The URL can be used to link to this page

Home My WebLink About2016 03 02NOTICE AND CALL OF A SPECIAL `T"I IVIG 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, MARCH 2, 2016 at 6:00 PM. 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: February 25, 2016 AFFIDAVIT OF POSTING All - Manuel Lozano Mayor 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 February 25, 2016. p ✓ �b d"° Alejandra Avila City Clerk .. 1211 6 142 CITY COUNCIL SPECIAL MEETING Please note time and MARCH 2, 2016 meeting location 6:00 PM CITY M CITY HALL — 3rd Floor, Conference Room 307 14403 EAST PACIFIC AVENUE BALDWIN PARK, CA 91706 0 qw- OP., r,: (626) 960-4011 Z'"11 601HAN IVERSARY Manuel Lozano - Mayor Monica Garcia - Mayor Pro Tem Cruz Baca - Councilmember Ricardo Pacheco - Councilmember Susan Rubio - Councilmember PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FA VOR 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, but only on any matter posted on this agenda. 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 COMENTARIOS DEL PUBLICO Se invita al publico a dirigirse al Concilio o cualquiera otra de sus Agencias nombradas en esta agenda, para hablar solamente sobre asunto publicado en esta agenda. Si usted desea la oportunidad de dirigirse al Concilio o alguna de sus Agencias, podrJ hacerlo durante el perlodo de Comentarios del Publico (Public Communications) anunciado en la agenda. A cada persona se le permite hablar por tres (3) minutos. Hay un int6rprete lrara su conveniencra CITY COUNCIL SPECIAL MEETING — 6:00 P.M. CALL TO ORDER ROLL CALL: Council Members: Cruz Baca, Ricardo Pacheco, Susan Rubio, Mayor Pro Tem Monica Garcia and Mayor Manuel Lozano PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos ser6 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 DIRIGIRSE AL CONCILIO FAVOR DE NOTIFICAR A LA SECRETARIA SI REQUIERE LOS SERVICIOS DEL INTERPRETE No se podra tomar acci6n en alg(in asunto a menos que sea incluido en la agenda, o a menos que exists alguna 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 y/o fijar asuntos para tomar en consideraci6n en juntas proximas. [Codigo de Gobierno §54954.2] OPEN SESSION/STUDY SESSION 1. PRESENTATION FOR GREEN LEAF FARMERS MARKET Presentation by Jerry Diaz, Green Leaf Events, Inc. with proposal for Green Leaf Farmers Market 2. PRESENTATION OF IMPLEMENTATION STRATEGIES FOR ECONOMIC DEVELOPMENT Presentation by Gabriel Perez, President of AIM Consulting Services, Inc., of short-term and long-term economic development implementation strategies. RECESS TO CLOSED SESSION 3, CONFERENCE WITH LABOR NEGOTIATORS (GC §54957.6) Pursuant to Government Code Section 54957.6: Ag r o ymIT sib ed r prs �rtat�w : Shannon Yauchzee and Robert Tafoya NJnrepres�tt Er��l(a ee : Chief Executive Officer; Community Development Director; Police Chief; Public Works Director; Finance Director; Recreation and Community Services Director; Human Resource Manager; City Planner; Chief Deputy City Clerk, Housing Authority Manager 4. CONFERENCE WITH LEGAL COUNSEL—EXISTING LITIGATION Pursuant to paragraph (1) of subdivision (d) of Government Code Section 54956.9; Case Name: California Aware v. City of Baldwin Park, Case Number: BS155206 5. CONFERENCE WITH LEGAL COUNSEL—ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) of subdivision (d) of Government Code Section 54956.9: Potential Case(s): Three (3) RECONVENE IN OPEN SESSION REPORT FROM CLOSED SESSION ADJOURNMENT CERTIFICATION I, Alejandra Avila, City Clerk of the City of Baldwin Park hereby that, certify under penalty of perjury under the laws of the State of California, the foregoing agenda was posted on the City Hall bulletin board not less than 24 hours prior to the meeting on February 25, 2016. 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, 2"" Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Parts. For further information regarding agenda items, please contact the office of the City Clerk at (626) 960-4011 ext. 466 or e-mail tcrt,lcalllrlrlwrr:rg rrt c prfl. 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) AGENDA BALDWIN PARK CI'T'Y COUNCIL REGULAR MEE.TI G MARCH 2, 2016 7:00 PM COUNCIL CHAMBER 14403 E. Pacific Avenue Baldwin Park, CA 91706 (626) 960-4011 &W 601HANNIVERSARY Manuel Lozano Monica Garcia Cruz Baca Ricardo Pacheco Susan Rubio - Mayor - Mayor Pro Tem - 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. 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 tema que este bajo su jurisdicci6n. Si usted desea la oportunidad de dirigirse al Concilio o alguna de sus Agencias, podra hacerlo durance el perlodo de Comentarios del Publico (Public Communications) anunciado en la agenda. A cads persona se le permite hablar por tres (3) minutos. Hay un intcrprete para su conveniencia. Y 601HANNIVERSARY Manuel Lozano Monica Garcia Cruz Baca Ricardo Pacheco Susan Rubio - Mayor - Mayor Pro Tem - 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. 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 tema que este bajo su jurisdicci6n. Si usted desea la oportunidad de dirigirse al Concilio o alguna de sus Agencias, podra hacerlo durance el perlodo de Comentarios del Publico (Public Communications) anunciado en la agenda. A cads persona se le permite hablar por tres (3) minutos. Hay un intcrprete para su conveniencia. CITY COUNCIL REGULAR MEETING — 7:00 PM CALL TO ORDER INVOCATION PLEDGE OF ALLEGIANCE ROLL CALL Council Members: Cruz Baca, Ricardo Pacheco, Susan Rubio, Mayor Pro Tem Monica Garcia and Mayor Manuel Lozano REPORT FROM CLOSED SESSION ANNOUNCEMENTS This is to announce, as required by Government Code section 54952.3, 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 None. 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 DIRIGIRSE AL CONCILIO FAVOR DE NOTIFICAR A LA SECRETARIA SI REQUIERE LOS SERVIC/OS DEL INTERPRETE No se podra tome accion en algun asunto a menos que sea incluido en la agenda, o a menos que exists alguna emergencia o circunstancia especial. EI cuerpo legislativo 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 Gobiemo §54954.2] City Council Agenda 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. WARRANTS AND DEMANDS Staff recommends that Council ratify the attached Warrants and Demands Register. 2. TREASURER'S REPORT — JANUARY 2016 Staff recommends that Council receive and file the Treasurer's Report. 3. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ORDERING THE DESIGNATION OF THE EXECUTIVE TEAM AS THE BUSINESS IMPROVEMENT ADVISORY COMMITTEE TO MAKE RECOMMENDATIONS ON MATTERS RELATED TO THE CITYWIDE BUSINESS IMPROVEMENT AREA. Staff recommends that the City Council approve Resolution No. 2016-111 designating the Executive Team as the Business Improvement Advisory Committee, entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ORDERING THE DESIGNATION OF THE EXECUTIVE TEAM AS THE BUSINESS IMPROVEMENT ADVISORY COMMITTEE TO MAKE RECOMMENDATIONS ON MATTERS RELATED TO THE CITY-WIDE BUSINESS IMPROVEMENT AREA." 4.. FUNDING AGREEMENT — METRO TOLL GRANT FRAZIER STREET PEDESTRIAN AND BICYCLE SAFETY IMPROVEMENTS Staff recommends that Council approve the Funding Agreement with LACTMA and authorize the Mayor to execute the Agreement. 5. AUTHORIZATION TO ADVERTISE THE REQUEST FOR PROPOSAL FOR PROFESSIONAL PYROTECHNIC SERVICES RELATED TO THE 4TH OF JULY FIREWORKS CELEBRATION Staff recommends that Council authorize the advertisement of the Request for Proposal (RFP) for professional pyrotechnic services related to the 4th of JUly Fireworks Celebration; and authorize the Director of Finance to identify funds, and make appropriate transfers and fund adjustments. 6. APPROVE RESOLUTION NO. 2016-110, ESTABLISHING UNDERGROUND UTILITY DISTRICT 16-1 ON BALDWIN PARK BOULEVARD BETWEEN KENMORE AVENUE AND BRESEE AVENUE Staff recommends that Council waive further reading, read by title only, and approve and adopt Resolution No. 2016-110, entitled "A Resolution of the City Council of the City of Baldwin Park, California, Establishing Underground Utility District 16-1 on Baldwin Park Boulevard between Kenmore Avenue and Bresee Avenue." 7. APPROVE A CONTRACT WITH GREEN LEAF EVENTS, INC., TO PROVIDE A CERTIFIED FARMERS MARKET AND STREET FAIR Staff recommends that Council approve the Agreement with Green Leaf Events, Inc., to provide for a Certified Farmers Market and Street Fair. City Council Agenda Page 3 8. FIRST READING AND INTRODUCTION OF ORDINANCE NO. 1384, AN AMENDMENT TO THE CITY'S MUNICIPAL CODE RELATING TO RULES OF DECORUM AT COUNCIL MEETINGS Staff recommends that the City Council Adopt Ordinance No. 1384 entitled, "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, AMENDING SECTIONS 39.02 (A), 39.03 (A) AND 39.04 (A) (1)-(3) OF CHAPTER 39, TITLE III, ADMINISTRATION, OF THE BALDWIN PARK MUNICIPAL CODE RELATING TO THE RULES OF DECORUM AT COUNCIL MEETINGS." 9. AUTHORIZE TO ENTER INTO A LEASE AGREEMENT FOR TWO NEW COLOR COPY MACHINES It is recommended that the City Council approve entering into a 60 month Lease Agreement with Ricoh USA Inc. for two new color copy machines. PUBLIC HEARING 10. PUBLIC HEARING REGARDING FISCAL YEAR 2016-2017 COMMUNITY DEVELOPMENT BLOCK GRANT (CDGB) AND HOME INVESTMENT PARTNERSHIP FUND (HOME) ANNUAL ACTION PLAN Staff recommends that Council conduct a Public Hearing and, following the Public Hearing, approve the allocations for the FY 2016-2017 CDBG public service programs by selecting on of the following options: OPTION 1: Approve the Joint Commission's recommendations for funding as revised by staff; or OPTION 2: Revise allocations as the City Council deems appropriate. REPORTS OF OFFICERS 11. APPROVE RESOLUTION NO. 2016-107, ENTITLED "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, APPOINTING REPRESENTATIVES AND ALTERNATES AS OFFICIAL REPRESENTATIVES OF THE CITY," AND FOLLOWING REVIEW AND APPOINTMENT OF MEMBERS TO ESTABLISHED COMMITTEES, ADOPT SAID RESOLUTION. Staff recommends that Council 1) review and appoint members to the positions of representatives and alternates of the established committees and organizations presented in Resolution No. 2016-107, entitled "A Resolution of the City Council of the City of Baldwin Park, California, Appointing Representatives and Alternates as Official Representatives of the City;" and 2) review in-house committee appointments and select or nominate members as representatives of these committees accordingly. City Council Agenda Page 4 12. CONSIDERATION OF A CONSULTANT SERVICES AGREEMENT WITH THE KOSMONT COMPANIES Staff recommends the Council: 1. Review the revised proposal from Kosmont Companies and provide direction to staff; and 2. Consider direction to staff and City Attorney to complete Agreement documents and return for a City Council approval at a subsequent meeting. CITY COUNCIL / CITY CLERK / CITY TREASURER / STAFF REQUESTS & COMMUNICATIONS Request by Councilmember Ricardo Pacheco for discussion and direction to staff on the following: • Councilmember Ricardo Pacheco would like to discuss and give staff direction in regards to open green space at the Schools. That Staff meet with School District officials and discuss possible funding and grants for improvements such as playgrounds, walking paths and exercise equipment at Olive Middle School. ADJOURNMENT CERTIFICATION I, Alejandra Avila, City Clerk of the City of Baldwin Park hereby certify that, under penalty of perjury under the laws of the State of California, the foregoing agenda was osted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 25 h day of February, 2016. r" Alejandra Avila City Clerk PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each itern on this agenda are available for public viewing and inspection at City Hall, 2"d 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) 960-4011 ext. 466 or via e-mail at kruss lI�baIc an 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 Ip) City Council Agenda Page 5 STAFF REPORT ��, 0 HUB OF THE �7, ` SAN1 i4A,i3RIEL N VALLEY ZAT"00�P5 �,, TO: 11051 DATE: ITEM NO. Honorable Mayor and City Councilmembers Rose 'rain, Director ol" 1+ mance Mir ray li 112, 2016 SUBJECT: WARRANTS AND DEMANDS. SUMMARY Attached is the Warrants and Demands Register for the City of Baldwin Park to be ratified by the City Council. FISCAL IMPACT The payroll for the last period was $378,850.74 and the attached General Warrants Register were $205,719.20 for a total amount of $584,569.94. LEGAL REVIEW None required. RECOMMENDATION Staff recommends that the City Council ratify the attached Warrants and Demands Register. BACKGROUND The attached Claims and Demands report format meets the required information as set out in the California Government Code. Staff has reviewed the requests for expenditures for the appropriate budgetary approval and for the authorization from the department head or its designee. Pursuant to Section 37208 of the California Government Code, the Chief Executive Officer or his/her designee hoes hereby certify to the accuracy of the demands hereinafter referred. Payments released since the previous City Council meeting and the following is a summary of the payment released: 1. The payroll of the City of Baldwin Park consist of check numbers 197773 to 197803. Additionally, Automated Clearing House (ACH) Payroll deposits were made on behalf of City Employees from control number 246980 to 247227 for the period of January 17, 2016 through January 30, 2016, inclusive; these are presented and hereby ratified in the amount of $378,850.74. 2. General Warrants, including check numbers 208702 to 208827, in the total amount of $205,719.20 constituting of 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. Ili M. NI,.:, In I rl I I::D M M QO co --J J (D C) rl I Ul 1C1 UJ IN.) 14 W H H H W H Ln H bJ X P� M H Ln H -(a w -Clk to -Vt m F, I,) F, -U) 1F1 to UI -,.7 a) M w m W M Ln W CD W W a Ln w cD 1P cD CD ON W -J W co H LP L'i - NJ U101 L'i W W Ln w IP CD Ln m 0% aP w NC)14>n w tN) kp+ W 4, W Lo 00 W a) IP 11 m CDN 71 OD C'I Lil NH Ln (D w . (D . Ni a, •. . . . . . w CY) . CD . Ili W -j- - CPI�C) , Cl , P, * m r.T, (ji Y, c, N) kji c cD O c`:c`:"+cn cn - CDC) 3 CD C) a) - n - CD - m I. �, M co , n CD Cp C) IN w c3) c:) I a) c) (.)o D n n ,7.> CD W 0 C w CYN C) C) W CD w 0) co (D CD IC> w n w 11.) CD 1111441 W, C ) N.) C-1 Ol n H I I Lo (D C.) NN NJ NJ N.) It) N) NN NN NN NN NN M C� 1T1 HC) HC) Lp C.) 1V (-n Lj C.D K7 N.D Ul M �n Ln Ln Ln t) n m Ij (n (p (ji Ln UI Lm (-n (p W Ln (ji Lp Ln Ln M (D m n. IN) II IN \ INJ I 1 H ki I I F, .1. .FH, L" , 1, LPI 1, 11, Ll, L" Ll, ul, HH HH , H WH C, ID n CD 'D C., , I C) C) „•,. C) n n C7 CD (D CI CD (D (D C3 Cl C) CD (D (D C) '- C),- CD I I I I I I ( 11:' ' I I I . I I I . I I . . H 1 11 1 ' H (.XIM of Ul kil M (_nm Ul Cy} Li In Lyl 0) 1, L, ,, L'q L'� U, n I, I, (,, I, L� I,, . Ln 11 Il 111 ,1, 0. Ll m 0" r, ' (P w W w w W Lo W w w W w ul w W Li W D (D - C.") CD CD C) C) n CD CD CD ID CD CD c:, C) C-) C) a (D C) C.) rC CD CD I ' . . I L, I, ul I, I'M �.�l JI 1.51 (j, W U, UI L, j, L'� Ln LIn 1'n L, L, ly L� 11 "1 11 Ili n Ul W U, C w H H H H H HH F, V- H F, H I C w C, Li [ n P, � I , n �:�: 1. �S' N) - F, 00 to I- H H H H C..., m r.� ID C) 1�1 C.D 'l,' Cl I c'::1 -.1 C) I 0o CD CD C� CD CD CD C� CD C) CD ID C) ID (D n CD CD CD 1-0 w C3 C) co C) 13 ID (D C) a CDH Ul c a) CD 00 •"1 CD C) CD CD n CD (D C) ID C) CD CD n n C) CD C) CD --i H (.Yl C.) 1 C3 L'i 1XII I JW 1 I-1 W In 11 llGl CO 1. 1. 1. In 1. 1. 1. 1. 1. C, 1. C, 1. 1. 1. 1. M W Ln (D CD C) CD Ul (D (D C3 CD C� ID C) o C) C3 n 0 CD CD CD (D C) ci n C) CJ o CD C) CJ (D M CD C::) CID ID CD o C� n n (D CJ CD o C) (D C3 C, CD ID (D (D CD CD co rD ID CD N) CD (D n C➢ C) ID CI (D C-) (D n CD (D U C7 (D C) CD n CD C7 (D n Ci CD CD n N.) (D (D C) CD CD CD C, C) CD CD CD C� CD CD n CD CD CD Cr (D ci CD II I I I I I I I I I I N., IN, I., N, N, t, 11 m N, Ni "I m "1 . M 1, t 'I) 'I' (D C7:) C) or I, Ln cy H 'o 10 Ili ld ht "Id Id 10 10 10 10 10 10 Id Id I'd 10 10 w 00000000000000000007 H In m dv Ll 0 d Q Id a Ili C, wen w M (n En (a (n rzi) (In !CIO ol L M 0 0 0 H 0 0 0 1 Iu W IN W H 1. H (i C7 Ck CG7 Z F3 -9 n 0 0 C) 0 C) C) n C) C) n C) 0 C) n n n 1-3 !4 0 W 0 N M (n rA w I I 'T.f H n ci 10 �lj C,- rn 0 nj 1-i Ili 1...:11....1 t7' Ll L, 1-1 1711 Ll L, L, Ll r t, r r L, r r r r r ci H A _3 000 M0 Id F3 It(A 00000000000000000ow u �w Ll Ili Ul, Q ul 'R1 Tj w H (n Ili 5�, w C, C� c" Cy c� 0 cI C C� cI C', (-, (" c" C9 C. c- cl m H r 0 C) Ll Ci !4 0 CG 0 C) H -] H H Fa -3 A 3 -3 q A q -q q -3 -3 FF3 0 M 0 Id 0 CD C)C) Ln L� C) j i i R, FP R, R" PrI R, R, R, R, R, R, R, R,rrrRH it I (n H o w V Id 1�0 Id 10 10 a v 10 Id 'a H Id 10 C'" -) p - , � n 0 0 W 0H H H H H H H H H H H H H H H 0 U) 17 Yv' 0 �j �j �j ca �4 W �d !;d�d �dd �d �d ;d �Z W �O M7 ;� w w d 171 'ILI U) U) U) M cl ca MU) Cn W W ca w rn (n w w cn 10 0 j CA o LJ L'i L'i W w w w U) w W (1) w H (D C-) CD w IV Ul w Ul o C) n CD w C., - H H H H HHH N, H H H H H H H H H Ln Ili C. CD m - I- CD Ili 'D Ln U,U1LPI Ln Ln Ln U, Lq LIM Cn cy, Ln Ln Ul U1Ln Ul 00 N, L9 W w C) I �-v ro I I I I I I I I I I I I I I I II I "-.70) a) 0) H cr% 1p, I C) CD C, o CD n CD C) C> ID CD CD C) C) C) O 'D C:) U LP w w 00 w w t, A 91 9 W W UJ W W W -_j -, CD Cp (7) CD CD (D C) CD C) n C) ID w LLD w w w m 00 co (D CD w C3 -j a) LYI W" LO NH C) w co 16l Ln 14a I- CD W C.) W NJ N Li 0 0 0 0 0 00 0 0 0 C,1ci (11 Q- (11 c I q c! C� C� -3 t-1 p3 ,1 13 13 H H (n CJ1 rn M (f) W (a (n -3 1.3 Cl. I > I H I--{ H I I H H !2i N� 1.11) INJ ls� NJ m 11.) CD CD CD CI 0 ID () (X) 00 (0 W co a.) a) J -,j i ",j I , 0 Cr r:D co ID 01) Ili M. NI,.:, In I rl I I::D M M QO co --J J (D C) rl I Ul 1C1 UJ IN.) 14 W H H H W H Ln H bJ X P� M H Ln H -(a w -Clk to -Vt m F, I,) F, -U) 1F1 to UI -,.7 a) M w m W M Ln W CD W W a Ln w cD 1P cD CD ON W -J W co H LP L'i - NJ U101 L'i W W Ln w IP CD Ln m 0% aP w NC)14>n w tN) kp+ W 4, W Lo 00 W a) IP 11 m CDN 71 OD C'I Lil NH Ln (D w . (D . Ni a, •. . . . . . w CY) . CD . Ili W -j- - CPI�C) , Cl , P, * m r.T, (ji Y, c, N) kji c cD O c`:c`:"+cn cn - CDC) 3 CD C) a) - n - CD - m I. �, M co , n CD Cp C) IN w c3) c:) I a) c) (.)o D n n ,7.> CD W 0 C w CYN C) C) W CD w 0) co (D CD IC> w n w 11.) CD 1111441 W, C ) N.) C-1 Ol n H I I Lo (D C.) NN NJ NJ N.) It) N) NN NN NN NN NN M C� 1T1 HC) HC) Lp C.) 1V (-n Lj C.D K7 N.D Ul M �n Ln Ln Ln t) n m Ij (n (p (ji Ln UI Lm (-n (p W Ln (ji Lp Ln Ln M (D m n. IN) II IN \ INJ I 1 H ki I I F, .1. .FH, L" , 1, LPI 1, 11, Ll, L" Ll, ul, HH HH , H WH C, ID n CD 'D C., , I C) C) „•,. C) n n C7 CD (D CI CD (D (D C3 Cl C) CD (D (D C) '- C),- CD I I I I I I ( 11:' ' I I I . I I I . I I . . H 1 11 1 ' H (.XIM of Ul kil M (_nm Ul Cy} Li In Lyl 0) 1, L, ,, L'q L'� U, n I, I, (,, I, L� I,, . Ln 11 Il 111 ,1, 0. Ll m 0" r, ' (P w W w w W Lo W w w W w ul w W Li W D (D - C.") CD CD C) C) n CD CD CD ID CD CD c:, C) C-) C) a (D C) C.) rC CD CD I ' . . I L, I, ul I, I'M �.�l JI 1.51 (j, W U, UI L, j, L'� Ln LIn 1'n L, L, ly L� 11 "1 11 Ili n Ul W U, C w H H H H H HH F, V- H F, H I C w C, Li [ n P, � I , n �:�: 1. �S' N) - F, 00 to I- H H H H C..., m r.� ID C) 1�1 C.D 'l,' Cl I c'::1 -.1 C) I 0o CD CD C� CD CD CD C� CD C) CD ID C) ID (D n CD CD CD 1-0 w C3 C) co C) 13 ID (D C) a CDH Ul c a) CD 00 •"1 CD C) CD CD n CD (D C) ID C) CD CD n n C) CD C) CD --i H (.Yl C.) 1 C3 L'i 1XII I JW 1 I-1 W In 11 llGl CO 1. 1. 1. In 1. 1. 1. 1. 1. C, 1. C, 1. 1. 1. 1. M W Ln (D CD C) CD Ul (D (D C3 CD C� ID C) o C) C3 n 0 CD CD CD (D C) ci n C) CJ o CD C) CJ (D M CD C::) CID ID CD o C� n n (D CJ CD o C) (D C3 C, CD ID (D (D CD CD co rD ID CD N) CD (D n C➢ C) ID CI (D C-) (D n CD (D U C7 (D C) CD n CD C7 (D n Ci CD CD n N.) (D (D C) CD CD CD C, C) CD CD CD C� CD CD n CD CD CD Cr (D ci CD II I I I I I I I I I I N., IN, I., N, N, t, 11 m N, Ni "I m "1 . M 1, t 'I) 'I' (D C7:) C) or I, Ln cy H 'o 10 Ili ld ht "Id Id 10 10 10 10 10 10 Id Id I'd 10 10 w 00000000000000000007 H In m dv Ll 0 d Q Id a Ili C, wen w M (n En (a (n rzi) (In !CIO ol L M 0 0 0 H 0 0 0 1 Iu W IN W H 1. H (i C7 Ck CG7 Z F3 -9 n 0 0 C) 0 C) C) n C) C) n C) 0 C) n n n 1-3 !4 0 W 0 N M (n rA w I I 'T.f H n ci 10 �lj C,- rn 0 nj 1-i Ili 1...:11....1 t7' Ll L, 1-1 1711 Ll L, L, Ll r t, r r L, r r r r r ci H A _3 000 M0 Id F3 It(A 00000000000000000ow u �w Ll Ili Ul, Q ul 'R1 Tj w H (n Ili 5�, w C, C� c" Cy c� 0 cI C C� cI C', (-, (" c" C9 C. c- cl m H r 0 C) Ll Ci !4 0 CG 0 C) H -] H H Fa -3 A 3 -3 q A q -q q -3 -3 FF3 0 M 0 Id 0 CD C)C) Ln L� C) j i i R, FP R, R" PrI R, R, R, R, R, R, R, R,rrrRH it I (n H o w V Id 1�0 Id 10 10 a v 10 Id 'a H Id 10 C'" -) p - , � n 0 0 W 0H H H H H H H H H H H H H H H 0 U) 17 Yv' 0 �j �j �j ca �4 W �d !;d�d �dd �d �d ;d �Z W �O M7 ;� w w d 171 'ILI U) U) U) M cl ca MU) Cn W W ca w rn (n w w cn 10 0 j CA o LJ L'i L'i W w w w U) w W (1) w H (D C-) CD w IV Ul w Ul o C) n CD w C., - H H H H HHH N, H H H H H H H H H Ln Ili C. CD m - I- CD Ili 'D Ln U,U1LPI Ln Ln Ln U, Lq LIM Cn cy, Ln Ln Ul U1Ln Ul 00 N, L9 W w C) I �-v ro I I I I I I I I I I I I I I I II I "-.70) a) 0) H cr% 1p, I C) CD C, o CD n CD C) C> ID CD CD C) C) C) O 'D C:) U LP w w 00 w w t, A 91 9 W W UJ W W W -_j -, CD Cp (7) CD CD (D C) CD C) n C) ID w LLD w w w m 00 co (D CD w C3 -j a) LYI W" LO NH C) w co 16l Ln 14a I- CD W C.) W NJ N Li 0 0 0 0 0 00 0 0 0 C,1ci (11 Q- (11 c I q c! C� C� -3 t-1 p3 ,1 13 13 H H (n CJ1 rn M (f) W (a (n -3 1.3 Cl. I > I H I--{ H I I H H !2i I I �3 1 13 O IS n Ln w 4t- ui 0 0 II CS "d ....7(]Ki rn C) F i 1.3 I L1 I I U) O 'd Co H 13 H 0 Z 0 �j 12 o 14 A t1i C) H H 0 H C) W CD CD CD CD (D CD CJ C, C C.) (D C, CD a)m 00 00 00 Go m ai 013 C.K) 00 m a) "I . i -A -3 -1 1 .j ! Nl`3 W H Ul 'P. rra CJ W 00 NI) H -L� 4)'k H IQ (a C� m I-, H 00 (a --� m IQ to 41� ko w uj K) NJ I-- m 'A k91 00 m I-' w w OC, Ln tQ fA �,D F, 9. w m Co 00 L'i �- L,) L'i m w OD co 00 Ln N) W M A. CD w co ." a) 00 m N) w w OD cr% (D F, CD ID w CD L11 F-' (_j w Ch Ln Ul 00 0� -ca CT) UI CP H CA m N00 �D — . 'n . . . W (D, � . 0 . . CD F- . In . P,. (n . . . CD -.3 00 C)^ r.) C) C.) C, - C..? . N^ (P -A - .3 C)^ O^ N?' (n^ a) H UJ MCD W-1 CV) C.) C) C) O (D CD CD C) 91 bi w UIN w - .1 Ir, NC) CD C:) (7O Ln I\) CD Ul 1p 0) m F, `,o OC) CD 0P(Ij w C) CD Ln CD m IQ NHH CD Ln C) Ili m N CD HO hi C> N Ili CD F x CD gl "I W, CD HO N) C-1 — C) NC) N) m It) CD Lp In O cD Po CD 1.13 Ul U1 111 to ON (p N) Ln Ul NJ ON C) n C) t") (DN Un to C� bi w W Ln a, 1P bi W N C) CD H H F (D V.D H I- W Ln "I m 117 C', F., m F I- LYI F F x Ul H F.,v- In L� L, H C> C) C) C3 C) CD C�, CD CD �D ` 'D I- Cl� I- OCD C) I I I I I I - I H I I - I I I F., I H I F1 I F.., I v- I I I F" U, U, "I a) CJ} " " J) w - m Ir, 0', Ulm cn m 'r, (7) U1 In LTI 0) N to bi CD H F C) w to (,n C) Li N) 2 a) m m CD �D CD CD (D CD Cr CJ C) C) C) Cl C3 F H CD O CD H I - UI .1 U, o L� w uj (Ii uj C. NCD 00 co co CD Ilj v— F w U) Cr L, (Ij Uj (11 C) w H H C� w H uj CD w H H CD Fx H H - CD W lD F, H F., I- c) N) -- F" CD F -"N F-" - -- H C, w bi HC) L'i H F. -"N F, I-, I-, CD C) (D C) CD C) m Ul CD O C -3 CID Co Ow CD C) w CD m C7 CD ID F x LIM M (D Ul (D H NW CD C) CD Ln C3 CD (D (D w a) m C-) C , CD 0) NIN 'D CD ID (D (ji C� —1 r� ID CD w CDU C) cc (D I\) CDH CD I-, HC) 13 a) I C� I 1 0% 1 -.1 1 1 1 0) C) LO C7 1) F I I I 1-n Cs CD CJ O c F.., C) CD CD -') C) Is Ln U, C) C.) kJ, un OF I H (D CD (D CD Ln Ul CD C) O Cr Oj '-I O C) .j1 C„) Ul UlLn C) CD CD C) CD Ul UIO CD CJ (D C) '"A H H CD O OCD C) CD CD ID r3 rO C) (D UJ W Q C) ID CD CD co m CX) CD rD Ul Ul CD U, Ly, P, CD C) I C> I (D I CD m 9) I I I I I I I 11 10 ", 10 I 1. I I I I I 1,) I I to K) I N I I I N t.) N) I 1 m 11 , m t) 10 10 M A IN C, � CD C) 0 'D (o (n () C C H 'D "o 2i ' 'F" 1:1 Z:) (-- 10 OC� 0 co �d 10 L., 7., 0 F i t, �3 A rM m HF -1 q n q 1:1 0 H H H '�j m 0 En 11 m 0 "4 6 H H R, �j H A 0 W m tj ci En (j) H �D' 'd q t' I q m vi u N (n (n m '"i H �4 H M V) U) - C') 1-C G3 C) 0 A 13 C) 0 w hJ C-1 Q, C� Tj 10 11:� �:.3 1-3 r3 m L4 r, m r wc) 0 F-3 H0 00v �d 73 0 "0 M 10 ISG'.) 'd 10 10 C� U} 0 u ci Q- m (n w 0 m 0 tEj X 13 :d 10 �Z3 IM Q I C� C� M rn U) W 0 14 m 0 r r n H H H N, H H 10 10 n (n (A qj 10 FA C) FA N0 "r.'! 0 H a N U) 0 n m ul 8 m"J H Io L'i m U) Ul U) � 13 1-3 L, I, "TJ , En 0 F3 F�j 10 0 H m 1%1 1�j �.l R, H H C9 Z H IN 0 H 0 C) �11 'TJ :1 000 (a q 3 m0 u HPo 'Y' 0 0 0 0 N 0 1D�, FA X, 0 Ed m �xj yd cf.) 714 M 0 0 10 1-B C) M H Ua cf] ci U2 co 0 U) M V.1 1:71 tN H U] M 0 w W 0 �d 0 U1 U) (n to N) (n H I-, N 00 w HS; F., 1�1 H WC, H M V - ., 11) tl-� j M m m M & A, I, aFu�-D U1 F �- I-, Ul, l 'r, w 00 <e U, w CD CK) Co -1 F x C> C, m w ca co CD - 1 U) H (D U) iA H w to l.o N N N) (\) cr) I..., G M 00 C, m (:i C) (m m cr, m CD w 0 M co Lj C� 0 C) Lo C) CD cy,, ON 0 0 0 0 0 0 0 C) 0 0 0 0 0 Q ci ci Q, ci Q- C: ci ci C', (11 C., H q H 3 F3 F3 13 H co Ca m (n -3 1.3 q y. H H (I I I �3 1 13 O IS n Ln w 4t- ui 0 0 II CS "d ....7(]Ki rn C) F i 1.3 I L1 I I U) O 'd Co H 13 H 0 Z 0 �j 12 o 14 A t1i C) H H 0 H C) W I ai 0 0 0 I Gni N N N-) K) C) C) 11 1 CD CD C) I R'J 00 cc) m (Y.) OD Co a) W I () ?o W Gn.b W w X.) to M 1.1i I rk W tlJ I G tD co -.3 m I. ;:41:: 0 V-.3 M M Iv I.MA N.) Nj N) M M 1.1i N. L.7 I;` N) Ili M M hj 11) N) --jI C, m w m U, --J Vk Ln fj� -Vk H f11 Ul Uk CD CD Q CD ID CD C� (D (D (D CD C) Cl CD C) CD CI C� CD N Io w 01 m IjI Iii w IN K) -_j U� a, Ul (n Ul 1\S I- H m Ul IF, . .... t'.') 4"::1CD C:, 'D C.C:'3m m w w w --j I H -_j U, co Ul CD H C� r.,) p �D 'I-, P p P p p D C c D CD CD CD CD C) 0 C� r� C� 0 CD (D 'D 00 -,j M (YI 4� Ul Ul CD C� CD M CD CD (D C3 C� (D r,� CD CD CD (D CD u (D GD C, CD C) CD a 'j, 4� co --] w I I H W ul Irl Ln CD CD C) (D C) C) I (D a) ul L'i --j (_n C) CI Cl HHHHHHHHH HH G K) CD to NS ri K) K) N) H (D HG m c:I Ul C) (YI (D HC") In CD (D rD C) G 0- CD C-) C) C) (D u (D C-) CI a CD G C) C) f. ,J I.Y1 1.1i (YI Ul Irl I[, Irl Ul C) M ID N) L" Ili G IQ CD IND C) N CD L\i C-) ID (D (D CD C-) C) ID G C-3 CD GC) CD C) C C) CD C) H H LD C) N) M o(D H H I t, C) 1H- .1 C) CD (D (D n n- a C> C> C-) CD ID C> C) C) CD C', CD (D C� (D C) CD CD C.) CD a a rD (D G a 11 HM 11 � (-3,) m C, (n I, m u m F H F F F F H H H F, H 1- 1- F I- F F, p M OF w Ul NJ N) I\) m I C) C) CD GG GG n- C> (D C) C) ID CO Cl (D G C> G C) (D C) O CD H C) GO CD (D ID <D C) C, 4# Cl I,, I,, L, 11 (11 (11 1, 1, .1 ul ul 11 (I'll, 11 1,, 11 In I,, Li I'll, "I'll L, V, H F x I- F I H F x 1-1 H H H F H F F- w (::, LI) W w W w W Lo ID w C� W G N) CD 103 CD W C) N) C, F- H H H H I. -I F" H H H F I H HHH H H H H H Ir., C) W, lP 4% lr�- a, IN " n H co 1P, CD w Irl w w LO CD w a, C.) (D c) ca C) C) c, p rJ C.) G (D CD rz, CJ CJ c) CD CH w In rD C) C) CD CD C) (D -J CD m C� -3 m (Ij NJ NS w N) N) (11 0 G CD C) C.) CD CD CD C> n C) u rl C) (D (D (D C> CD CD m (D a) H C) to N) (An oc, ui co 00 C) CD 00 w 0 111 C, c::., C, C, (D CD H H n C) C, G CD C-) C-) C) C) (D C) CD C) C) CD C) C) CJ C) CD (D CD O (D C.) G CD Ln Ln O cD (D Cr (D CD (D (D CD (D o C) (D GG GG CD (D CD C) CJ CD CD CD C) G G CY cz) C) Ln -,y C) G C7 CD (D C) (D C) C) Ili CD G rD C] C� (D CD CD C, C) (D CI C) CD u CD rD CD C) CD G (D W CD C) CD C-) C) ID CD (D CD CI I (D CD a C) C) C.) CD CD CD (D C� (D C) CD C-) CD n �D c C� C', C) u IjI C� C> nz CD cz, r (D (D CD 3 r) U) C7H PV In 0 0 00 00 0 00 00 0 000 000 0 ID C� Iri �d m r� (D H C� 10 CD CD ra Oca CD P I tx'I Ll I., V, f-, V, t, F" t�4 P" -1, M. F�4 �d p H F -i N �a w �d H J 0 0 1 W a a In In a a a I-li 1-3 .'j Z 11 0 q w r (10 W C, C� H C� QI C� ul I L., q �� H 114 � , �xj M Id Ili "a Iri Ili 10 a Ili IIJ 10 Id 10 Id 10 10 10 `0 10 li H Z 'd Fi n ca �Pd m �> �--i H En 11 0 H rl 0 �d N C! " 0 W b b M 0 !'w �d U) m C) co C) -.1 0 0 L., 10 13 u �0, m w m m w m m m w w m A m m m w w w m L, F. -i (n w Ij W 0 M Id H H 13 0 tl H 0 `�,' � ul C� 0 u 0 CI) 0 00 Q U) 0 ON rd 0 2 0 CJ W 0 FiF-i Fa Fa F i H H F i H H H Fi P H P P H 103 C� (n W 0 (A H (n m m m L, 0 0 (n 0 m w �d H C4 ryd Z 1� V� Z �--i �;l X Z Z z V� Z Z v TJ �ql N N 0 m k" V 14 Pi W -11 T q rl ca 0 �d W n 0 o 1 F i F-4 F I H F I H H H HW 000000000OR0000000ow (n R1 0 q w 0 Cod Q" 0 v td Ll 0 bi 'r, 7d 0 ,3 HHHH I n CD CD (D N) C) m (A1 C31 Ch C31 Ul Ul Irl 1p� all W, 'P. Irl W �j (m r.,) rm N.) IIJ N7 M F..., H CD I Po IP, w w ID 03 Ln C� (D 00 QD w w -1i m m ui t) m - 111. C� Ln (_n M --I C) F._( Ln bi M M r., H UI 00 �D M LYI W, NJ M r.,) 1\3 N) IIJ N) W CD hi C) C.) a) 0 GD CD m Ul J, 0% Ul ON 0) 1. I C) a) M ID ID '1' (X) I N to cr) ON ul 0 0 0 0 0 0 0 0 0 C� C, cl, ci ci 0- 1 3 3 ,-3 IA "J 14 (T) 0 C) (Q m N) N) (Ij L'i 1.1i I,J N.) N) K) N.) C, C.) (D n ( ) n (:::) 1: CI C) CD In 03 (y) a) M a) (7o U.) (m Oa a.) W 1.) 10 I; , W Ira IV" 1b1 U) (11 ul (.wl Cl.) u I w m I I In U) a) I I.n Ul 'TJ 0 n to ft 0 Lo -u)- 0) rJ m � t- Hm ID w -1 w NTA CD t1i In X, j O 00000000 CD In In C) C-) 0 Ul w o) ui In N) L'i N) I_n W N) -3 In V.0 Ln In ram It, -_j In C) 000 ID CD In C.) In ID C:3 C, C� LnUl Ul . t.a . In . L, • hi . . . . . . . . . . . . . CD (D w to Ul C) C) In (D m In C) CDC) C) CDC) CT) K) m Ir- � H , ro C> In C- ) C.) Cl In C) C) (D Co C) CD In C) C) In CD a C', CD C-) CD C) CD CD In C� In CD (D 03 (D CD Ili H (D In LD Ln (D LIJ c: In N) -, n H (D all In N) C) C) LYI In H rD a CI 1-1 H H I-, H F-' F..' F-" F-" H H F P., Ln CD Li & N3 Q LV w C) M C) 1.") C.) K) C I l�) (D N) O N CI N N) N) C) rD ID CD CD ID Cn C) n (D 0C) OC) M ID w 1.5 C) F CI CD ID CD CD ID (D (D (D CD rD ID In C) C-) 1 L 1 0 m a) 0: 1 G) UJ m m 0'1 m (7, cr% I M W � a a) m m 0) w 0) w w L'I Li W W w (Ij w L, C, U, w (Ij Ul In W CD ID, CD C) C) CD U, C.) 10 In 0 C3 In In C.) ID CD In (D CD CD I A, m 0) M W G5'1 M CTI (7) M a', CD 11%W M. 0'1 01 m CD In WIT, m W w W Cl) w w W w uj U w W U) Li ID I-11 `,cl re) N) I.Q C) 11 H a W F..' H F.." H H - H H F.." - F x H H F-' CD I I 0O C> In C) In In (D CI O rO C) C) In CD In 0 In CD () In C) I I I I I I I I I I I I I I =1h n C) �lj H LJ to 11 "1 '1' I'll 1�11 'I' '1' 1.11 ul I LI . L, L, Ln L� " L" . (" " L" U, (" I', r77 q 10g....." I ID I I I I C..) w C) " v- H (D F.., I- F H HH I-, I-, H HF.., F- C) F11 Uj bi 1: N) L'i G) HH LI) H HCl.) F � F I H H H F .1 1-- F, I- - H N co 'D 00 C.) w CD CD 41 'D W ID 1, In K) N) w In C.) VD W (D CD In CD CI CD Cj 0 0 CD a C) CD CD 0 a) Ul C) G,.I CD M (:::7CD ID CD 17,1 C) 1.