Low -, Low- to N which means, for purposes of this insurance and tax allowance) which area median income, adjusted for fa Unit The requirements of this Section 1 shall continue issuance of the final certificate of occupancy for and Moderate- Income household at affordable ;ulatians (the "Affordability Period "). During the netts shall apply to the Property: The Developer, for itself and its Le Restricted. Units shall be rented seholds at an "Affordable Rental," l cost ,(plus a reasonable utility, )plicable maximum percentage of for the unit. hereby designates the units identified in by this reference, as the Restricted Units. C. Maximum Incomes. The maximum incomes of households eligible to rent and occupy the Restricted Units shall be determined as required by the HOME Regulations. All proposed households must be income - eligible. The income of the household shall be certified to City within thirty (30) business days before each of the household's expected occupancy of each of the Restricted Units. City shall determine the annual income of each renter using the adjusted gross income method set forth in the HOME Regulations. d. Maximum Housing Costs. The Developer, its successors and assigns shall not require any renter of any of the Restricted Units to have an annual income in excess of the amounts required by the HOME Regulations. Upon request, City shall notify The Developer in writing of the adjusted allowable maximum incomes and housing costs. e. Maximum Occupancy. The Developer and City shall use the occupancy per unit assumptions used by HUD 2. Operating Covenants. The Developer covenants and agrees for itself, its successors, its assigns and every successor in interest to the Property or any part thereof that The Attachment No. 6 Agreement Containing Covenants and Regulatory Agreement Page 2 of 8 Developer, shall operate the Property and the Project in conformity with all applicable laws, rules, regulations and ordinances, including without limitation, the HOME Regulations and all applicable federal and state labor standards. 3. Maintenance. The Developer shall maintain and preserve the Project and the Property in good condition and repair, excepting reasonable wear and tear, and in a prudent and businesslike manner. Restoration of damaged improvements shall be made to a condition as good as existed prior to the damage. The Developer shall complete promptly and in a good and workmanlike manner any Improvements which may be constructed as part of the Project or the Property and pay when due all claims for labor performed and material furnished therefor. The Developer shall comply with all laws, ordinances, rules, regulations, covenants, conditions, restrictions, and orders of any governmental authority now or hereafter affecting the conduct or operation of the Project and of the Developer's business involving the Project or any part thereof or requiring any alteration or improvement to be made thereon. The Developer shall maintain the Property in good and neat order and repair. The Developer hereby agrees City may conduct from time to time through"representatives of its own choice, upon reasonable notice, on -site inspections and observation of such records of the Developer relating to the Project and the Property as City reasonably deems to be necessary or appropriate in order to monitor the Developer's compliance with the provisions of this Agreement. The ongoing maintenance, program to be followed by the Developer shall include: a. Scheduled 'preventative maintenance and repair of installed equipment in accordance with manufacturers' recommendations. b. Preventative regular inspections of the Project and the Property and related equipment, as well as regular schedules (daily, weekly, monthly, quarterly,) for maintaining the same. That will include maintenance of exterior areas to keep grounds free of graffiti, litter, trash and paper. Parking areas provided by City in the adjacent parking structure and all on -site parking will be maintained in good repair and free from dirt and litter. The Property shall be kept free of trash rind other debris. Garbage removal will be provided through arrangements with a contractor, consistent with applicable City ordinances. The trash areas will be swept and scrubbed with disinfectant when necessary. Extermination services will be contracted with to provide pest control consistent with high quality management practices. -. C. Contract with a landscape firm to maintain the landscaped areas in an attractive and healthy condition. d. Prompt payment and discharge, when due, all liens, encumbrances and charges upon the Project, the Property or any part thereof relating to mechanics, laborers, materialmen's, suppliers or vendor's liens or rights. The Developer shall have the right to contest in good faith the validity of any such lien, encumbrance or charge. e. Any cost incurred by City to cure any such maintenance deficiency, until Attachment No. 6 Agreement Containing Covenants and Regulatory Agreement Page 3 of 8 paid, shall constitute a lien on the Property pursuant to Civil Code Section 2881. 4. Inspection and Records. The Developer shall maintain records which clearly document the Developer's performance of its obligations to operate the Property under the terms of this Agreement. The Developer shall submit any records to City within ten (10) business days after City's request. The Developer shall permit City to enter and inspect the Property for compliance with obligations under this Agreement upon twenty -four hours' (24- hours') advance notice of such visit by City to the Developer. 5. Fees, Taxes and Other Levies. fees, assessments, taxes, charges ar company with respect to the Proper However, the Developer shall not 1�6 i as the legality thereof is being cont( proceedings. 6. Property Tax Exempti for the Property under any pr( 214(g) without City's prior w 7. Defaults. Fa ilhre or delay Agreement constitutes a default. The Developer shall be responsible for payment of all I levies imposed by any public authority or utility and shall pay such charges prior to delinquency. - quired to pay and discharge any such charge, so long cted diligently and in good faith and by appropriate not apply for a property tax exemption Revenue and Taxation Code Section to perform any term or provision of this a. City shall give written notice of default to the Developer specifying the Delay in giving such notice shall not constitute a waiver of any default nor shall it b. Any failures or delays by City'in asserting any of its rights and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies. Delays by City in asserting any of its rights and remedies shall not deprive City of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert, or enforce any such rights or remedies. C. If a monetary event of default occurs, prior to exercising any remedies hereunder, then City shall give the Developer written notice of such default. The Developer shall have a reasonable period of time after such notice is given within which to cure the default prior to exercise of remedies by City. In no event shall City be precluded from exercising remedies if its security becomes or is about to become materially jeopardized by any failure to cure a default or the default is not cured within seven (7) days after the notice of default is first given. d. If a non - monetary event of default occurs, prior to exercising any remedies hereunder, then City shall give the Developer notice of such default. If the default is reasonably capable of being cured within thirty (3 0) days, then the Developer shall have such Attachment No. 6 Agreement Containing Covenants and Regulatory Agreement Page 4 of 8 period to effect a cure prior to exercise of remedies by City. If the default is such that it is not reasonably capable of being cured within thirty (30) days, and the Developer (1) initiates corrective action within said period, and (2) diligently and in good faith works to effect a cure as soon as possible, then the Developer shall have up to one hundred twenty (120) days after commencement of the cure to cure the default prior to exercise of any remedies by City. If any Event of Default occurs, then Ci to protect its rights hereunder. Subject to prevailing party promises to pay to the prev, such attorneys and all other costs of enfo without limitation, recording fees, receives whatever kind or nature, incurred by the' pre of this Agreement, whether or not such enf 8 Non - Discrimination. its assigns and every successo be no discrimination against o race, religion, creed, color, na family status, age, any other F disability, Acquired Immune (ARC), or any other arbitrary tenure or eniovment of the Pr under or through it estab segregation with referenc lessees, subtenants, su 9 Duration of Cc for the Affordability P in effect in perpetuity. The Devel+ '.in interest IC mploy an attorney or attorneys Code Section 1717, the non- irty, on demand, the fees and expenses of ie obligations secured hereby including and expenses, and all other expenses of party in connection with the enforcement nt includes the filing of a lawsuit. rants and agrees for itself, its successors, )perty or any part thereof, that there shall person, or group of persons, on account of io'tal origin, ancestry, sex, sexual orientation, marital status, otected classification, source of income, physical or mental Deficiency Syndrome (AIDS) or AIDS - related conditions basis in the sale, lease, sublease, transfer, use, occupancy, ,perty nor shall The Developer itself or any person claiming r permit, any such practice or practices of discrimination or he selection, location, number, use or occupancy of tenants, or vendees of the Property. its of this Agreement shall remain in effect ibitions against discrimination shall remain 10 Irrevocability. This Agreement and the lien created hereby shall be irrevocable by the Developer and their successors and assigns to the Property or any portion thereof. 11 Beneficiary of Covenants. City is deemed to be the beneficiary of the terms and provisions of this Agreement and the covenants herein, both for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, for whose benefit this Agreement and the covenants running with the land have been provided. The covenants established in this Agreement, and any and all amendments hereto approved by City and the Developer, shall, without regard to technical classification or designation, legal or otherwise, be, to the fullest extent permitted by law and equity, binding for the benefit and in favor of, and enforceable by City, and their respective successors and assigns, against the Developer and its heirs, legatees, devisees, administrators, executors, successors and assigns without regard to whether City is or remains an owner of any land or interest therein to which such covenants relate. City shall have the right if any covenants are breached, to exercise all rights and remedies, and to maintain any actions or suits at law or in Attachment No. 6 Agreement Containing Covenants and Regulatory Agreement Page 5 of 8 equity or other proper proceedings to enforce the curing of such breaches to which it is entitled. No remedy herein conferred upon or reserved by City is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law, in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of such right or power, but any such right or power may be exercised from time to time and as often as City may deem expedient. In order to entitle City to exercise any remedy reserved to it in this Agreement, it shall than such notice as may be herein expressly reci 12. Amendments. Only City, its su legatees, devisees, administrators, exe to the fee title to the Property (or porti( changes in, or to eliminate in whole or in this Agreement, or to subject the F covenants or conditions, without the e( or any other person or entity thereof) or any of the Restric 13. Effect of this Agreement on the covenants, conditions, restrictio Agreement shall defeat or render in mortgage or deed of trust or seeurit, against the Property. and the T to give any notice, other by law to be given. essors and assigns, and the Developer, and the heirs, tors, successors and assigns of the Developer in and thereof) shall have the right to consent and agree to part, any of the covenants or conditions contained )verty or anv of the Restricted units to additional nter, lessee, easement holder, licensee, than a fee in the Property (or portion Encumbrances. No violation or breach of ms or limitations contained in this any way impair the lien. or charge of any ermitted by this Agreement and recorded . shall be deemed independent and ty or unenforceability of any one provision ity of any other provision. 15. Interpretation. The provisions of this Agreement shall be liberally construed and interpreted to effectuate its purposes. Failure to enforce any provision hereof shall not constitute a waiver of the right to enforce said provision or any other provision hereof. 16. Applicable Law. This Agreement and the lien created hereby shall be governed by and construed according to the laws of the State of California. 17. Number, Gender and Headings. As used in this Agreement, the singular shall include the plural and the masculine shall include the feminine and the neuter, unless the context requires the contrary. All headings are not a part hereof, and shall not affect the interpretation of any provision. 18. Rights and Remedies Are Cumulative. The rights and remedies of City with respect to the enforcement of the obligations contained in this Agreement are cumulative, and the exercise by City of one or more of such rights or remedies shall not preclude the exercise by Attachment No. 6 Agreement Containing Covenants and Regulatory Agreement Page 6 of 8 it, at the same or different times, of any other rights or remedies for the same default or any other default hereunder. 19. Non - liability of Officials, Employees and Agents. No officers, directors, employees and agents of City, the Agency (as defined in the Agreement) shall be personally liable to The Developer for any obligation created under the terms of this Agreement. 20. Indemnity. The Developer shall defend, and each of their officer, employees. contract against any losses, damages, liabilities, claimsl' legal or other expenses (including attorneys' fee direct or indirect consequence of the Develope obligations as and when required by this Agree 21. AA„ reement Controls. In the ev( the Housing Agreement then the terms 22. Attorney's Fees and Costs commenced to interpret or to enforc such action shall be entitled to ree; expert witness fens, incurred in suc costs shall "be available to the party 23. Time. Time is of the essence in Any by an indemnify and hold harmless City, Agency ors and agents (the "Indemnified Parties ") demands, judgments, actions, court costs, and s) which Indemnified Parties may incur as a r failure to perform any of their respective ment. is any conflict between this Agreement and wreement shall control. the event any legal or administrative action is erms of this Agreement, the prevailing party in any .11 reasonable attorneys' fees and costs, including �n. Reasonable attorney's fees and all associated or approval of City required under this Any approval must be in writing and 25. Notices Demands and 'Communications. Formal notices, demands and communications between The Developer and City shall be sufficiently given and shall not be deemed given unless dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally, to the principal offices of The Developer and City as follows: City: City of Baldwin. Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attn: Chief Executive Officer The Developer: Attn: Attachment No. 6 Agreement Containing Covenants and Regulatory Agreement Page 7 of 8 26. Binding On Successors. All provisions of this Agreement shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors-in-interest, transferee, and assigns of The Developer, and City, and shall run with the land as provided herein for the full term of this Agreement, or any conveyance or transfer of the Property or portion thereof. 27. Relationship of Parties. The relationship of The Developer and City during the term of this Agreement shall not be construed as a joint venture, equity venture, or partnership. 28. Waiver. Any waiver by City of any No waiver will be implied from any delay default of The Developer or to pursue, any I Documents, or applicable law. Any exteris any obligation under this Agreement shall obligations under this Agreement. Consent shall not be construed to be consent to any the requirement for City's written consent IN WITNESS WHEREC executed on their behalf by their first set forth heieitiabove. obligation in this Agreement must be in writing. or failure by City to take action on any breach or remedy allowed under this Agreement, the Loan ion of time granted to The Developer to perform not operate as a waiver or I release from any of its by City to any act or omission by The Developer other or subsequent act or omission or to waive to future waivers. the Developer have caused this instrument to be )fficers hereunto duly authorized, as of the date CITY OF BALDWIN PARK, a municipal corporation By: Vijay Singhal, Chief Executive Officer California 2013 By: Dated: , 2013 By: Its Its Attachment No. 6 Agreement Containing Covenants and Regulatory Agreement Page 8 of 8 ?41 EXHIBIT A to Attachment No. 6 LEGAL DESCRIPTION Real property in the City of Baldwin Park, County of Los Angeles, State of California, described as follows: LOTS 1 AND 2 AND THE NORTHERLY 21 FEET OF LOT 3 IN BLOCK 25 OF TRACT 3557, IN THE CITY OF BALDWIN PARK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 38 PAGE 69 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE WESTERLY 10 FEET THEREOF AS GRANTED TO THE COUNTY OF LOS ANGELES, FOR STREET PURPOSES. ALSO EXCEPT ALL OIL, GAS, MINERALS, HYDROCARBONS AND OTHER SUBSTANCES LYING BELOW A DEPTH OF 500 FEET BELOW THE PRESENT SURFACE OF LAND, WITHOUT RIGHT OF SURFACE ENTRY, AS RESERVED IN DEED RECORDED:OCTOBER 1, 1969 AS INSTRUMENT NO. 271. APN: 7109 -013 -003 AND 7109 -013 -004 THE SOUTH 6 FEET OF LOT 3 AND ALL OF LOTS 4 AND 5 IN BLOCK 25 OF TRACT NO. 3557, IN THE CITY OF BALDWIN PARK; AS PER MAP RECORDED IN BOOK 38, PAGE 69 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM LOT 5 THAT PORTION CONVEYED TO SAMUEL REZNICK, A MARRIED MAN AND BEN RESNICK, A MARRIED MAN, BY DEED RECORDED IN BOOK 9255, PAGE 334, OFFICIAL RECORDS, DESCRIBED AS FOLLOWS: THE SOUTH 6 INCHES OF LOT 5 IN BLOCK 25 OF TRACT 3557, IN THE CITY OF BALDWIN PARK, AS PER MAP RECORDED IN BOOK 38, PAGE 69 OF MAPS, WHICH INCLUDES ONE HALF INTEREST IN A 12 INCH BRICK WALL LOCATED THEREON. APN: 7109 - 013 -005 Page 1 of 2 LOT 6 AND THE SOUTH 0.5 FEET OF LOT 5, IN BLOCK 25, OF TRACT NO. 3557, IN THE CITY OF BALDWIN PARK, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 38 PAGE 69 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN: 7109 - 013 -006 LOTS 7 AND 8, BLOCK 25, TRACT 3557, IN THE CITY COUNTY OF LOS ANGELES, STATE OF CALIFORNIA. BOOK 38, PAGE 69 OF MAPS, IN THE OFFICE OF THE COUNTY. APN: 7109- 013 -007 Exhibit A to Attachment No. 6 Legal Description Page 2 of 2 BALDWIN PARK, IN THE PER MAP RECORDED IN RECORDER OF SAID EXHIBIT B to Attachment No. 6 DESIGNATION OF RESTRICTED UNITS (Attached Behind Page 1 of 1 ATTACHMENT NO. 7 I Il►�"�/ I :ZI7►`1►/111►`Y 11� A 1►1 I1 �1►� 1►`I Y 11`I THIS ENVIRONMENTAL INDEMNITY, dated as of , 2014, made by , a California (referred to as "the Developer "), whose address for purposes of giving notices is , Attn: , _ ` , in favor of CITY OF BALDWIN PARK, 14403 East Pacific Avenue, Baldwin Park, CA 91706, Attn: Chief Executive Officer ( "Cit< WHEREAS, the Developer is the owner of certain real property situated at Ramona Boulevard in the City of Baldwin Park, Mate of California, as more particularly described on Exhibit "A" attached hereto and made apart hereof, and the improvements constructed and to be constructed thereon (collectively referred to as the "Real Property "); WHEREAS, the Developer and City entered into that certain Affordable Housing Agreement, dated as of , 2013 (the "Agreement ". -), pursuant to which City conditionally agreed to grant to the Developer financial :assistance in the form of the City Grant and the City Loan (both as defined. in the Agreement); WHI VREAS, the Agreement and the documents and instruments executed by the Developer in connection with this Agreement in forms attached to this Agreement, all as described in the Agreement, are sometimes collectively referred to herein as the "City Funding Documents;" WHEREAS, the De Indemnity to induce City to NOW, THERE agreements hereinafter to execute and deliver to City this Environmental the Grant. sideration of the foregoing and in consideration of the mutual Developer hereby agrees with City as follows: Section 1 DEFINITIONS For the purpose of this Environmental Indemnity, "Hazardous Materials" or "Hazardous Substances" shall include, but not be limited to, substances defined as "extremely hazardous substances," "hazardous substances," "hazardous materials," "hazardous waste" or "toxic substances" in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. §§ 11001- 1.1050; the Hazardous Materials Transportation Act, 49 U.S.C. §§ Pagel of 8 1801, et seq.; the Resource Conservation and Recovery Act, 42 U.S.C. §§ 6901, et seq.; and those substances defined as "hazardous waste" in Section 25117 of the California Health and Safety Code, as "infectious waste" in Section 25117.5 of the California Health and Safety Code, or as "hazardous substances" in Section 25316 of the California Health and Safety Code or "hazardous materials" as defined in Section 353 of the California Vehicle Code; and in the regulations adopted and publications promulgated pursuant to said laws. Other capitalized terms used in this Environmental Indemnity shall have the meanings ascribed to them in the Agreement with the same force and effect as if set forth in full below. REPRESENTTATI The following representations, Developer: 2.1 Representations Relath City as follows, except as may be rel neither the Developer nor, to the actual any other person known to developer directly or indirectly, be placed, held, li part thereof, and the Real Property has knowledge of the Developer, any affiR storage (whether permanent or tempor S AND and indemnities are hereby given and made by The g to the Premises. The Developer represents and warrants to oriel to City in writing (the "Environmental Report"): (a) Knowledge of the Developer, any affiliate of the Developer or has ever caused or permitted any Hazardous Material to, Gated or disposed of on, under, or at the Real Property, or any never been used (whether by the Developer or, to the actual to ofthe Developer, or by any other person) as a dump site or try) site for any Hazardous Material; (b) to the actual of the PCB's are contained in or stored on the Real Property; (c) to the Developer's actual knowledge, there are no underground storage tanks located in, on or under the Real' Property; and (d) there are no claims, litigation, inquiries, administrative, or other proceedings, 11 whether actual or threatened, or judgments, or remedial obligations or orders, relating to any hazardous or toxic substances or wastes, discharges, emissions, or other forms of pollution relating in any way to the Real Property. The foregoing representation shall survive the payment in full or the performance of all other obligations under the Grant Documents. 