\,) C) U) (D -1 OD H C) Io M 0) CD O C) OC) (D C:) In CD (D (D CD C, O0 I ' D I I I I (-n I I I I Irl I .-I I I-, LIJ N) , I I I I I I I I I I I I I ,d O "I C) CD (D In �, , In In In In In . . . . . . In . I CD I, , C::) �D: CD c W CD CD O w In CD (D CD CD C) C, In 0 In C) CD C, CD i 44- (D X O Ul I,." In C) C." 41 10 C) C) to (D CD (D C� (D In C-1 CD C) C) CD In u C, CD sP, C) Cl r ID CD CD C) CD CD CD CD CD In In u O u In C3 O CD O CD I G:::) c IN C) C, CD CD C) 0 CD In C> In CD C) CD CD In In In CI I I I I I I I 1 F.,`vI is.) H t) " Ili "I . ".11, 6, CD to 7dFA In C)'n w ITJ C-4 'D �d In ITJ 10 Id 10 hi 10 10 Id Id ld 10 10 10 IIJ 00000000000000 I m 0 11 17, L", rl L, t, 1:1 rl t I Ll L -I My Fay IFC, 0 LI, rJ C) n n w H3 In i j n 1> F, r) m w n a) a) 0 00 00 Q In (7) G) q W n C) m I� t, 0 10 M 0 �t 1-, 10 0 �d I I M tz ��, P 'd 'd Id 10 10 10 10 10 Id 10 l;d co Q i 'TJ 0 j j H H H ,.I o r- 0 rn n trj o cn o c) N, N x �4 �,4 �4 �j.l �ii �i m :Y �i m �� :� 1 'TP F i H m < rl M 10 Fj o �d m n n ci H 0 0 1:1 0 0 M w w M r'Ll IA m m m m M rl m rl �< �4. 'o rl n 0 1�1' m 0 �j pl, 173 10 0 �d U) R, < 0 �j �i �r4 �4- , -1 " L�j 0 �d p Lx] tj In (a Ca R, 14 X Z Z 0 0t=.1 rx:l 111 I H q q 1-3 FHA H H H F i H F i F i H 0 0 m '.3 a F.A hi 1 � 'M In K) yJ F-9 rn U.) 00000000000000 w Jy C) 0 N W C) 0 0 n Z 2 z Z Z z Z M�d -3 C7 0 'Tj ro U) 13 q H I AJ 0 0 z 0 I.Q 2, ca t n �d ra rD 1-� I O ca I n J C) I U, ul co to tO CD H I- z j m Ln F H C) C) (M Ul w -_j M Ul to In w w H w Lw7 110 w m In N w w 1 0 CD w w w cn (D U, OD In N co w C) UI In (Ii w I In F i H I H z CD 0 0 0 0 0 0 0 0 0 0 0 C� C� -3 Ci 0 H (11 vq C� 13 C� .:] Q, H 13 H Hx. Gam' rn ca (n to ul ua U) W (n U) (n ca d 1.3 F� ca co 'VJ H I H 1- 1 H H H H H 7 13 C) 0 a ft I 92 0 0 4# C) 14 C.) rM N bi L'i N) N NA Ka NJ N.) 111) m N.) N) I X C) rix C) CD CZ) (D C) C) C) C) C� O C) r) CD Y rM M. 00 (DO w CYJ ca W 00 m w Go m CX) (3) w Ln Ln LP Ul UI Ln Ln Ul (.n aP C, to CO C31 to F, C) ID M. C.) 11 H {n 4n N) N (n uj H Ln -In U) 11) Io L'i Ln H H 1-1 CD 01 tj ln ul L,) LI) Ln w -M 00 00 H 0 Iv bi F, w U) ca (7) W W to l.D0) LP to H -1 IPw Ww H w w 4f) w CD NJ -j UI -j U) C) U) -3 -,j , 1 9 'D W 'r, w r, - 'r,• --j C, m - --I L" C, UI - , . W UI l0 w LP OD 00 -_j . . -1 Ln w . Ln. C) (D CD N) --] N. C) -j C� C) CD . CD r 4, . w 1 W IP FP - H CO C) - Ln M -J VI • M CO - -J --J= CD - 1;� - C) - W C) - MM Ip W � o CD H C) C3 CD N) m cli co --j H m P. 1�1 P, C) C) w W, C) C) CD (D CD -- -j jC) Fp L, L, co 00 CD w (D C� I Ln C) ID (D to w C) 1-1 F-• C) P-1 CD to H C-) H F -I to H CD P F- n w K) CD F-' Cr P, CD ol CD F- CD H C) m 1-1 CD 71 ON NC bi Or) N C) M w CD t) C) CD (n (D N) CD CDN C) N) bi CD m CDM CD m C) bi CDN Ona M Ln (D H CD Cr n- U, C7 C) CA po n CD C-1 ' H CD CD CD C) II I H I I I I I I I I I I I F -I I I I I I 't� 0) A. A. m 0) M. M M. m 1&'aIrl � 0) a, m o) (7) m w 1, m 'r, 0, CS) (n CSV w Li m 0) m 0) m G) 2, CD (D CD C) Z) C-) CJCD C) CD CD CD CD CD CD C CD C) C) C, CD 11 11 m m M. C\ m ry) w H bi IQ CD C) N to N) N.) H H to (D H 0) dy C�, N N) CD C.) () CD CD CI CD CD C) (D C) C, '� CD n CD C) c C') CD a CD C) C) I I I 76= I C) n ',V, H L', W to L, L 1 , UII., In L, LI 0 a-, (IW Ll Ln UI q LI) C3 w w C) P-, F, C) n tl) N) F-= Li w (Ij w CD (,j w r) HHC7 L'i F, W CD Irl O w CD Ln H HHC7 Fe 1p C) 14, 1;1 Ln uj H U) Irl P� N) F -I H I-, C-) Uj C. CD H H CD M. N) 1-1 C� N to H C) m LQ I- H 03 Ca -j C) (D N) CD (:) -.3 n F -I a.) C) (--,) C3 CD P- ^•..1 j (1) C) (D -_j CD 00 C) u) bi In C) w CD 00 (D C: w 0 H-•] UJ W 00 C-) (D CD CD CJ N' (D C-) CD C) Cj C� (.D C)IN H C) Ln c) W CD m C) �- H Ln (D c t,j I w I 1 0) 1 1 0) 1 a, I Al I I I I CD I I (M I I w 11 11) 1 (13 1. LIJ 1. M 1. �d Fhs (L (n CD ID CD CD C� C� I-) C- c .10) 1p, Irl, Irl CD ID CD CD CD C) n I'D CD CD CD C) Al c-, - CD C) CD CD CD C) 1 4# w -3 W C) C-) CD CD C:) ri C) a C-1 Ci C) C) --1 CD rD C7 (D C) (D CD O C) H C) CO C., CD CD CD C) CD ID CD C) CJ CD CD CD C) C) CD CD CD R Ln (D CD C) CD C) C, C) CD C) CD C) CY rD (D C) CD C-) (D CD CD (D CD R J. tj tYJ J 7d Q F -I N.) rn (n n t, L, 00 t7' 0 7d ITj M t2l "J W r" t° t° CD 'd '0 D�l Cr U) t=.1�xj "d "Tj "oI-3LA M H I I m ;G tJJ L, C) 0 !2i m m w n n m 'T, I U :d r -I Pi �q W U) r4 En 0 0 0 C) 0 F3 W F3 0 N t7i Hr -IMM M i 0 a 11 p Ul C) W W H En C)o "U10 W � �d �d �lj 0 G N 0 3 X N 0 �d �d 0 1 C) ar M ci 0 IM x H H H In U) (n H H H m m u 2 ITJ =F. m �i q '0 11 00 ni 1 013 H q �3 m w w c ) C) c I-, m ti 0 m CK) m �'j N . 0 N, �' Ho �d -1 U r I-' rl I�j :z 0 m M -4 M t' m �li ul U) 10 7j 0 (n W d (n 7d tl t -j 0 I m t, r < 0 1 �2, r7' C3 H q.) 10 10 �d H H M "X 0 N , 3 m W uj IT.) 0 "1 H C) a) u 3 'TJ �"j o 0 7d C) q e, �3 0 NUH w 'o C) W 'r - t-' M �3 10 0 !4 � M H H " 0 n n z HO n z HH H . 'n -] w !4l � �a M I'll 0 I !2l n 1 0 0 �d r3 ;d ra U F -I H 0 m t1i M MM H C) m X-1 0 (n m H 10 0 H 0 r. C 111 W w �r, 0 R, - (n (n �j 0 �d Q, 0 0 Ll 0 X M w Ili �d 0 'O rn w W 0 U) m U) w 0 Cu Cl C; n W �xj c) m td W In w �lj Id ITJ 0 1 C) W 0 --Io In m 0 > ci Cy�b ITJ ITJ -Ti ;o H '3 0., to '3 - Cr) :�4 0 10"d L, L, f., w m 10 0 I -A 1 a h3 I !7j m 0 b d C N U3 H H vi L -.j M W 0 1-1 un H H Ul H H M M 0 rn m U.) 0 F, Cl (-) J W W W LP LP 0 M cj r LM m IV Go to 1-1 ID W W rD I I m I-, H CD 1-1 n t UJ W b., CD in m C) Ln 0) w 0) 0 w CD (D (M W a'CD F- co w W a.) H m ci j J UI I I C-) wo C) w C) N) U) ui w 1h (7) W C, a- Ln bi 0} m M co -,j M. Ln W CD 1 0) CD W H 1P t) w 1-1 m w lrJ C) I. W w r CD Ul CJ t.Q tl 0 0 0 0 0 0 0 0 0 0 0 0 0 0 II a Q ci C. cl, C ci cl, C: C, C, ci 13 q F -j 13 3 13 N3 F3 q U) cn rn co In En W U) rn M U) F3 F3 3 IJ (71 0 F-4 F -I H H F -I C) 92 F., I- I -A I- N F., IF....1 I -A Nj N LQ ;Ij N M tQ N) Im. c) (D n- c) C) o cD (D CD oo co co co a) (;rt cx) m as W LJ < -1 -Ij -1 < .,j -...a ri H 0t CT) a) aY m at m T -1 W., C) w oD (1) m a) Ul lCl bi Na N CD C) (D LO Ili 9 0 N 0 C) oa 0 n W�- (a :� 4-1 m 0 H m I- Uk W-cr, m ljP tJ 01, - P, w .1 -E (D F' w (D N) N) -(a w w N) w uj A 01 �n m a, W LJ N) t1i co Ul f, H 1�1 v:I 1P --(a w S.) co fm X3 U� ri H 0t r, w k.0 (p Ln (D to In w El) -1 F., Ul w I -A bj T -1 W., WWM M OP'I w 00 (1) m N LnH 1-, 0) •-3 00a)• tl) -1 w a, m t) w . (D - 13).H 'CT) w MCD OD M - (D. C:)• aYJ C. C� m 01 I -A CD w 6t F, t) at CD to W, C) CD Cr 0) M a) w -j a) w (P at tp H NO w C) (D 0P m (D CD 11" at w F., m m (D L) N F, CD w C) " t) F, H to tj t1i K) N C-) F I C) w C) -.1 H C) M h..x ID v- o H M Ili w C) w C) - C3 (D to Ul n bl) C) to Ln Ln CD C) Lyl Ul Lyl LIM Ln tN> rJ I.N.) CD m C. C) to 1.s C) 1.1i C, to C) U-1 Ul CD N) C5 N CD Li rD K) CD '- I-, \ Ili t" (D co K) N to tj to - CD Ln C) CD - (D C> ' CD '- 0 - t1i Ul Ul o " II I F- I -A I I I I I I I I I I H I I I I F, I I I- I H I I I I I I F, C,) Mn -1 1p� -3 rn m 0',m0) m G� 0) at -3 CD M 4-1. 0� C, o m (Ij Uj m w m m Ul �, a) m P, 0) 0) m Z) C) CD CD CD C) rD C) CF (D C) C> ID o CD CD G Ul U, CD CD C) C.� C) C) C.) lo, I 0)- 0) GN m at "1 .1 m m cl, "I �11 "I m 1-10) M CD CD m w w cv) W (n at LP MP. aN W, 0) at C3) 2 N to 1\� �j to tQ �j �j tQ " m "D C.) Cj w I'D Cn t1i m m FI F.., N CD o0 CD C) a a C-) u CD CD C-) C) (D CD C) C) F C) CD CD Do 1, I o I rD I I L" I I 11 11 I 11 I I I I I I I I I t" 1.11 L� "1 11 Lrl 11 L, 1� 00 -1 N t) w H 'In ", U, , ', 'j, w CD uj uj CD I- CD bi uj Ili W L'i 11) uj W W C) H F x uj 'D H H C) (Ij w 10 w ID w ul LO L" CD W (D w " w 1,1 1,1 CD H --] I.., H " F x " F I F I I- - W- N H 11, uj to N) cli FF 1�1 w Irl Cr (4', iG 1', 'p, (D 0. C) H r) CDC) (D C3 CD CD w o CD C) (D (D ri CD C7 CA Ul) H lxs (D -.1 H Ul a) (DCA I Cr w C-) C) C) C) OD CD -1.1 C71F* CD Ip C) ow Ho n r) rD CD U (D C) CD o-. (n Irl Ln ", CD m M uj C" w w w N) N N) t1i tQ CO (n (Dm I. I . I . . . . Co 1 0) ' C3 I 1 0, 1 1 1 1 IYJ I CD I M ID 11 11 . . . . 11 . C) C) H 11 CD I C, C CD _, . H H C:) r) m I, (D C) C) (D ID CD CD C, (D CD W, C) ID 'r,C� C) Cr CD I-) W., C) C) oCD w C) C) CD a (D I-) CD CD CD (D WCD (D -, (D CD r> (D LI) w CD C) CD Im v- C) ID ID rD CD C, CD CD C} C) O rD C) HrJ (D C-) ID CD CF CD CD r, C) O C> C) C.) CD C) CD C7 CD CD C) U5 C) CD UI C) ID C3 (D C) Ln (p CI F3 H F3 v73 N H H F3 13 c! ea 0 d (o ul (r) (n rn W I "I C�' CD A C) m m C) 'D m F Id F..i m CD m 0 F.., F-3 0 11 F3 �d UI Ci ED U) C4 I cn H (n (�f�) co co (.Q A U) M H <,I rj) H 0 0 H xi 0 MMH 10 10 r� C) A ,j C) C) ::o m Ili H "I m 0 1:1 a W tl m . FA rA lu Io H 0 �V, ;d Cr H t4 7d H (-) 0 LA r, t1 U2 U) U) HH H H H F i H fti A �Fj "I Ili IN w w 11 W 11 (1) lr�.] v C� q 21 z w w z z z v V� 0 0 m ON 00 VA Ca ca 0 "<I 0 �Dl 'I', R, 1�j F�l lu 0 0 H H c:I C� 13 1� I:] M 0 H 0 v �d Z �xj Id U, n �,J Ll A 10 Id Id �d 10 10 10 10 Id 10 IIJ I IKJ IT) A U) to :� m () C� 0 �� r) I 1 13 C) G) OH H 0 0 1:1 17" 0(.D0 0 0 q `.0u a% (n 10 Iri xJ H , `Alm C) (-Jo to ul U) �d rM U.) 3 U) C� (n HH „d 'i H H �lj �7j !7j �d q A rx.1 F3 V�l VA I] F:] z n, m 4# -1# < (D CDH H W I z MH Z M10 R, H u 0z HHul (A HF --i H H H CTY H I-, C) () t- I 11 HM, H 1�j 0 10 0 0 0000 0 M m 14 �j 0 C V.., C co Ul CD c)ti M Y 7d N) > P, '0 � Z 9 0 N 0 C) oa 0 n I ff 0a 0 0 -E �d U !�d H a) co cc at In iP H H F., w w C) H tP (D F., CD Ul H CD F CF (D 'D ID Ili m (D 1@ I, (n "J -13 Ul F., PO m N INJ .1 .1 .1 - ll Q F., i a) t.o 00 H HHINN w NH F.., F-, n 4o F., Ili m m " N Uj I 0 CD co tD lD IN w H t1i Ln N.) N w uj (✓j Uj w w 0tH I- C) CD r) C7 w w CY) C) I I H Ul H at ^e I I I I I - I () W C) C) (n C� H m 1p, F� . . . . 00 lo, I Cn Ul Lo N to bo hi N CD I Ul F.., 00 -1 N t) w H �,n w w I- - to (✓j ID 0) m H II 0 0 0 0 C 0 0 0 0 0 0 0 C:I C" (11 C-1 0 r, QI � Cti r; ci cl, q e, F-3 H H F3 H F3 v73 N H H F3 13 (r.1 U) Ca d (o ul (r) (n rn W q H 1.1 13 F-3 H 1.3 F3 H Fi H H H H H I ff I 10 0 O t.) tj C) CD CD C) C) C. D C� C� ci CD C> CD m co co a) W X) Cx.) M. m 00 co W 00 - J —1 X) m Cr:} CX) Co Oj J -J 'J -.."I Q -.,I M co Lil W, w 0 12 21 U, M w Ul Uk I- -V� 0 C� CD Ln yr 110 C) `_1 " F, to cn a, 1p� 00 w -1 A. W� Il (1) w -V� C-) W Ln I" ca (D CD (D w 0 6.a1 • D w -1 • L'i tQ 91 to C) 00 �j 1-1 w lo w --j CD C) C) CD C w w - w Ln m 01 w 'r+ 0% w (D CD . 0 a Ln C' Uj CX) . L'i C) CD C-) . C) I- W 00 ri 000 C) CD CD• 00 00 • (D C> CD Oil= IM CD CD C) m 00 �� N) W. N) w C) CD C) C) CZ) CD C) (D C) Co M C) CD C) (D C:�I (D C.:/OO (n C. (D (D 00 00 CD 0 C) (n C., C) C) C) ri UP (D (�y I C) - C> w W C-) - Im I-1 CD H F,- ICD I" C) F- to F- C'.) I\.) I- (D Ul C) 1-1 C) I" Cl bi - CD I, C-) to j CD IQ (D CD CD N CD Cn CD M C-1 CD (D to CD It) ci Ul CJ Ln CD N) CD N) L'D M .-,> t'j c) CD t) ('n I'D CD C-) C) M C) C, C' C) C) 10 N (D M CD C) (J U, CD t1i 11 1 cl, m C) m 0) C", M,3 M. M. J m 0) --j W -.1 W W j Lrl CD C' (D (D C� CD C) C) CD C) C> C3 C3 C:) o n CD (.D (Y% M C" 0) (.7% Cyt W, 0) 0) M M a% M U , w w CYi W m "1 .1 1.11 01 .1 1.11 CTv 1:1 a) m 11 C', w 11 1., .3 w C) OU.) OD I- - M 1I i "j"".1 00 11 IM N) N to 'Z' C) 1.11H 1-1 IV 1-3 71 C) CJ (D C) CD C) C) CD CD C) O ci CD O CD C) (..D (D CD (D CD C'.) (D ci 1 4# L, L� oL, L� L. In N, L, 11 L!" (11C� FA uj �j W H to C) � C-) Lj (D H w w w w Ow 1-1 w HO w w C) H H H C) H F-1 H I- to (1) �pl w F-1 I- H C, 4 -'HRC.) 11 (D F� (.D M H W I" bi H cy% to W I - �' Ili �- I-1 (D F� H (.)'% WA I - W ul CD O w (JH CD m CD w CDH C) O (D W 00001 C� C) C) cc (D C> 'Z' C") .1 CD C) - C) L'i W P� OGD (D r.y% C) (D C C�' CD m CJ U) W OD L'i w C.) OD (D Ln (D N.) CD CX) OO (Ij C) C) hi C.) (D 0 0 L'i 1 171 "I I0 I I I "I I I M I ILI CI 7C, W Oa OL" CI C) rD CD CD a, 11-1 C) C) C) C) CD CD (D CJ CJ r) CD (D CD CD (D (D CD CD CD CD C) c) W W C) C) (D C) (D CD CD CD cl (D C-) 0 C) C) c') C> CD r C.D C) C-) (D I- I- 0 CD CD (D CD C) C) C.D (D Cj (D CD CD C.) (D (D C.D C) D ^^ C) CD C.-.) (D O C) CD C) C) (D Cr (D (D C) CD CD CD Cl C) C) CD C.D CD (D CD II 00 Fj p I'd " 'i A (f.) CD A Id A Ll CD 1-j H C) �d CD ��j Z H A z IA I- 0 l, (_1 a "i I' , �' R � ' n �O Ll M M ' d ,d 0 nj Ty (1) H z7d 0 0 (. M 171 'd 0 A H (DC2. N N nj 0 00 z 1.41 -P, (-) n 3 -3 �m to coH �d I w 0 (n q Ua a I -f X 0 H o l F q n H C) Ll 171 'd PC 0 H H z ' I r�2 0 74 C� H 1 0 j :d co a) 1:1 6) H 2 ;a 1, H P w x In A C) 0 C) C) 13 H 3 r F -i H H H m w %-34J H H I H Iyj K) I j 0 x n 0 ti (n J () C) P"' II H 0 �7j `a1 C) 0 En 0 -3 �d 4 to P-3 co 0 �d 0 rj) 0 I. C; 10 C) En Fj p! I, kf H 13 A I'd M m 0 " (f) iii 0 (Hn p" 10 W (A 0 0 <: -3 (n 0 ti 'o 0 ou z 0 2 w 0 '�l �d (/1 2.1, 1. C) � M U, �d Iu �t w H 13 H �o �li 11 11 In 2 N Ll A ( ) N 0 'u 0 H C) t !� L�j 14 N I�J M �d C) H C) q H yJ U) pl, U) 0 �d H 1-i H (n N I (D A rf.) �01 ;d 1-00 Id n 0 00 H A 0 M �d 0 (D C) 0 H �j 0 M n L?l C.) Z Id H 0 (710 Fl H FA q 0 En LO N 13 tj C)14 W H t�.j z H hl CD - 0 Pd C, en H °d C~ 0 FC 0 pr, Ud H h H j" ' 10 m Id z 0 Pi 1-3 HA 7dM 0 10 En 0 � J w t1AW A 0 Ll IM en Ut In r W to Q L7 to 1711 H CD m cc I" I- I I -j I- N) M CD N) H m H M 1-1 F- H N) CD C.) CD w C� Lyl m H CD LIP (.,n 0) w bi (M (X.) w --] Crl Ul (n H I, C' H O bi C.o Ul (D 0) cn Ln (.n C) W 41 (1) F3 rn a% 0) w W 0 w F, M. a U) r" m -1i C) N) Lo ID 0) tl H cm�° 0) to C) w I" N.) W, m N.) lP w H Q C) (nw OD CD t,S$ Ln N LA 7 R, Ld 91 GO 4# I(D O (D UJ H H C) W qd C) W roH 0 0 0 0 0 0 0 0 0 0 <7 0 0 13 '3 F3 '-3 H 0 F3 F=:i F 3 `3 13 -1 In U.) U) Cn (f) if1 U.) (n Ua (n rn rn W P-3 13 '-3 5 -Ell u tj U 0 U tA 61 I I H H H H H 1-1 H H H PA x � z z w z z z G Ci R fw) �d rT.1 ai 10 0 0 I X Ili IN to N) (4) N11) NIli 1.\3 C)C) C-) (D O CD C3 O (D CD (D CD C) (D C) co OD co01) co CX) cc M. a) co co (X7 (:%:1 .1 --] "I 'j J I I -j I J I tD w w w w U) lo w l.o co co M. 03 fl G1 00 --3 (3) LP FP w Ili H C) w co a, fl 0 C) I-11, c) V} Lo -ca N En 0) 4f} CD N W -ca H lj} w </D Lo VP (D H F, -VD - 0) W -j N3 Ul (a H0) CDC) W W OH It, w K) Cl) NC) W NH NHHwNN L'i C7) -1 N--,7 a) -j - OO w w ID CD m W CDN tl) H Ln C7) mw 00 Im 1P (n W+ 1p, OO CD H r --A - CD W W m 00m �, . Go rn . . . co (D M C� CD Cn M • 0', w Ln - co to 000 1:3 M Ln 01 00 CD W OD �, C, CD Ln -j (_n Ul C) 00 t�, m 1 �1 H 00 m CD Ili w -_j CD 000 w a, to 'D co O F- (q CD IV, Ln w Ln C) CD HC.) H (D H CD F, CD - CD F'C) m CD HO H I.D NCD 1p, 1;1 C) H H I- H - H 1-1 F, C.) HHH x N ON ON CD n. r. 0 ON CD K) (D to NN (.:)h.) C-) m rPN CD CD I,) O CD C) C> CD C) C) C) to CD CD CD r'.9 Cb (D C.D n I'D CD CD CD CD C) CD W, -, K) M. (D C) Ci C-) n CD CD I'D CD CD CD L, n I I I I I I I , , - , I F-1 I I I I I I I I I I I I 1 N 00 11 a) a.) 11 11 ro . 00 . co 11 OD co cn , 'I Ln -_j �n (j, M M (.)% G) CY% M a) M -.1 m m m 1 Ln C, C7, CD C:, C- 'D (D C) r) C) CD (D CD C) C) C) (D CD CD C) Cl) r3 0% C:, M C) a) C) m m 0) (::)m w 0) (n0) Ul W 0) "1 C', "I C, 11117) 110, 0) m 0) CD CD w lo w (n 03 (n (IJ w Uj w I,- L� 't�' H1 CD CD C, C', CD C) (.D (D (D O1 CD 1 CD C) C CJ CJ C� C.) D CD C) (D C) C) 4# 0 0 w I I I I I I I I I I I I I I I H W I,,, Il, I,, Ili j t,) LT1 I\, ji L, �.ji Cji (j, tji tji (.p (.p Ln (.n (p Ln Ln to (D I- C) (D (7) 1" CD H H V- I-' W CD H F� O -1 - H H - G) W W W W (.,) GJ w (D W Lo Li C) co bj (x) a) "D to L'i to v- bi �j tl) LI) uj K) F, F, N) HHK) I- H H - H V- H W L, L" Ln N) Ul Ln (D NFP K) W, Im CD K) (A Ln co " w C.) C) CD (D CD U� C) CD r4'D Cv0 'D (j L'i W Lj 0 1P, (,n W-, (yj a, CD (.P -111 Ln W Ln In (..n K) CD Ir, (p U) F, N) CD w I- �, M. CD C� C� CD C) C, CD C) W (D Co ID (D I C-) I I M I H I ID I " I Ln I w I to I LTI I I I I I w I I CD C:, CD C) CD - CD (.D (D C:� C�, C-) r.) r:� C� CD C) r) CSP C) C-.) CD C) CD CD CD 41 (D C.) CD CD CD CD C) O CD (D C) (D r� CD C) n CD CD CD CD CD CD CD -j CD C) CD C) O n Cr C) n C) CD (D (D (D (D C) CD CI C) ci CD CD C) CD (D I'D CD C> CJ (D CD C) CD C) C) (D n C) CD CD I (D (D C) c CD C) CD O C..) O C) C) C) CD (D CD C, CD c CD C7 C) C) CD CD �d co A --j 0 U.1 CD H N (0 Ca C) ACD Tj C1 A t1i C' Cl M 1-.1 M Ca 0 C� HZ m n Cr P) U, 0 cz, 0, (7, CI C� c! 10 10 Id Ili 10 a 10 CD Z in H m H 0 10 a 10 Id 10 10 10 0 n In n In 0 n w 0 C) lz" C) W 0 M<; IT.) H n � w L, t-, L, t, 0 t, r, :7, H H H H R > H H I -A H H H r,310 H H M w 0H W ci MIN m w A tj m m N w � co co 0H Orsi 0 w 0C 00 0 �4 0 J 0 H CAH ca (a LO En In w (n co M 2 H 0 10 A m "J N Fj H7 vv H 0 A �d ::1 In H N h1�j m `-4 hi N 1.1 0000 0 00 0 R" Irl m w Ho �Ij P, �O �J �J �U �J �d �d � m (Q w w ci (71 U.) w C� (a u 0 -.3 10 , H rn j "I ", LA H cc C) 11 A M W �d M U) w (n 0 �j I'd W (n �j U.) A 10 r) N 0 11" �xj () U) H 10 H ri M L'i H F3 A '1 1.3 H z, 0 0 0 0 t7' ' 10 10 Cin uta, hr 0 �d rn �d d' d �d 1, H F Pi La (J ,-9 13 IA H I C7 a rDi ID M () Q v- hi H M C3 A N A w 1-3 m CD H Id h7 10 V V Id H 10 H H H F, I- H I H M to to 10 10 oa Id N CD to w W ci ci CD n CD C) #k 4. 4# :.1# 1-1 -w- H W w a, I.Q t1i hi I- H I CD 1\1(D (D CD Om C) U1 H FP -.3 w N) K) K) A. to CCD 11", W-1 W, Ln I, (n I 0 CD ('0 N N W, W I H F- W I- I- to k.0 co IV, 1p+ I C) w H b 10 bi N H I- C.D 'U w uj w w H 0 0 0 0 0 0 0 0 0 0 0 0 0 II ci C� C, (11 GC, C4, ci HQ, 13 F3 H PH U) rn U) rj) w (n cn E-1,0 3 F-3 I-.] H10 cn n M Q 0 U 6 ad u I tj hi rDi H H F I H H H H H H 1-1 F-1 H A H C"] V� V, !2; z ,:� t?� z c� ��j Q G) E I 0 fln N L'i N t.1) bi L'i Ni to 1.1i to I :::I., C) n CD CD CD rD CD C., (D (::'J CD I 00 03 CD ro (Y co cri 0) a) ca I C> n C CD C) r C.N C) C::) to I co -J ON lil P, W M F., ID U) I 4k 0 1 I Q I I c71 H H w F H 11, w W r,) -Ur co -V� M J) H -U), 1.1) Vr Ul (f), Ul Ur H LD H H I !�q F co C, ON Ln m Ir2, OD I-, In m CN w F..' U) In m w a- Ln M w m Ul Ul H IDN H Ui (3) Ln Lo W (fl, U, N) Ch W I fS)U, m co Hw -,I Im m to 'i,, �o F, c) In U, Cc to CD w WF' ON H H a) C) Ln H co . 00 �J ID L, 00 - CD W I M W IT, 61 In < < G) CT CO Irl W (D 1,D ILP C-' W fu W W W (,n ID C) CD W W ;N If (D �rl W In In I' �J CD CD C� r"r" �j C, In, w 1p, Irl - CD C) 00 Ul (D C. ) CD Lyl Ul W 1 P. LJ w CD LQ CD It, CD t1i w ci C) UT IQ tQ LYI N (Yl L'i Ln to M Ul Ul N) M N N) N) INJ to b CD NC) NC) m n I I C) NC.) I � CD Lyl HID I C) F., LI] Irl IP Cl IP CD IN C -i In a, C-1 (D Id+ P, Irl 10, Ir- IN d, m K) t) N) Irl t -i Ln N C) m W-1 M In m C) (D to C) C.) M n - C -1 In H In H CD H H ID F' H C) O C) CD C' C) (D I; `:n b ON H C) Ul r�) H ID CD (D C) 0 tPi 11 1, 11 m 11 "1 ON "1 11 "I'll 11 11 11 11 to L" CID a, co a� a) co U, W ON (.X) Lyl co m co m 0) M Lyl W., w W (D In CD CD 0 C, CI C CD CD CD CD C) C) D CD C) C> C) C, C:�, In I- :, 11 L C, In, In In C Im 1 11 w "I In Ui. . to In 1. 11 1, U, ON (Y� I. (51Im 11 "1 11 11 0) a, C) a) m 1.11 11 FA u ( Ln Ln C:� Ln C) (yi C) (D n In ID ji Ul Ul Ln I-" (.n UIP, I t'j H Ul I C, w I ul CD 11 bb (D C.) C, C':I C, C) C, C) C7 C-) C) nn CD CI CD In, In C, C> C) CD CD C, CD a V =w - Lo Lo K) U) N W N M w N) Nw w w W W W (D In 10 CD NJ H H P, W H w C) UJ C) K) w C) H H w H w H ui w H uj w HH HH HH H IA H (.n w w Ul [.1.) HN N) I H-3 w H cl CD CD t) CDN C) Lo N n N N C� CI (D C-) a u C> m CD a) m LJ 1b1 w C) W In ('AY C) to C..) M.A NIn C) In GJo In CD GN C, w C, m m Ow m CD CD In CD b(D CD 'D w In Ul V.., 4D w C) ro ID a) In 1R1 (1.., 0 0) kil 0 11 HHOH c� I b. H . . H H H I- I I I F F1 - 'D L I I H to Ul Ui C7 Lyi 0 In (D Ci Lm CD C) (ji Ln Ui Ui Ui Ui Lnj�) a1, In C) M Ln CD G CD (D CD b-1 -] C) -t ID In CI In C) -] -1 -3 -,] -j -j .j CD CD C�C7 u C� C) C) CD C) C) C) C, C" CD C) CD CD I.P M w b (D CD In H I GIN N C) CD In In C) (D n C) "D ID CD (D I to �ID (y (D In n CD Ui o Ci iji Iji (,n Ln Ui tri (Jq (D C) C) CD to n C) In `0 C, 10 CD a) =:j 6) ''d I.\) (j) In ri 0 ril C) (11 m I I 0 H 0 0 H 0 H H I H H H H U) U) (A Z Cr) v 2 ul 2 w w m w w w w 0 F, ul C�, rfl 10 r"i w mm r.11 H m ril U) t, (n 0 0 �01 Pd 0 t. n NH 1d 0 m 4 w H ti m 1-3 m n Cx) or" 0 w c� r-- E R, H ca 3 0 0 H In PJ 10 110 10 -0., 0 oul U) 0 0 td v 1 10 Ht L, f, Ll tj m u:1 N �rl H 0 '. w 'o cl V-� �..i 000010 1 0 Ili 0 10 0 0 0 0 w C~ C� C� (1- 0 'M 0 0 Q, 0 ci Hm HN (� C� Q" M 'd FA In 10 rl "1' 21, Dy 1�, 0 0 -a Z", n t., 0 11, H 'd w ril W (A In (n 0 H 0 a K-, 0 V, 0 x 0 (j] US tj , 0 (A (A H Fi Fi U) H w rn En w m x 13 (D Q Q, cl, C� 0 0 0 � 0 - cl, ci j 0 w 10 0 (n 10 ,old v Z Z Zo Z 10 lu 10 10 10 10 Id 10 Id 10 10H t, I z 0 H R, R" C C'0 tl � "d 1-3 1�j m 0 H,xj H m M m m m m ti m m G1 0 m t xd �xj U) m0 0 "J ti to 21 In Ln Ul Irl Pa IN w w W w to Ili LI) N1 -H F" CD 01 to H bi w w w NN 10 H CD In C� C) M H H C) Ul N " rD (ji w N N I", CD H CD n .-I w w w uj H H H 'd -w-CD C, H (X) t) F--, m CD C) F ,o H H I-' w w F, F-, I, w Irl H H (D H H Ir-, H In Ul Irl C) ul 0)b N.) co co w m ON w H ON LP (T w Nw Ul Ln H C) b0 lO cr, N) C, -_j llS li A, IN w m .-I w R, M -_j C) UY I -_j I1, 1-3 1- In 41 (Ij a, Ln Lo .11 'D 1;1 1� a, 1p, W Ln CD IP W IP (D N C,Y IN w -A < N) IP It" w w w w Ul (D F- C) (Ii to Ul m I K r.lj 00 co Ul 10 ON I < w rl) C) C) 0) 00 I 3k (F1 1d CI C) In I 0 0 0 0 0 0 0 0 0 0 C� ci (11 1-, c.'C� C� cl C� q� H _1 13 -3 Ia y y Ul ul co (n (n (n U) (A In n !;4 cD IM bi W m J to t1i CD C) (D Oo co CX) co co Oo co co Oo a) I-, -, (11 to I-, I- I-, m co Go CK) M W. C-) CD t.D [a H Vt 14, -(q P, 11-1 W Vr UI --j ko IFl w uj H (a LJ LJ Co Co LJ -3 lfr j- F, ai A, -U) F, 00 0) w Ln I\) cc CD K) CD m C) 1-1 44 m ID Li 1p -j Ln I\) K) -.1 M l.D UI CD M P W Ln P, Dl CD Lo Ln Lo 0 Ln lD M H C) P, H W M CD C) (D M H --J pP- W, CO Io cJ M �o 1 C) C) m ' (D n C) CD C) Ln C) W LFI (-n �.D 1-1 M :-j CY) C) L'i N) w t) -_j Cl) '7�, C, C, C) C� CZ) CD C� 1-1 .,.) -13 r.Q --3 00 a) w m w C) C) - CD ,j L, LF, -71D 4H a) a) w co I\) CD C) C) (D CD 00 C-) CD F-' CD ("I Lil C) N4 Ln (D 1-1 H H V-1 --.. C) N C> t) " " H (D W (D (D I- U-1 I-, W Ln H M bi W I- m to t) CDN C) C) N) "PN C) M C) CD C> C) C) C) CD 1\) 'p, bj Pa 'r, U) C3 N C) IS) to CD C) CD CD CD C) lP CD CD 01 1P 1P H a),- H C C) CD CD CZ) C) C) CD '- Lyl Ln "k',4 r� F-1 C) I- C) C)H (D (D O CD C.)(7 CD C, I 1 1 l C'.:>C'.:>ICKI) (11 M, co 1. 10-0, '1' IC -0, .1) 1.11, M, �111 I'll Dl Il'l .1) (.i>) 'I' a,') .11 cl, M, 1:11 1. IC -0, (,-)D, 1 , , , , l .) MMMMM, L� L, � 1 .) ul Il'l Ll� C) (D LD C:) C) CD rD C) CD C DID n r� CD CD C C. C:, C74 C) CD (D C) C) C) C) C) C) CD o00, om oM rr9 ovmrrD 0) cn or% a) mC) moo>moOZ Ln an civet Ln Ulw o (D C.) �j N.) Ili to N N NN) H C) w LI) C)H Ln UIH H UI Ln Ln (D C) C) C) (D rD (D C) C) CJ CD r,> c F- r>C7 CD C) CD CD CD (D (D C) CD C) C) C) C) (D CD I., In In "1 Cn �.n Ln 1ji Ln I. L,, L. www L, I L, w w ul CD CD tQ I- bi H N) F, F, H H F-1 C, H I-, F� I- w t) L'i (Ij N) w w w uj w (11 W Li (Ii L'i m Ul " Li HF -+F -+F-1 H F' H F, KI) 1-1 F-1 F-: N, (D 1p� W w H H w p ]IJ bi 00 Ir- 00 W Lo C) rD C) C-) Cj n (7 CDU C> Ln C-) C) C> CD Ul 4 uj co (D to C) C) m 0o CD CD O4 CD C) W- (n IDD (D Ln LI) L'i C, n CD C) C-) C.) C) CD lr_l I -'CD CD C) (D C) to F-� 1p, -A C> 0144 m CD C', C) C-) C) C, (D CD M I I I 00 1 1 11) 1 1 1 1".1 1-1 . I 1 1 1 l:� "1 1 Ul I I I I F-1 I mOD I I I I I I I I I I I I I , -) H CD 11 1 1-1 11 l 11 1-1 1-1 F - 'r-` . 1� . . H H . . HH I n m M C) (D C) C-) (D n C) C, C.) C) (In -, - I-, a, (D CD C) O C) C) Ln W C) cD Ln (n Ln c D H H C) C) n r) n (D CD C> r) rl Ul W, P�a W, L, C) (D 4 0 CD C-1 -j -_j C) C) -j --) -_j CD H H C) (D CD C> CD Cl CD CD ci n U) CD C) C, C-) I-, CD C) CD C, C) C> CD CD CD (D C) Cr C) CD o0 (D CD CD C9 C-) C) CD (D CJ C) a) CD C.) C) CD C> cD C) cD cD C_) CD (,n ui c) C> Lji Lp Ln I-, - - H H to N K) " to hj Ili N) N to K) ry I\) 1V NH to to H to m Im to NN NN t7j V) C) ci c-, r-,, C) 'I C� �d 11 �l III r Ca co 10 ca In tj z 0 0 H z tj M M M w A N A A m Id IJH:1, H N C) C) m M n 0 10 rl r.� 0 �74 C,4 C, 2 r3 F -i F-4 C) �01 m H 0 0 0 A R, 7od M LN, U) In w w (n LO :71 L, r C� rf) (n "4 "1 11 luo) 28 P1 - I. - u M �3 H Id 10 10 IU 10 Ili 10 cl, o 0 t-, ro ul A M In co I'd U) (") I -i �rj 1-1 10 3 00 C, Fa C) c� 0 0 C-', C CITJ cl C4 `-4 ',Z "0 Q M Id 0 C 0 Id 0 0 10 I'd 0 0 11 �d L-1 co �d r' C) F-4 F-1 "J 0 10 Id cici Ili G ci 10 10 Q, ci A 0 w 10 �d 0 L, q 10 L, La (a r In (n (a H H H H H H H H A til 2 2 IV.) �,,j i H H ;d0 H H K)PlH td Ll U) 0 Z Z !4 z z H U);d9 tH H Q m m :d w m In In m m w w C� Ca ;d 0 0 (D 00 z ? z 0 Irl, Ln- 10 v-3 - En C, C� U) U) C" Cl 0 0 'A R, -1 0 3 2 Fl 4H 10"d 10 Id 3 (n �d U) U) U) (n rn (a (n (n 0 `r H U) R, 0 Izl 10 Id 10 Id C) 0r3 0 A A A m A M vi m R, ;,j En 10 2;L, L, 0 0 R" PO H H H H H ED 0 Hz MO w M m MM w �14 C) H H H H H H H �d u) F3 Ul 0 �4 0 U) U) (a In U) M H U) (A 0 m wwwwwwww1ri (n z �rj 0 co La el Cq (n w of N I-, F, I-, - C) I, --� W - ID OG CO CC 00 --J --J -3 LF CJ F_3 lP 00 M I.D C -I C) (.-:1 10 (D CD C) Ul m CD I- U-1 LP H off H4O N; (D co -,j CD I-, C) CD CD C) C) C-) Cx .: I --j �, �j �, - C.D (D �j CD I, CD W GO co co CO (y) I co (D 1p, to 0 - w a 0) (Ij j CD w -.1 w Oo -.1 a) Ln m N) w F, - M LP W I'. L9 Irl �j �j It, C) Cl) N) MWMN)MwwLc tl) W m w w 00 -_j Ul �j LF Ul "J JJ 0 0 0 0 0 0 0 0 3 I -A (A (A va U, (f) to c t a U) F3 13 1. Fj Q la I Id 0 0 I F, 1-1 H I 0 0 0 N N 1.1i K) I,) K.) K) I.\) N) K) `�l C) C) Cl cj (D 0 C� C) CI C'.) C) L�J 0 0 M Cn a) rlo (.n m M Q) () 0 m OD co OD m (.X.) 00 M. X m N to N) K) K) N) 14) I\) 0 M M. UI w bl) CD W 0 H H H U) lrj (A U.) (7) C, CP ky k7 Ln -m -i 1- 00 -Ea mA, -A " ca LO -Ur to (a C] C 5 o In CD Ln d CD W -3 Al w F, Oa 1-1 H m 01) C) m w C.) Ul bi -i Li OF m Ili t) (-n tJ W -i I-1 C> Ln to Nin H IN) CD P� -3 LP - Ul Ly, H �o • CCDD 'OD '-Oj • C, o n n cod 1. e o CD C7 CD CD F, I- O C) CD ul cr) H CD ri (D I- CD " H CD I- C.D M (D I- n m M (D N) C.) N �o N) C) N) LS1 K) CD bi C) 0 N) CD K) 1p�- m r� to 41 1p� I\) Ul K) Ir- C) CD 1 SD CD C) (D CD O CD m a) L, C) 11 M 11 CX) (.11 Co I., CX) cri .1 00 m OD cl, m L, (I co 11 co Ln C- CiC) C) C, OC> CD ul 0) 1.,M 11 m m Ul Ln ul m 1 5 4-f l0 N to m 2 Lyl H 'P. 1p�l UI C) CD I C7 a CD (D (D CD CD (D C) n W H FA Lu 0 0 0 11 L,, L, .1 ul .1 11 Ln (71 (D N) al w W, C> H F, Eli W d W, (D L'i d F-, C) ui CD U) CD wwo (Ij Li 1.1I-'111) C) F11 Ln W v- 00 CD -J CD - 1 C3 CD Ln (D-...7 oat w9% w w I,) n w k7 0 C) 4', CD ul U) Q) C., Go O CD Ul CD m H 1.1) C) CD m F- w I'D W 1. M WOD 11 1110 O U n CTJ 0 0 0 d1p, (D ll::� C) a, dC3 C) Cy Ln (D Ln Ln CJ I d 10 w r� CD C) C) d CD CD arD CD (D dC) (D C) C-) (.D hq CD CD C...) (D CX) Ul C) C) CD C) CD Ln d Lyl Ul C, C, H Vj Ln R, 'D uj w -4 X M M C) o Ln W 1-3 m �d 0 U) 0 n L, �d (n (n H Z n w H co 00 t) C� CD CD C� C) CH 0 H H N L� 0 0 �vl 0 0 H n Z C! M X, H 10 13 0 lu --j 0 U) 0 F -i q t� --I N �d Id 9 "J --I r. z I'd D�' I'd z 1-4 W U) (a tC 14 a, 0 O 10 V H 0 L, w 0 CD :�� C) 0 C) ca 0 � C) 0 W :5� �d z 0 0 �d riaC) "aIuLTJCc) m L'i N N n IA v w 10 "a Iu N m F3 �3 M C) KD 13 �d C) 0 '0' n. -21 R, Q�l t'4 t�-ll LY, IN H NJ U .) �3 0 Od A Ld ',d N) N N n C-) U) N) Lyl ko uj Al - FCD w r. 1) a) --1 Lo K) uj 0 w w w C) 00 Ul Ul 0 •...7 Mm w Ul �3 K') H Lo I W CD CD 'TjCJ NJ (.D aN 0 0 0 0 0 0 0 0 0 0 ci cl C, Q ci (A U) (n 1-3 H (n n Lj H H H H H H F, H H H 0 y C.) 8 z z Q CD I CA i ITEM NO. ,u ;, TO: Honorable Mayor and City Councilmembers HUB ' FROM: Rose Tam, Director of Finance THr DATE: March 2 2016" SAN GAHRIHL � f VALLEY ' SUBJECT: TREASURER'S REPORT JANUARY 2016 � ,f BMW SUMMARY Attached is the Treasurer's Report for the month of January 2016. 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). All investments are in compliance with the City's Investment Policy and the California Government Code. FISCAL IMPACT None LEGAL EVIEW None required. RECOMMENDATION Staff recommends that Council receive and file the Treasurer's Report for January 2016. BACKGROUND The City's Investment Policy requires the Treasurer's Report be submitted to the Mayor and City Council on a monthly basis. CITY OF BALDWIN PARK TREASURER'S REPORT 1131/2016 ESTIMATED 11 INVESTMENT INTEREST PURCHASE MATURITY PAR CURRENT BOOK MARKET' DESCRIPTION RATE DATE DATE . m..oPPm_ VALUE PRINCIPAL VALUE VALUE State of California Local Agency Investment Fund City 0.45% Varies Varies 20,187,847.07 20,187,847.07 20,187,847.07 20,187,847.07 Housing Authority 0.45% Varies Varies 13,095.99 13,095.99 13,095.99 13,095.99 20,200,943.06 20,200,943.06 20 200 943.06 20,200,943.0 .... 