2.2 General Representations. The Developer also represents and warrants to City as follows: (a) The execution, delivery, and performance by the Developer of this Indemnity do not and will not contravene any law or governmental rule, regulation, or order that is applicable to the Real Property or the Developer. (b) The execution, delivery, and performance by the Developer of this Indemnity do not and will not contravene any contractual restriction that is binding upon or that affects the Real Property or the Developer and do not and will not result in or require the creation of any lien, security interest, or other charge or encumbrance upon or with respect to any properties of the Attachment No. 7 Environmental Indemnity Page 2 of 8 Developer. (c) No authorization, approval, or other action by, and no notice to or filing with, any governmental authority or regulatory body is required for this due execution, delivery, and performance by the Developer of this Indemnity. (d) This Indemnity is a legal, valid, and binding obligation of the Developer, enforceable against the Developer in accordance with,its terms. (e) Except as previously disclosed to City in the Environmental Report, there is no action, suit, or proceeding pending or threatened against or otherwise affecting the Developer before any court, arbitrator or governmental department, City, board, bureau, agency or instrumentality, which may materially adversely affect the financial condition of the Developer or the ability of the Developer to perform the Developer's obligations under this Indemnity. (f) The Developer has reviewed and approved all of the Grant Documents (and all exhibits thereto). (g) The financial statements of the Developer delivered to City are true, complete, and correct in all respects, and fairly present the net worth of the Developer as of the date thereof. Since the date of such financial statement, there has been no material adverse change in the net worth of the Developer.' The e Developer is duly organized and validly existing under the laws of qualified to do business in all states where the nature of its business makes (a), The Developer; covenants that it shall comply with any and. all laws, regulations, and/or orders which may be promulgated, from time to time, with respect to the discharge and/or removal of Hazardous Materials, to pay immediately when due the costs of the removal of, or any other action required by , law with respect to, any such Hazardous Materials, and to keep the Real Property free of any lien imposed pursuant to any such laws, regulations, or orders. (b) The Developer covenants that the Real Property will not, while the Developer is the owner thereof, be used for any activities involving, directly or indirectly, the use, generation, treatment, storage, release, or disposal of any Hazardous Materials, except for de minimis quantities used at the Real Property in compliance with all applicable environmental laws and required in connection with the routine operation and maintenance of the Real Property. (c) The Developer further agrees the Developer shall not release or dispose of any Attachment No. 7 Environmental Indemnity Page 3 of 8 4:1 Hazardous Materials at the Real Property without the express written approval of City and any such release or disposal shall be effected in strict compliance with all applicable laws and all conditions, if any, established by City. (d) City shall have the right, at any time, to con Real Property at City's expense and the Developer shall cause conduct of any such environmental audit but in no event: shall s believes that such audit is warranted. Other than in an emerge only after prior notice has been given to the Developer And only i the Developer. The Developer shall give City and its agents Property to remove, or otilerwise to mitigate against the efiects uct an environmental audit of the he Developer to cooperate in the ch audit be conducted unless City cy, such audit shall be conducted. . the presence of a representative of ad employees access to the Real if, Hazardous Materials. (e) The Developer shall not install, or permit to be installed, on the Real Property friable asbestos or any substance containing asbestos and deemed hazardous by federal or state regulations respecting such material, and, with respect to any such material currently present in the Real Property, the Developer shall promptly either (i) remove or cause to be removed any material that such regulations deem hazardous and require to be removed, or (ii) otherwise comply with such federal and state regulations, at the Developer's sole cost and expense. If the Developer shall fail to so do within the cure period permitted under applicable law, regulation, or order, then City may do whatever is reasonably necessary to eliminate said substances from the premises or to otherwise comply with the applicable law,, regulation, ',or order, and the costs thereof shall be added to the Obligations (as hereinafter defined) of the Developer under this Section 2. (f) The Developer shall immediately advise City in writing of any of the following: (i) any pending or threatened environmental claim against the Developer or the Real Property, (ii) any condition or occurrence on the Real Property that (A) results in noncompliance by the Developer with any applicable environmental. law, (B) could reasonably be anticipated to cause the Real Property to be subject to any restrictions on the ownership, occupancy, use or transferability of the Real Property under any environmental law, or (C) could reasonably be anticipated to form the basis of an environmental claim against the Real Property or the Developer. 2.4 Indemnity. The Developer shall indemnify, protect, and hold harmless City and its officers, employees and agents; from and against any and all damages, losses, liabilities, obligations, penalties, claims, litigation,' demands, defenses, judgments, suits, proceedings, costs, disbursements, or expenses (including, without limitation, attorneys' and experts' fees and disbursements) of any kind or of any nature whatsoever (collectively, the Obligations) which may at any time be imposed. upon, incurred by or asserted or awarded against City and its officers, employees and agents and arising from or out of: (a) The presence of any Hazardous Materials on, in, under, or affecting all or any portion of the Real Property during the Developer's ownership of said portion of the Real Property affected by the presence of any Hazardous Materials; Attachment No. 7 Environmental Indemnity Page 4 of 8 (b) The breach of any representation or warranty made by the Developer in Section 2.1 or Section 2.2 hereof or the breach of any covenant made by the Developer in Section 2.3 hereof, or (c) The enforcement by City of any of the provisions of this Section 2.4. The foregoing indemnification shall be a recourse obligation of the Developer, notwithstanding any limitations on recourse contained in any of the Grant Documents. Additionally, these representations, warrants and indemnifications from the Developer shall not limit in any manner whatsoever any rights and remedies of Citypursuant to the Chant Documents. ection 3 THE DEVELOPER'S OBLIGA' 3.1 Unconditional Obligations. The Developer hereby agrees that the Obligations will be paid strictly in accordance with the terms of this Indemnity, regardless of any law, regulation, or order now or hereafter in effect in any jurisdiction affecting any of the Grant Documents or affecting any of the rights of City with respect thereto. The obligations of the Developer hereunder shall be absolute and unconditional irrespective of (a) The validity, regularity, or enforceability of the Grant Documents or any other instrument or document, executed or delivered in connection (herewith; (b) Any alteration, amendment, modification, release, termination, or cancellation of any of the Grant Documents, or any change in the time, manner, or place of payment of, or in any other term in respect of, all or any of the obligations of the Developer contained in any of the Grant Documents; (c) Any waiver of, or consent to any departure from, any provision contained in any of the Grant Documents; (d) (e) Reserved (f) The insolvency or bankruptcy of the Developer; or (g) Any other circumstance that might otherwise constitute a defense available to, or a discharge of, the Developer with respect to the Grant or any or all of the Obligations. 3.2 Continuation. This Indemnity (a) is a continuing indemnity and shall remain in Attachment No. 7 Environmental Indemnity Page 5 of 8 full force and effect until the satisfaction in full of all of the Obligations Section 4 WAIVER The Developer hereby waives the following: (a) The right to a trial by jury with Indemnity. Any notice, demand, statement, rec. shall be personally served, mailed by firs address set forth in the first paragraph of th to be given (or to such other address as the A notice sent in compliance with the provi; after the date of mailing, unless such day shall be deemed given on the business day MIS arising under, or relating to, this ection 5 SERVED st, or consent made hereunder shall be in writing and [ass registered mail, return receipt requested, to the . ndemnity, above, of the party to whom such notice is irties hereto, shall designate in writing). ns of this Section shall be deemed given five (5) days 11 be a non - business day, in which event such notice xt succeeding the fifth day after which it is mailed. US 7.1 The Developer: shall make any payment required to be made hereunder in lawful money of the United States of America, and in same day funds, to City at its address specified in the first paragraph hereof. 7.2 No amendment of any provision of this Indemnity shall be effective unless it is in writing and signed by the Developer and City, and no waiver of any provision of this Indemnity, and no consent to any departure by the Developer from any provision of this Indemnity, shall be effective unless it is in writing and signed by City, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. 7.3 No failure on the part of City to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right preclude any other or further exercise thereof or the exercise of any other right. The rights and remedies of City provided herein and in the other City Funding Documents are cumulative and are in Attachment No. 7 Environmental Indemnity Page 6 of 8 addition to, and not exclusive of, any rights or remedies provided by law. 7.4 Any provision of this Indemnity that is prohibited or unenforceable in any j urisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining portions hereof and _ without affecting the validity or enforceability of such provision in any other jurisdiction. 7.5 This Indemnity shall (a) be bind and (b) inure, together with all rights and ren respective directors, officers, employees, and a the immediately preceding sentence, City may, the Grant Documents, assign or otherwisetraf under any other Grant Documents, to any otl become vested with all of the rights and oblz herein or otherwise. None of the Fights or oblig, otherwise transferred without the prior written 7.6 The Developer hereby (a) irrevc federal court sitting, in each instance, in Los Ar of or relating to this Indemnity, (b) waives an3 convenient or similar rules or doctrines, and,(c such action or proceeding may be heard and t Developer irrevocably consents' to the service permitted in any such action or proceeding to Indemnity, above. The Developer agrees that a - be inclusive and may be enforced in any other manner provided by law. tpon the Developer, and the Developer's assigns; :s of City hereunder, to the benefit of City, its >. Without limiting the generality of clause (b) of ect toy and in accordance with, the prnvisions of all or any portion of its rights and obligations Jerson, and such other person shall thereupon ns in respect thereof that were granted to City S of the Developer hereunder may be assigned or sent of City. ly Coun any and is to the jurisdiction of any California or y in any action or proceeding arising out &d on doctrines of venue or forum non agrees that all claims in respect of any a such California or federal court. The all process which may be required or specified in the first paragraph of this nt in any such action or proceeding shall by suit on the judgment or in any other 7.7 The title of this documentand the captions used herein are inserted only as a matter of convenience and for reference and shall in no way define, limit, or describe the scope or the intent of this Indemnity or any of the provisions hereof. 7.8 This Indemnity shall be governed by, and construed and interpreted in accordance with, the laws of the State of California applicable to contracts made and to be performed therein, except to the extent that the laws of the United States preempt the laws of the State of California. 