6 Fiscal Agent Funds - City Varies Varies Varies 2,517,515.08 2,517,515.08 2,517,515.08 2,517,515.08 Fiscal Agent Funds -Successc Varies Varies Varies 3,141,731.04 3,141,731.04 3,141,731.04 3,141,731.04 X5,060,18918 $ 25,860,18918 5,659,246.12 $ 25,860,189.18 Total Investments $ 25,860,189.18 Cash City Checking 11,845,927.44 City Miscellaneous Cash 65,774.78 Comm. Develop. Comm. Successor Agency 4,115,455.75 Housing Authority 287,837.00 Financing Authority 0.00 Total Cash 16,314,994.97 Total Cash and Investments $ 42,175,184.15 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 January 2016 and several depositstwithdrawals 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. Approved by: Rose Tam Director of Finance ITEM NO. STATS RE PORT TO: Honorable Chair and Board Members FROM: Manuel Carrillo, Jr., Director of Recreation and Commu Hcs ow Services"µ Daniel Wall, P.E., Director of Public Works/City Engineer A SAN GABRIEL L LEY �� DATE: March 2, 2016 `` SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ORDERING THE DESIGNATION OF THE EXECUTIVE TEAM AS THE BUSINESS IMPROVEMENT ADVISORY COMMITTEE TO MAKE RECOMMENDATIONS ON MATTERS RELATED TO THE CITYWIDE BUSINESS IMPROVEMENT AREA. SUMMARY To consider designating the Executive Team as defined, as the City Council Advisory Committee to make recommendation on matters related to the citywide business improvement area as described in Ordinance 842. FISCAL IMPACT There is no fiscal impact to designating the Executive Team as defined as the City Council Advisory Committee. RECOMMENDATION Staff recommends that the City Council approve Resolution No. 2016-111 designating the Executive Team as the Business Improvement Advisory Committee entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ORDERING THE DESIGNATION OF THE EXECUTIVE TEAM AS THE BUSINESS IMPROVEMENT ADVISORY COMMITTEE TO MAKE RECOMMENDATIONS ON MATTERS RELATED TO THE CITYWIDE BUSINESS IMPROVEMENT AREA." BACKGROUND On November 17, 1982, the City Council adopted Ordinance No. 842 establishing a citywide business improvement area. Section 9 of the Ordinance requires a City Council Advisory Committee as follows: "For the purpose of advising the City Council, making recommendations to them on the operation and extent of the Area, the methods and ways in which revenue derived from the levy of the special business license charge imposed by this Ordinance might be used, and performing such other powers and duties as the City Council may determine, a City Council Advisory Committee shall be established by Resolution of the City Council. " The City is currently engaged in several economic development and community event efforts that could be funded through the Business Improvement Area levy. However, until such a time an advisory committee is formed, a budget recommendation cannot be presented and approved by the City Council, The City Council cannot act as the Advisory Committee. Executive Team members regularly meet and make budget recommendations to the City Council on major anticipated projects effecting economic developments and community events. Therefore, the executive team consisting of the CEO, The Police Chief, The Public Works Director, the Finance Director and the Recreation and Community Services Director is well positioned to hear staff's recommendation on matters related to the citywide business improvement area and make recommendation to the City Council pursuant to Ordinance 842. B1A Advisory Committee February 17, 2016 Page 2 LEGAL REVIEW The City Attorney has reviewed this staff report and Resolution for form and content. The City Council may: 1) Appoint the executive team as recommended, 2) Appoint the Planning Commission, however this is not recommended due to the recent vacancies, or 3) Provide staff direction to form an Committee of residents and/or business owners. ATTACHMENTS #1. Resolution No. 2016-111 Attachment Resolution No. 2016-111 Attachment RESOLUTION NO. 2016-111 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ORDERING THE DESIGNATION OF THE EXECUTIVE TEAM AS THE BUSINESS IMPROVEMENT ADVISORY COMMITTEE TO MAKE RECOMMENDATIONS ON MATTERS RELATED TO THE CITYWIDE BUSINESS IMPROVEMENT AREA. WHEREAS, the City of Baldwin Park City Council adopted Ordinance No. 842 on November 17, 1982 establishing a citywide business improvement area; and WHEREAS, Section 9 of Ordinance 842 requires a City Council Advisory Committee to serve the purpose of advising the City Council, making recommendations to them on the operation and extent of the Area; and WHEREAS, Section 9 of Ordinance 842 requires a City Council Advisory Committee to serve the purpose of advising the City Council, the methods and ways in which revenue derived from the levy of the special business license charge imposed by this Ordinance might be used; and WHEREAS, Section 9 of Ordinance 842 requires a City Council Advisory Committee to perform such other powers and duties as the City Council may determine; and WHEREAS, Ordinance 842 requires a City Council Advisory Committee shall be established by resolution of the City Council; and NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK DOES RESOLVE AS FOLLOWS: SECTION 1. That the recitations and findings made above are true and correct; and SECTION 2. That it is hereby found and determined that the Executive Team consisting of the CEO, The Police Chief, The Public Works Director, the Finance Director and the Recreation and Community Services Director as the Business Improvement Advisory Committee to make recommendations on matters related to the citywide business improvement area. SECTION 3. That this Resolution shall take effect immediately upon adoption. H Resolution 2016-111 Page 2 PASSED, APPROVED, AND ADOPTED this 2nd day of March 2016. MANUEL LOZANO MAYOR ATTEST: 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 No. was duly adopted by the City Council of the City of Baldwin Park at the regular meeting thereof held on March 2, 2016, and that the same was adopted by the following vote to wit: AYES: NOES: ABSENT: ABSTAIN: ALEJANDRA AVILA CITY CLERK ITEM NO. STAFF REPORT " �'�'�t'r TO: Honorable Mayor and City Councilmembers jy A HUB OF ' U THE FROM: Daniel Wall, P.E., Director of Public Works / City Engine ,r ' SAN GABT41EL DATE: March 2, 2016 ,� ^ e VALLEY (/`' I/ SUBJECT: FUNDING AGREEMENT — METRO TOLL GRANT / FRAZIER STREET PEDESTRIAN AND BICYCLE SAFETY IMPROVEMENTS SUMMARY This item will approve a funding agreement allowing the City to receive $895,288 from the Los Angeles County Metropolitan Transportation Authority (LACMTA) for the Frazier Street Pedestrian and Bicycle Safety Improvements through the Metro ExpressLanes Net Toll Revenue Re -Investment Grant Program. FISCAL IMPACT Approval of this agreement will not impact the General Fund. The City's match for this $895,288 grant is $57,146. This $57,146 will come from either in-kind.-workeperformed by city employees or with restricted Gas Tax or Measure R funds. RECOMMENDATION It is recommended that the City Council approve the Funding Agreement with LACTMA and authorize the Mayor to execute the same. BACKGROUND On October 24, 2014, the LACMTA approved the guidelines establishing a discretionary grant program to reinvest ExpressLanes net toll revenue in transit improvement. Based on the guidelines and the City's desire to begin implementation of the Safe Routes to Schools Masterplan, the Department of Public Works applied for a grant to fund pedestrian and bicycle safety improvements along Frazier Street from the I-10 freeway to Foster Avenue. The City Council This project will improve pedestrian and bicycle crossings at the Frazier Street on/off ramp of the westbound I- 10 Freeway. The project will seek to reduce vehicle miles traveled (VMTs), achieve regional greenhouse gas (GHG) reductions and city sustainability goals. The Project has been identified as a near-term priority in the City's Safe Routes to School Master Plan and is consistent with the City Council adopted Complete Streets Policy. Project components include: • Installation of Class II Bike Lanes in both directions (including signage and pavement stencils), which is intended to reduce bicycle to vehicle collisions. • Reduced vehicle travel lanes from 4 lanes to 2 lanes, which is intended to reduce vehicle speeds and pedestrian to vehicle collisions. • Shared Center left turning lane • Curb extensions (bulb -outs) at 10 intersections • Safe and high visibility pedestrian crosswalks at 11 intersections • Replacement of existing pedestrian signals with modern pedestrian countdown signals at 2 intersections • ADA improvements • Native Street Trees (drought tolerant with low biogenic VOC emission and high carbon sequestration factor) Funding Agreement Metro Toll Grant — Frazier Street March 2, 2016 Paae 2 Frazier Street provides access to students for three (3) schools: Tracy Elementary School Sierra Vista Junior High School Sierra Vista High School In addition to the intersection improvements, the grant also funds a reduction of travel lanes (road diet) to accommodate protected bike lanes in each direction as recommend in the Safe Routes to Schools Masterplan. The following schematic illustration shows one option of providing protected bike lanes. Exisflng Proposed .............. � f iii j�%%/'/�� i'�i/�r/�/ifs/ter///iio' %i��// ,rim%%"" �� %/%/" �, r�i�/� // r /� o//// j i /�/i��//%/� //////i / r /�„ 111 �?e0d///%iLi�,,, d/iiGrr��m..'!�9/l%/in'/ior„ ,//,,,,. ,,,; i!i.,,,,,.,11,,, The San Gabriel Valley Regional Bicycle Master Plan adopted by Resolution No. 2014-043 of the City Council on November 19, 2014, also calls for a class II bike path to be installed along Frazier Street. DISCUSSION Design and engineering for this project is scheduled to begin in July 2016, and be completed by January 2017. During this time, public outreach will be conducted with various stakeholder groups with special emphasis on groups associated with the schools. It is expected that a construction contract will be awarded by March 2017, and that construction will be completed by July 2017. This project is an important step in the implementation of both the City Council adopted Safe Routes to Schools Masterplan and the City Council adopted San Gabriel Valley Regional Bicycle Master Plan. LEGAL REVIEW This agreement has been reviewed by the City Attorney Funding Agreement Metro Toll Grant — Frazier Street March 2, 2016 Page 3 ALTERNATIVES Alternatively, the City Council could choose to not enter into this agreement and forgo the funding of this program ATTACHMENTS: A. Project Map B. Funding Agreement MXL Grant# MX201405 Agreement # 920000000MX201405 FUNDING AGREEMENT Metro ExpressLanes Net Toll Revenue Reinvestment Funds This Funding Agreement ("Agreement") is dated February 1, 2016 for reference purposes only, and is lay and bet reen the Los Angeles Couraty Metropolitan `] ransportati.oaa Authority ('"LACMTA") and City of Baldwin Par ("Grantee") for Frazier Street Pedestrian and Bicycle Safety Improve bents - Metro llkpressl..anes Net Toll Revenue Re -Investment Grant ID# M.X201.405 as described in this Agreernent and the attachments hereto (the "Project"). WHEREAS, on October 24, 2013, the Board of Directors of LACMTA approved the Congestion Reduction Demonstration Program Net Toll Revenue Reinvestment Guidelines, establishing a cliscretiorrary Grant Program 10 reinvest ExpressLanes rret. toll revenue in Tt ansit Improvement, Active `l"ranspoaµt:ati.orr/Systema Connectivity and. Hi.gbway Improvennrerats projects in Alae 1:-10 and I-110 corridors; and WHEREAS, on July 24, 2014, the Board. of Directors of'LACM"t`A alaproved tlae ExpressLanes Net Toll Revenue Reinvestment Grant Expenditure Plan, authorizing the award of diet Toll Revenue Reinvestment Grant funds to Grantee; and WHEREAS, LACMTA is the agency responsible for administering the net toll revenues; and WHEREAS, LACMTA and GRANTEE desire to agree to the terms and conditions of this Agreement. NOW, THEREFORE, the parties hereby agree as follows: The terms and conditions of this Agreement consist of the following and each is incorporated by reference herein as if fully set forth herein: 1. Part I - Specific Terms of the Agreement 2. Part II - General Terms of the Agreement 3. Att�aclrajaenmmt__, - Project Funding 4. Attaclannen B - Project Schedule and Budget 5. A laac��tnnen.tw!�� - Scope of Worlc 6. Att�ac1'Lrnenrt„ Q - Reporting and Expenditure Guidelines 7. Att larr cm .�: - Quarterly Progress/ Expenditure Report 8. Attacl-ient E - Project Milestones Schedule 9. Attach mgL1l - Lapsing Policy 10. Any other attachments or documents referenced in the above documents In the event of a conflict, the Specific Terms of this Agreement and Att.ac hnietits A, B, C, D, D1, E and. F shall la.ave precedence in that order and shall prevail over the Geaaeral. Terms of this Agreement. MXL Grant# MX201405 Agreement # 920000000MX201405 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives as of the dates indicated below: I��- A LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY Phillip A. Washington Chief Executive Officer APPROVED AS TO FORM: MARY C. WICKHAM COUNTY COUNSEL By: ( 4 ..... Deputy GRANTEE: City of Baldwin Park By Manuel Lozano Mayor APPROVED AS TO FORM: um Robert Tafoya City Attorney 2 Date: Date: Date: MXL Grant# MX201405 Agreement # 920000000MX201405 PART I SPECIFIC TERMS OF THE AG REEMENT 1. Title of the Project (the "Project"): Frazier Street Pedestrian and Bicycle Safety Improvements. LACMTA ExpressLanes Net Toll Revenue Reinvestment Grant ID# MX201405. 2. To the extent the Funds are available, LACMTA shall make to Grantee a one-time grant of the ExpressLanes Net Toll Revenue Reinvestment Grant funds, based on project eligibility and fr.rnds available, in the atnottnt of $895,288 (the "Funds") for the Project in accordance with tlae terms of this Agreeinen,L LACMTA Board of Directors' action of July 24, 2014, granted. tlre Funds to Grantee for the Project. 3. This one-time grant shall be on a reimbursement basis. Grantee must provide the appropriate supporting documents with the Quarterly Progress/ Expenditure Report, attached to this Agreement as And2nantM. 4.. Grantee shall conIxibute the Grantee Funding Cornr°rartnrent (localmatch), ifany, to the Project in the amouaats and toward die work scopes, all as specified in Attachments B and, E.:In each Quarterly Progress/ Expenditure Report, Grantee shall report on the use of Grantee Fundirr.g Commi which should be consistent with Attachments B and E. If Grantee does not meet its local match comrnitTrr.ent, it shall l:ae considered a default under this Agreement: and LACMTA will have the remedies available to it under Part II, Section 10. Any changes in the Grantee Funding Commitment must be made by mutual agreement of the parties and documented in an amendment to this Agreement. 5. Grantee shall complete the Project as described in the "Scope of Work," attached to this Agreement as rht: rerat C. The Scope of Work inch.rdes a description of the Project, a detaileddescription of the work to be completed lay Grantee. Project work shall be delivered, in accordance with the Schedule and Budget, attached to this Agreernent. as ,At' a nne it B, and the Project Milestones Schedule, attached to this Agreement as Atladm? rt , consistent with the Lapsing 11olicy, attached to this Agreement as Attachmiz t F. If Grantee is consistently behind schedule in meeting milestones or in delivering the Project in accordance with Attachments B and E, then LACMTA will have the option to terminate this Agreement for default as described in Part II, Sections 9 and 10. 6. ro Eligible Project exp`enses are ra defined in the Reporting and Expetidat: are Guidelines g � (Attic ° rrrrrt ). The forirr. of the Quarterly Progress/Expenditure Report is attached as ►tt inn .�._ IACM"1""A will witla.Irotd. ten percent (10%) of eligible expear.di:trrras per invoice as retainage pending an audit of expenditures and completion of tl"r.e Scopes oi" Work. 7. The duration of the grant Project, as evidence in AtMchmmLB, shall be thirty-six (36) months and all eligible costs shall be incurred during this period. However, pursuant to the MXL Grant# MX201405 Agreement # 920000000MX201405 Lapsing Policy is inconsistent with any other term of this Agreement, the Lapsing Policy shall govern. 8. Amendments to this Agreement shall be in writing executed by the parties. No changes to the (i) grant amount, (ii) Project Funding, (iii) the Scope of Work, or (iv) the lapse date of the Funds shall be allowed without a written amendment to this Agreement, approved and signed by the LACMTA Chief Executive Officer or his/her designee and Grantee. 8. Notice will be given to the parties at the address specified below unless otherwise notified in writing of change of address. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered upon receipt by the correct address by United States mail, postage prepaid, certified or registered mail, return receipt requested, or by Federal Express or other reputable overnight delivery service addressed to the parties hereto as follows: LACMTA's Address: Los Angeles County Metropolitan Transportation Authority One Gateway Plaza Los Angeles, CA 90012 Attention: Silva Mardrussian; Mail Stop 99-9-2 Email: mardmssians@metro.net Grantee's Address: City of Baldwin Park 14403 E. Pacific Avenue Baldwin Park, CA 91706 Attention: Daniel Wall, Director of Public Works/City Engineer Email: DWall@baldwinpark.com 4 MXL Grant# MX201405 Agreement # 920000000MX201405 PART II GENEIZALTERMS OFTHE AGREEMENT 1. TERM: 1.1 The term of this Agreement shall commence on the date this Agreement is fully executed and, shall expire upon the occurrence of all of the following, unless terminated earlier as provided herein: (i) the agreed upon Scope of Work has been completed; (ii) all LACMTA audit and reporting requirements have been satisfied; and (iii) the final disbursement of the Funds has been made to Grantee. The parties understand and agree there are certain covenants and agreements which specifically remain in effect after expiration or termination of this Agreement. 1.2 Should LACMTA determine there are insufficient Funds available for the Project; LACM C"A may terminate this Agreement by giving written notice to Grantee at least thirty (30) days i i. advance Of the effective date of suclr termi.rration. if ti is Agreement is terminated pursuant to this section, LACMTA will, not reimburse Grantee any costs incurred after the effective date of such termination. 2. INVOICE BY GRANT : 2.1 Unless otherwise stated in this Agreement, the Quarterly Progress/Expenditure Report, with surpportin.g documentation of expenses and. Project progress as described in Pert II, Section 4.1 of dills Agreement, and, other documents as re.,qui:red by LACMTA, shall satisfy LACMTA invoicing requirements, Expenses that are not invoiced within sixty (60) days after the Lapsing Date as defined in Part II, Section 8.1 below are not eligible for reimbursement. Se,r ;. avoice vert 2. ��rt�l ocr rrr r� aC on to: Los Angeles County Metropolitan Transportation Authority Accounts Payable P. O. Box 512296 Los Angeles, CA 90051-0296 Re: LACMTA Grant ID# MX201405 and Agreement# 920000000MX201405 Attention Silva Mardrussian, 9th Floor, MS 99-9-2 3.1 Grantee shall utilize the Funds to complete the Project as described in the Scope of Work and in accordance with the Reporting and Expenditure Guidelines and the most recently adopted. LACMTA Congestion Reduction Demonstration. Program NetToll. Revenue Reinvestment Guidelines (the "Guidelines"). Grantee shall be eligible for the Funds, tip to the grant amount specified in Part I, Section 2 of this Agreement subject to the terms and conditions contained herein and in I.herw Guidelines. MXL Grant# MX201405 Agreement # 920000000MX201405 3.2 Grantee shall not use the Funds to substitute for any other funds or projects not specifed in this Agreement. Ptirther, Grantee shall iiot use the Funds for any exl�.)c.ri.ses or activities beyond t�tic a rovedScope of Work (At itac im 3.3 Grantee must use the Funds in the most cost-effective manner. If Grantee intends to use a consultant or contractor to implement all or part of the Project, LACMTA requires that such activities be procured in accordance with Grantee's contracting procedures and consistent with State law. Grantee will also use the Funds in the most cost- effective manner when the Funds are used to pay "in-house" staff time. Grantee staff or consultant with project oversight roles cannot award work to companies in which they have a financial or personal interest. This effective use of funds provision will be verified by LACMTA through on-going Project monitoring and through any LACMTA interim and final audits. 3.4 Grantee's employee, officers, councilmembers, board members, agents, or consultants (a "Grantee Party") are prohibited from participating in the selection, award, or administration of a third -party contract or sub -agreement supported by the Funds if a real or apparent conflict of interest would be involved. A conflict of interest would include, without limitation, an organizational conflict of interest or when any of the following parties has a financial or other interest in any entity selected for award: (a) a Grantee Party, (b) any member of a Grantee Party's immediate family, (c) a partner of a Grantee Party; (d) any organization that employs or intends to employ any of the above. This conflict of interest provision will be verified by LACMTA through on-going Project monitoring and through any LACMTA interim and final audits. 3.5 If the Project requires the implementation of an Intelligent Transportation Systems ("ITS") project, Grantee shall ensure the Project is consistent with the Regional ITS Architecture. ITS projects must comply with the LACMTA Countywide ITS Policy and Procedures adopted by the LACMTA Board of Directors including the submittal of a completed, signed self -certification form. For the ITS policy and form, see h!mj ga. tP_,/,/A Wran r tvlsljfa�51La I m 3.6 If any parking facilities are designed and/or constructed using the Funds, Grantee shall coordinate with LACMTA parking program staff (see METRO.net for staff listing) in the planning, design and management of the facility and shall ensure that its implementation is consistent with the LACMTA adopted parking policy. For the parking policy, see tulp:/J 1 s - xI':J1.11/UJL4) W -Mt -51- 3.7 Grantee is obligated to continue using the Project consistent with the Expresslanes Net Toll Revenue Re -Investment purposes for which the Project was approved. Any Project right-of-way and real property purchased to implement the Project shall remain dedicated to public transportation use. The obligations set forth in this section shall survive termination of this Agreement. 3.8 If Grantee desires to use the Funds to purchase or lease equipment including, without limitation, vehicles, office equipment, computer hardware or software, or other personal property ("Equipment") necessary to perform or provide the services set forth in 6 MXL Grant# MX201405 Agreement # 920000000MX201405 the Scope of Work, Grantee must obtain LACMTA's written consent prior to purchasing or leasing any Equipment. Equipment purchased or leased without such prior written consent shall be deemed an unallowable expenditure of the Funds. Equipment acquired as part of the Project shall be dedicated to that Project use for their full economic life cycle, including any extensions of that life cycle achieved by reconstruction, rehabilitation, or enhancements. 3.9 If an Equipment ceases to be used for the proper use as originally stated in the Scope of Work, Grantee will be required to return to LACMTA the Funds used to purchase or lease such Equipment in proportion to the useful life remaining and in equal proportion of the Funds to Grantee Funding Commitment ratio. The obligations set forth in this section shall survive termination of this Agreement. 3.10 If any software is developed with the Funds and if Grantee ceases to use the software for public purposes or Grantee sells, conveys, licenses or otherwise transfers the software, LACMTA shall be entitled to a refund or credit, at LACMTA's sole option, equivalent to the amount of the Funds spent developing the software. Such refund or credit shall not be required, subject to LACMTA approval of the intended use, if Grantee reinvests the proceeds of such sale, conveyance, license or transfer into the Project to offset operating or systems management costs. The obligations set forth in this section shall survive termination of this Agreement. 3.11 If any Project facilities or any real property purchased to implement the Project is no longer used or is no longer needed for the Project, including construction easements or excess property, Grantee will be required to return to LACMTA the Funds used to design, construct or acquire such Project facilities or real property in equal proportion of the grant to Grantee Funding Commitment ratio. The obligations set forth in this section shall survive termination of this Agreement. 3.12 If Grantee desires to use any Project facility or any real property purchased to implement the Project to generate revenue, Grantee shall first obtain LACMTA's written consent prior to entering into any such revenue generating arrangement. Grantee shall provide LACMTA with the applicable information regarding the transaction, including without limitation, the property at issue, the proposed use of the property, the amount of revenue, any impact to the Project and the proposed use of the revenue. LACMTA consent may be conditioned on whether bond funds were used, and how Grantee plans to use the revenue, including, without limitation, sharing any net revenues with LACMTA. If Grantee fails to obtain LACMTA's prior written consent, Grantee shall be considered in default and LACMTA shall have all rights and remedies available at law or in equity, including, without limitation the return of the Funds to cover the cost of the property in question. The obligations set forth in this section shall survive termination of this Agreement. 3.13 Grantee understands that this Agreement does not provide any rights for Grantee to use LACMTA real property needed for the Project. If the Project requires use of LACMTA Property, Grantee will need to enter into a separate agreement with LACMTA in accordance with LACMTA real property policies and procedures. Nothing in this Agreement obligates LACMTA to provide Grantee with any real estate right. 7 MXL Grant# MX201405 Agreement # 920000000MX201405 4. DI.SBURSEENT OP FUNDS: 4.1 Grantee shall submit the Quarterly Progress/Expenditure Report, attached to this Agreement as AUa Lyrig ULt,VJ., within sixty (60) days after the close of each quarter on ilii, last day of dle months November, February, May and August. Should Grantee EA. to sArnit such reports within, tc�n (10) days of the due date and/or Grantee submits incomplete reports, LACMTA will not reimburse Grantee until the completed required reports are received, reviewed, and approved. The Quarterly Progress/ Expenditure Report shall include all appropriate documentation (such as contractor invoices, timesheets, receipts, etc.) with a clear justification and explanation of their relevance to the Project for reimbursement. If no activity has occurred during a particular quarter, Grantee will still be required to submit the Quarterly Progress/Expenditure Report indicating no dollars were expended drat quarter. If a request fbr: reirribursement, exceeds $500,000 in a sirr.f le nrontlr, thea Grantee can scrbMit such an invoice once per month with supporting documentation. 4.2 Disbursements shall be made on a reimbursement basis in accordance with the provisions of this Agreement. 4.3 LACMTA will make all disbursements electronically unless an exception is requested in writing. Disbursements via Automated Clearing House (ACH) will be made at no cost to Grantee. Grantee must complete the ACH form and submit such form to LACMTA before grant payments can be made. ACH Request Forms can be found at http: //www.metro.net/proj ects/call projects/calLprojects-reference-documents/. 4.4 Grantee must provide detailed supporting documentation with its Quarterly Progress/Expenditure Report. 4.5 Grantee shall demonstrate that the Grantee Funding Commitment has been spent in direct proportion to the Funds invoiced with each quarter's expenditures. 4.6 Expenses that are not invoiced within sixty (60) days after the lapsing date specified in Part II, Section 8.1 below are not eligible for reimbursement. 4.7 Any Funds expended by Grantee prior to the execution of this Agreement by LACMTA shall not be reimbursed. 5. REP R"l°IBJ AND A_ DI" .:...p1 U1 REI ENI' /PAYMENT ADIUSTME 1TS. 5.1 LACMTA, and/or its designee, shall have the right to conduct audits of the Project, as deemed appropriate, such as financial and compliance audits; interim audits; pre -award audits; performance audits; and final audits. LACMTA will commence a final audit within six (6) months of receipt of an acceptable final invoice, provided the Project is ready for final audit (meaning all costs and charges have been paid by Grantee and invoiced to LACMTA, and such costs, charges and invoices are properly documented and summarized in the accounting records to enable an audit without further explanation or summarization, including actual indirect rates for the period covered by the Agreement under review). Grantee agrees to establish and maintain proper accounting procedures and cash management MXL Grant# MX201405 Agreement # 920000000MX201405 records and documents in accordance with Generally Accepted Accounting Principles (GAAP). Grantee shall reimburse LACMTA for any expenditure not in compliance with this Agreement and the Guidelines. Grantee's eligible expenditures submitted to LACMTA for this Project shall be in compliance with the Reporting and Expenditure Guidelines (, :tae irr1gn ) and Office of Management and Budget ("OMB") Circular A-87. The allowability of costs for Grantee's contractors, consultants and suppliers submitted to LACMTA through Recipient's Quarterly Progress/ Expenditure Reports shall be in compliance with OMB Circular A-87 or Federal Acgrrarsrti,orz Regulations, Subpart 3I (FAR), whichever is applicable Any use of the h is expressly reenient shall be an, e iise Funds andnds cma be disallowed bytLACMTA audited under t1iis . Fi nclrrrg s c h LACMTA audit ar e �� th.e y 3 :ll"1%d]. When LACMTA audit findings require Grantee to return monies to IACM'1:A, Grantee shall return such monies within thirty (30) days after the final audit is sent to Grantee. 5.2 Grantee's records shall include, without limitation, accounting records, written policies and procedures, contract files, original estirnates, correspondence, change order files (i chiding documentation covering negotiated settlements), invoices, and arry other supporting evidence d.eerrred necessary by LACMTA to substantiate charges related to the Project (all collectively referred to as "records") shall be open, to inspection and subject to audit ;and reproduction by LAC MTA auditors or authorised representatives to the extent d.eenied necessary by LACMTA to adequately permit evaluation ofexpended costs. Such records subject to audit shall also include, without firnitati.c rr, those records deemed necessary by LACMTA to eWaltr.ate and verify, direct and indirect: casts, (in.clr.rding overt°r.ead allocations) as they rr�t� rlc�rthree 3 costs ears�f�allowinfina�] tlacrl�r�olect. I"liese� rec:ords must lie retained by Gra.� � �. � O Y � p y neat under this Agreement. Payment of retention amounts shall not occur until atter the LACMTA".s hna.l. audit is completed. 5.3 Grantee shall cause all contractors to comply with the requirements of Part II, Sections 5.1 and 5.2 above. Grantee shall cause all contractors to cooperate fully in ffirni.shing or in making available to LACMTA all records deemed necessary by LACMTA auditors or authorised representatives related to the. Project. 5.4 LACMTA or any of its duly authorized representatives, upon reasonable written notice, shall be afforded access to ;,ill of the records of C rantee and its contractors related to the Project, and shall be allowed to interview any employee of Grantee and its contractors through final payment to the extent reasonably practicable. 5.5 LACMTA or any of its duly authorized representatives, upon reasonable written notice, shall have access to the offices of Grantee and its contractors, shall have access to all necessary records, including reproduction at no charge to LACMTA, and small be provided adequate and appropriate work space in order to conduct audits in compliance with the terms and conditions ol'this Agreement. 5.6 In addition to LACMTA's other remedies as provided in this Agreement, LACMTA shall withhold the Funds and/or recommend not to award a future Net Toll Revenue Reinvestment Grant to Grantee if the LACMTA audit has determined that Grantee failed to comply with the Scope of Work (such as misusing Funds or failure to return Funds owed to 9 MXL Grant# MX201405 Agreement # 920000000MX201405 LACMTA in accordance with LACMJ'A audit fitidings) and/or is severely out of conaphance with other terms and conditions as defined by t1fis Agreenient and the Guidelines, including the access to records provisions of Part II, Section 5. 5.7 When business travel associated with the Project requires use of a vehicle, ifie mileage incurred shall be reimbursed at the nrileage rates set by die, Internal lZevetrue Service, as indicated in the United States General Services Administration Federal Travel Regulation, Privately Owned Vehicle Reimbursement Rates. 5.8 Grantee shall certify monthly invoices by reviewing all contractor and subcontractor costs and rnaintaining internal control to ensure that all expenditures are allocable, allowable and reasonable and in accordance with OMB Circular A-87 or FAR Subpart 31 (whichever is applicable) and the terms and conditions of this Agreement. 5.9 Grantee shall also certify final costs of the Project to ensure all costs are in compliance with OMB Circular A-87 or FAR Subpart 31 (whichever is applicable) and the terms and conditions of this Agreement. 5.10 Whenever possible, in exercising its audit rights under this Agreerrient, LACMTA shall rely on Grantee's own records and audit work to minimize direct audit of contractors, consultants, and suppliers. 6. ONETIME GRANT: 6.1 This is a one time only grant subject to the terms and conditions agreed to herein and in the Guidelines. Ibis grant does not i in P ly nor obligate any future funding commitment on the part of LACMTA. 7. aOURQES AND DISPOSITION OF FUNDS: M "Me obligation for LACMTA to grant the Funds for the Project is subject to sufficient Funds beirig made available for the Project by the LACMTA Board of Directors. if such Funds are not made available for the Project, LACMTA sh.all have no obligation to provide the Funds for the Project, unless other wise, agreed to in writing by LACMTA. 7.2 Grantee shall be responsible for any and all cost overruns for the Project. 7.3 If the Funds are insufficient to complete the Project, Grantee may modify the Scope of Work to allow project cornpletionwith 'the fu :ads available to Grantee, LACMTA shall bave the right to review and approve or reject any proposed changes to the Scope of' Work. 7.4 At any time, if Grantee receives outside funding for the Project in addition to the Funds identificd in the Project Funding at the time this grant was awarded, this Agreement shall be amended to reflect such additional fund ng. IT, at the time offirial voucher, funding for the Project (including die Funds sand. any additional finiding) exceeds the 10 MXL Grant# MX201405 Agreement # 920000000MX201405 actual Project costs, then the cost savings shall be applied in, the same Proportion as the sources of funds from each party to this Agreement as specified in, the Project Funding and both the Funds and Grantee Funding Commituient required For tl,l,e Project shall be reduced accordingly. 8. '1JLM E LY U EDL F V N D S EPKQC. RA M MI N-9 F -E -KN D S. 8.1 Grantee must demonstrate timely use of the Funds by: W Executing this Agreer-rient within sixty (60) days, of receivirig ffirl-nal transmittal of the Grant Agree'nier.it boilerplate fton, LACMTA; and (h) Meeting the Project milestones clue dates as agreed upon by the LACMTA and Grantee as, stated in Aqiachmint �-- m -C (Scope of Work) and AttacbmizatE (project Milestoties, SchedAlle) of this Agreement, Contracts for construction or capital ptux-base shall be executed within nine (9) nionths fronq the date ofcoryipletion of design. Project design (prelinvinaq engineering) must begin within six (6) rrionthsfrorn the identified milestone Start date, Funds progranirned by LACM"TA for Project development or right-of-way costs must be expended by the end of the second fiscal year following the year the Funds were first programmed.; and (iii) Th"nely submitting the Quarterly Progress/ Expenditure Report as described in, Part 11, Section 4.1 ofdiis Agreement and. (iv) UNperiding the Funds granted under- this Agreement fbr allowable costs wilhinforty-two (42) months frown the date tlie Grant Agreement is executed ("the Lapsing Date"). 8,2 In the event that the tillIely use of twine Furids is not demonstrated as described in t1iis Part 11, Section 8.1 of this Agreernent, the Project will, be reevaluated by LACMTA as part, of its Net'roll, Revenue Reinvestment Grant Recerfifi.catior.i/Deobligat-iort process and the Funds maybe deobligated and reprograrnined to another project: by tlie I.ACm,rA Board, of Directors. If Craixtee does not complete one 61ernerit of the Project, as described in the Scope of Work, due to all or a portion of the Funds lapsing, the entire Project maybe subject to deobligation at LACMTA's sole discretion. In the event that all the Funds are reprograi.,.nri,ied, fbis Agreeinent shall autorriaticaffy terrrlift:Itc-- 11. DEFAUEY: 9.1 A Default under this Agreement is defined as any one or more of the ''following: (ii) Grantee fails to comply with the terms and conditions contained herein or in the Guidelines; (ii) Grantee is consisteritty bebind schedule in meeting milestones or in delivering the Project; or (iii) Grantee fails to perform satisfactorily or makes a material change, as determined, by1ACM'T'A at its sole discretion, to the Financial Plan, the Scope of'Work, or the Project Funding without LAMI'A's prior Nvritten consent or approval as provided herein. 11 MXL Grant# MX201405 Agreement # 920000000MX201405 10. REMEDIES: 1.0.1 In the event of a Default by Grantee, LACMTA shall. provide written notice of such Default to Grantee with a 30 -day period to cure the Defiull, in the event Grantee fails to cure the Default, or commit to cure the Default and commence the same within such 30 -day period, and there,,41cr diligently cortin ,c such cure to completion to the satisfaction of LACMTA, LACMTA shall, have the fiAlowing remedies: (i) LACMI'AlMly terrnitiate this Agreen,,ie,nt; (ii) LACM7FA may make no firrill.er disbrursernen,ts of"Funds to Grantee; and/or (iii) LACMTArriay recover from Grantee any ft'inds disbursed to Grantee as allowed by law or in equity. 10.2 Effective upon receipt of written notice of termination from LACMTA purstiant,to Section 10.1, Grantee shall not undertake anynew work or oblip b ,ation with. respect to O'ds Agreement unless so directed by 1:..ACM17A in writing. Any Funds expended after termination shall be the sole responsibility of G ran tee. 10.3 The remedies described herein are non-exclusive. LACMTA shall have the right to enforce any and all rights and remedies herein or which may be now or hereafter available at law or in equity. 11. COMMUI"IONS- i � AL—M INICN 11.1 Grantee shall ensure that all Communication Materials contain recognition of LACMTA's and Metro ExpressLanes' contribution to the Project as more particularly set forth in "Funding Agreement Communications Materials Guidelines" available orflinc or frorn the LACMTA Project Manager, Please check witli ffie LACMTA Project Manager for the web address. 'The Funding Agreenient Communications Materials Guidelines maybe changed fi. -om time to finic dmirig the course of this Agreerrient. Grantee s'liall be responsi ' ble complying coplying with, the latest , runding Agreement Communications Materials Guidelines duririg the tet mi of t[iis Agreement, unless otherwise specifically authorized in writing by the LACMTA Chief Commutilcations Officer, 11.2 Vor purposes of this Agreenient, "Communications Materials" include, but are not limited to, press events, Public and. external newsletters,, printed materials, advertising, websites, radio and 1.)ublic service announ,cernents, electrordc media, and construction site signage. A more detailed definition, of "Communications Materials" is found in the Funding Agreement Communications Materials Guideli nes. 11.3 In addition to complying with the LACMTA "Funding Agreement Communications Materials Guidelines," Grantee shall: (i) include prorninently/in the lead, at a nii-nimAnn, recognition of Metro ExpressLanes' contribution'to, tlie Project on literature, marketing brocilures, Ilewsletters, invitations and other communication materials by im.Juding the phrase `11,iis project was partially fixtided by Metro ExpressLanes." (ii) include in any JOiTIt Agency press release, at a.,rninimum, a, recognition of Metro Expressl.,,�taaes'coat rii-yti,tnoi.,i. to the Project 12 MXL Grant# MX201405 Agreement # 920000000MX201405 by including the phrase "This project was partially funded by Metro E pr-essLarres," (iii) riotify tl e 1.., CMI'A Project Manager of all, planned press events, ribbon cuttings, gr.ou fibre kings, and all otlr.er publi.c and/ur press events related to the Project at a tninrnrunn 30 drys before such events take place to allow LACM. FA to participate t:icipate in such events, at LACMTA's sole discretion. (iv) include prorrriner. tty/in the leas] on all Project Websites, recognition of Metro E�xpressLarres' contribution todie Project by lrrdud.ing the phrase " I'his website is partially funded, by Metro ExpressLarres," the Metro logo and the Metro ExpressLanes logo, and a link to the Metro ExpressLanes website. (v) prc:rmrriently display the following, phrase on all signage for: project structures, f rcilities, and construction sites; "This project made possibleby Metro [Metro logo] and Metro ExpressLanes (Metro ExpressLanes logo]" (vi) regpest the most current Metro logo and the most current Metro ExpressLanes logo fronrr the t.ACMJ", Project Manager when. c..reaLing any and. al.lcorranunica Lions rnaterials corrtaining the Metro logo and Metro f�XpressLarres logo. 11.4 The Metro logo is a trademarked item that shall be reproduced and displayed in accot -dance with specific graphic guidelines. These guidelines and logo files including scalable vector files will be available through the LACMTA Project Manager. 11.5 Grantee shall ensure that any subcontractor, including, but not limited to, public relations, public affairs, and/or rna'Ieting firms hired to produce Project Corrmitinic.ations Materials for public a:nd external purposes will comply with the requirements contained in this Section. '11.6 "Che LA .M `A Project Maraager shall be rl,esponsible for- monitoring Grantee couiplianc_e with t w terms and conditions of this Section. Grantee failure to corrajAy with the terms of this Section shall, be deeineda default hereunder and LACMTA shall have all rights and remedies set forth herein. 12. OT'I Ef T`ERMS AND CONDrI"I, S: 12.1 This Agreement, along with its Attachments and the Guidelines, constitutes the entire understanding between the parties, with respect to the subject matter herein.. The Agreement %halal not ge.> aa:rr.ended, u.01- an. provisions or breach hereof w.zrived, g y except in writing signed by the parties who agreed to the original Agreernent or than sarrrc level of authority. Adoptro.rr of revisions or supplements to the Guidelines shall cause such revisions or supplements to become incorporated automatically into this Agreement as though fully set forth herein. 13 MXL Grant# MX201405 Agreement # 920000000MX201405 12.2 In llle event that there is any count proceeding betweenthe parties 1 - enforce or interpret this Agreement to protect or establish any rights or remedies hererrr].der, the prevailing party shall be entitled to its costs and expenses, including reasonable attorney's fees. 12.3 Neither LACMTA nor any subsidiary or their respective directors, officers, agents, or employee thereof shall be responsible for any damage or liability occurring by reason of anything done or cornmitted to be done by Grantee under or in connection with any work perlcarmed by or service provided by Grantee, its officers, agents, employees, contractors and subcontractors raider this Agreement., Grantee shall fully indemnify, defend (with counsel approved by LACMTA) and hold tACM"tA, arrcl its subsidiaries and thein respective directors, officers, agents and employees harmless from and against any suits and causes of actions, cla.irns, losses, liability, damages, and expenses, incltiding willrout lrrrdtation„ any costs or liability on account of bodily injury, death or personal injury of any person or for damage to or loss of property, any environmental obligation, and any legal fees in any way arising out of acts or omissions to act related to the Project or this Agreement, without requirement that LACMTA first pay such claim. The obligations set forth in this section shall survive termination of this Agreement. 12.4 Neither party hereto shall be considered in default in the performance of its obligation hereunder to the extent that the performance of any such obligation is prevented or delayed by unforeseen causes including acts of God, acts of a public enemy, and government acts beyond the control and witlWr.out findt or negligence of the affected party. Each party hereto shall give notice promptly to the other- of the mature and extent of any such circumstances claimed to delay, hinder, or prevent performance of any obligations under this Agreement. 12.5 Grantee shall comply with and insure that work performed under this Agreement is done in corrrpliance with. Generally Accepted Accounting Principles (GAAP), all applicable provisions cif Federal, state, and local laws, statutes, ordinances, rules, regulations,. ar,rd�procedra`al re rarercrts rrrar.rcrng Medcral Acquisition Regulations (FAR), and the applicable regrrrererts and regUlatrons of LACMTA. Gr•arr.°tc°r, acknowledges responsibility .i -"r obtaining copies of and cor ptying with the terms of the most recent federal, state„ or local laws and regulations, and LACMTA requirements, irrclud"[frg airy ar.rrenelrrrcnts thereto. 12.6 Grantee agrees that those sections of this Agreement marked with an asterisk shall be included in every contract entered into by Grantee or its contractors relating to work performed under this Agreement and LACMTA shall have the right to review and audit such contracts. 12.7 Grantee shall not assign this Agreement, or any part thereof, without prior approval of the LACM'TA Chief Executive Officer or his designee, and any assignment w:itflout sant consent shall be void and unenforceable at the option of LACMTA. 12.8 This Agreement shall be governed by California law. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or 14 MXL Grant# MX201405 Agreement # 920000000MX201405 unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way. 12.9 The covenants and agreements of this Agreement shall inure to the benefit of, and shall be binding upon, each of the parties and their respective successors and assigns. 12.10 Grantee will advise LACMTA prior to any key Project staffing changes. 12.11 Grantee in the performance of the work described in this Agreement is not a contractor nor an agent or employee of LACMTA. Grantee attests to no organizational or personal conflicts of interest and agrees to notify LACMTA immediately in the event that a conflict, or the appearance thereof, arises. Grantee shall not represent itself as an agent or employee of LACMTA and shall have no powers to bind LACMTA in contract or otherwise. 15 N N W, I 4- H W W p C7 0 rn 0 v o 0 CO 0 to 0 0 0 OR as 0o N co N d v Q W W 0) LO L U) H A � H � 00 rl n r -I O N D" W CF N °° N J Ef3 ol fV � ++ Ln � w J Q, H Q m � Z, a m o Q Ncn O a w U LU r, o. N W w � Z N 0 N I W N N O N w', I vZ,Z w o U rx v v v 14 O d q "' Z y 2 iv a _. W, I 4- oil 'M IN NEON no NEON OMEN ON M E ME E30, IN MENNEN MEN MMIN MIKE 0 lam BEE ME M ME ME 13000=00 on sm MEN= IN MOON WOMEN mo Project Location Map Frazier Street Pedestrian & Bicycle Safety Improvements -k,! ? A Al V vr Ah"I 4* A V rrr& A, oterTv I 44 t Middletch I , F 36� Sim aVista 5' Q1// II J4111 High 7 IN S0001 v T 4r�/ [Baidwh Pei dult 5w "t6nter n, Education J", X) 400 r 4 A mn -E 0 m Y AF SO N V PON// A A F SK 11K 0%, NOR Arall, K* rj rr 17-7,v 5 Or AR61, p ien 17 4 `10 mP "A 1610,Nkl/ 'I" Ad/ 41, . .. . P� 4/tl� A A/ J", "Ov v 1 A —,v 3 Of, Alt, ox "t; I& ?V 14 'o, 4 —, iii rr "V A mull, m $4, J/0 Tw, - h Or J/ F/ p", s YU XV, N/ E A " *0' f y - 6 J, d Ave Jfq) 4 VV/ v A/ di # A6 Legend ?er " Alm, L momm s2rdmin PWK Edurabm P" .6 AAAFFO /rr"a -vamrv- P",V- dF, w &var it New Bubilt, %nJ Cr3rziwa-,4 GUIP1115 ..vPm, ed.al,:t731nt-MEL'Jcr,'r.IPMoEm� kk aii a 50D 1,000 2,000 Feet Attachment D MXL Grant# MX201405 Agreement # 920000000MX201405 REPORTING & EXPENDITURE GUIDELINES Metro ExpressLanes Net Toll Revenue Re -Investment Grant REPORTING PROCEDURES • Qt1arterly Progress/Expenditure Report, (Atta -W. ,'?at DA) is required, for all.projects. Vie Graritee shall be subject to wad comply with gall applical-Ae requiretyients of the funding agency regarding project -reporting tequirements. In addition, (;raritee will submit a quarterly report tf,.) ]" ACMTA at One Gateway Plaza, Los Angeles, CA 90012, Attn: Silva Mardrussian, MS 99-9-2. Please note that letters or otlier forms of docunien.. tation may not be substituted for this form. The Quarterly Progress/Expenditure Report covers all activities related to the project and lists all costs incurred. It is essential that Grantee provide complete and adequate respo11sc to all the questions. The ex eases listed rrinst be supported 'by appropriate documentation with a dear explanation of tbeP urpose and relevance of each expense to the project. Expenses must reflect the proportionate share of local triatch, irld,Uding in- kind, charged to the grant. • In., cases where there are no activities to report, or problems causing delays, dear explanation, including actions to rernedy the situation, rnust, be provided. Grantees are required to track and report on the project schedule. LACMTA will inordtor the timely use of fiends and delivery of projects. Project delay, if any, must be repor-ted c!acli quarter. Projects not delivered in a tiTnelyniatiner will be reevalillated. by 1,AC'MTA as part of the annual, Call for Projects Recertification process and the Funds rnay be dcobligated and reprogram,med by the LACMTA Board. • The Quarterly Progress/ExperiditUre Report is drie to LACMI'A as soon as possible after the dose ofeach quarter, but no later than the following dates, for each fiscal year: Quarter Report Due Date July —September November 30 October - December February 28 January - March May 31 April - June August 31 Upon completion of the Project a final report that includes project's final evaluation must be submitted. Attachment D EXPENDITURE GUIDELINES MXL Grant# MX201405 Agreement # 920000000MX201405 • Any activity or expense charged above and beyond the approved Scop of*"Fork (FA gip, ch _en lIT ) Ls considered igtfi ib an(]. will not be reimbursed by LACM'fA unless rie:'r written a horiz �i a ° has been granted by the LACMTA Chief Executive Officer or his designee. • Any expense charged to the grant or local match, including in-kind, must be clearly and directly related to the project. • Any activity or expense charged as local match cannot be applied to any other LACMTA- funded or non.-LACMTA-funded projects; activities or expenses related to a previously funded project cannot be used as local match for the current project. • Adtarin strative cost is the ongoing expense incurred by the Grantee for the duration of the project and for the &rect benefit of the project as specified in the Scope-oflWork tta er °tE Examples of administrative costs are °Nrersonnel, office supplies, and. quiprnent. As a. condition for eligibility, all costs must be necessary for maintaining, monitoring, c:oorrla.riating, reporting and budgeting of the project. Additionally, expenses must be reasonable and, appropriate to the activities related to the project. • LACMTA is not responsible for, and will not reimburse any costs incurred by the Grantee prior to the execution of tf:r.e FA, unless _w X:tLten�ant ' qri ati has been granted by the LACMTA Chief Executive Officer or her designee. The FA is considered executed when the LACMTA Chief Executive Officer or her designee signs the document. DEFINITIONS Local Participation: Where local participation consists of "in-kind" contributions rather than funds, the following contributions may be included: • Costs incurred by a local jurisdiction to successfully complete the project. Examples include engineering, design, rights-of-way purchase, and construction management costs. • Donations of land, building space, supplies, equipment, loaned equipment, or loaned building space dedicated to the project. • Donations of volunteer services dedicated to the project. • A third -party contribution of services, land, building space, supplies or equipment dedicated to the project. Allowable Cost: To be allowable, costs must be reasonable, recognized as ordinary and necessary, consistent with established practices of the organization, and consistent with industry standard of pay for work. classiErcat:ion. Attachment D MXL Grant# MX201405 Agreement # 920000000MX201405 Excessive Cost: Any expense deemed "excessive" by LACNITA staff wotdd I)e adjLtsted to reflect a "reasonable and customary" level. For detail definition of ",t-easorlable cost", please refer to the Federal Register OMB Circulars A-87 Cost Principals for State and Local Governments; and A-122 Cost Principals for Nonprofit Organizations. Ineligible Expenditin -es: Any activity or expense charged above and beyond the approved Scope-of-wor'k is considered ineligible. Frazier Street Pedestrian & Bicycle Safety Improvements Metro Grant Agreement ATTACHMENT Dl QUARTERLY PROGRESS / EXPENDITURE REPORT GRANTEES ARE REQUESTED TO MAIL THIS REPORT TO LACMTA at One Gateway Plaza, Los Angeles, CA 90012, Attn: Silva Mardrussian, 9th Floor, MS 99-9-2 after the close of each quarter, but no later than N.Qy --r l 1 dmu 2 , May 31 and AgigusL,i Please note that letters or other forms of documentation may not be substituted for this form. Refer to the Reporting and Expenditure Guidelines (Attachment C) for further information. 9111111 1, . Ilk ommoommm 11A *04 • •11111111111m; 1;1;;!:IlllllillilllilflilillillifiliFim; 11 Please itemize grant -related charges for this Quarter on Page 5 of this report and include totals in this Section. LACMTA Grant Local Match (Incl. Local Match Total In -Kind) $ $ % $ �i a •- • This Quarter Expenditure Retention Amount Net Invoice Amount (Less Retention) ------------ Funds Expended to Date (Include this Quarter) Total Project Budget % of Project Budget Expended to Date Balance Remaining Rev: 08.20.13 1 FA Attachment C1 . ril ji SECTION 2 GENERAL INFORMATION PROJECT TITLE: FA #: QUARTERLY REPORT SUBMITTED FOR: Fiscal Year: [] 2013-2014 ❑ 2014-2015 F-12015-2016 2016-2017 ❑ 2017-2018 F12018-2019 Quarter : DQ1: Jul - Sep Q2: Oct -Dec E]Q3: Jan - Mar Q4: Apr - Jun DATE SUBMITTED: LACMTA MODAL CATEGORY: [_]RSTI ❑ Pedestrian Signal Synchronization []TDM Bicycle Goods Movement Transit F] TEA Rev: 08.20.13 2 FA Attachment Cl 1. 'DE List all deliverables and milestones as stated in the FA, with start and end dates. Calculate the total project duration. DO NOT CHANGE THE ORIGINAL FA MILESTONE START AND END DATES SHOWN IN THE 2 No AND 3 RD COLUMNS BELOW. Grantees must make every effort to accurately portray milestone dates in the original FA Scope of Work, since this will provide the basis for calculating any project delay. If milestone start and/or end dates change from those stated in the Original FA Scope of Work, indicate the new dates under Actual Schedule below and re -calculate the project duration. However, this does not change the original milestones in your FA. PER YOUR FA AGREEMENT, ANY CHANGES TO THE PROJECT SCHEDULE MUST BE FORMALLY SUBMITTED UNDER SEPARATE COVER TO LACMTA FOR WRITTEN CONCURRENCE. Original FA Schedule in Scope of Actual Schedule FA Milestones Work Start Date End Date to ate End Date Total Project Duration (Months) 2. PROJECT COMPLETION A. Based on the comparison of the original and actual project milestone schedules above, project is (select only one) : F]On schedule per original FA schedule Between 12-24 months behind original schedule Less than 12 months behind original schedule More than 24 months behind original schedule B. Was the project design started within 6 months of the date originally stated in the FA? El Yes F] No ❑ Not Applicable C. Was a construction contract or capital purchase executed within 9 months after completion of design / specifications? F] Yes No F1 Not Applicable Rev: 08.20.13 3 FA Attachment C1 13. "ASKS I MILESTONES ACCOMPLISMED List tasks or milestones accomplished and progress made this quarter. ECTOM If project is 11 delayed, describe reasons for delay (this quarter). Pay particular attention to schedule delays. If delay is for the same reason as mentioned in previous quarters, please indicate by writing "Same as Previous Quarter". If the project is delayed (as described in #4), include action items that have been, or will be, undertaken to resolve the delay. Rev: 08.20.13 4 FA Attachment C1 All expenses and charges, including grant and local match, must be itemized and listed below. Each item listed must be verifiable by an invoice and/or other proper documentation. The total amounts shown here must be equal to this quarter's expenditures listed on page 1 of this report. All expenses and charges must be reflective of the approved budget and rates as shown in the FA Attachment B, Scope of Work. Use additional pages if needed. TOTAL EXPENSES I $ CHARGED TO LACMTA ITEM INVOICE # $CHARGED TO LOCAL MATCH CHARGES GRANT [21 '' 5 8 7 8 9 10 11 12 13 TOTAL Notes: 1. Local match spent in each quarter, must be in the appropriate proportion to LACMTA grant. 2. All receipts, invoices, and time sheets, attached and included with this Expense Report must be listed and shown under the Invoice Number column of the Itemized Listing (above). Invoice Payment Information: LACMTA will make all disbursements electronically unless an exception is requested in writing. ACH Payments require that you complete an ACH Request Form and fax it to Accounts Payable at 213-922-6107. ACH Request Forms can be found at www.metro.net/callforprojects. Written exception requests for Check Payments should be completed and faxed to Accounts Payable at 213-922-610" y p 9 p of I certify that I am the responsible Project Manager or fiscal officer and representative „ and that to the best of my knowledge and belief the information stated in this report is true and correct. ...... Signature Date Name Title Rev: 08.20.13 5 FA Attachment C1 Attachment E MXL Grant# MX201405 Agreement # 920000000MX201405 PROJECT MILESTONES SCHEDULE Metro ExpressLanes Net Toll Revenue Re -Investment Grant: City of Baldwin Park Project Title: Frazier Street Pedestrian and Bicycle Safety Improvements Progress .... . Fund Source .m.... Milestone add lines as ( Tasks(may than � Total Cost CMTA L C Agency needed o per milestone .. .... rant Contribution Fiscal Year 2016-17 Q1 Public Outreach Meetings/Web Page, etc 5000 5000 Complete Preliminary Q1 Preliminary Engineering I 40354 40354 .........................................................................�... � � � ._ ................... Engineering _............................. Q1 45354 40354 5000 Subtotal MeetingsNOWicle in BP Q2 Public Outreach 5000 5000 Q2 Construction 50% Design Submittal 40590 40590 m Engineering ........�.............. Q2 45590 405mm._� 90 5000 Subtotal Q3 Public Outreach Meetings 10000 10000 Q3 Construction 100% Design Submittal 30000 30000 �ss _�..W...... Engineering ..Advertise Q3. ............. Final Plan Review Bid .......... . 10000 Q3_.._ Q3 Bid Support Awa.....................___ rd of Contract 5000 5000 Q3 Start Construction Mobilization 100000 100000 Q3 Construction Inspection On-going 10000 10000 165000 130000 35000 Subtotal ............... Q4 Construction Com .... complete Construction 684344 684344 - Q4 ��_�.�...._._.......�..._ ...... Construction Inspection ...............m...�........,,spection In and Closeout 46 � 121...................... 