7.9 This Indemnity may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute one agreement. IN WITNESS WHEREOF, the Developer has duly executed this Environmental Indemnity as of the date first set forth above. Attachment No. 7 Environmental Indemnity Page 7 of 8 ROEM Development Corporation a California corporation Dated: , 2013 By: Attachment No. 7 Environmental Indemnity Page 8 of 8 To be attached prior to close of escrow unless Page 1 of 8 Attachment No. 8 Promissory Note Page 2 of 8 I_�1 Yi 1I_T� . U D ► ► Recording Requested by: SUCCESSOR AGENCY OF THE CITY OF BALD 14403 East Pacific Avenue Baldwin Park, CA 91706 When Recorded Return to and Mail Tax Statements to: Attn: , PACE ABOVE THIS LINE FOR RECORDING USE IC FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged the SUCCESSOR AGENCY OF THE CITY OF BALDWIN PARK, a public body, corporate and politic, herein called "Grantor," hereby grants to a herein called "Grantee," the real property, hereinafter referred to as the "Property," described in the document attached hereto, labeled. Exhibit A and incorporated herein by this reference. (1) Grantor excepts and reserves any existing public street, proposed street, or portion of any public street or proposed street lying outside the boundaries of the Property which might otherwise pass with a conveyance of the Property. (2) The Property is conveyed in accordance with and subject to the Affordable Housing Agreement entered into by and among Grantor, Grantee and the City of Baldwin Park, a municipal. corporation (the "City ") on , 2013, (the "Agreement "), which document is a public record on file in the offices of the Secretary of Grantor, and is by reference thereto incorporated herein as though fully set forth herein. All capitalized terms used herein shall have the same meaning as in the Agreement, unless expressly stated otherwise herein or the context requires. Page 1 of 2 (3) The Property is conveyed to Grantee in accordance with the uses permitted by the Agreement. Therefore, Grantee hereby covenants and agrees for itself, its successors, its assigns, and every successor in interest to the Property, Grantee, such successors and such assigns, shall develop, maintain and use the Property only as follows: (a) The Property shall be constructed upon, used, and maintained solely in accordance with the Agreement, including, but not limited to, the Scope of Development, Attachment No. 3 to the Agreement, and all plans approved by the City, pursuant thereto. �U viaiiLe suaii maintain the uuNivvcuicins on the Property anU S11 1 weep the Property free frorn any unreasonable accumulation of debris or waste materials. Grantee shall also maintain the required landscaping in a healthy condition. (4) Prior to the recordation of a Certificate of Completion issued by the City for the improvements to be constructed as part of the Project: Grantee shall not make any sale, transfer, conveyance or assignment of the Property, or any part thereof or the buildings or structures thereon, without the prior reasonable written approval of Grantor, except as expressly permitted by the Agreement. In the event Grantee does make any sale, transfer, conveyance or assignment of the Property any part thereof or the buildings or structures thereon prior to the issuance of the Certificate of Completion, Grantor shall be entitled to be paid by Grantee an amount equal to the portion of the consideration payable for the sale, transfer, conveyance or assignment of the Property, which is in excess of reasonable transaction costs of such sale, transfer, conveyance or assignment, plus the cost of improvements and development theretofore made to the Property, including carrying charges and costs related thereto. The consideration payable for such sale, transfer, conveyance or assignment shall belong and be paid to Grantor,and until so paid Grantor shall have a lien on the Property for such amount. This prohibition shall not be deemed to prevent the granting of easements or permits to facilitate the development of the Property, nor shall it prohibit granting any security interests permitted by paragraph (4)(b) of this Grant Deed for financing the acquisition and development of the Property or refinancing same in accordance with the Agreement. The lien created hereby shall be subordinate and subject to any such security interests. Notwithstanding anything to the contrary contained in the foregoing, Grantee shall have the right, upon written notice to Grantor at least fifteen (15) days before the consummation of any such transaction (but without any Attachment No. 9 Grant Deed Page 2 of 8 requirement for prior consent) to assign its rights under the Agreement and to convey the Property and the improvements located thereon to an Affiliated Entity (as defined below); provided, that the assignee assumes in writing and without qualification all of the obligations and liabilities of Grantee under the Agreement and any related instruments. For purposes hereof, an "Affiliated. Entity" will be any entity which is (i) wholly -owned or controlled by Grantee (or its constituent members), or (ii) wholly -owned by persons or entities affiliated with Grantee, or (iii) results from Grantee going public, or reorganizing, or merging with another entity. (b) Grantee shall not place or suffer to be placed ors the Property any 'lien or encumbrance other than mortgages, deeds of trust, conveyances and leases back or any other form of conveyance required for any reasonable method of financing of the acquisition of the Property, the construction of improvements on the Property, and any Other expenditures necessary and appropriate to develop the Property or refinancing same as permitted by the Agreement. Grantee shall notify Grantor in advance of any such conveyance for financing if Grantee proposes to enter into the same prior to recordation of the Certificate of Completion for the improvements to be constructed on the Property. Grantee shall not enter into any such conveyance for financing without prior written approval of Grantor, which approval Grantor agrees to give if any such financing is consistent with the Agreement. the Certificate of Completion issued by Grantor for the Le Property or on any part thereof: (a) Grantor, itself or through the City, shall have the right at its or the City's option to reenter and take possession of the Property with all improvements thereon and to terminate the conveyance of the Property and revest in Grantor of the City, as applicable, the Property if Grantee (or its successors in (i) Fail to commence construction of the improvements as required by the Agreement for a period of three (3) months after written notice to proceed from Grantor or the City, and for an additional thirty (30) days after a second written notice from Grantor or the City citing its intent to exercise the right to reenter under this paragraph; provided that Grantee shall not have obtained an extension or postponement to which Grantee may be entitled; or Attachment No. 9 Grant Deed Page 3 of 8 (ii) Abandon or substantially suspend construction of the improvements for a period of three (3) months after written notice of such abandonment or suspension from Grantor or the City, and for an additional thirty (30) days after a second written notice from Grantor or the City citing its intent to exercise the right to reenter under this paragraph, provided that Grantee shall not have obtained an extension or postponement to which Grantee may be entitled pursuant to the Agreement; or ( iii) Transfer, part there not be ct written n or the paragr (b) The right to r subordinate to G) Any in r suffer any involuntary transfer of, the Property, or any in violation oz this Grant Deed, and such violation shall ,d within thirty (30) days after the date of the receipt of ice thereof by Grantor or the City to Grantee, and for an hirty (30) days after a second written notice from Grantor citing its intent to exercise the right to reenter under this ss, terminate and revest shall be subject and by and shall not defeat, render invalid, or limit: ,age or deed of trust or other security interest permitted by (4)(b) of this Grant Deed; or or interests provided for the protection of the holders of ages, deeds of trust, or other security interests. ter, repossess, terminate and revest shall not apply to the ins thereof, and shall be null and void and of no further force ie Certificate of Completion has been issued and recorded. the Property or any part thereof is revested in Grantor or the this paragraph (5), Grantor or the City shall, pursuant to its er State law, use its diligent and good faith efforts to resell the Property or the part thereof which has revested, as soon as and in such manner as Grantor or the City shall reasonably find feasible and consistent with the objectives of such law, the City's General. Plan to a qualified party or parties (as determined by Grantor) who will assume the obligation of making or completing the improvements or such other improvements in their stead as shall be satisfactory to the City and in accordance with the uses specified for such Property or part thereof in the City's the General Plan. Upon such resale of the Property, the proceeds thereof shall be applied: Attachment No. 9 Grant Deed Page 4 of 8 (i) First, to reimburse Grantor and the City for all costs and expenses reasonably incurred by Grantor or the City, including but not limited to a reasonable portion of the salaries of personnel engaged in such action (based upon the proportion of such personnel's time that was devoted exclusively to such action), in connection with the recapture, management, and resale of the Property or part thereof (but less any income derived by„ Grantor and the City from the Property or part thereof in connection with such management); all taxes, assessments, and water and sewer charges with respect to the Property or part thereof, any payments made or necessary to be made to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations, defaults, or acts of Grantee, its successors or,- transferees; any expenditures made or obligations incurred with respect to the making or'completion of the agreed improvements or any part thereof on the Property or part thereof; and any amounts otherwise owing to Grantor or the City by Grantee and its successor or transferee: and , to reimburse Grantee, its successor or transferee, up to the equal to; the sum of (1) the costs incurred for the development Property (or such part thereof) and for the improvements thereon at the time of reentry and repossession; less (2) any income withdrawn or made by Grantee from the Property (or rt thereof) or from the improvements thereon. For purposes of xagraph the term "cost incurred" shall include direct, )ocket expenses of development, but shall exclude Grantee's overhead expense. (iii) Any balance remaining after such reimbursements shall be retained by the City as its property. (e) To the extent that this right of reverter involves a forfeiture, it must be strictly interpreted against Grantor and the City, the party for whose benefit it is created. This right is to be interpreted in light of the fact that Grantor hereby conveys the Property to Grantee for development and. not for speculation in undeveloped land. (6) Grantee covenants and agrees for itself, its successors, its assigns, and all persons claiming under or through them that there shall be no discrimination against or segregation of any person or group of persons on account of race, age, disability, color, creed, religion, sex, marital status, Attachment No. 9 Grant Deed Page 5 of 8 national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project, nor shall Grantee itself or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the Project. The foregoing covenants shall run with the land. I The foregoing will not make Grantee liable for any acts of another. (7) All deeds, leases or contracts made n thereof, shall contain or be subject to nonsegregation clauses: (a) In deeds: "The gra assigns, and all per,, account of sex, marital national origin or an occupancy, t( grantee itself subless( hall run Project, improvements thereon, or any part y the < following nondiscrimination or herein covenants by and for itself, its successors and claiming under or through them, that there shall be no )r segregation of, any person or group of persons on status, race, age, disability, color, creed, religion, an( in the sale, lease, sublease, transfer, use, ljoyment of the land herein conveyed, nor shall the I on claiming under or through it, establish or permit dices of discrimination or segregation with reference ions number, use or occupancy of tenants, lessees, rr vendees'in the land herein conveyed. The foregoing h the land." lessee herein covenants by and for itself, its successors and persons claiming under or through them, and this lease is ted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons, on account of sex, marital status, race, age, disability, color, creed, religion, national origin or ancestry in the leasing, subleasing, renting, transferring, use, occupancy, tenure or enjoyment of the land herein leased, not shall lessee itself, or any person claiming under or through it, establish or permit such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the land herein leased." (c) In contracts: "There shall be no discrimination against or segregation of any person or group of persons on account of sex, marital status, race, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee itself or any person claiming under or through it, establish or Attachment No. 9 Grant Deed Page 6 of 8 permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the land." (8) All conditions, covenants and restrictions contained i running with the land, and shall, in any event, and without designation, legal or otherwise, be, to the fullest extent permi benefit and in favor of, and enforceable by Grantor, or the City against Grantee, its successors and assigns, to or of the Prod thereof or any interest therein, and any