12146 Q4 696490 684344 12146 Subtotal Total 952434 895288 57146 Grand Totals 952434 895288 57146 ITEM NO. STAFFS /�o.:wNu81 o TO: Honorable Mayor and Members of the City Council TA FROM: Manuel Carrillo Jr., Director of Recreation & Community Servi Y ✓. •✓ L �SY yyNMCP RJI FwW k DATE: March 2, 2016 SUBJECT: AUTHORIZATION TO ADVERTISE THE REQUEST FOR PROPOSAL FOR PROFESSIONAL PYROTECHNIC SERVICES RELATED TO THE 4TH OF JULY FIREWORKS CELEBRATION SUMMARY The purpose of this staff report is to request the authorization to advertise the Request for Proposal for professional pyrotechnic services related to the 4th of July Fireworks Celebration. FISCAL IMPACT The funding source can be determined at a later date. RECOMMENDATION Staff recommends the City Council: 1) To authorize the advertisement of the Request for Proposal (RFP) for professional pyrotechnic service related to the 4th of July Fireworks Celebr timand 2) To authorize the Director of Finance to identify funds, make appropriate transfers and fund adjustments. LEGAL REVIEW The City Attorney has reviewed the Request for Proposal (RFP) and approved it as to form. BACKGROUND At their May 6, 2015 City Council meeting, City Council approved the return of the 4th of July Fireworks Celebration. Subsequently, staff contacted one of the three regional pyrotechnical vendors to obtain an approximate estimate to host a show. The Department is set to go out to bid for pyrotechnic services to determine costs of having a fireworks show in 2016. Based on primary estimates and to streamline the process, it is anticipated for bids to come within the Chief Executive Officer's signing authority of $24,999, Council approval would not be needed to award a contract. If the amount exceeds the signing authority for the Chief Executive Officer, we will request for council approval at a subsequent meeting. Only vendors who submit a complete RFP and meet the criteria set by the City will be considered. The attached RFP specifications describe the scope of the event as past years, including timeline, insurance, responsibilities, and all associated elements of the event which is consistent as in previous years. ALTERNATIVES 1) The City Council may elect not to approve the RFP at this time and consider the event during Fiscal Year 2016-2017 budget process. ATTACHMENT 1) Request for Proposals (RFP) CITY OF BALDWIN PARK 4T" OF JULY SPECTACULAR 2016 REQUEST FOR PROPOSALS (RFP) The City of Baldwin Dark (City) conducts an annual 4t" of July Firework show (Show) as part of its 4t" of July Spectacular. The Show is held at the Cierra Vista High School. The campus is used throughout the 4t of July Celebration for various other activities and entertainment. The City wishes to enter into a one-year contract for a professional show with at least the following pyrotechnic displays: The show must be at least approximately 18 minutes in length without breaks with appropriate patriotic music accompaniment. The contractor will not be responsible for the sound system although must provide the audible portion of the show. FIREWORKS SPECIFICATIONS: Base Bid 1. Duration of display - 18 -minute minimum. 2. Fireworks Bid not to exceed $20,000. 4. Fireworks ignition — electronic. 5. $5,000,000 single limit liability insurance naming the City, Baldwin Park Unified School District, Sierra Vista High School, Los Angeles County Fire Department, and each of their officers, agents, employees and volunteers additional insured. 6. Maximum shell size: 3". 7. Sand free firing racks. 8. No ground set pieces. 9. Music and voice narration CD provided. 10. Fall out zone to comply with National Fire Protection Association Code 1123, Los Angeles County Fire Department and any other government agencies. DELIVERABLES: Base Bid 1. Vendor and fireworks must arrive no later than 9:00 am, July 4, 2016 at Sierra Vista High School, 3600 Frazier Street, Baldwin Park, CA 91706. Fireworks show to start at 9:00 pm sharp. 2, Vendor must provide all safety equipment for themselves and their crew. (Ear plugs, hard hats, eye protection, gloves, long sleeve protective clothing, etc.). 2. Vendor must provide all supplies needed for set-up and show which include but are not limited to: hammers, racks, fuses, fire extinguishers, and anything needed to provide a successful show. PERMITS: 1. Vendor MUST obtain any and all permits or licenses required by law. Cost must be included in bid. 2. Vendor must obtain a business license permit from the City of Baldwin Park. The business license permit can be purchased at: City of Baldwin Park City Hall — 2nd Floor 14403 E. Pacific Avenue Baldwin Park, CA 91706 Business Hours — Monday - Thursday 7:30 am to 6:00 pm Phone- (626) 960-4011 Extension, 214 3. Vendor MUST abide by all rules and regulations imposed by law including National Fire Protection Association Code 1123 and California Code of Regulations, Title 19, Chapter 6 and the California Health & Safety Code 12500-12726. Please note the vendor will be responsible for all permit fees required by Los Angeles County Fire Department and any other Government Agencies. The City is to be informed of any additional fees. MEETINGS: 1. PRIOR to being awarded the contact, a representative must meet with City for a site inspection. 2. Meet with the City a minimum of two times prior to the event. Pyrotechnic shooter must be present to review site with City representatives one of these times. INSURANCE: 1. Provide insurance from a company authorized to do business in the State of California. 2. Must agree to hold harmless, indemnify and defend the City of Baldwin Park, Baldwin Park Unified School District, Sierra Vista High School, Los Angeles County Fire Department, and each of their officers, agents, employees and volunteers and as additionally insured. 3. Vendor shall obtain at its sole cost and file with the City of Baldwin Park, City Clerk's Office, a policy or policies of insurance or a certificate of insurance and Vendor must obtain a business license permit from the City of Baldwin Park: a. Naming the City of Baldwin Park, Baldwin Park Unified School District, Sierra Vista High School, Los Angeles County Fire Department, its officers, agents, employees and volunteers and as additionally insured. b. Provide that said policy or policies shall contain a clear cancellation and/or reschedule provision, as to the City's options in case of inclement weather or severe wind. C. Each policy of insurance must be issued by an insurance company, which is authorized to do business in the State of California. d. Insurance with the following limits. (1) Workers Compensation: Before beginning work, vendor Shall supply proof of full workers compensation insurance for all persons to be employed directly in carrying out the work as specified in accordance with the laws of the State of California. (2) Comprehensive General Liability: (Bodily Injury and Property Damage) which shall include limits of at least $5 million single limit. PAYMENT: 50% to be due June 16, 2016 and balance due on July 11, 2016. PROPOSALS: Proposals must be submitted as follows: 1. Description of the proposed show indicating size and type of devise planned. 2. Contractor qualifications including required licenses (and expiration date) and references of other local municipalities served (minimum of three). 3. Proposed staffing with descriptions of experience and qualifications with Name and Contact numbers. 4. Proof of insurance or insurability. 5. Assurances that the proposal will comply with each of the requirements. 6. Quote for year, if the City chooses to extend the contract for one year. 7. Assurances as to quality of show and customer satisfaction. Please submit (2) two copies of your proposals by Thursday, March 31, 2016 at 10:00 am to: City of Baldwin Park Department of Recreation & Community Services 4100 Baldwin Park Blvd. Baldwin Park, CA 91706 Attention: Manuel Carrillo Jr. Proposals will be opened in public at the above address on Thursday, March 31, 2016 at 10:00 am Proposals will be evaluated first on compliance with the requirements established in this request for proposal, safety record, training, and price. The City of Baldwin Park reserves the right to reject any and all bids for any reason. Any questions regarding this request for proposals, please contact Manuel Carrillo Jr., Director of Recreation & Community Services, at (626) 813-5245, Ext. 314 or electronically at Mcarrillo@baldwinpark.com. ITEM NO STAFF REPORT TO: Honorable Mayor and City Council members 0 NUC or �. ' FROM: Daniel Wall, P.E., Director of Public Works / City Engineer SAN GA EL DATE: March 2, 2016 r SUBJECT: RESOLUTION 2016-110 ESTABLISHING UNDERGROUND 0 JANO UTILITY DISTRICT 16-1 ON BALDWIN PARK BOULEVARD BETWEEN KENMORE AVENUE AND BRESEE AVENUE SUMMARY After conducting a public hearing, this item adopts Resolution 2016-110 establishing the formation of proposed Underground Utility District 16-1 on Baldwin Park Boulevard between Kenmore Avenue and Bresee Avenue. FISCAL IMPACT This project will have no impact on the General Fund. Rule 20A funds collected by Southern California Edison (SCE) and developer funds deposited for the undergrounding in this district will completely fund the project, including design, construction, project management and inspection, undergrounding all services lines, service connections, and meter modifications. RECOMMENDATION It is recommended that the City Council: Waive further reading, read by title only, and adopt Resolution No. 2016-110, entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ESTABLISHING UNDERGROUND UTILITY DISTRICT 16-1 ON BALDWIN PARK BOULEVARD BETWEEN KENMORE AVENUE AND BRESEE AVENUE." BACKGROUND Under Rule 20A of the California Public Utilities Commission, public utilities are required to collect funds from ratepayers to be used for undergrounding projects in every city. All SCE ratepayers, not just those with service in locations where facilities are to be undergrounded, pay for rule 20A projects. For a project to qualify for full funding under Rule 20A, the project must produce a benefit to the general public and not just to the customers in the immediate area of the improvements. These general public benefit is achieved if the project satisfies one or more of the following criteria: • The location has an unusually heavy concentration of overhead facilities • The location is heavily travelled • The location qualifies as an arterial or major collector road in the local governments general plan. • The overhead equipment is located within a civic, recreational, or scenic area. By 2017, SCE will have accumulated approximately $2.8 million in Rule 20A allocations for the City of Baldwin Park. In addition, The developer of the property on Baldwin Park Boulevard and Merced deposited $200,000 with the City for use in undergrounding utilities adjacent to the property. This provides $3 million for the undergrounding of utilities in proposed Underground Utility District 16-1. The Rough Order of Magnitude (ROM) cost estimate provided by SCE for this project is $3 million. UNDERGROUND UTILITY DISTRICT 16-1 LEGAL REVIEW This Report has been reviewed by the City Attorney. ALTERNATIVE The City Council could choose to not to pursue undergrounding utilities in this particular area or at this time. E IY IITOVINIH—W W A. Resolution 2016-110 B. SCE letter with Rough Order of Magnitude Estimate Attachment A RESOLUTION NO. 2016-110 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ESTABLISHING UNDERGROUND UTILITY DISTRICT 16-1 ON BALDWIN PARK BOULEVARD BETWEEN KENMORE AVENUE AND BRESEE AVENUE. WHEREAS, Overhead utilities may be undergrounded by first establishing an underground utility district and then using funds from the California Public Utilities Commission (CPUC) Rule20A funding program, which is administered by the Southern California Edison Company (SCE), and WHEREAS, It is desirable to remove the visual blight caused by overhead utilities NOW THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: SECTION 1. The City of Baldwin Park City Council authorizes SCE to proceed with the Baldwin Park Boulevard Underground Utility District 16-1 Rule 20A funded project to underground the overhead utilities on Baldwin Park Boulevard between Kenmore Avenue and Bresee Avenue, including the removal of all poles, overhead wires and associated structures and the underground installation of wires and facilities for supplying electric, communication or similar and associated service within the District and for individual service connections and connection to the main connection point at the first pole outside of the District as Described in Exhibit "A" and depicted in Exhibit "B" PASSED, APPROVED, AND ADOPTED this 2nd day of March 2016. MANUEL LOZANO MAYOR ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES( SS: CITY OF BALDWIN PARK L_ I, ALEJANDRA AVILA, Deputy City Clerk of the City of Baldwin Park do hereby certify that the foregoing Resolution No. 2016-110 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on March 2, 2016 and that the same was adopted by the following vote to wit: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ALEJANDRA AVILA CITY CLERK Attachment A RESOLUTION NO. 2016-110 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, ESTABLISHING UNDERGROUND UTILITY DISTRICT 16-1 ON BALDWIN PARK BOULEVARD BETWEEN KENMORE AVENUE AND BRESEE AVENUE. WHEREAS, Overhead utilities may be undergrounded by first establishing an underground utility district and then using funds from the California Public Utilities Commission (CPUC) Rule20A funding program, which is administered by the Southern California Edison Company (SCE), and WHEREAS, It is desirable to remove the visual blight caused by overhead utilities NOW THEREFORE, IT IS HEREBY RESOLVED AS FOLLOWS: SECTION 1. The City of Baldwin Park City Council authorizes SCE to proceed with the Baldwin Park Boulevard Underground Utility District 16-1 Rule 20A funded project to underground the overhead utilities on Baldwin Park Boulevard between Kenmore Avenue and Bresee Avenue, including the removal of all poles, overhead wires and associated structures and the underground installation of wires and facilities for supplying electric, communication or similar and associated service within the District and for individual service connections and connection to the main connection point at the first pole outside of the District as Described in Exhibit "A" and depicted in Exhibit "B" PASSED, APPROVED, AND ADOPTED this 2nd day of March 2016. MANUELLOZANO MAYOR ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES �- SS: CITY OF BALDWIN PARK I, ALEJANDRA AVILA, Deputy City Clerk of the City of Baldwin Park do hereby certify that the foregoing Resolution No. 2016-110 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on March 2, 2016 and that the same was adopted by the following vote to wit: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ALEJANDRA AVILA CITY CLERK EXHIBIT "A" DESCRIPTION OF UNDERGROUND UTILITY DISTRICT 16-1 All property within a strip of land approximately one hundred (100) feet wide, lying approximately fifty (50) feet on each side of the centerline of Baldwin Park Boulevard beginning at the centerline of the intersection of Baldwin Park Boulevard with Kenmore Avenue and continuing northeast to the intersection of Baldwin Park Boulevard and Bresee Avenue. All applicable properties being within the boundaries of the City of Baldwin Park, County of Los Angeles, State of California. 11 im : . � � �\�2 \ � � \ � .. % /\ \ � � � ry' LIU E2 EDISON INIF[RNA110114AL' January 27, 2016 Mr. Daniel Wall, PE Director Of Public Works / City Engineer CITY OF BALDWIN PARK 14403 E. Pacific Avenue a 1706-4297 Idwin Park CA 9 subject: Rough order of Magnitude, (ROM) Cost Estimate Baldwin Park — Rule 20A Undergrounding Project Baldwin Park Boulevard — Kenmore Avenue to Bresee Avenue Dear Mr. Wall, ment has reviewed the Rule 20A project in file City of Baldwin Park: Rule 20A Project Manage re Avenue to Bresee Avenue. The ROM cost estimate for the Baldwin park Boulevard — Kenmore dollars. chin The trench footage for the project is project is $3',000,000 expressed in 20 as well asestirnated crossings, street lights and service 5,21 g0 linear feet and includes all mainline tren laterals, The cost of the project is escalated to the year 2017, which is the anticipated year that construction would be scheduled and includes an estimated accuracy variance of approximately 40%, This aSSLIFTIeS the other utilities involved in, the project can complete their design and prepare construction docurnents in the same timeframe as SCE has estimated. Should the City and SCE agree to proceed with the Rule 20A project, the scope of work and SCE estimated cost for the project can be updated and with greater accuracy following the completion of SCE's, final engineering design. SCE may According to the California Public Utilities Commission (CPUC) Decision 01-12-009, mortgage a maximurn of five years of a city's future Rule 20A annual allocations. For calendar year 2016, the City Of Baldwin Park has received an annual alloProjcatioecting sn of $158ilar ,057ar'nwhual ich brings the City's current Rule 20A allocation balance to $2,586,52& im allocations for year 2017 the City Would have an approximate balance of $2,744,585 at the anticipated start of construction in the last quarter of 201 ,7. Given the ROM estimate of $3,000,,000,, there would be a shortfall of approximately $255�,415 in annual allocations, the equivalent of just over a,one year mortgage Of future allocations, which falls within the five-year therefore making this a viable project, SCE will review and maximum mandated by the CPUC, n adequate balance update the allocation estimate prior to the start of construction to ensure a exists before proceeding with construction. SCE's ability to proceed with this project is depee dent upon the annual CPUC budget 'ides for the availability of capital funding andire sources for Program, which provides Funding level for the Rule 20A Progr s for the Rule 20,A Program may d ill act ll"tin e Rule 20A projects r of construction for this propo�sd j�ir Vvle, allocations and the anticipated yea FEB 0 2 2016 CI I EN [)IVISD The ROM estimate is based on the following assumptions: • SCE has an available budget to proceed with the project. • The City of Baldwin Park has accumulated an adequate allocation balance within the allowable five year mortgage limit. • The City of Baldwin Park has established an underground utility district by resolution or ordinance for this project and/or area. • City of Baldwin Park will allow and provide for the granting of easements) to SCE for trench installation within the project boundary, as necessary. Additional terms and conditions assumed in the ROM estivate are outlined in the attached Rule 2OA General Conditions Policy document, which further, defines the responsibilities of SCE and the City of Baldwin Park to ensure the success of this project. Please communicate the current ROM estimate and the information included regarding allocations and assumptions to the appropriate City staff. Thank you for your assistance in this matter and should you have any questions please feel free to call me directly. Sincerely, 01�11` Z ,r d� Robert Ciccarelli SCE Rule 20A Project Manager Metro East Region 714-430-7842 cell, 714-971-5762 office 714-973-5762 fax, robert.ciccarelli@sce.com cc: Tony Mathis, SCE Distribution Project Management Clave Seeley, SCE Rule 20A Project Manager Constance Turner, Local Public Affairs Region Manager Talisa Lee, SCE Rule 20A Program Analyst Project Files 2 Rule20A General Conditions General Conditions: SCE will, at its expense, replace its existing overhead electric facilities with underground electric facilities as outlined in the Rule 20 Tariff. To ensure the success of this program, this policy document further defines the responsibilities of SCE and the sponsoring governmental agency (applicant) as follows: 1 �ibi7ities of E 1. Provide initial project assessment including qualification under Rule 20A, suggestions as to cost-effective use of 20A allocations and possible exemptions for poles that are not cost-effective to underground. 2. Provide a Rough Order of Magnitude (ROM) estimate for the undergrounding of SCE's facilities and a preliminary schedule based on an analysis of available allocations. 3. Provide consultation to the Applicant to establish or modify the project boundary map for SCE's operational benefits and if necessary to improve wheelchair access adjacent to SCE's facilities, and to facilitate approval of the project resolution or ordinance. 4. After approval and formation of the Underground Utility District (UUD) and, as requested by the Applicant, meet at least once every other month with the Applicant to discuss project status and progress. 5. Initiate and complete SCE's preliminary design identifying SCE's trench route and location of structures. 6. Provide an electronic copy (CADD) of SCE's preliminary design to the Applicant for distribution to the joint utilities. 7. Identify locations that require an easement for the placement of SCE's facilities on private property. 8. Prepare necessary easement documents, make initial contact with affected property owners, and make reasonable efforts to secure the necessary easements. If SCE cannot obtain easements, SCE will solicit the Applicant's assistance to do so. 9. Replace existing overhead fed streetlights with new underground fed marbelite streetlights within the UUD. 10. Provide approved Storm Water Pollution Prevention Plans (SWPPP) where required. 11. Provide temporary traffic control consistent with the California Joint Utility Traffic Control Manual. 12. Provide overall coordination of the bid process for the civil portion of the project (underground ducts and structures) for affected joint utilities. After installation and completion of the ducts and structures, each utility is solely responsible for its cabling and overhead removal. Transmission & Distribution Central Design & Field Accounting Issued: May 6, 2013 Page 1 SOUTHERN CAUFORNIA L1 Rule20A General Conditions General Conditions: SCE will, at its expense, replace its existing overhead electric facilities with underground electric facilities as outlined in the Rule 20 Tariff. To ensure the success of this program, this policy document further defines the responsibilities of SCE and the sponsoring governmental agency (applicant) as follows: 1 �ibi7ities of E 1. Provide initial project assessment including qualification under Rule 20A, suggestions as to cost-effective use of 20A allocations and possible exemptions for poles that are not cost-effective to underground. 2. Provide a Rough Order of Magnitude (ROM) estimate for the undergrounding of SCE's facilities and a preliminary schedule based on an analysis of available allocations. 3. Provide consultation to the Applicant to establish or modify the project boundary map for SCE's operational benefits and if necessary to improve wheelchair access adjacent to SCE's facilities, and to facilitate approval of the project resolution or ordinance. 4. After approval and formation of the Underground Utility District (UUD) and, as requested by the Applicant, meet at least once every other month with the Applicant to discuss project status and progress. 5. Initiate and complete SCE's preliminary design identifying SCE's trench route and location of structures. 6. Provide an electronic copy (CADD) of SCE's preliminary design to the Applicant for distribution to the joint utilities. 7. Identify locations that require an easement for the placement of SCE's facilities on private property. 8. Prepare necessary easement documents, make initial contact with affected property owners, and make reasonable efforts to secure the necessary easements. If SCE cannot obtain easements, SCE will solicit the Applicant's assistance to do so. 9. Replace existing overhead fed streetlights with new underground fed marbelite streetlights within the UUD. 10. Provide approved Storm Water Pollution Prevention Plans (SWPPP) where required. 11. Provide temporary traffic control consistent with the California Joint Utility Traffic Control Manual. 12. Provide overall coordination of the bid process for the civil portion of the project (underground ducts and structures) for affected joint utilities. After installation and completion of the ducts and structures, each utility is solely responsible for its cabling and overhead removal. Transmission & Distribution Central Design & Field Accounting Issued: May 6, 2013 Page 1 13. Upon request of the Applicant, SCE may use Rule 20 allocations for the installation of no more than 100 feet of each customer's underground electric service lateral and for the conversion of electric service panels to accept underground service, excluding permit fees. 14. Provide necessary materials and construction to complete the new underground electrical system. 15. Provide proper notification to affected customers when electrical outages are necessary to complete conversion to the new underground electrical system. 16. Upon completion of SCE's underground system, remove SCE's existing overhead electrical facilities within the UUD in accordance with the Joint Pole Agreement. 17. Provide the Applicant with an updated schedule when the project is anticipated to experience a delay of three or more months. 18. Provide the Applicant with a revised project estimate when costs are anticipated to exceed the estimate by 10% or more. 19. Provide the Applicant with a "Letter of Completion" after removal of SCE's overhead facilities to document completion of the new underground system and to report on the estimated cost at completion. a�am�tb�l�tis c�f`tl�� plica��t_; 1. Consult with SCE to confirm the requirements and location of the project. 2. Once the project's boundary has been determined, identify and notify all utilities within the proposed project's boundary. 3. Provide an approved resolution or ordinance forming a UUD and a boundary map as required by SCE's Tariff Rule 20. 4. Notify each property owner and affected utility in writing of the conversion with a copy of the adopted resolution/ordinance and boundary map. 5. Provide any studies or information regarding known environmental, biological, geological and or cultural areas within the approved UUD, including recent pot holing/core samplings and soils/paving information from recently completed projects. 6. Provide overall coordination of all utilities involved in the project, including project scheduling and status meetings and ensure each utility performs its required agreed-upon scope of work. 7. Provide Base Map information showing the following: boundary, roads, future road improvements, sidewalks, curbs, property lines, buildings, existing water and sewer, easements, and any other known utilities or obstacles. The Applicant may opt to provide SCE with complete base maps including all utilities. 8. After SCE has made reasonable efforts to secure easements, the Applicant will secure all required rights-of-way and easements necessary for the installation of SCE's facilities on private property. 9. Review, comment upon, and approve SCE's design plans, street light authorization form, and traffic control plans within 30 days of receipt from SCE. Transmission & Distribution Central Design & Field Accounting Issued: May 6, 2013 Page 2 10. Manage and pay all costs associated with the remediation of contaminated soils and cultural resource findings. Rule 20A funding may not be used for environmental remediation costs. 11. Stake and survey for any associated future grade changes. 12. Provide SCE or SCE's contractor with an acceptable construction yard for material and equipment laydown. 13. Limit the paving and restoration requirements to SCE's standard excavation and restoration (APWA Standard 133-2) necessary for construction of the project. SCE and joint trench participants will replace paving, landscaping, sidewalks, etc. that are removed during construction. Rule 20A funding may not be used for additional restoration costs or street improvements beyond that necessitated by the project. 14. Waive pavement moratorium requirements, or pay for additional costs above SCE's standard for pavement and restoration. 15. Should applicant require any additional traffic control planning beyond that which SCE provides (per California Joint Utility Traffic Control Manual), Applicant will prepare or pay to prepare such a plan. 16. Pay for the installation of any additional streetlights or decorative streetlights requested by the Applicant in accordance with SCE's Street Light Agreement. 17. Remove Applicant -owned streetlights attached to utility poles and located within the UUD at Applicant expense. 18. Minimize work hour restrictions for construction, including holiday and/or special construction limitations. 19. Waive all permit fees and other incidental project specific costs, including, but not limited to, inspection, parking charges, rental cost of Applicant properties and lost revenues. 20. Guarantee to authorize SCE to proceed with the conversion of a minimum 600 feet of existing continuous overhead electrical facilities to underground facilities within the area of the approved UUD. This is the minimum length of undergrounding that can be constructed and capitalized under SCE's Rule 20A tariff, allowing SCE to recover its investment from its ratepayers. Once approved by SCE, a Rule 20A project may not be cancelled by the applicant. Transmission & Distribution Central Design & Field Accounting Issued: May 6, 2013 Page 3 ITEM NO. _ 77 S rA 1" RPORI'iii ✓ i ��lj/iii�/a��i� l "� '�' { ALD DARRI TO: Honorable Mayor and Members of th e City Council FROM: Manuel Carrillo Jr., Director of Recreation & Community ServIc 81 sDATE: March 2, 2016fly" SUBJECT: CONTRACT AGREEMENT WITH GREEN LEAF EVENTS INC. FOR A CERTIFIED FARMERS' MARKET AND STREET FAIR SUMMARY This staff report requests City Council to consider entering an agreement with Green Leaf Events Inc. to provide a Certified Farmers' Market and Street Fair. FISCAL IMPACT There is no fiscal impact and no cost to the City. However, the approval would generate a saving of approximately $48,868 previously spent on the downtown street market. RECOMMENDATION Staff recommends the City Council approve the attached agreement and authorize the Mayor to execute the necessary documents. LEGAL REVIEW The City Attorney has reviewed the agreement and approved it as to form. BACKGROUND Since 2014, the City of Baldwin Park operated a downtown street market coordinated by the Recreation and Community Services Department. The 2015, downtown street market successfully attracted over 85 local vendors on a weekly basis with an estimated attendance of over 3,500 guests per week. The event consisted of entertainment, artisans, food vendors, beer garden, farmers and a free kid's fun zone. Total expenditures to operate the event were $68,605 of which the City contributed a total of $48,868 and $19,737 was generated in revenues from sponsorships and booth sales. This year, the City received a proposal from Green Leaf Events Inc. to establish a Certified Farmers Market at no cost to the City. Green Leaf Events Inc. is interested in providing the City with similar services. Green Leaf Events Inc. would provide a weekly "Baldwin Park Certified Farmers' Market and Street Fair which would include a certified farmers' market, food booths, kids zones, artisans, live entertainment, commercial vendors and a Beer Garden (provided by a local restaurant). The event is proposed to be held every Thursday from 5pm- 9pm (9:30pm end time in summer months) beginning on April 7, 2016 through December 1, 2016 for a 24 month period. The Certified Farmers Market is proposed to take place at Morgan Park from April 7, 2016 through August 4, 2016, and later relocating to the Downtown Main Street location starting August 11, 2016 through December 1, 2016. Green Leaf Events Inc. agrees to provide the City all expertise, personnel and services necessary to organize, establish, promote, and operate a Certified Farmers' Market and Street Fair. Such services shall include the following: a. Obtain liability insurance naming the City as an additional insured and maintain all licenses and permits required by the State of California, the County of Los Angeles, the City, and any other government agencies having jurisdiction with respect to the operation of the Farmers' Market, and the professional services provided by the Contractor. b. Provide barricades, street closures, and parking restrictions signs as required by the Department of Public Works. c. Provide required security guards to operate event needs upon approval of the Baldwin Park Police Department. d. Recruit, retain and maintain contact with quality sponsors, farmers, food and artisan vendors, kid's zone, and entertainment for the Farmers' Market. e. Supply all equipment including stage, toilet trailers, generators and other required equipment. f. Provide all advertising and marketing efforts related to the opening and continued operation of the Farmers' Market. g. Establish money handling and record keeping mechanisms for the operation of the Farmers' Market, per the approval of the City. h. Receive, process, and respond to any and all concerns of government agency, customer, vendor, or City staff member related to the operation of the Farmers' Market. Green Leaf Events Inc. agrees to pay the City the amount of ten percent (10%) of total gross income on a monthly basis. The City and Green Leaf Events Inc. has the right to terminate the agreement with or without cause for any reason, with 30 days written notice during the 24 month term. ALTERNATIVES There alternative would be to not enter into an agreement. ATTACHMENTS 1) Agreement AGREEMENT BETWEEN THE CITY OF BALDWIN PARK AND GREEN LEAF EVENTS INC. FOR THE ESTABLISHMENT AND OPERATION OF A CERTIFIED FARMERS' MARKET AND STREET FAIR THIS AGREEMENT is made and entered into this 2 day of March, 2016, between the City of Baldwin Park (hereinafter the "City") and Green Leaf Event Inc., a California Partnership (hereinafter "Contractor") RECITALS WHEREAS, the City desires to conduct activities that support and promote the business community, especially in the Downtown Central Business District; and WHEREAS, in its efforts to assist existing businesses and to encourage new businesses, the City desires to have a Certified Farmers' Market and Street Fair (hereinafter, the "Farmers' Market") operated and conducted within the City; and WHEREAS, Contractor represents that it is an experienced organization which is qualified to establish, organize, and maintain the successful operation of a Farmers' Market, and desires to do so on behalf of the City, in a manner consistent with Contractor's proposal. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants and conditions hereinafter set forth and for good and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: A. OPERATION OF FARMERS' MARKET The Farmers' Market shall be conducted and located in the City at Morgan Park in the Ramona Boulevard Parking Lot with the additional use of portions of Morgan Park (from April 21, 2016 to August 4, 2016) and at the Downtown on Maine Avenue between Ramona Boulevard and Clark Street (August 11, 2016 to December 15, 2016) and at the discretion of the City. 2. The Farmers' Market will operate each and every Thursday from 5:00 pm through 9:00 pm (with a 9:30 pm close in the summer months; June through August) 3. Event will be held in light rain or shine. B. SERVICES TO BE PERFORMED BY THE CONTRACTOR 1. Contractor agrees to provide to City all expertise, personnel and services necessary to organize, establish, promote, and operate a Certified Farmers' Market and Street Fair. Such services shall include the following: a. Obtain and maintain all licenses and permits required by the State of California, the County of Los Angeles, the City, and any other government agencies having jurisdiction with respect to the operation of the Farmers' Market, and the professional services provided by the Contractor. b. Recruit, retain and maintain contact with quality sponsors, farmers, food and artisan vendors, kid's zone, and entertainment for the Farmers' Market. 1) Baldwin Park Business shall have priority registration for vendor booth prior to outside vendors in the amount of three (3) weeks. 2) Contractor agrees to provide approximately 8-10 booths to the City. 3) Contractor agrees to provide approximately two (2) free kids zone rides/bouncers on weekly basis. 4) Contractor agrees to provide various themed nights throughout the course of the season. 5) Contractor agrees to provide weekly entertainment, sound and stage with the exception of the Summer Concerts in the Park Series from June 30 through August 4, 2016. 6) Contractor agrees to inform all vendors of the B.P.M.C. 38.17 (Smoke Free) and ensure compliance from all vendors. c. Provide all advertising and marketing efforts related to the opening and continued operation of the Farmers' Market. Such advertising and promotion shall include, at a minimum, the following: 1) Newsprint — approximately a one (1) 1 X 4 column advertisement to run throughout the year (published at one (1) of the following: Baldwin Park NOW, SGV Tribune, the Highlander and various other newsprint media) 2) Posters — approximately 50 posters to be strategically placed around the City and in neighboring cities 3) Flyers — approximately 10,000 flyers strategically distributed around the City and neighboring cities 4) Banners — approximately six (6) (4 ft. x 7 ft.) banners to be displayed throughout the year, at the discretion of the City 5) Social Media Outlets 6) Promote the Farmers' Market locally and regionally through various promotional activities, including, but not limited to, special events with the Baldwin Park Business Association or other local community organizations d. Establish money handling and record keeping mechanisms for the operation of the Farmers' Market, per the approval of the City. This includes, but is not limited to, the following: 1) Collecting all monies from farmers, vendors, and other revenues sources; 2) Paying and disbursing all monies owed to the City, and other expense on a monthly basis; 3) Maintaining all financial and other Farmers' Market records in accordance with generally accepted applicable accounting principles and standards. e. Provide any and all management services related to the operation of the Farmers' Market. 1) Contractor agrees to provide necessary event staffing. 2) Contractor agrees to provide trash cans for exclusive use of the Farmers' Market. Furthermore, maintain a clean atmosphere during, and after the event and sweep the event area leaving it clear of debris, including City trash receptacles. 3) Contractor agrees to provide required power source to operate booths, including generators and electrical cables. 4) Contractor agrees to supply at least four (4) security guards; consisting of two (2) Baldwin Park Police Officers and two (2) security guards. Security will be reassessed by Baldwin Park Police upon event needs. 5) Contractor agrees to supply barricades and parking restriction signs. Street closures will begin promptly at 4:00 pm and re -open one and half hours (1 Y2) after the end of the weekly event. The "no -parking" signs shall be posted on Wednesday nights prior to the event and be removed on Thursday nights. 6) Contractor agrees to supply restroom facilities (toilet trailer) on a weekly basis. Receive, process, and respond to any and all concerns of government agency, customer, vendor, or City staff member related to the operation of the Farmers' Market. C. SERVICES TO BE PERFOMED BY THE CITY City agrees to provide the Contractor the following services necessary to operate the Farmers' Market. Such services shall include the following: a. City agrees to coordinate with one (1) of a local Baldwin Park business to host Beer Garden on selected dates. b. City agrees to distribute street closure notices to residents affected by event prior to start date. c. City agrees to provide entertainment and stage during the Summer Concerts in the Park Series (from June 30 to August 4, 2016) while Farmers' Market is located at Morgan Park. d. City agrees to assist in the promotion of Farmers' Market through: 1) Newsprint — approximately a one (1) 1 X 4 column advertisement in the Baldwin Park NOW publication to run throughout the year 2) Summer Recreation Guide 3) City Website — advertise on City's website D. EFFECTIVE DATE, TERM AND RENEWAL 1. This Agreement shall be effective on the same date it is approved by the City, and shall continue for 2 years with an option to renew one (1) year term. 2. This Agreement will terminate without any further action by either party hereto at the conclusion of the term. 3. At least thirty (30) days prior to the end of the term of this Agreement, City may, at its own discretion, offer the Contractor an option to renew this Agreement for an additional one (1) year term. Contractor shall respond to City's renewal offer within thirty (30) days from receipt of the offer. Such offer shall be exclusive to Contractor, and shall expire automatically if Contractor does not accept or respond to the City's offer. 4. This Agreement can be canceled by either party with a thirty days (30) written notice consistent with Section F, below. E. COMPENSATION 1. For the 2016 Farmers' Market, Contractor shall pay the City the amount of ten percent (10%) of total gross income on a monthly basis. a. Contractor shall be entitled to ninety percent (90%) of the gross revenues from all of the vendors and food booths for each night of the Farmers' Market. These revenues shall consist of the total of those fees charged per week to each vendor for booth fees, includes sales and fees charged to farmers, and attraction rides. b. City's share of the gross revenues ten percent (10%) shall be forwarded by contractor at regular intervals of no less than every four (4) weeks, as determined by the City. 2. Contractor shall not be entitled to any other costs or fees in relation to this Agreement, unless approved in writing by the City. F. TERMINATION 1. The City and Contractor shall have the right to terminate this Agreement, with or without cause, for any reason, with thirty (30) days written notice. In the event neither City nor Contractor exercises the right to terminate as set forth herein, the Agreement shall automatically terminate at the end of the term. 2. In the event of early termination by either party, City shall be entitled to any of the fees paid to contractor consistent with Section E, above. G. NON -LIABILITY OF OFFICIALS AND EMPLOYEES OF THE CITY No official or employee of the City shall be personally liable to Contractor in the event of any default or breach by City, or for any amount which may become due to Contractor. H. INSURANCE During the term of this Agreement, Contractor shall maintain in full force and effect a policy or policies of liability insurance (including products liability coverage) in amounts and with an insurance company or companies reasonably satisfactory to CITY'S risk manager, but in no event less than five (5) million dollars of General Liability insurance. Each such policy shall be enforced naming CITY and their elected officials, officers, employees and agents as additional insured, shall be primary insurance and shall provide that such insurance shall not be materially altered or terminated except after thirty days' notice is provided to City. Certificates evidencing the existence of the insurance specified in this paragraph shall be filed with CITY'S risk manager prior to Contractor undertaking any of its activities provided for in this Agreement. I. INDEPENDENT CONTRACTOR The Contractor is and shall, at all times, remain as to the City a wholly independent contractor. Neither the City nor any of its officers, employees or agents shall have control over the conduct of the Contractor except as expressly set forth in this Agreement. The Contractor shall not at any time or in any fashion represent that Contractor is in any manner an officer, employee or agent of the City. No employee benefits shall be available to Contractor in connection with the performance of this Agreement. Except as provided in this Agreement, City shall not pay salary, wages, or other compensation to Contractor for performance hereunder for City. Contractor is responsible for payment of any income or other taxes which may arise as a result of this Agreement. City shall not be liable for compensation to Contractor for injury or sickness arising out of performing services hereunder. J. INDEMNIFICATION Contractor agrees to and shall defend, indemnify, protect and hold harmless, the City, its elected and appointed boards, officers, officials, employees, agents and volunteers from and against any and all claims, demands, lawsuits, defense costs, civil, penalties, expenses, causes of action, and judgments at law or in equity, or liability of any kind or nature which the City, its elected and appointed boards, officers, officials, employees agents and volunteers may sustain or incur or which may be imposed upon them for injuries or deaths of persons or damage to properly arising out of Contractor's or any of its subcontracts' negligent or wrongful acts, or omissions under the terms of this Agreement. This section does not apply to liability arising out of the sole negligence of the City. K. NOTICES All notices to be delivered pursuant to this Agreement shall be given by personal service or by depositing the written notice in the custody of the United States Postal Service or its lawful successor, postage prepaid, addressed as follows: To CITY: Shannon Yauchzee, CEO City of Baldwin Park 14403 Pacific Avenue Baldwin Park, CA 91706 To PRODUCTIONS: Jerry Diaz, Event/Operations Manager Green Leaf Events Inc. 3100 Big Dalton Avenue, Suite 170 #244 Baldwin Park, CA 91706 L. OTHER TERMS AND CONDITIONS 1. Governing Law This agreement and all disputes arising hereunder or related hereto, shall be governed by, construed and interpreted in accordance with the laws of the State of California, without giving effect to the California conflict of laws principles. Venue for any action brought in relation to this Agreement shall be in the County of Los Angeles, California. 2. Entire Agreement This Agreement embodies the entire agreement and understanding of the parties hereto in respect of the subject matter contained herein and supersedes any prior agreements and understandings, both written and oral, between the parties with respect to the subject matter hereof. 3. Amendments This Agreement may not be amended except in a writing signed by each of the parties hereto. 4. Construction This Agreement was negotiated jointly by counsel for the parties and shall not be construed against any party as the drafter if there is any question as to the meaning of its terms. 5. Severability The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement. 6. Successors and Assigns This Agreement shall be binding upon and inure to the benefit of the parties hereto, their heirs, successors, assigns, subsidiaries, parent entities and affiliates. 7. Counterparts This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 8. Attorneys' Fees If either party initiates a legal action to enforce the terms of this Agreement, then the successful party shall be entitled to recover its attorneys' fees and court costs incurred to bring the action, in addition to any other damages awarded. IN WITNESS THEREOF, the parties hereto have executed this Agreement on the date first hereinabove written. ATTEST: City Clerk APPROVED AS TO FORM: City Attorney Green Leaf Events Inc. E M CITY FO BALDWIN BPARK M MAYOR ITEM NO. 9 FF REPORT TO: Honorable Mayor and Members of the City Council Lh✓ FROM: City Attorney (t,�S ISR F THE DATE: March 2, 2016 o"" SUBJECT: FIRST READING AND INTRODUCTION OF ORDINANCE NO. r� P° 1384, AN AMENDMENT TO THE CITY'S MUNICIPAL CODE .. - RELATING TO RULES OF DECORUM AT COUNCIL MEETINGS SUMMARY This report requests City Council discussion and approval of Ordinance No. 1384 amending three sections of Chapter 39: Decorum at Council Meetings of the Baldwin Park Municipal Code as follows: Section 39.02(A) Decorum and Order — Audience; 39.03(A) Public Comment; and Section 39.04 Enforcement of Decorum. FISCAL IMPACT There is no fiscal impact associated with this item. RECOMMENDATION Staff recommends that the City Council Adopt Ordinance No. 1384 entitled, "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, AMENDING SECTIONS 39.02 (A), 39.03 (A) AND 39.04(A) (1)-(3) OF CHAPTER 39, TITLE III, ADMINISTRATION, OF THE BALDWIN PARK MUNICIPAL CODE RELATING TO THE RULES OF DECORUM AT COUNCIL MEETINGS." BACKGROUND The City Council has expressed concern about the manner in which members of the public address the Council during Council meetings and the length of City Council meetings as a result of improper speech during Public Comment that is not authorized by the Brown Act or any other law governing Public Comment at City Council meetings. Some members of the public have made comments that are outside of the jurisdiction of the City Council and are personal, impertinent and profane remarks towards individual City Council Members. Based on these concerns, the City Attorney recommends an amendment to the already existing rules of decorum at Council meetings. The public has a right to express themselves and provide input to the City Council on matters of importance to the community that are within the jurisdiction of the City Council. However, it is the Council's goal to ensure that the public's business is conducted timely and with respect and dignity for all members of the Council and the public. Under California law, the public cannot make personal, impertinent, slanderous or prol`.iuie remarks that disturb the orderly conduct of the meetings and cannot make comments that are waside thc,jurisdiction of the City. White v. Norwalk, 900 F. 2d 1421, 1425 (9th Cir. 1990). With the above goals in mind, Amendment One ensures that the City Council is addressed in a professional and orderly manner. Therefore, members of the public who disturb the meeting or violate this Ordinance by making personal or slanderous comments to the City Council or speak on maters outside the jurisdiction of the Council can be barred from further speaking. Amendment Two limits participation by members of the public to items within the subject matter jurisdiction of the City Council and/or City. Amendment Three provides guidance for enforcing the rules of decorum. Specifically, it explains the process of warning and removing an individual who is violates the decorum rules or is disturbing the orderly conduct of the meeting. February 18, 2016 Page 2 The City Attorney has prepared for Council consideration an ordinance which will amend Chapter 39 of the Baldwin Park Municipal Code to establish a clear set of rules concerning decorum and enforcement of decorum at council meetings. The proposed rules balance each individual's First Amendment rights and the requirements of the Brown Act to afford reasonable opportunity for members of the public to speak and address the City Council. By including the amendments to the already existing rules of decorum, the Baldwin Park Municipal Code will improve the already existing protections established by ordinance. LEGAL REVIEW The City Attorney has prepared this staff report and Ordinance. ALTERNATIVES The City Council may choose not to adopt this Ordinance. ATTACHMENTS # 1, Ordinance No. 13 84 Attachment I Ordinance No. 1384 ORDINANCE NO. 1384 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, AMENDING SECTIONS 39.02 (A), 39.03 (A) AND 39.04 OF CHAPTER 39, TITLE III, ADMINISTRATION, OF THE BALDWIN PARK MUNICIPAL CODE RELATING TO THE RULES OF DECORUM AT COUNCIL MEETINGS. WHEREAS, Section 39.02(A) and 39.03(A) of the Baldwin Park Municipal Code establishes rules of decorum and order for the audience and speakers at City Council Meetings and other public meetings of the City's boards, commissions, committees or other agencies created by formal action of the City Council; and WHEREAS, Section 39.04 of the Baldwin Park Municipal Code establishes the enforcement of decorum at City Council Meetings and other public meetings of the City's boards, commissions, committees or other agencies created by formal action of the City Council; and WHEREAS, the City Council wishes to amend Sections 39.02 (A), 39.03 (A), and 39.04 of the Baldwin Park Municipal Code to improve and clarify the rules that govern the manner in which the public participates at its City Council Meetings; and WHEREAS, the City Council amends Sections 39.02 (A), 39.03 (A), and 39.04 of the Baldwin Park Municipal Code to require persons who address the City Council and members of the audience of public meeting to do so in an orderly and respectful manner, and WHEREAS, the City Council amends Sections 39.02 (A), 39.03 (A), and 39.04 of the Baldwin Park Municipal Code in an effort to foster and encourage an individual's ability to communicate with the City Council and the community, as well as protect public safety. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK DOES HEREBY ORDAIN AS FOLLOWS: Section 1._ Section 39.02(A) of the Baldwin Park Municipal Code is hereby amended as follows: "§ 39.02 DECORUM AND ORDER—AUDIENCE. 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. Each person who addresses the Council shall do so in an orderly manner and shall not make personal, impertinent, slanderous or profane remarks to any member of the Council, staff or general public. Any person who makes such remarks, or who utters loud, threatening, personal or abusive language, or engages in any other disorderly conduct which disrupts, disturbs or otherwise impedes the orderly 1 conduct of any 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 . Section 39.03(A) of the Baldwin Park Municipal Code is hereby amended as follows: "§ 39.03 PUBLIC COMMENT. A. Addressing the Council. Subject to compliance with rules of order and decorum, members of the public have an absolute right to address the Council at open meetings during oral communications segments of the agenda, subject to reasonable time constraints imposed by the presiding officer or a majority of Council members present. Consistent with the Brown Act, speakers are limited to speaking on items presented on the agenda and to items within the subject matter jurisdiction and authority of the City Council and/or City...." Section 3. Section 39.04 of the Baldwin Park Municipal Code is hereby amended as follows: "§ 39.04 ENFORCEMENT OF DECORUM. A. The Police Chief, or other member of the Police Department designated by the Chief, serves as Sergeant -at -Arms of the Council and may attend meetings at the request of the presiding officer of the meeting or the Chief Executive Officer. The Sergeant -at -Arms will be available to serve at all meetings immediately upon call, and will carry out all lawful orders given by the presiding officer of the meeting or Council for the purpose of maintaining order and decorum at meetings. (1) Warning. The presiding officer shall request that a person who is breaching the rules of decorum be orderly and silent. If, after receiving a warning from the presiding officer, a person persists in disturbing the meeting, the presiding officer shall order him or her, to leave the Council meeting. If such person does not remove himself or herself, the presiding officer may order any law enforcement officer who is on duty at the meeting as sergeant -at -arms of the Council to remove that person from the Council chambers. (2) Removal. Any law enforcement officer who is serving as sergeant -at - arms of the Council shall carry out all orders and instructions given by the presiding officer for the purpose of maintaining order and decorum at the Council meeting. Upon instruction of the presiding officer, it shall F• be the duty of the sergeant -at -arms to remove from the Council meeting any person who is disturbing the proceedings of the Council. (3) Resisting Removal. Any person who resists removal by the sergeant at -arm shall be charged with a violation of this section." Section 4_e Except as expressly modified pursuant to this Ordinance, all other provisions of Chapter 39 shall remain unmodified and in full force and effect. All ordinances in conflict with the provisions hereof are suspended to the extent of such conflict. Section 5. If any section, subsection, sentence, clause, phrase or word of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council hereby declares that it would have adopted this ordinance, and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the ordinance would be subsequently declared invalid or unconstitutional. Section 6. This Ordinance shall go into effect thirty (30) days after final adoption. PASSED, APPROVED AND ADOPTED ON THE day of _, 2016 MANUEL LOZANO, MAYOR ATTEST; ALEJANDRA AVILA, CITY CLERK 3 r - ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Mark Hsu, Information Systems .Supervisor DATE: March 2, 2016 SUBJECT: AUTHORIZE TO ENTER INTO A LEASE AGREEMENT FOR TWO NEW COLOR COPY MACHINES SUMMARY This report is to request the City Council to authorize the Information Systems to enter into a lease agreement for two new Ricoh color copy machines. FISCAL IMPACT There will be an annual savings of $2,629.20 report for Council's review and information. A copy of vendor proposal is attached to this RECOMMENDATION It is recommended that the City Council approve entering into a 60 month Lease Agreement with Ricoh USA Inc. for two new color copy machines BACKGROUND The lease agreement of the two color copy machines located at the I't floor Police Admin and 3rd floor Community Redevelopment areas have been expired in February, 2016. We are currently leasing the equipments month by month without the contract. Due to the age of these machines staff is looking for the new replacements. The new Ricoh copy machines will be more reliable, reduce down time, and cost saving on the lease payments and operational expenses. It will also provide more features and latest technologies to streamline workflow. LEGAL REVIEW None required. ALTERNATIVES The City Council may choose to direct staff to not enter into a new lease agreement. We will keep leasing the machines month by month. ATTACHMENTS A. Lease Agreement B. Proposal for three different master contract quotes 11 mage anagem�—nt U.S. Communities Product Schedule RICOH Ricoh USA, Inc. 70 Valley Stream Parkway Malvern, PA 19355 Product Schedule Number: Master Lease Agreement Number: This Product Schedule (this "Schedule") is between Ricoh USA, Inc. ("we" or "us") and CITY OF BALDWIN PARK as customer or lessee"Custome ( r" or "you"). This Schedule constitutes a "Schedule," "Product Schedule," or "Order Agreement," as applicable, under the U.S. Communities Master Lease Agreement (together with any amendments, attachments and addenda thereto, the "Lease Agreement") identified above, between you and _ All terms and conditions of the Lease _..... ........................................ �..................__ ... ...........�,.................................................................................................-..m.....................,,,,...........,,..,,... Agreement are incorporated into this Schedule and made part hereof. If we are not the lessor under the Lease Agreement, then, solely for purposes of this Schedule, we shall be deemed to be the lessor under the Lease Agreement. It is the intent of the parties that this Schedule be separately enforceable as a complete and independent agreement, independent of all other Schedules to the Lease Agreement. CUSTOMER INFORMATION CITY OF BALDWIN PARK Customer (Bill To) Billing Contact Name 14403 PACIFIC AVE 14403 PACIFIC AVE ............... ..