party in possession or thereof. i this Grant Deed shall be covenants regard to technical classification or ed by law and equity, binding for the or any of their successors and assigns erty conveyed herein or any portion. )ecupancy of the Property or portion (9) The conditions contained in paragraphs (4) and (5) of this Grant Deed shall terminate and become null and void upon recordation of the Certificate of Completion issued by the City for the Project. The covenants against discrimination set forth in paragraphs (3), (6) and,(7) of this Grant Deed shall remain in perpetuity. Every other covenant and condition and restriction contained in this Grant Deed and the Agreement shall remain in effect as provided in the Agreement. (10) In amplification and not in restriction of the provisions set forth hereinabove, it is intended and agreed that Grantor and the City shall be deemed a beneficiary of the agreements and covenants provided hereinabove both for and in their own rights and also for the purposes of protecting the interests of the community. All covenants without regard to technical classification or designation shall be binding for the benefit of Grantor and the City, and such covenants shall run in favor of Grantor and the City for the entire period during which such covenants shall be in force and effect, without regard to whether Grantor is or remains an owner of any land or interest thereinto which such covenants relate. Grantor and the City shall have the right, in the event of any breach of any such agreement or covenant, to exercise all the rights and remedies, and to maintain any actions at law or suit in equity or other proper proceedings to enforce the curing of such breach of agreement or covenant. (11) No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest permitted by paragraph (4)(b) of this Grant Deed; provided, however, that any subsequent owner of the Property shall be bound by such remaining covenants, conditions, restrictions, limitations, and provisions, whether such owner's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise. (12) None of the terms, covenants, agreements or conditions heretofore agreed upon in writing in other instruments between the parties to this Grant Deed with respect to obligations to be performed, kept or observed by Grantee or Grantor in respect to said Property or any part thereof after this conveyance of said Property shall be deemed to be merged with this Grant Deed until such time as a Attachment No. 9 Grant Deed Page 7 of 8 Certificate of Completion issued by Grantor is recorded for the Property conveyed hereby or such part thereof. (13) The covenants contained in this Grant Deed shall be construed as covenants running with the land and not as conditions which might result in forfeiture of title, except for the covenant and condition contained in paragraph (5) of this Grant Deed. IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized this — day of 2014. forth. I The Grantee hereby Date: 2014 A C, .1 uencv: UCCESSOR AGENCY OF THE CITY OF ALDWIN PARK, a public b " ody, corporate and Vijay Singhal, Executive Director the written deed. subiect to all of the matters hereinbefore set Developer: I. M. Attachment No. 9 Grant Deed Page 8 of 8 Its Its Pli Exhibit A to Grant Deed Real property in the City of Baldwin Park, County of Los Angeles, State of California, described . as follows: LOTS 1 AND 2 AND THE NORTHERLY 21 FEET OF LOT 3 IN BLOCK. 25 OF TRACT 3557, IN THE CITY OF BALDWIN PART, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 38 PAGE 69 OF MAPS, INT THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE WESTERLY 10 ANGELES, FOR STREET PUF TO THE COUNTY OF LOS ALSO EXCEPT ALL OIL, GAS, MINERALS, HYDROCARBONS AND OTHER SUBSTANCES, LYING BELOW A DEPTH OF 500 FEET BELOW THE PRESENT SURFACE OF LAND, WITHOUT RIGHT OF SURFACE ENTRY, AS RESERVED IN DEED RECORDED OCTOBER 1, 4969. AS INSTRUMENT NO. 271. APN: 7109 -013 -003 AND 7109 -013 -004 THE SOUTH 6 FEET OF LOT 3 AND ALL OF LOTS 4 AND 5 IN BLOCK 25 OF TRACT NO. 3557, IN THE CITY OF BALDWIN PARK, AS PER MAP RECORDED IN BOOK 38, PAGE 69 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM LOT 5 THAT PORTION CONVEYED TO SAMUEL REZNICK, A MARRIED MAN AND BEN RESNICK, A MARRIED MAN, BY DEED RECORDED IN BOOK 9255, PAGE 334, OFFICIAL RECORDS, DESCRIBED AS FOLLOWS: THE SOUTH 6 INCHES OF LOT 5 IN BLOCK 25 OF TRACT 3557, IN THE CITY OF BALDWIN PARK, AS PER MAP RECORDED IN BOOK 38, PAGE 69 OF MAPS, WHICH INCLUDES ONE HALF INTEREST IN A 12 INCH BRICK. WALL LOCATED THEREON. APN: 7109- 013 -005 Page 1 of 2 LOT 6 AND THE SOUTH 0.5 FEET OF LOT 5, IN BLOCK 25, OF TRACT NO. 3557, IN THE CITY OF BALDWIN PARK, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 38 PAGE 69 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN: 7109 -013 -006 LOTS 7 AND 8, BLOCK 25, TRACT 3557, IN THE CITY COUNTY OF LOS ANGELES, STATE OF CALIFORNIA BOOK 38, PAGE 69 OF MAPS, IN THE OFFICE OF THE rnr n.rry l..VV1V 1 1 . APN: 7109 -013 -007 Exhibit A to Attachment No. 9 Grant Deed. Page 2 of 2 Imo- • ' t • l k • E KIM 11011 vn�n l K°N o%AM'ROM CARAW M, 11A,IN 1, >����� ' A�*�m�sn*pum REAL ESTATE - , To: Vijay 8inghni Chief Executive Officer City of Baldwin Park From: Kathleen Head Tlnn Bretz Date: June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis 4d your request, Keyser Marston Associates, Inc. (KMA) prepared a financial gap analysis for a family apartment development being proposed by ROEM Development Corporation (Developer). The proposed development consists of7? apartment units that will be restricted to very-low, low and moderate income households (Project). The Project is proposed to be developed on an approximately 1.6-acre parcel located on the southeast corner of Ramona Boulevard and Maine Avenue XSita\. The Site was purchased by the former Baldwin Park Redevelopment Agency (Redevelopment Agency) with Property Tax Increment Housing Set-Aside (Set-Aside) funds. Currently, the Site is under the control of the B8|dyv)n Park Housing Authority (Housing Authority). The purpose nf the KPWA analysis ioto estimate the financial gap associated with the � The proposed scope of development for the Project can be described as follows: The Site is comprised of approximately 1.6 acres of land area. The 72-unit Project napreSentaa density � f8pprux[ek/40Undsperonre. - nlo� The proposed unit mix iS presented in the following 500 SOUTH GmANnAeENmi SUITE i480 ),,-mOS )� FAX213 622 5204 130*014_Y4;BPono WWWKEYSERMARSTON.C.OM 10*15.00*l01 To: City of Baldwin Park June 13.2O13 Subject: Transit Center Apartments: Financial Gap Analysis Page 2 The gross building area (GBA) for the Project ioQO.405 square feet, which includes: 1 . Net residential area totaling 52,354 square feet; 2. Ground floor commercial area totaling 6.025 square feet; 5. Gross community room area totaling 3'O4U square feet; and 4. Circulation/common area totaling 29.476 square feet. One hundred fifty /150\ parking spaces will be provided RSfollows: 5. Between 72 and 107 residential spaces will be provided in a publicly-owned and constructed parking structure; and 8. Forty-three (43) surface parking spaces will be provided for the commercial uses. The Developer is proposing to impose income and affordability restrictions that are based on requirements defined in the California Health and Safety Code (H&SC). The Developer is proposing to allocate the units eofollows: Very-Low Income Units 8 Low Income Units 18 Moderate Income Units 45 Unrestricted Manager's Unit 1 Total Units 72 1304014_v4;ap:Two Number of Net Unit Size Units (Square Feet) One-Bedroom Units 36 553 Two-Bedroom Units 14 809 Three-Bedroom Units 22 960 Totals / Averages 72 727 The gross building area (GBA) for the Project ioQO.405 square feet, which includes: 1 . Net residential area totaling 52,354 square feet; 2. Ground floor commercial area totaling 6.025 square feet; 5. Gross community room area totaling 3'O4U square feet; and 4. Circulation/common area totaling 29.476 square feet. One hundred fifty /150\ parking spaces will be provided RSfollows: 5. Between 72 and 107 residential spaces will be provided in a publicly-owned and constructed parking structure; and 8. Forty-three (43) surface parking spaces will be provided for the commercial uses. The Developer is proposing to impose income and affordability restrictions that are based on requirements defined in the California Health and Safety Code (H&SC). The Developer is proposing to allocate the units eofollows: Very-Low Income Units 8 Low Income Units 18 Moderate Income Units 45 Unrestricted Manager's Unit 1 Total Units 72 1304014_v4;ap:Two To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 3 Outside Funding Sources The following outside funding sources are proposed to be used to finance the Project: A conventional loan; 2. The Federal 9% Low Income Housing Tax Credits (Tax Credits) that are competitively awarded by the California Tax Credit Allocation Committee (TCAC); 3. Deferred Developer Fees; and 4. Net income earned during the Project's initial lease -up period. Local Public Assistance Package The Developer is requesting that the City of Baldwin Park (City) and the Housing Authority provide the following assistance package to the Project: The Developer proposes to purchase the Site from the Housing Authority / City at a purchase price equal to the fair market value as determined by appraisal. The value is currently estimated at $2.0 million. The compensation for the Site will be provided in the form of a loan from the Housing Authority / City to the Developer. 2. The City is being asked to make a $1.9 million loan to the Project that will be funded with HOME Program (HOME) funds that are received by the City from the United States Department of Housing and Urban Development (HUD). 3. M The City will allow the Project to use between 72 and 107 parking spaces to serve the residential component in return for the payment of an impact fee. This fee is currently estimated at $18,839 per space, but the actual amount will be based on an appraisal in accordance with TCAC regulations. Based on the current estimates, if 107 spaces are provided to the Project, the impact fee will total $2.02 million. The impact fee will be treated as a loan from the City to the Developer. The City is being asked to defer the City impact fees costs associated with the Project, which are currently estimated at $500,000. However, recognizing that the fee amount is subject to change between now and when the Project commences development, the City is being asked to defer the actual amount of the City impact fees up to a maximum of $720,000. The deferred impact fees costs will be treated as a City Loan to the Project. 1304014_v4;BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 4 5. The Housing Authority / City Loan is proposed to bear 2% simple interest. Based on the maximum estimated loan of $6.65 million, the interest accrued during the construction period is estimated at $119,000. The accrued interest amount is proposed to be deferred and added to the Housing Authority / City Loan balance. The identified local public assistance sources total approximately $6.76 million. This amount represents the maximum amount of assistance that will be set aside and committed to the Project by the Housing Authority and the City. Taw r'_raa%:t itomp�titiv®c Crite- The Developer is proposing to finance a portion of the Project costs with competitively awarded 9% Tax Credits. To be competitive for an award of Tax Credits, a project must first score all the points available in the evaluation process outlined in the State of California's Qualified Allocation Plan. Then, all the projects that have received full points are entered into a tiebreaker process, which is primarily determined by the amount of local funds provided to a project. As a practical matter, the more assistance the locality provides, the higher the tiebreaker score. The Project's Tax Credit tiebreaker score will include the financial assistance provided by the Housing Authority and the City. It will also include the costs associated with the City providing the Project with the use of 72 to 107 spaces in the adjacent public parking structure for the residential component. To include the contribution of the public parking spaces in the Project's Tax Credit tiebreaker score, the City will need to charge the Developer an impact fee for the use of these parking spaces. The City staff estimates the value of the public parking contribution at $18,839 per parking space, for a maximum of $2.02 million. As currently proposed, this impact fee will be deferred and repaid from the cash flow generated