__ ....... Product Location Address Billing Address (ifdierentfrom location address) BALDWINPARK CA 91706-4297 BALDWINPARK CA 91706-4297 CityCounty State Zip City County State Zip Billing Contact Telephone Number Billing Contact Facsimile Number Billing Contact E -Mail Address PRODUCT/EQUIPMENT DESCRIPTION ("Product") ............. Product Description: Make & Model y Product Description: Make & Model ] RICOHNIPC4503 ] RIC®I$ 3003 PAYMENT SCHEDULE Minimum Term Minimum Payment Minimum Payment Billing Frequency Advance Payment (Without Tax) months ❑ Monthly ❑ 1" Payment 60 $ 381.66 El ❑K) hcrtcr.l.... El 1' & Last Payment _---�_...................m ❑ Other:....................................................................................... Guaranteed Minimum IImaes** Cost o `Additlonal Inca Fts° Meter Reading/Billing Frequency Color Color ❑✓ Monthly 710,600 1,300 $0.0065 $0.0450 ❑ Quarterly ❑ Other: * Based upon Minimum Payment Billing Frequency ° Based upon standard 8 '/2" x 11" paper size. Paper sizes greater than 8 '/:" x 11" may count as more than one image. Sales Tax Exempt: ❑ YES (Attach Exemption Certificate) Customer Billing Reference Number (P.O. #, etc.) Addendum(s) attached: ❑ YES (check if yes and indicate total number of pages: TERMS AND CONDITIONS 1. The first Payment will be due on the Effective Date. If the Lease Agreement uses the terms "Lease Payment" and "Commencement Date" rather than "Payment" and "Effective Date," then, for purposes of this Schedule, the term "Payment" shall have the same meaning as "Lease Payment," and the term "Effective Date" shall have the same meaning as "Commencement Date." 02/17/2016 13:36 PM 18543414 LSFAI7l) I'S-(jSC-IM 4.15 RicohS and Mie Ricoh Logo are registered tradernarlus of Ricoh t;ompany, L,td. Page 1 of 2 2. You, the undersigned Customer, have applied to us to use the above-described Product for lawful commercial (non -consumer) purposes. THIS IS AN UNCONDITIONAL, NON -CANCELABLE AGREEMENT FOR THE MINIMUM TERM INDICATED ABOVE, except as otherwise provided in the Lease Agreement, if applicable. If we accept this Schedule, you agree to use the above Product on all the terms hereof, including the terms and conditions on the Lease Agreement. THIS WILL ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS SCHEDULE AND THE LEASE AGREEMENT AND HAVE RECEIVED A COPY OF THIS SCHEDULE AND THE LEASE AGREEMENT. You acknowledge and agree that the Ricoh service commitments included on the "Image Management Commitments" page attached to this Schedule (collectively, the "Commitments") are separate and independent obligations of Ricoh USA, Inc. ("Ricoh") governed solely by the terms set forth on such page. If we assign this Schedule in accordance with the Lease Agreement, the Commitments do not represent obligations of any assignee and are not incorporated herein by reference. You agree that Ricoh alone is the party to provide all such services and is directly responsible to you for all of the Commitments. We are or, if we assign this Schedule in accordance with the Lease Agreement, our assignee will be, the party responsible for financing and billing this Schedule, including, but not limited to, the portion of your payments under this Schedule that reflects consideration owing to Ricoh in respect of its performance of the Commitments. Accordingly, you expressly agree that Ricoh is an intended party beneficiary of your payment obligations hereunder, even if this Schedule is assigned by us in accordance with the Lease Agreement. 3. Image Charaes/M ter : In return for the Minimum Payment, you are entitled to use the number of Guaranteed Minimum Images as specified in the Payment Schedule of this Schedule. The Meter Reading/Billing Frequency is the period of time (monthly, quarterly, etc.) for which the number of images used will be reconciled. If you use more than the Guaranteed Minimum Images during the selected Meter Reading/Billing Frequency period, you will pay additional charges at the applicable Cost of Additional Images as specified in the Payment Schedule of this Schedule for images, black and white and/or color, which exceed the Guaranteed Minimum Images ("Additional Images"). The charge for Additional Images is calculated by multiplying the number of Additional Images by the applicable Cost of Additional Images. The Meter Reading/Billing Frequency may be different than the Minimum Payment Billing Frequency as specified in the Payment Schedule of this Schedule. You will provide us or our designee with the actual meter reading(s) by submitting meter reads electronically via an automated meter read program, or in any other reasonable manner requested by us or our designee from time to time. If such meter reading is not received within seven (7) days of either the end of the Meter Reading/Billing Frequency period or at our request, we may estimate the number of images used. Adjustments for estimated charges for Additional Images will be made upon receipt of actual meter reading(s). Notwithstanding any adjustment, you will never pay less than the Minimum Payment. 4. Additional Provisions (if any) are: THE PERSON SIGNING THIS SCHEDULE ON BEHALF OF THE CUSTOMER REPRESENTS THAT HE/SHE HAS THE AUTHORITY TO DO SO. CUSTOMER Accepted by: RICOH USA, INC. By:X ............................................................... eeeeeee„ By: �.,m........m.._._ Authorized Signer Signature Authorized Signer Signature Printed Name: Printed Name: Title: Date: Title: 02/17/201.6 13:36 PM 18543414 L.SEADD PS-LJSC-1 14.15 Ricoh8 and the Ricoh Lugo are registered trademarks of Ricoh Company, Ltd. Date: imag�e R I Co H Ricoh USA, Inc. 70 Valley Stream Parkway Manan "A,"1"l V3it Malvern, PA 19355 RICOH USA, INC. IMAGE MANAGEMENT_ MMM,O�;N�EN,t, The below service commitments (collectively, the "Service Commitments") are brought to you by Ricoh USA, Inc., an Ohio corporation having its principal place of business at 70 Valley Stream Parkway, Malvern, PA 19355 ("Ricoh"). The words "you" and "your" refer to you, our customer. You agree that Ricoh alone is the party to provide all of the services set forth below and is fully responsible to you, the customer, for all of the Service Commitments. Ricoh or, if Ricoh assigns the Product Schedule to which this page is attached in accordance with the Lease Agreement (as defined in such Product Schedule), Ricoh's assignee, is the party responsible for financing and billing the Image Management Product Schedule. The Service Commitments are only applicable to the equipment(" Product") described in the Image Management Product Schedule to which these Service Commitments are attached, excluding facsimile machines, single -function and wide -format printers and production units. The Service Commitments are effective on the date the Product is accepted by you and apply during Ricoh's Normal Business Hours (as defined below). They remain in effect for the Minimum Term so long as no ongoing default exists on your part. TERM PRICE PROTECTION The Image Management Minimum Payment and the Cost of Additional Images, as described on the Image Management Product Schedule, will not increase in price during the Minimum Term of the Image Management Product Schedule, unless agreed to in writing and signed by both parties. PRODUCT SERVICE AND SUPPLIES Ricoh will provide full coverage maintenance services, including replacement parts, drums, labor and all service calls, during Normal Business Hours. "Normal Business Hours" are between 8:00 a.m. and 5:00 p.m., Monday to Friday excluding holidays ((i) New Year's Day; (ii) Memorial Day; (iii) 4th of July; (iv) Labor Day; (v) Thanksgiving; (vi) Day after Thanksgiving; and (vii) Christmas Day). Ricoh will also provide the supplies required to produce images on the Product covered under the Image Management Product Schedule (other than non -metered Product and soft -metered Product). The supplies will be provided according to manufacturer's specifications. Ricoh reserves the right to assess a reasonable charge for supply shipments if you request overnight delivery. If Ricoh determines that you have used more supplies than the manufacturer's recommended specifications, you will pay reasonable charges for those excess supplies and/or Ricoh may refuse you additional supply shipments, or as othervrise agreed to by the parties. Optional supply items such as paper and transparencies are not included, unless otherwise agreed to by the parties in writing. Charges are based on standard 8.5x11 images. Ricoh reserves the right to assess additional images charges for non-standard images, including 11x17 images. RESPONSE TIME COMMITMENT Ricoh will provide a one hour (1) phone response to service calls measured from receipt of your call. Ricoh will provide a four (4) business hour response time for all service calls located within a major metropolitan area, and an eight (8) business hour average response time for service calls located fifty (50) miles or greater from a Ricoh service center for the term of the Image Management Product Schedule. Response time is measured in aggregate for all Product covered by the Image Management Product Schedule. UPTIME PERFORMANCE COMMITMENT Ricoh will service the Product to be Operational with a quarterly uptime average of 95% during Normal Business Hours, excluding preventative and interim maintenance time. Downtime will begin at the time you place a service call to Ricoh and will end when the Product is again Operational. You agree to make the Product available to Ricoh for scheduled preventative and interim maintenance. You further agree to give Ricoh advance notice of any critical and specific uptime needs you may have so that Ricoh can schedule with you interim and preventative maintenance in advance of such needs. As used in these Service Commitments, "Operational" means substantial compliance with the manufacturer's specifications and/or performance standards and excludes customary end-user corrective actions. IMAGE VOLUME FLEXIBILITY AND PRODUCT ADDITIONS At any time after the expiration of the initial ninety day period of the original term of the Image Management Product Schedule to which these Service Commitments relate, Ricoh will, upon your request, review your image volume. If the image volume has moved upward or downward in an amount sufficient for you to consider an alternative plan, Ricoh will present pricing options to conform to a new image volume. If you agree that additional product is required to satisfy your increased image volume requirements, Ricoh will include the product in the pricing options. The addition of product and/or increases/decreases to the Guaranteed Minimum Images requires an amendment ('Amendment) to the Image Management Product Schedule that must be agreed to and signed by both parties to the Schedule. The term of the Amendment may not be less than the remaining term of the existing Image Management Product Schedule but may extend the remaining term of the existing Image Management Product Schedule for up to an additional 60 months. Adjustments to the Guaranteed Minimum Images commitment and/or the addition of product may result in a higher or lower minimum payment. Images decreases are limited to 251/6 of the Guaranteed Minimum Images in effect at the time of Amendment. PRODUCT AND PROFESSIONAL SERVICES UPGRADE OPTION At any time after the expiration of one-half of the original term of the Image Management Product Schedule to which these Service Commitments relate, you may reconfigure the Product by adding, exchanging, or upgrading to an item of Product with additional features or enhanced technology. A new Image Management Product Schedule or Amendment must be agreed to and signed by the parties to the Schedule, for a term not less than the remaining term of the existing Image Management Product Schedule but may, in the case of an Amendment, extend the remaining term of the existing Image Management Product Schedule for up to an additional 60 months. The Cost of Additional Images and the Minimum Payment of the new Image Management Product Schedule will be based on any obligations remaining on the Product, the added product and new image volume commitment. Your Ricoh Account Executive will be pleased to work with you on a Technology Refresh prior to the end of your Image Management Product Schedule or Amendment. PERFORMANCE COMMITMENT Ricoh is commflted to performing these Servlce CominnOnents and agrees to perforn't its services in a mannerconsistent with the applicable manufacturer's spedfivatfbrrs. 'Sthmild a Product or an accae=ry not be able to be maintained in confomaance with manrufpncbmi's specifications, Ricoh shall, at Its own expense, replace such Product with another unit of the sat ne produd designation as that Pfoducf and Ricoh shall bear all installation, transportation, removal and rigging charges in connection with the installation of such replacement unit; provided, however that (a) the replacement unit may be a reconditioned or otherwise used unit rather than a new unit; and (b) if a replacement unit of the same product designation as the unit of Product it replaces is not available, the replacement unit may be a product of substantially similar or greater capabilities. Ricoh shall re -perform any Services not in compliance with this warranty and brought to Ricoh's attention in writing within a reasonable time, but in no event more than 30 days after such Services are performed. If you are dissatisfied with Ricoh's performance, you must send a registered letter outlining your concerns to the address specified below in the "Quality Assurance' section. Please allow 30 days for resolution. ACCOUNT MANAGEMENT Your Ricoh sales professional will, upon your request, be pleased to review your product performance metrics on a quarterly basis and at a mutually convenient date and time. Ricoh will, upon your request, be pleased to annually review your business environment and discuss ways in which Ricoh may improve efficiencies and reduce costs relating to your document management processes. QUALITY ASSURANCE Please send all correspondence relating to the Service Commitments via registered letter to the Quality Assurance Department located at: 3920 Arkwright Road, Macon, GA 31210, Attn: Quality Assurance. The Quality Assurance Department will coordinate resolution of any performance issues concerning the above Service Commitments with your local Ricoh office. To ensure the most timely response please call 1-888-275-4566. MISCELLANEOUS These Service Commitments do not cover repairs resulting from misuse (including without limitation improper voltage or environment or the use of supplies that do not conform to the manufacturers specifications), subedive matters (such as color reproduction accuracy) or any othor factor beyond the reasonable control of Ricoh. Ricoh and your each acknowledge that these Service Commitments represent the e0r'e understanding of the parties with respect to the subject matter hereof and that your tote coram 'y for any aeMce Commitments not perform in accordance with the foregoing Is as set forth under the section hereof entitled "Performance CommitmenP. The Service Commitments made harutn are service andf r maintenance warranties and are not product warranties, Excepi as expressly set forth herein, Ricoh makes no warranties, express or implied, including any implied warranties of merchantability, fitness for use, or fitness for a particular purpose. Neither party hereto shall be liable to the other for any consequential, indirect, punitive or special damages. Customer expressly acknowledges and agrees that, in connection with the security or accessibility of information stored in or recoverable from any Product provided or serviced by Ricoh, Customer is solely responsible for ensuring its own compliance with legal requirements or obligations to third parties pertaining to data security, retention and protection. These Service Commitments shall be governed according to the laws of the State where your principal place of business or residence is located without regard to its conflicts of law principles. These Service Commitments are not assignable by the Customer. Unless otherwise stated in your Implementation Schedule, your Product will ONLY be serviced by a "Ricoh Certified Technician". If any software, system support or related connectivity services are included as part of these Service Commitments as determined by Ricoh, Ricoh shall provide any such services at your location set forth in the Product Schedule as applicable, or on a remote basis. You shall provide Ricoh with such access to your facilities, networks and systems as may be reasonably necessary for Ricoh to perform such services. You acknowledge and agree that, in connection with its performance of its obligations under these Service Commitments, Ricoh may place automated meter reading units on imaging devices, including but not limited to the Product, at your location in order to facilitate the timely and efficient collection of accurate meter read data on a monthly, quarterly or annual basis. Ricoh agrees that such units will be used by Ricoh solely for such purpose. Once transmitted, all meter read data shall become the sole property of Ricoh and will be utilized for billing purposes. 02/17/2016 13:36 PM 18543414 701,'allcvStream P"arlraviry, Malvern, der 19355 I SLADD PS -I ISC-JN14C 4.15 Rico W9.and the Ricoh h,,if o are registered tr,tclk°rzmar LN, of'tt fvola Company, [Ad. f"age 1 01, Ricoh USA, Inc. RICOH 70 Valley Stream Parkway Malvern, PA 19355 U.S. Communities Master Lease Agreement Number: C1 J;S°ll 0MF",R INFORMATION Full Legal Name CITY OF BALLDWIN PARK Address 14403 PACIFIC AVE .... tate..........._ antaet Telephone Number IIALDWINPA CAe 9706-4297 C,,,,,,, ....... Federal Tax ID Number Facsurule Number E-mail Address This U.S. Communities Master Lease Agreement ("Lease Agreement") has been written in clear, easy to understand English. When we use the words "you", "your" or "Customer" in this Lease Agreement, we mean you, our customer, as indicated above. When we use the words "we", "us" or "our" in this Lease Agreement, we mean Ricoh USA, Inc. ("Ricoh") or, if we assign this Lease Agreement or any Schedules executed in accordance with this Lease Agreement, pursuant to Section 13 below, the Assignee (as defined below). Our corporate office is located at 70 Valley Stream Parkway, Malvern, Pennsylvania 19355. :pc ilncil(., This Lease Agreement is executed pursuant to the contract by and between Ricoh Americas Corporation and Fairfax County (the "County") on behalf of the U.S, Communities Government Purchasing Alliance and all public agencies, non -profits and higher education entities ("Participating Public Agencies"), having a Contract ID number of 4400003732 and the contract period is ftom 1,`ebruary 11, 2013 to lune 30, 2016, with the, option to renew for no snore than six (6) years (the "Contract Period"), one year at a time, or any comlvinadon thereof (the "Contract"). Notwithstanding the foregoing, any Schedule entered into during the Contract Period shall continue in full force and effect for the entire lease term set forth in the Schedule. We agree to lease or rent, as specified in any equipment schedule executed by you and us and incorporating the terms of this Lease Agreement by reference (a "Schedule"), to you, and you agree to lease or rent, as applicable, from us, subject to the terms of this Lease Agreement and such Schedule, the personal and intangible property described in such Schedule. The personal and intangible property described on a Schedule (together with all attachments, replacements, parts, substitutions, additions, repairs, and accessories incorporated in or affixed to the property and any license or subscription rights associated with the property) will be collectively referred to as "Product." The manufacturer of the tangible Product shall be referred to as the "Manufacturer," To the extent the Product includes intangible property or associated services such as periodic software licenses and prepaid data base subscription rights, such intangible property shall be referred to as the "Software." ae3glgy5 ff)J,;ivUy uaval Ace,eotot. This Lease Agreement shall consist of the terms and conditions of the Contract and this Lease Agreement and any Schedule issued pursuant thereto. As it pertains to this Lease Agreement, the order of precedence of the component parts of the Lease Agreement shall be as follows: (a) the terms and conditions of this Lease Agreement and Schedule issued pursuant thereto, and (b) the terms and conditions of the Contract. The foregoing order of precedence shall govern the interpretation of this Lease Agreement in cases of conflict or inconsistency therein. Each Schedule that incorporates this Lease Agreement shall be governed by the terms and conditions of this Lease Agreement and the Contract, as well as by the terms and conditions set forth in such individual Schedule. Each Schedule shall constitute a complete agreement separate and distinct from this Lease Agreement and any other Schedule. In the event of a conflict between the terms of this Lease Agreement and any Schedule, the terms of such Schedule shall govern and control, but only with respect to the Product subject to such Schedule, The terrt'ination ofthis Lease Agreement will not affect any Schedule executed prior to the cf3beiive slate of such 'terrnuiation. When you receive the Product and it is installed, you agree to inspect it to determine it is in good working order. Scheduled Payments (as specified in the applicable Schedule) will begin on or after the Product acceptance date ("Effective Date"). You agree to sign and return to us a delivery and acceptance certificate (which may be done electronically) within five (5) business days after any Product is installed confirming that the Product has been delivered, installed, and is in good condition and accepted for all purposes under the Lease Agreement. 3. 'Eg ira° Pay vents. (a) The first scheduled Payment (as specified in the applicable Schedule) ("Payment") will be due on the Effective Date or such later date as we may designate. The remaining Payments will be due on the same day of each MSTLSE USC -MA 04.15 02/17/2016 13:36 PM subsequent month, unless otherwise specified on the applicable Schedule. To the extent not prohibited by applicable law, if any Payment or other amount payable under any Schedule is not received within ten (10) days of its due date, you will pay to us, in addition to that Payment, a one-time late charge of 5% of the overdue Payment (but in no event greater than the maximum amount allowed by applicable law). To the extent not prohibited by applicable law, you agree to pay. $25.00 for each check returned for insufficient funds or for any other reason. (b) In the event that Customer terminates the Maintenance Agreement (as hereunder defined) between Customer and the Servicer relating to the Product provided hereunder due to a material breach by Servicer of its service obligations, including any Product service levels specified therein, which remained uncured for thirty (30) days following written notice of breach (in the manner expressly permitted by and in accordance with such Maintenance Agreement), Ricoh shall use reasonable efforts to assist Customer in selecting a replacement Servicer. This Section 3(b) shall not alter, restrict, diminish or waive the rights, remedies or benefits that Customer may have against Servicer under the Maintenance Agreement. (c) A Schedule may be terminated in whole or in part by the Customer in accordance with this Section 3(c) whenever the Customer shall determine that such a termination is in the best interest of the Customer. Any such termination shall be effected by delivery to Ricoh, at least thirty (30) working days prior to the effective date of such termination date, of a notice of termination specifying the extent to which performance shall be terminated. In the event of such termination, Customer agrees to return the Product to us in the manner required under Section 14 of this Lease Agreement and to pay to us (as compensation for loss of our bargain and not as a penalty), with respect to such terminated Product, financed Software and any Software Licenses, an amount which shall be equal to the monthly Payment for such Product, financed Software and/or Software License, as applicable, times the number of months remaining in the term of such Schedule (or any renewal of such Schedule) and/or any financing agreement with respect to the financed Software and/or Software License, plus any other amounts then due and payable under this Lease Agreement, Schedule and/or financing agreement with respect to such Product, Software and/or Software License, including, but not limited to, any lease payments and maintenance payments. Ricoh shall supply the Customer with the actual number of Payments remaining and the total amount due, and the Customer shall be relieved of all unpaid amounts for anticipated profit on unperformed services under any Maintenance Agreement (including any amount included in the monthly Payment that is attributable to maintenance, supplies, or any other service cost). (d) You also agree that, except (a) as set forth in Section 18 below entitled "State and Local Government Provisions" and (b) for the best interest of the Customer as set forth in Section 3(c), THIS IS AN UNCONDITIONAL, NON -CANCELABLE AGREEMENT FOR THE MINIMUM TERM INDICATED ON ANY SCHEDULE TO THIS LEASE AGREEMENT. All Payments to us are "net" and unconditional and are not subject to set off, defense, counterclaim or reduction for any reason. You agree that you will remit payments to us in the form of company checks (or personal checks in Ricoh' and the Ricoh Logo are registered trademarks of Ricoh Company, Ltd. 18543414 Page I of 4 4. 5. 6. the case of sole proprietorships), direct debit or wires only. You also agree that cash and cash equivalents are not acceptable forms of payment for this Lease Agreement or any Schedule and that you will not remit such forms of payment to us Payment in any other form may delay processing or be returned to you, Furthermore, only you or your authorized agent as approved by us will remit payments to us. I'rrrodt, �a''t Wna; tlu� P fyw Illi &p -,Lit You will keep and use the Product only at the Product Location shown in the applicable Schedule. You will not move the Product from the location specified in the applicable Schedule or make any alterations, additions or replacements to the Product without our prior written consent, which consent will not be unreasonably withheld. At your own cost and expense, you will keep the Product eligible for any Manufacturer's certification as to maintenance and in compliance with applicable laws and in good condition, except for ordinary wear and tear. You shall engage Ricoh, its subsidiaries or affiliates, or an independent third party (the "Servicer") to provide maintenance and support services pursuant to a separate agreement for such purpose ("Maintenance Agreement"). You may make alterations, additions or replacements (collectively, "Additions") and add Software to the Product provided that such Additions and Software do not impair the value or originally intended function or purpose of the Product and is not subject to any lien or security interest in favor of any other party; provided, further, that you remove such Additions and Software at your own cost and expense at the expiration or termination of the applicable Schedule, All Additions and Software which are not removed at the expiration or termination of the applicable Schedule will become part of the Product and our property at no cost or expense to us. We may inspect the Product upon proper notice to the customer at any reasonable time during normal working hours, �,a,3m1ar el �'ea�. To the extent not prohibited by applicable law and unless and to the extent you are exempt and provide a valid exemption certificate to us, in addition to the payments under this Lease Agreement, you agree to pay all taxes (other than property taxes), assessments, fees and charges governmentally imposed upon our purchase, ownership, possession, leasing, renting, operation, control or use of the Product. If we are required to pay upfront sales or use tax and you opt to pay such tax over the term of the lease and not as a lump sum at lease inception, then you agree to pay us a "Sales Tax Administrative Fee" equal to 3.5% of the total tax due per year, to be included as part of the Payment A valid sales and use tax exemption certificate must be provided to us within ninety (90) days of the first invoice to receive a credit/waiver of sales tax. %aarcantius. We transfer to you, without recourse, for the term of each Schedule, any written warranties made by the Manufacturer or Software Supplier (as defined in Section 10 of this Lease Agreement) with respect to the Product leased or rented pursuant to such Schedule. YOU ACKNOWLEDGE THAT YOU HAVE SELECTED THE PRODUCT BASED ON YOUR OWN JUDGMENT AND YOU HEREBY AFFIRMATIVELY DISCLAIM RELIANCE ON ANY ORAL REPRESENTATION CONCERNING THE PRODUCT MADE TO YOU. However, if you enter into a Maintenance Agreement with Servicer with respect to any Product, no provision, clause or paragraph of this Lease Agreement shall alter, restrict, diminish or waive the rights, remedies or benefits that you may have against Servicer under such Maintenance Agreement. WE MAKE NO WARRANTY, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. The only warranties, express or implied, made to you are the warranties (if any) made by the Manufacturer and/or Servicer to you in any documents, other than this Lease Agreement, executed by and between the Manufacturer and/or Servicer and you. YOU AGREE THAT, NOTWITHSTANDING ANYTHING TO THE CONTRARY, WE ARE NOT RESPONSIBLE FOR, AND YOU WILL NOT MAKE ANY CLAIM AGAINST US FOR, ANY CONSEQUENTIAL, SPECIAL, OR INDIRECT DAMAGES. Loss or Darn You are responsible for any theft of, destruction of, or damage to the Product (collectively, "Loss") from any cause at all, whether or not insured, from the time of Product acceptance by you until it is delivered to us at the end of the term of the Schedule. You are required to make all Payments even if there is a Loss. You must notify us in writing immediately of any Loss. Then, you shall be responsible to either (a) repair the Product so that it is in good condition and working order, eligible for any Manufacturer's certification, (b) pay us the amounts specified in Section 12 below, or (c) replace the Product with equipment of like age and capacity. itR Igc lITryraur aa:atg; You agree to maintain insurance, through self-insurance or otherwise, to cover the Product for all types of loss, including, without limitation, theft, in an amount not less than the full replacement value and you will name us as an additional insured and loss payee on your insurance policy. In addition, you agree to maintain comprehensive public liability insurance, which, upon our request, shall be in an amount acceptable to us and shall name us as an additional insured, Such insurance will provide that we will be given thirty (30) days advance notice of any cancellation. Upon our request, you agree to provide us with evidence of such insurance in a form reasonably satisfactory to us. If you fail to maintain such insurance or to provide us with evidence of such insurance, we may (but are not obligated to) obtain insurance in such amounts and against such risks as we deem necessary to protect our interest in the Product Such insurance obtained by us will not insure you against any claim, liability or loss related to your interest in the Product and may be cancelled by us at any time. You agree to pay us an additional amount each month to reimburse us for the insurance premium and an administrative fee, on which we or our affiliates may earna profit. In the event of loss or damage to the Product, you agree to remain responsible for the Payment obligations under this Lease Agreement until the Payment obligations are fully satisfied. 