by the Project over time. The Developer's proposal set the Tax Credit tiebreaker score at 42 %, which is a competitive score based on a review of the most recent 9% Tax Credit awards. To that end, KMA created a financial assistance structure that generates a 42% tiebreaker score. l 304014_v4;BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 5 FINANCIAL GAP ANALYSIS KMA prepared a pro forma analysis to assist in evaluating the Developer's proposal. The analysis is located at the end of this memorandum; and is organized as follows: Table 1: Estimated Development Costs Table 2: Stabilized Net Operating Income Table 3: Financial Gap Calculation Table 4: Housing Authority and City Cost Allocation Estimated Development Costs (Table 1) KMA reviewed the Developer's development cost estimate, and then independently prepared a pro forma analysis for the Project. The development cost estimates used in this analysis are as follows: Site Acquisition Costs The Developer proposes to purchase the Site from the City for a purchase price equal to the appraised fair market value of the property. This value is currently estimated at $2.0 million, or $29 per square foot of land area. Direct Costs The direct costs assume that the Project will not be subject to State of California or Federal Davis Bacon prevailing wage requirements. The direct costs applied in the analysis can be summarized as follows: 1 2 3 4 The Developer included a $250,000 allowance for demolition costs. The Developer provided a $500,000 allowance for off -site improvement costs. The City's Planning Department staff should verify the accuracy of this estimate. The on -site improvement costs are estimated at $15 per square foot of land area, or $1.0 million. The residential building costs are estimated at $7.6 million, or $90 per square foot of GBA. 1304014_v4; BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 6 5. The commercial building costs and tenant improvement allowances are estimated at $693,000, or $115 per square foot of GBA. 6. A $75,000 allowance for furnishings, fixtures and equipment is provided. 7. KMA included a 14% allowance for contractors' fees and general requirements. 8. An allowance for general liability insurance and construction bonds at 2% of construction costs is provided. 9. A direct cost contingency allowance equal to 5% of other direct costs is provided. KMA estimates the total direct costs at $12.31 million. This equates to $136 per square foot of GBA. Indirect Costs KMA utilized the following assumptions for estimating the indirect costs: 1. The architecture, engineering and consulting costs are estimated at 6% of direct costs. 2. The Developer and the City are currently estimating the public permits and fees costs at the following amounts: a. The City and School District Fees are estimated at $900,000, or $12,500 per unit. b. The City impact fees are estimated at $500,000, or $6,944 per unit. C. In accordance with TCAC regulations, the amount of the impact fee that will be assessed for the use of spaces in the City's public parking structure will be based on an appraisal. The parking impact fee is currently estimated at $18,839 per space, which equates to $2.02 million if 107 spaces are allocated to the Project. 3. The taxes, insurance, legal and accounting costs are estimated at 3% of direct costs. 4. A $75,000 allowance for marketing and leasing costs is provided. 5. The Developer Fee is set at $2.0 million, which is the maximum amount allowed for the Project by TCAC. l 304014_v4;BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 7 6. An indirect cost contingency allowance equal to 5% of other indirect costs is provided. KMA estimates the total indirect costs at $6.9 million. Financing Costs The financing costs for the Project are estimated as follows: 1. The construction period and absorption period interest costs are estimated at $614,000. These costs are based on the following assumptions: a. The construction period interest costs are based on a 3.75% interest rate, an 18 -month construction period, and a 60% average outstanding loan balance. b. The absorption period interest costs are based on a six -month absorption period with a 100% average outstanding loan balance. 2. The financing fees are set at 2.5 points. This equates to $345,000. 3. The capitalized operating reserve is estimated at $334,000. This allowance is equal to six months of operating expenses and debt service payments. 4. The Tax Credit fees are estimated at $83,000 based on the following: a. A $2,000 application fee; b. A $410 per unit monitoring fee; and C. Four percent (4 %) of gross Tax Credit proceeds for one year. KMA estimates the total financing costs at $1.38 million. Total Development Costs As shown in Table 1, KMA estimates the total development costs at $22.59 million. This equates to approximately $250 per square foot of GBA. 13O4014_v4;BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 8 Stabilized Net Operating Income (Table 2) The Project's funding sources include Tax Credits and HOME funds. In addition, the Site was purchased with Set -Aside funds collected by the former Redevelopment Agency. Each of these programs publishes the applicable income limits for households that are qualified to reside in the development. The Tax Credit Program publishes rent standards for projects receiving Tax Credits, and the HOME Program publishes rent standards for projects utilizing HOME funds. In .J -:L: auUILl on , H& SC Section 5 053 (Section 50053) defines the affordable h ousing cost calculation methodology that must be applied to projects assisted with Set -Aside funds. The Developer will be required to adhere to the strictest of the standards imposed by three funding sources. The KMA analysis is based on the following household income and rent standards: Income Restrictions: The tenants' income cannot exceed the stricter of: a. H &SC income restrictions as defined under Section 50105 for very -low income households, Section 50079.5 for low income households, and Section 50093 for moderate income households. b. Federal Low Income Housing Tax Credits and HOME Program income restrictions defined under United States Code, Title 26, Section 142(d)(2)(B). 2. Affordability Restrictions: The rents applied to the units must reflect the most stringent of: H &SC very -low, low and moderate income rents based on the calculation methodology defined in Section 50053; The Tax Credit rents published annually by TCAC; and C. The HOME rents published annually by HUD. 1304014_v4; BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 9 Residential Net Operating Income The rents applied to all the units reflect the most restrictive requirements imposed by the proposed funding sources. The rents used in this analysis are based on 2013 income information distributed by TCAC and the California Department of Housing and Community Development (HCD), and 2012 HOME rents published by HUD.' The resulting rents, net the appropriate utility allowance, are estimated as follows: 2 One -Bdrm Two -Bdrm Three -Bdrm Runt Restriction II Inits Units Units Very-Low Income /Low HOME /30% Median H &SC Rents $1,291 H &SC Rents $562 $678 $785 TCAC Rents $420 $508 $588 HOME Rents $755 $910 $1,052 Applicable Rents $420 $508 $588 Low Income /Low HOME /45% Median H &SC Rents $1,291 H &SC Rents $683 $824 $953 TCAC Rents $653 $788 $911 HOME Rents $755 $910 $1,052 Applicable Rents $653 $788 $911 Moderate Income /Low HOME /50% Median H &SC Rents $1,291 $1,552 $1,796 TCAC Rents $730 $881 $1,018 HOME Rents $755 $910 $1,052 Applicable Rents $730 $881 $1,018 Moderate Income /High HOME /60% Median H &SC Rents $1,291 $1,552 $1,796 TCAC Rents $886 $1,068 $1,234 HOME Rents $975 $1,176 $1,351 Applicable Rents $886 $1,068 $1,234 KMA estimates the Project's gross residential income at $725,720, which includes laundry and miscellaneous income averaging $11 per unit per month. After applying a 5% vacancy and collection allowance, KMA estimates the resulting effective gross income (EGI) at $689,430. The residential operating expenses are estimated as follows: ' HUD has not yet published the 2013 rent standards applicable to the HOME Program. 2 Per the Developer, the monthly utility allowance is estimated at $46 for a one - bedroom unit, $51 for a two- bedroom unit, and $58 for a three - bedroom unit. 1304014_v4; BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 10 1. The general operating expenses are estimated at $5,000 per unit per year. 2. KMA assumes the Developer will apply for the property tax abatement that is accorded to non - profit housing organizations that own income - restricted apartments. As such, the Developer did not include any property tax payments in the operating expense estimates. 3. The Developer estimates the social services costs for the Project at $10,000 per year. 4. The annual capital replacement reserve deposit is estimated at $250 per unit per year, which is the minimum amount required by TCAC. As shown in Table 2, the residential operating expenses are estimated to total $388,000, or approximately $5,400 per unit. When the Project's residential EGI is reduced by the residential operating expenses, KMA estimates the stabilized residential net operating income (NOI) at $301,430. Commercial Net Operating Income The Developer estimates the Project's commercial space will be leased at $0.50 per square foot per month on a triple net basis. This equates to $36,300 in gross commercial income. The Developer applied a 35% vacancy and collection allowance, which results in a commercial EGI of $23,500. Under triple net leases, the tenants will be responsible for paying the common area maintenance costs associated with the commercial component. However, the Developer anticipates that the management fee will be set at 10% of the Project's commercial EGI. When the management fee is deducted from the commercial component's EGI, the resulting commercial NOI is estimated at $21,100. Total Net Operating Income The Project's total NOI is equal to the sum of the residential NOI and the commercial NOI. KMA estimates the Project's total NOI at $322,530. Financial Gap Calculation (Table 3) The financial gap is estimated by deducting the available outside funding sources from the Project's total development costs. The outside funding sources anticipated to be received by the Project are described in the following sections of this analysis: 1304014_v4;13P:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 11 Total Available Funding Sources Supportable Debt To estimate the maximum conventional permanent loan that can be supported by the Project, KMA assumed that the loan would be underwritten at a 115% debt service coverage ratio, a 5.5% interest rate and a 35 -year amortization period. Based on these assumptions, KMA estimates that the $322,530 in NOI can support a $4.35 million loan. Tax Credit Proceeds Tax Credit Basis It can be assumed that the Project's eligible Tax Credit basis is equal to the lesser of the depreciable costs for the 72 Tax Credit units, or the basis limits established by TCAC. KMA calculated the eligible Tax Credit basis as follows: The Project's depreciable costs are estimated at $15.32 million, and the threshold basis limits applied by TCAC equal $17.23 million. 2. The depreciable costs are less than the threshold basis limits. As such, the Project's maximum eligible Tax Credit basis is set at $15.32 million. 3. To generate a 42% Tax Credit tiebreaker score, the Project's requested eligible Tax Credit basis was voluntarily reduced to $11 million.3 This represents a 28% decrease. Tax Credit Proceeds KMA estimates the net Tax Credit proceeds as follows: KMA calculated the gross Tax Credit amount supported by the Project at $12.87 million, based on the following assumptions: a. The Project is located in a designated "Difficult to Develop" census tract. This allows the requested eligible Tax Credit basis to be increased by 30 %. The current Tax Credit Regulations set the annual Tax Credit rate at 9 %. This rate is applied over the 10 -year Tax Credit period. 3 This calculation is based on the assumption that the City will allow the Project to use 107 parking spaces in the public parking structure to serve the residential component. 1304014_v4;BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 12 100% of the Project's residential building area is located in units that qualify for Tax Credits. 2. The net syndication value supported by the Tax Credit is ultimately determined based on competitive market conditions and on the timing of the disbursements. Based on currently available information, KMA and the Developer estimate the proceeds at $0.95 per gross Tax Credit dollar. Based on the preceding calculations, KMA estimates the net Tax Credit equity at $12.22 million. Deferred Developer Fee The Developer is proposing to defer $94,000 of the Developer Fee included in the Project budget. This represents 5% of the total Developer Fee. Lease -Up Income The Developer anticipates collecting $211,000 in net rental income during the lease -up period of the Project. Total Available Outside Funding Sources As shown in Table 3, KMA estimates the total outside funding sources at $16.88 million. However, it is important to understand that the volatility in the financial markets makes it difficult to accurately predict the underwriting standards that will ultimately be applied to the conventional loan and the Tax Credits. It is possible that the proceeds will vary from the amounts estimated in this analysis. Financial Gap Conclusion Based on the assumptions used in this analysis, the KMA financial gap estimates are provided in the following table: Total Development Costs $22,592,000 (Less) Total Available Funding Sources (16,882,000) Financial Gap $5,710,000 Per Unit $79,300 1304014_v4;BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 13 Based on the currently available information, the Project exhibits a $5.71 million financial gap. However, to reflect the fact that the Project is in the early stages of the planning process, and the volatility of the financial markets, the City wishes to include a contingency allowance in the financial assistance package. To that end, the City and Housing Authority are proposing to set aside and commit up to $6.76 million in assistance to the Project. HOUSING AUTHORITY / CITY COST ALLOCATION (TABLE 4) Im None of the public assistance sources proposed to be contributed to this Project can be used for the commercial component. To achieve this, KMA made the assumption that the Project's commercial component costs will be funded using $2.0 million of the conventional permanent loan supported by the Project's NOI. Residential Component As needed, and in the following order, the Housing Authority and City assistance will be drawn from the following sources: The City will provide an $1.9 million in HOME Loan that will be repaid from a defined percentage of the Project's cash flow. The repayment of this Loan must be treated as HOME Program income. 2. The compensation the Housing Authority / City will receive for the Site will be set at the fair market value as determined by appraisal. The value is currently estimated at $2.0 million. The sales price will be structured as a loan to the Developer from the Housing Authority / City. 3. The impact fee associated with the City's provision of up to 107 parking spaces in the adjacent public parking structure will treated as a loan to the Developer from the City. If 107 parking spaces are provided, the impact fee is estimated to total $2.02 million. If the residential component ultimately requires fewer than 107 parking spaces, the impact fee will be reduced accordingly. 4. The City's deferral of up to $720,000 in impact fees costs will be structured as a loan from the City. 5. The Housing Authority / City Loan will accrue interest during the construction period. The $119,000 in interest that is estimated to be accrued during the construction period will be added to the balance of the Housing Authority / City Loan at the end of construction. 1304014_v4;BP:TRB 10415.004.001 To: City of Baldwin Park June 13, 2013 Subject: Transit Center Apartments: Financial Gap Analysis Page 14 CONCLUSIONS The following summarizes the conclusions KMA has derived from the preceding analysis: The maximum Housing Authority and City assistance to the Project will equal $6.76 million. For reference purposes, the financial gap is currently estimated at $5.71 million. 2. KMA recommends that the Housing Authority and City assistance be funded in the following hierarchical order: a. The City will make a $1.9 million HOME Loan to the Project. b. The Housing Authority / City will sell the Site to the Developer for a purchase price that is estimated at $2.0 million, subject to the results of an appraisal. The compensation for the Site will be provided in the form of a loan from the Housing Authority / City to the Developer. C. The City will allow the Project to use between 72 and 107 parking spaces to serve the residential component in return for an impact fee that is currently estimated at $18,839 per space. This equates to $2.02 million if 107 parking spaces are provided to the Project. The impact fee will be structured as a loan from the City to the Developer. d. The City will defer the impact fees costs associated with the Project. The Developer estimates the deferral amount at $720,000.4 e. The Housing Authority / City Loan will bear 2% simple interest. The interest accrued on this Loan during the construction period will be deferred and added to the Loan balance. 3. The repayment sources for the Housing Authority / City Loan and the HOME Loan are percentage shares of the cash flow generated by the Project over time. The debt service payments on the HOME Loan must be treated as HOME Program Income. 4 The deferred amount will be limited to the impact fees costs paid to the City. Any permits and fees costs charged by outside entities will be paid by the Developer in accordance with the terms imposed by the outside entities. 1304014_v4; BP:TRB 10415.004.001 TABLE 1 ESTIMATED DEVELOPMENT COSTS BALDWIN PARK TRANSIT CENTER APARTMENTS BALDWIN PARK, CALIFORNIA L Site Acquisition Costs' 68,596 Sf Land $29 /Sf Land $2,000,000 II. DirectCosts2 Demolition Costs 3 $250,000 Off -site Improvements 3 500,000 On -site Improvements 4 68,596 Sf Land $15 /Sf Land 1,000,000 Residential Building Costs 84,470 Sf GBA $90 /Sf GBA 7,602,000 Commercial Building and TI Costs 6,025 Sf GBA $115 /Sf GBA 693,000 Furnishings, Fixtures & Equipment 75,000 Contractor Fees / General Requirements 14% Construction Costs 1,406,000 Construction Bonds 2% Construction Costs 201,000 Contingency Allowance 5% Other Direct Costs 586,000 Total Direct Costs 90,495 Sf GBA $136 /Sf GBA $12,313,000 Ill. Indirect Costs Architecture, Engineering & Consulting 6% Direct Costs $714,000 Public Permits & Fees 5 City and School District Fees 72 Units $12,500 /Unit 900,000 City Impact Fees 72 Units $6,944 /Unit 500,000 Residential Parking In -Lieu Fee 107 Spaces $18,839 /Space 2,016,000 Taxes, Insurance, Legal & Accounting 3% Direct Costs 369,000 Marketing & Leasing 3 72 Units $1,042 /Unit 75,000 Developer Fee 6 2,000,000 Contingency Allowance 5% Other Indirect Costs 329,000 Total Indirect Costs $6,903,000 IV. Financing Costs Interest During Construction 7 Construction Loan $9,431,000 Loan Amount 3.75% Interest $495,000 Housing Authority / City Loan 6 119,000 Financing Fees Construction Loan $9,431,000 Loan Amount 2.50 Points 236,000 Permanent Loan $4,352,000 Loan Amount 2.50 Points 109,000 Operating Reserve 6 Months Operating Expenses / Debt Service 334,000 TCAC Fees 9 83,000 Total Financing Costs $1,376,000 V. Total Construction Costs Total Development Costs 90,495 Sf GBA $228 /Sf GBA 90,495 Sf GBA $250 /Sf GBA $20,592,000 Based on Developer estimate. An appraisal was not available for review. 2 Estimates assume prevailing wage requirements will NOT be imposed on the Project. 3 Based on Developer estimate. 4 Based on Developer estimate. The costs for the surface parking spaces included in the Project scope are included in this estimate. 5 Based on Developer's estimate that has been verified by the City staff. 6 Based on the maximum amount allowed by TCAC. 7 The loan amount is set at the total development costs minus the costs deferred during construction, the 46% of the Tax Credit Equity that is funded during construction, and the Housing Authority and City assistance. Assumes a 18 -month construction period with a 60% average outstanding balance and a 6- month absorption period with a 100% average outstanding balance. 6 The Housing Authority / City Loan is set at $6.76 million, and the interest calculation is based on an 18 -month construction period with a 60% average outstanding balance and a 2% interest rate. 9 Includes a $2,000 application fee; $410 /unit monitoring fee; and 4% of the gross Tax Credit proceeds for one year. Prepared by: Keyser Marston Associates, Inc. Filename: TC Apts_6 13 13; Pro Forma; trb TABLE 2 STABILIZED NET OPERATING INCOME BALDWIN PARK TRANSIT CENTER APARTMENTS BALDWIN PARK, CALIFORNIA I. Residential Gross Income' General Operating Expenses Manager's Unit 1 Unit $1,100 /Unit/Month $13,200 1- Bedroom Units (a) (553 -Sf) $0 /Unit - Services 72 Units VL Inc H &SC /Low HOME/(C @ 30% Median 4 Units $420 /Unit /Month 20,160 Low Inc H &SC /Low HOME /TC @ 45% Median 8 Units $653 /Unit /Month 62,690 Mod Inc H &SC /Low HOME /TC @ 50% Median 16 Units $730 /Unit/Month 140,160 Mod Inc H &SC /High HOME /TC @ 60% Median 8 Units $886 /Unit/Month 85,060 2- Bedroom Units 0) (809 -Sf) VL Inc H &SC /Low HOME /TC @ 30% Median 2 Units $508 /Unit/Month 12,190 Low Inc H &SC /Low HOME/TC @ 45% Median 5 Units $788 /Unit /Month 47,280 Mod Inc H &SC /Low HOME /TC @ 50% Median 4 Units $881 /Unit/Month 42;290 Mod Inc H &SC /High HOME /TC @ 60% Median 2 Units $1,068 /Unit/Month 25,630 3- Bedroom Units (a) (960 -Sf) VL Inc H &SC /Low HOME/TC @ 30% Median 2 Units $588 /Unit/Month 14,110 Low Inc H &SC /Low HOME /TC @ 45% Median 5 Units $911 /Unit/Month 54,660 Mod Inc H &SC /Low HOME /TC @ 50% Median 9 Units $1,018 /Unit /Month 109,940 Mod Inc H &SC /High HOME /TC @ 60% Median 6 Units $1,234 /Unit/Month 88,850 Laundry/Miscellaneous Income 72 Units $11 /Unit/Month 9,500 Residential Gross Income $725,720 (Less) Vacancy & Collection Allowance 5% Gross Income (36,290) Residential Effective Gross Income $689,430 IL Residential Operating Expenses General Operating Expenses 72 Units $5,000 /Unit $360,000 Property Taxes 2 72 Units $0 /Unit - Services 72 Units $139 /Unit 10,000 Replacement Reserve 72 Units $250 /Unit 18,000 Total Residential Operating Expenses 72 Units $5,400 /Unit $388,000 III. I Residential Net Operating Income $301,430 IV. Commercial Income 3 Retail 6,025 Sf GBA $0.50 /Sf /Month $36,200 (Less) Vacancy and Collection Allowance 35% Gross Commercial Income (12,700) Commercial Effective Gross Income $23,500 V. Commercial Operating Expenses Unreimbursed Operating Expenses Management Fee VI. Total Commercial Operating Expenses 2,109 Sf GBA $0.00 /Sf GBA $0 10.0% Effective Gross Income 2,400 $2,400 VII. I Commercial Net Operating Income $21,100 VIII. ITotal Net Operating Income $322,530 Based on LA County 2013 Incomes distributed by HUD /HCD. Rents are based on lesser of 2013 TCAC rents, California H &SC Section 50053 rents, and 2012 HOME rents. Utility Allowances per HACOLA: $46 for 1 -Bdrm units; $51 for 2 -Bdrm units; and $58 for 3 -Bdrm units. 2 Assumes that the Developer will receive the property tax abatement accorded to non - profit housing organizations that develop income - restricted apartments. 3 Based on Developer estimate. Prepared by: Keyser Marston Associates, Inc. Filename: TC Apts_6 13 13; Pro Forma; trb TABLE 3 FINANCIAL GAP CALCULATION BALDWIN PARK TRANSIT CENTER APARTMENTS BALDWIN PARK, CALIFORNIA I. Available Funding Sources Permanent Loan Net Operating Income $322,530 NOI (See Table 2) Income Available for Mortgage 1.15 DCR Interest Rate 5.50% Interest Rate Permanent Loan Tax Credit Equity' Gross Tax Credit Value $12,870,000 Syndication Rate $0.95 /Tax Credit Dollar Net Tax Credit Equity Deferred Developer Fee 2 5% Total Developer Fee Lease -Up Income $280,461 Debt Service 6.44% Mortgage Constant $4,352,000 $12,225,000 $94,000 $211,000 Total Available Funding Sources $16,882,000 IL Financial Gap Calculation Total Development Costs $22,592,000 (Less) Total Available Funding Sources (16,882,000) Financial Gap 72 Units $79,300 /Unit $5,710,000 III. Tie Breaker Score 42% Assumes a $11.00 million requested eligible basis, which includes a $4.33 million voluntary exclusion, a 130% difficult -to- develop premium, a 9.0% Tax Credit rate and an applicable fraction of 100 %. 2 Based on Developer estimate. Prepared by: Keyser Marston Associates, Inc. Filename: TC Apts_6 13 13; Pro Forma; trb TABLE 4 HOUSING AUTHORITY AND CITY COST ALLOCATION BALDWIN PARK TRANSIT CENTER APARTMENTS BALDWIN PARK, CALIFORNIA 1. Residential Component Financial Gap Residential Development Costs $21,052,000 (Less) Total Available Funding Sources (14,842,000) Residential Component Financial Gap $6,210,000 II. Commercial Component Financial Gap Commercial Development Costs (Less) Total Available Funding Sources' $2,040,000 (2,040,000) Commercial Component Financial Gap $0 Ill. Residential Housing Authority and City Assistance Home Loan Housing Authority / City Land Loan Deferred Impact Fees Parking Loan Housing Authority / City Loan Interest $1,900,000 2,000,000 720,000 2,016,000 119.000 Total Residential Housing Authority and City Assistance $6,755,000 Assumes the commercial component will be funded utilizing permanent loan funds. Prepared by: Keyser Marston Associates, Inc. Filename: TC Apts_6 13 13; Pro Forma; trb F."Tc M, i I i I I:g i TW a h- a z Q O � Q ¢ w O ° O F O � Z w Y O Z a w a >_ a ° z � 0 \ ' Z \ 00 \m W CE G z a 0 LL J I O o LL, 0 O O M rl I I LLI < oz Lu z ol IL 0 > LU z () p z o Co o R ■ ■ ■ LLI oz Lu U, T" CL < Z c a. a j < LU z w Z w o 0 L Q . a.3 3: s ;1 Cf) F— z W rr n ry- m z Lli C/) z rT, v i LL U) z LLJ n <1 Cc Lij z LIJ z < n o m E ID C\j co -0 z \��� o x 3§ n CO F- z LLI cl_- o z LU 0 c \ \ {/ ■z w 0 rATf �. a A All JUNE 199 2013 7:00 PM REGULAR MEETING COUNCIL CHAMBER 14403 E. PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 B , Manuel Lozano Monica Garcia Marlen Garcia Ricardo Pacheco Susan Rubio - Chair - Vice Chair - Board Member - Board Member - Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS The public is encouraged to address the Finance Authority on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the Board, you may do so during the PUBLIC COMMUNICATIONS period noted on the agenda. Each person is allowed three (3) minutes speaking time. A Spanish speaking interpreter is available for your convenience. COMENTARIOS DEL PUBLICO Se invita al pbblico a dirigirse a la Agencia nombrada en esta agenda, para hablar sobre cualquier asunto publicado en la agenda o cualquier tema que este bajo su jurisdiccion. Si usted desea la oportunidad de dirigirse a la Agencia, podra hacerlo durante el perlodo de Comentarios del Pdblico (Public Communications) anunciado en la agenda. A cada persona se le permite hablar por tres (3) minutos. Hay un interprete para su conveniencia. CALL TO ORDER : 0 - FINANCE AUTHORITY REGULAR MEETING — 7:00 PM Board Members: Marlen Garcia, Ricardo Pacheco, Susan Rubio, Vice Chair Monica Garcia and Chair Manuel Lozano PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos sera el limite para hablar THIS IS THE TIME SET ASIDE TO ADDRESS THE COMMISSION No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and /or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL ComiSON No se podra tomar acci6n en algbn asunto a menos que sea incluido en la agenda, o a menos que exista algbna emergencia o circunstancia especial. El cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraci6nes o preguntas hechas por personas; o 2) Dirigir personal a investigar y16 fijar asuntos para tomar en consideraci6n en juntas proximas, [Codigo de Gobierno §54954.2] CONSENT CALENDAR 1. TREASURER'S REPORT: APRIL 2013 Staff recommends that the Finance Authority receive and file the April 2013 Treasurer's Report. ADJOURNMENT CERTIFICATION 1, Alejandra Avila, Secretary of the Finance Authority hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 13th day of June 2013. r. Z Alejandra Avila Secretary PLEASE NOTE; Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2nd Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 813-5204 or via e -mail at rcaballero@baldwinpark.com. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960 -4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE U) TO: Honorable Mayor and Members of the City FROM: Vijay Singhal, Chief Executive Officer Craig Graves, Interim Finance Director DATE: June 19, 2013 SUBJECT: Treasurer's Report: April 2013 1:1110:16R39 AGENDA The purpose of this report is to provide the Treasurer's Report for April 2013. The Treasurer's Report lists all cash for the City (which includes the Baldwin Park Financing Authority), the Housing Authority, and the Successor Agency to the Community Development Commission (CDC). The report separates cash into the following three sections: • State of California Local Agency Investment Fund (LAIF) — this is where the majority of the cash is held. City cash, which accounts for the largest portion includes monies from the General Fund and all other restricted funds known as Special Funds. Money is kept in LAIF until it needs to be transferred to cover warrants (payments to vendors, contractors, etc.,), payroll, or to pay the various bond payments. Fiscal Agent Funds - these amounts represent monies held by the various bond holders that are restricted and which have been set aside for future bond payments. • Cash- this section provides the cash balances in the various checking accounts the City uses to pay its on-going payments. The cash balances fluctuate during the year due to the timing of large payments, such as interest and principal for bonds, and due to when the City receives its major sources of revenues (such as sales tax and property tax) in December, January and May of each year. Treasurer's Report: April 2013 Page 2 None Staff recommends that the City Council receive and file the April 2013 Treasurer's Report, ��Mlll 1. April 2013 Treasurer's Report CITY OF BALDWIN PARK TREASURER'S REPORT April 30, 2013 ESTIMATE INVESTMENT INTEREST PURCHASE MATURITY PAR CURRENT BOOK MARKET DESCRIPTION RATE DATE DATE VALUE PRINCIPAL VALUE VALUE State of California Local 27,251,931.19 27,251,931.19 Agency Investment Fund 27,251,931.19 Varies City 0.26% Varies Housing Authority 0.26% Varies Fiscal Agent Funds - City Varies Varies Fiscal Agent Funds - Success( Varies Varies Varies 27,251,931.19 27,251,931.19 27,251,931.19 27,251,931.19 Varies 37,891.12 37,891.12 37,891.12 37,891.12 27,289,822.31 27, 289, 822.31 27, 289, 822.31 27,289, 822.31 Varies 2,049,462.61 2,049,462.61 2,049,462.61 2,049,462.61 Varies 2,920,411.75 2,920,411.75 2,920,411.75 2,920,411.75 $ 32,259,696.67 $ 32,259,696.67 4,969,874.36 $ 32,259,696.67 Total Investments $ 32,259,696.67 Cash City Checking 2,594,406.84 City Miscellaneous Cash 254,436.03 Comm. Develop. Comm. 0.00 Successor Agency 1,186,646.07 Housing Authority 330,901.25 Financing Authority 0.00 Total Cash 4,366,390.19 Total Cash and Investments $ 36,626,086.86 Schedule of Cash and Investments includes all financial assets as included in the Comprehensive Annual Financial Report. There was no investment maturity /purchase transaction made for the month of April 2013 and several deposits /withdrawals were made with the Local Agency Investment Fund. In compliance with the California Government Code Section 53646 et seq., I hereby certify that sufficient investment liquidity and anticipated revenues are available to meet the City's expenditure requirements for the next six months that all investments are in compliance to the City's Statement of Investment Policy. Finance JUNE 199 201 /1 PM - • 1 - R- K Manuel Lozano - Chair Monica Garcia Marlen Garcia Ricardo Pacheco - Vice Chair - Board Member - Board Member Susan Rubio - Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CEL ULARES Y BEEPERS DURANT,E LA JUNTA PUBLIC COMMENTS COMENTARIOS DEL PUBLICO The public is encouraged to address the Housing Se invita al publico a dirigirse a la Agencia nombrada en Authority on any other matter within its jurisdiction. esta agenda, para hablar sobre cualquier asunto If you wish to address the Board, you may do so publicado en la agenda o cualquier tema que este bajo during the PUBLIC COMMUNICATIONS period su jurisdiccion. Si usted desea la oportunidad de dirigirse noted on the agenda. Each person is allowed three a la Agencia, podra hacerlo durante el perfodo de (3) minutes speaking time. A Spanish speaking Comentarios del Pdblico (Public Communications) interpreter is available for your convenience. anunciado en la agenda. A cada persona se le permite hablar por tres (3) minutos. Hay un interprete para su conveniencia. HOUSING AUTHORITY REGULAR MEETING — 7:00 PM CALL TO ORDER ROLL CALL Board Members: Marlen Garcia, Ricardo Pacheco, Susan Rubio, Vice Chair Monica Garcia and Chair Manuel Lozano PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos sera el limite para hablar THIS IS THE TIME SET ASIDE TO ADDRESS THE COMMISSION No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and /or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL COMIS16N No se podra tomar accion en algbn asunto a menos que sea incluido en la agenda, o a menos que exista alguna emergencia o circunstancia especial. El cuerpo legislative y su personal podran: 1) Responder brevemente a declaraciones o preguntas hechas por personas; o 2) Dirigir personal a investigar y/o fijar asuntos para tomar en consideracion en juntas proximas. [Codigo de Gobierno §54954.2] CONSENT CALENDAR 1. TREASURER'S REPORT: APRIL 2013 Staff recommends that the Housing Authority receive and file the April 2013 Treasurer's Report. ADJOURNMENT CERTIFICATION I, Alejandra Avila, Secretary of the Housing Authority hereby certify under penalty of perjury under the laws of the State of California, that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 13`" day of June 2013. Alejandra Avila Secretary PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 20d Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 813 -5204 or via e -mail at rcaballero @baldwinpark.com. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960 -4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE ll) Im I I p1111111 FROM: Vijay Singhal, Chief Executive Officer Craig Graves, Interim Finance Director DATE: June 19, 2013 QUBJECT: Treasurer's Report: April 2013 7!11rq_T@cLq,j JUN 19 ITEMNO. I SZ4=REP0R.1 The purpose of this report is to provide the Treasurer's Report for April 2013. BACKGROUND/DISCUSSION The Treasurer's Report lists all cash for the City (which includes the Baldwin Park Financing Authority), the Housing Authority, and the Successor Agency to the Community Development Commission (CDC). The report separates cash into the following three sections: State of California Local Agency Investment Fund (LAIF) — this is where the majority of the cash is held. City cash, which accounts for the largest portion includes monies from the General Fund and all other restricted funds known as Special Funds, Money is kept in LAIF until it needs to be transferred to cover warrants (payments to vendors, contractors, etc.,), payroll, or to pay the various bond payments. Fiscal Agent Funds - these amounts represent monies held by the various bond holders that are restricted and which have been set aside for future bond payments. Cash- this section provides the cash balances in the various checking accounts the City uses to pay its on-going payments. The cash balances fluctuate during the year due to the timing of large payments, such as interest and principal for bonds, and due to when the City receives its major sources of revenues (such as sales tax and property tax) in December, January and May of each year. Treasurer's Report: April 2013 Page 2 I= Staff recommends that the City Council receive and file the April 2013 Treasurer's Report. a- a CITY OF BALDWIN PARK TREASURER'S REPORT April 30, 2013 ESTIMATE INVESTMENT INTEREST PURCHASE MATURITY PAR CURRENT BOOK MARKET DESCRIPTION RATE DATE DATE VALUE PRINCIPAL VALUE VALUE State of California Local 27,251,931.19 27,251,931.19 Agency Investment Fund 27,251,931.19 Varies City 0.26% Varies Housing Authority 0.26% Varies Fiscal Agent Funds - City Varies Varies Fiscal Agent Funds - Success( Varies Varies Varies 27,251,931.19 27,251,931.19 27,251,931A 9 27,251,931.19 Varies 37,891.12 37,891.12 37,891.12 37,891.12 27,289, 822.31 27,289,822.31 27, 289, 822.31 27, 289, 822.31 Varies 2,049,462.61 2,049,462.61 2,049,462.61 2,049,462.61 Varies 2,920,411.75 2,920,411.75 2,920,411.75 2,920,4111.75 $ 4,969,874.36 $ 32,259,696.67 32,259,696.67 $ 32,259,696.67 Total Investments $ 32,259,696.67 Cash City Checking 2,594,406.84 City Miscellaneous Cash 254,436.03 Comm. Develop. Comm. 0.00 Successor Agency 1,186,646.07 Housing Authority 330,901.25 Financing Authority 0.00 Total Cash 4,366,390.19 Total Cash and Investments $ 36,626,086.86 Schedule of Cash and Investments includes all financial assets as included in the Comprehensive Annual Financial Report. There was no investment maturity /purchase transaction made for the month of April 2013 and several deposits /withdrawals were made with the Local Agency Investment Fund. In compliance with the California Government Code Section 53646 et seq., I hereby certify that sufficient investment liquidity and anticipated revenues are available to meet the City's expenditure requirements for the next six months that all investments are in compliance to the City's Statement of Investment Policy. Intetafn Finance