9. "I itle: lrcording. We are the owner of and will hold title to the Product (except for any Software) You will keep the Product free of all liens and encumbrances. Except as reflected on any Schedule, you agree that this Lease Agreement is a true lease. However, if any Schedule is deemed to be intended for security, you hereby grant to us a purchase money security interest in the Product covered by the applicable Schedule (including any replacements, substitutions, additions, attachments and proceeds) as security for the payment of the amounts under each Schedule. You authorize us to file a copy of this Lease Agreement and/or any Schedule as a financing statement, and you agree to promptly execute and deliver to us any financing statements covering the Product that we may reasonably require; provided, however, that you hereby authorize us to file any such financing statement without your authentication to the extent permitted by applicable law. 10. Sollware nr [114in btes. To the extent that the Product includes Software, you understand and agree that we have no right, title or interest in the Software, and you will comply throughout the term of this Lease Agreement with any license and/or other agreement ("Software License") entered into with the supplier of the Software ("Software Supplier"). You are responsible for entering into any Software License with the Software Supplier no later than the Effective Date; provided, however, if you do not enter into the Software License, then we may choose not to lease such Software to you under this Lease Agreement, 11. I?glajl• Each of the following is a "Default" under this Lease Agreement and all Schedules: (a) you fail to pay any Payment or any other amount within thirty (30) days of its due date, (b) any representation or warranty made by you in this Lease Agreement is false or incorrect and/or you do not perform any of your other obligations under this Lease Agreement or any Schedule and/or under any other agreement with us or with any of our affiliates and this failure continues for thirty (30) days after we have notified you of it, (c) a petition is filed by or against you or any guarantor under any bankruptcy or insolvency law or a trustee, receiver or liquidator is appointed for you, any guarantor or any substantial part of your assets, (d) you or any guarantor makes an assignment for the benefit of creditors, (e) any guarantor dies, stops doing business as a going concern or transfers all or substantially all of such guarantor's assets, or (f) you stop doing business as a going concern or transfer all or substantially all of your assets. 12. ,((3t�nITedies. If a Default occurs, we may do one or more of the following: (a) we may cancel or terminate this Lease Agreement and/or any or all Schedules; (b) we may require you to immediately pay to us, as compensation for loss of our bargain and not as a penalty, a sum equal to: (i) all past due Payments and all other amounts then due and payable under this Lease Agreement or any Schedule; and (ii) the present value of all unpaid Payments for the remainder of the term of each Schedule plus the present value of our anticipated value of the Product at the end of the initial term of any Schedule (or any renewal of such Schedule), each discounted at a rate equal to 3% per year to the date of default, and we may charge you interest on all amounts due us from the date of default until paid at the rate of 1.5% per month, but in no event more than the maximum rate permitted by applicable law. We agree to apply the net proceeds (as specified below in this Section) of any disposition of the Product to the amounts that you owe us; (c) we may require you to deliver the Product to us as set forth in Section 14; (d) to the extent not prohibited by applicable law, we or our representative may peacefully repossess the Product without a court order (it being agreed that we will provide you with written notice of Default prior to initiating recovery of the Product and will endeavor to contact you telephonically to schedule a convenient time to recover the Product); (e) we may exercige any and all other rights or remedies available to a lender, secured party or lessor under the Uniform Commercial Code ("UCC"), including, without limitation, those set forth in Article 2A of the UCC, and at law or in equity; (f) we may immediately terminate your right to use the Software including the disabling (on-site or by remote communication) of any MSTLSE USC -MA 04.15 Ricoh' and the Ricoh Logo are registered trademarks of Ricoh Company, Ltd. Page 2 of 4 02/17/2016 13:36 PM 18543414 Software; (g) we may demand the immediate return and obtain possession of the Software and re -license the Software at a public or private sale; (h) we may cause the Software Supplier to terminate the Software License, support and other services under the Software License, and/or (i) at our option, we may sell, re- lease, or otherwise dispose of the Product under such terms and conditions as may be acceptable to us in our discretion. If we take possession of the Product (or any Software, if applicable), we may sell or otherwise dispose of it with or without notice, at a public or private disposition, and to apply the net proceeds (after we have deducted all costs, including reasonable attorneys' fees) to the amounts that you owe us. You agree that, if notice of sale is required by law to be given, ten (10) days notice shall constitute reasonable notice. If applicable, you will remain responsible for any deficiency that is due after we have applied any such net proceeds. To the extent permitted by applicable law, in the event an action is brought to enforce or interpret this Lease Agreement, the prevailing party shall be entitled to reimbursement of all costs including, but not limited to, reasonable attorney fees and court costs incurred. 13 Q.\ 11q,L!,LLi1 of I'r t mlrr,IrlpsLi:. YOU HAVE NO RIGHT TO SELL, TANSFER, ENCUMBER, SUBLET OR ASSIGN THE PRODUCT OR THIS LEASE AGREEMENT OR ANY SCHEDULE WITHOUT OUR PRIOR WRITTEN CONSENT (which consent shall not be unreasonably withheld). You agree that we may sell or assign all or a portion of our interests, but not our obligations, in the Product and/or this Lease Agreement or any Schedule without notice to you even if less than all the Payments have been assigned. In the event the remit to address for Payments is changed during the term of this Lease Agreement or any Schedule, then Ricoh or the Assignee will provide notice to you. In that event, the assignee (the "Assignee") will havesuch such rights as we assign to them but none of our obligations (we will keep those obligations) and the rights of the Assignee will not be subject to any claims, defenses or set offs that you may have against us. No assignment to an Assignee will release Ricoh from any obligations Ricoh may have to you hereunder. The Maintenance Agreement you have entered into with a Servicer will remain in full force and effect with Servicer and will not be affected by any such assignment. You acknowledge that the Assignee did not manufacture or design the Product and that you have selected the Manufacturer, Servicer and the Product based on your own judgment. 14. &t1qal Return of Profti. UNLESS EITHER PARTY NOTIFIES THE OTHER IN WRITING AT LEAST THIRTY (30) DAYS, BUT NOT MORE THAN ONE HUNDRED TWENTY (120) DAYS, PRIOR TO THE EXPIRATION OF THE MINIMUM TERM OR EXTENSION OF SUCH SCHEDULE, AFTER THE MINIMUM TERM OR ANY EXTENSION OF ANY SCHEDULE TO THIS LEASE AGREEMENT, SUCH SCHEDULE WILL AUTOMATICALLY RENEW ON A MONTH-TO-MONTH BASIS; PROVIDED, HOWEVER, THAT AT ANY TIME DURING ANY MONTH-TO- MONTH RENEWAL, WE HAVE THE RIGHT, UPON THIRTY (30) DAYS NOTICE, TO DEMAND THAT THE PRODUCT BE RETURNED TO US IN ACCORDANCE WITH THE TERMS OF THIS SECTION 14. Notwithstanding the foregoing, nothing herein is intended to provide, nor shall be interpreted as providing, (a) you with a legally enforceable option to extend or renew the terms of this Lease Agreement or any Schedule, or (b) us with a legally enforceable option to compel any such extension or renewal. At the end of or upon termination of each Schedule, you shall immediately make arrangements to have the Product subject to such expired Schedule picked up by us (or our designee), in as good condition as when you received it, except for ordinary wear and tear. Ricoh (or our designee) shall bear shipping charges. You must pay additional monthly Payments at the same rate as then in effect under a Schedule, until (i) you provide notice to us prior to the expiration of the minimum term or extension of any Schedule and (ii) the Product is picked up by us or our designees and is received in good condition and working order by us or our designees. Notwithstanding anything to the contrary set forth in this Lease Agreement, the parties acknowledge and agree that we shall have no obligation to remove, delete, preserve, maintain or otherwise safeguard any information, images or content retained by or resident in any Products leased by you hereunder, whether through a digital storage device, hard drive or other electronic medium ("Data Management Services"). If desired, you may engage Ricoh to perform Data Management Services at then -prevailing contracted rates pursuant to your Maintenance Agreement or other agreement with Ricoh. You acknowledge that you are responsible for ensuring your own compliance with legal requirements in connection with data retention and protection and that we do not provide legal advice or represent that the Products will guarantee compliance with such requirements The selection, use and design of any Data Management Services, and any decisions arising with respect to the deletion or storage of data, as well as the loss of any data resulting therefrom, shall be your sole and exclusive responsibility MS7'LSE USC -MA 04.15 02/17/2016 13:36 PM 15. Mr5mlBpr3 q,l, It is the intent of the parties that this Lease Agreement and any Schedule shall be deemed and constitute a "finance lease" as defined under and governed by Article 2A of the UCC. ORAL AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT ARE NOT ENFORCEABLE, YOU AGREE THAT THE TERMS AND CONDITIONS CONTAINED IN THE CONTRACT, THIS LEASE AGREEMENT, AND IN EACH SCHEDULE MAKE UP THE ENTIRE AGREEMENT BETWEEN US REGARDING THE LEASING OR RENTAL OF THE PRODUCT AND SUPERSEDE ALL PRIOR WRITTEN OR ORAL COMMUNICATIONS, UNDERSTANDINGS OR AGREEMENTS BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER CONTAINED HEREIN, INCLUDING, WITHOUT LIMITATION, PURCHASE ORDERS. Any purchase order, or other ordering documents, will not modify or affect this Lease Agreement or any Schedule and shall serve only the purpose of identifying the equipment ordered. You authorize us to supply any missing "configure to order" number ("CTO"), other equipment identification numbers (including, without limitation, serial numbers), agreement/schedule identification numbers and/or dates in this Lease Agreement or any Schedule. You acknowledge that you have not been induced to enter into this Lease Agreement by any representation or warranty not expressly set forth in this Lease Agreement. Neither this Lease Agreement nor any Schedule is binding on us until we sign it. ANY CHANGE IN ANY OF THE TERMS AND CONDITIONS OF THIS LEASE AGREEMENT OR ANY SCHEDULE MUST BE IN WRITING AND SIGNED BY BOTH PARTIES. If we delay or fail to enforce any of its rights under this Lease Agreement with respect to any or all Schedules, we will still be able to enforce those rights at a later time. All notices shall be given in writing and sent either (a) by certified mail, return receipt requested, or recognized overnight delivery service, postage prepaid, addressed to the party receiving the notice at the address shown on the front of this Lease Agreement, or (b) by facsimile transmission, with oral confirmation, to the facsimile number shown below such party's signature on this Lease Agreement. Either party may change its address or facsimile number by giving written notice of such change to the other party. Notices shall be effective on the date received. Each of our respective rights and indemnities will survive the termination of this Lease Agreement and each Schedule. If more than one customer has signed this Lease Agreement or any Schedule, each customer agrees that its liability is joint and several. It is the express intent of the parties not to violate any applicable usury laws or to exceed the maximum amount of time price differential or interest, as applicable, permitted to be charged or collected by applicable law, and any such excess payment will be applied to payments in the order of maturity, and any remaining excess will be refunded to you. We make no representation or warranty of any kind, express or implied, with respect to the legal, tax or accounting treatment of this Lease Agreement and any Schedule and you acknowledge that we are an independent contractor and not your fiduciary. You will obtain your own legal, tax and accounting advice related to this Lease Agreement or any Schedule and make your own determination of the proper accounting treatment of this Lease Agreement or any Schedule. We may receive compensation from the Manufacturer or supplier of the Product in order to enable us to reduce the cost of leasing or renting the Product to you under this Lease Agreement or any Schedule below what we otherwise would charge. If we received such compensation, the reduction in the cost of leasing or renting the Product is reflected in the Minimum Payment specified in the applicable Schedule. To the fullest extent permitted by applicable law, you authorize us or our agent to obtain credit reports and make credit inquiries regarding you and your financial condition and to provide your information, including payment history, to our assignee and third parties having an economic interest in this Lease Agreement, any Schedule or the Product. 16, faypA 1pipl.;9,aw Jr�,risid tstan'. WWaiver ofTrial By ,Bury and Certain lei hts dnd Remedies lDrvdcr The A InIIL n- tin Itt'Cgtp? 5.4& YOU AGREE THAT THIS LEASE AGREEMENT AND ANY SCHEDULE WILL BE GOVERNED UNDER THE LAW FOR THE STATE WHERE YOUR PRINCIPAL PLACE OF BUSINESS OR RESIDENCE IS LOCATED. YOU ALSO CONSENT TO THE VENUE AND NON-EXCLUSIVE JURISDICTION OF ANY COURT LOCATED IN THE STATE WHERE YOUR PRINCIPAL PLACE OF BUSINESS OR RESIDENCE IS LOCATED TO RESOLVE ANY CONFLICT UNDER THIS LEASE AGREEMENT. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, THE PARTIES TO THIS LEASE AGREEMENT EACH WAIVE THE RIGHT TO TRIAL BY JURY IN THE EVENT OF A LAWSUIT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY AND ALL RIGHTS AND REMEDIES CONFERRED UPON A CUSTOMER OR LESSEE BY SECTIONS 508-522 OF ARTICLE 2A OF THE UCC THAT YOU MAY HAVE AGAINST US (BUT NOT AGAINST THE Ricoh"' and the Ricoh Logo are registered trademarks of Ricoh Company, Ltd. 18543414 Page 3 of 4 MANUFACTURER OF THE PRODUCT). TO HELP THE GOVERNMENT FIGHT THE FUNDING OF TERRORISM AND MONEY LAUNDERING ACTIVITIES, FEDERAL LAW REQUIRES ALL FINANCIAL INSTITUTIONS TO OBTAIN, VERIFY AND RECORD INFORMATION THAT IDENTIFIES EACH PERSON WHO OPENS AN ACCOUNT, WHAT THIS MEANS FOR YOU: WHEN YOU OPEN AN ACCOUNT, WE WILL ASK FOR YOUR NAME, ADDRESS AND OTHER INFORMATION THAT WILL ALLOW US TO IDENTIFY YOU. WE MAY ASK TO SEE IDENTIFYING DOCUMENTS, 17 Counterparts:, Fagsiiii 1pjg,;1. Each Schedule may be executed in counterparts, The counterpart which has our original signature and/or is in our possession or control shall constitute chattel paper as that term is defined in the UCC and shall constitute the original agreement for all purposes, including, without limitation, (a) any hearing, trial or proceeding with respect to such Schedule, and (b) any determination as to which version of such Schedule constitutes the single hue original item of chattel paper under the UCC. If you sign and transmit a Schedule to us by facsimile or other electronic transmission, the facsimile or such electronic transmission of such Schedule, upon execution by us (manually or electronically, as applicable), shall be binding upon the parties. You agree that the facsimile or other electronic transmission of a Schedule containing your facsimile or other electronically transmitted signature, which is manually or electronically signed by us, shall constitute the original agreement for all purposes, including, without limitation, those outlined above in this Section. You agree to deliver to us upon our request the counterpart of such Schedule containing your original manual signature. 18. rtatz"- and Local tro prrull,�nt Prrsvwiaions. If the Customer is a State or political subdivision of a State, as those terms are defined in Section 103 of the Internal Revenue Code, the following additional terms and conditions shall apply: (a) )?, ..�aAttjy, it During the term of this Lease Agreement and any Schedule, the Product will be used solely for the purpose of performing one or more governmental or proprietary functions consistent with the permissible scope of your authority. You represent and warrant that the use of the Product is essential to performing such governmental or proprietary functions. (b) BltJ3 111zrc, �piatdoroLlN<ana-SulrosttlElttl. (i) If your governing body fails to appropriate sufficient monies in any fiscal period for rentals and other payments coming due under a Schedule to this Lease Agreement in the next succeeding fiscal period for any equipment which will perform services and functions which in whole or in part are essentially the same services and functions performed by the Product covered by any such Schedule, then a "Non -Appropriation" shall be deemed to have occurred. (ii) If a Non - Appropriation occurs, then: (A) you must give us immediate notice of such Non -Appropriation and provide written notice of such failure by your governing body at least sixty (60) days prior to the end of the then current fiscal year or if Non -Appropriation has not occurred by such date, immediately upon Non -Appropriation, (B) no later than the last day of the fiscal year for which appropriations were made for the rental due under any Schedule to this Lease Agreement (the "Return Date"), you shall make available to us (or our designee) all, but not less than all, of the Product covered by such Schedule to this Lease Agreement, at your sole expense, in accordance with the terms hereof; and (C) any Schedule to this Lease Agreement shall terminate on the Return Date without penalty or expense to you and you shall not be obligated to pay the rentals beyond such fiscal year, p,1gp,y,jdg,d that (x) you shall pay any and all rentals and other payments due up through the end of the last day of the fiscal year for which appropriations were made and (y) you shall pay month-to-month rent at the rate set forth in any such Schedule for each month or part thereof that you fail to make available to us (or our designee) the Product as required herein. (iii) Upon any such Non -Appropriation, upon our request, you will provide an opinion of independent counsel or other legally designated authority (who shall be reasonably acceptable to us), in form reasonably acceptable to us, confirming the Non -Appropriation and providing reasonably sufficient proof of such Non -Appropriation. (c) EggLfi,11gW191=, You represent and warrant to us that you presently intend to continue this Lease Agreement and any Schedule hereto for the entire term of such Schedule and to pay all rentals relating to such Schedule and to do all things lawfully within your power to obtain and maintain funds from which the rentals and all other payments owing under such Schedule may be made, The parties acknowledge that appropriation for rentals is a governmental function to which you cannot contractually commit yourself in advance and this Lease Agreement shall not constitute such a commitment. To the extent permitted by law, the person or entity in charge of preparing your budget wiI l include in the budget request for each fiscal year during the term of each Schedule, respectively, to this Lease Agreement an amount equal to the rentals (to be used for such rentals) to become due in such fiscal year, and will use all reasonable and lawful means available to secure the appropriation of money for such fiscal year sufficient to pay all rentals coming due during such fiscal year. (d) AmLbmlly„,,allti /111Ammmorl. (i) You represent and warrant to us that: (A) you are a State or political subdivision of a State, as those terms are defined in Section 103 of the Internal Revenue Code; (B) you have the power and authority to enter into this Lease Agreement and all Schedules to this Lease Agreement; (C) this Lease Agreement and all Schedules to this Lease Agreement have been duly authorized, executed and delivered by you and constitute valid, legal and binding agreement(s) enforceable against you in accordance with their terms; and (D) no further approval, consent or withholding of objections is required from any governmental authority with respect to this Lease Agreement or any Schedule to this Lease Agreement. (ii) If and to the extent required by us, you agree to provide us with an opinion of independent counsel or other legally designated authority (who shall be reasonably acceptable to us) confirming the foregoing and other related matters, in form and substance acceptable to us. (iii) You agree to take all required actions and to file all necessary forms, including IRS Forms 8038-G or 8038 -GC, as applicable, to preserve the tax exempt status of this Lease Agreement and all Schedules thereto. (iv) You agree to provide us with any other documents that we may reasonably request in connection with the foregoing and this Lease Agreement. (e) AssJUitr qLt,. You agree to acknowledge any assignment to the Assignee in writing, if so requested, and, if applicable, to keep a complete and accurate record of all such assignments in a manner that complies with Section 149(a) of the Internal Revenue Code and the regulations promulgated thereunder. IN WITNESS WHEREOF, the parties have executed this Lease Agreement as of the dates set forth below. THE PERSON SIGNING THIS LEASE AGREEMENT ON BEHALF OF THE CUSTOMER R,Eft ENFNTS THAT HE/SHE HAS THE AUTHORITY TO DO SO. CUSTOMER Accepted by: RICOH USA, INC. By: Xi .................. -m.,...... By: Authorized Signer Signature Authorized Signer Signature Printed Name: Printed Name: m Title:Date: Title: Facsimile Number: Facsimile Number: MSTLSE USC -MA 04.15 Ricoh”' and the Ricoh Logo are registered trademarks of Ricoh Company, Ltd. 02/17/2016 13:36 PM 18543414 Date: RIICOH imagine. change. PREPARED BY: Sean Vosberg, Senior Services Executive Phone: 310-844-0190 Email: sean.vosberg@ricoh-usa.com Proposal Submitted: January 28, 2016 MI TI IV 1 \IlIf%_4I 1 L.JIIIVI VI Ivy. There are many reasons why companies choose to partner with Ricoh, including our access to best -in -class technology and the strength of our people and support structure. Ultimately, however, customers stay with Ricoh because of our commitment to helping their businesses succeed. experienced team upported by corriprehersive°"award=winning training National network of 4,600 Ricoh employed service professionals. l, v� Accountable,for'your results RICOH imagine. change. Why Ricoh The Ricoh Difference There are many reasons why companies choose to partner with Ricoh, including our access to best -in -class technology and the strength of our people and support structure.. Ultimately, however, customers stay with Ricoh because of our commitment to helping their businesses succeed. i.arch itectsre prpd4ptsq r l�stor�r�zed fir , „ ,r tr �ndtry s broadest ortf"plios f docu p �nent`�:anaement serricesw uricludin on site and , ff este aiagd Metric; tchn�caN srv�ce rzd� ori; and cuornfled workfl djandesxg a /llx�l „;aa w,�y-`, ;1, a � �g w �b tsytton .kN a so pr V061Ne Nble�flr�ancirrg Options tp,�rn_p _ ypgr s ecNf�p, nee thr`eug a variefy of paymoht` nd invoicing options z a., card wit�inirtg technology choicer with op6b'delchitecture, backed by wprldY 4L class ~� lce`end support „�,. t d to rid sola tion "for all phases of 11o'doc`LI!me t Nif cyclo; Flexiblafinqjnding options r r sir v r yJ ur rNf" i, i Y 1� h UM', =m ipe th w antaf ct iruw g yn m ing��qn errNng e p dine of �coh o nupani�y; Ltd' ak g ;�?"ru rf�r�r', °'",r, �re „e i �'�+r� " ' "4w :,f """ °'4(°'i" TMNr' �IWIIFpn;'m, ,,."f;wYr ,„ , a to a te+hholoy �nnvator watt t�ueerper�ence aria reaeh of our Nocaly, bayed saps " 1, �' , ;�,,y'idYu{ 4 % ,,,,,,k:Mw"e"'+w cr.rar^rrin�"�- ��rr'v^i'..'`'i,J"""WIC*raw`YYti�ar•6,�tirhd'"^A"�?�"i�i�*':�*FYI`��Y!"11"A'h19�`.ui"i�'"r"�1i-;'�if i�#�."w„^'�'.Ml'l�ilh�.��i`�"i 11"�"lr""�iCiiC ✓i{:'�' i creno nd h �r needs Lbc li bd dec s on making is a furI4 Simply wit„ Atha process tr nelatb wnt�a. fast, constster�t, wdrli �r ustomot : S apo t'resc farces caf, a mayor Nnt rnatienal corpOrefficir and, the environment FIe NbNe and responsive localized d ci Mo', along Overview of Current Situation Based on our assessment of the challenges and objectives faced by the City of Baldwin Park, this proposal details recommendations by Ricoh for new technologies and services with the power to enhance the City of Baldwin Park's document creation, production and distribution processes. M rk's` ti U m, RI'COH imagine. change, ��>ryiHF � i�jj Proposed Solution Provide your small -to -medium workgroup with even more productivity. The RICOH MP C3003 Essential gives you high- quality mobile printing on the go, as well as additional time -saving internal finishing capabilities like multi -positional stapling and automated hole -punching. Tackle complex jobs without a large footprint. * Fast output speed of 30 pages per minute '(W J 01 y*' 2 300 lteet Stan rd paper capacity Wrru flirts 0 seconds ^ lit opy speed of 71 aecorwds (Color) J,4 0 k d✓)b e�n`ds dW� � �' � Y' g, wry J D l,,''Cd( RMnlefiNQfy`"INeti p i y �dp,'to0°tb�yragd paprwerg��t� 6,,di • X00 , 0 del ct p rda 9tttta n ! 1 00 200 print r`�rsotuttn � , Nmol tde ' , ti,'I " Wade duper V A Smart, �t t rr panel that p10 ffers t6d h sere n� ftrnctto llt rigjrt on your SEP: drag n drop , Err li rt llck and swipe to scroll quickly and ` asl�yt ru°orae task to,the Fax'pbtltty'', 1 Old Y r /l f • rrslat'otlurr including 1, sheet Finisher 1111 (SRS 40) nergy star compliant. le luxe �R ote device e¢6rtftonng end SGAr eager ent s t rn, n intern t b as foul &I wi yr W fh Yn tnitQr Y IJ'r {� t , u orn t ,,, ter, reads and trier Il rt m, and „quickly alert your service provi pr t f prat leets to l vrien tto intime an ii ipro rWice f (r6G— 1 Y. This product image shown above may be configured with additional options/accessories not included with the mainframe. For more information, please speak with your Ricoh Sales Representative. b"rig Wi4dg/� �7'4YN'NfkW r�MiL � , RICO imagine. change. Ur r rry, rir r , Proposed Solution r n p. is Ime „( The MP C4503 combines high-quality, full-color output with productivity -enhancing capabilities so you can leverage a wider range of information in newer, smarter ways. Transform your MFP into an information portal by connecting to the cloud from your smartphone, tablet or other mobile device and use these powerful systems to print, share and discover the value of customized convenience. Packed with advanced versatility and energy-saving features in a space - saving design, it's ideal for fast -paced offices with heavy workloads. �i oYu �� aiv� rru �� m�poi macu �IZANNOA�ZY iiiaji a j - 04 l � �M� rr a✓ 'N ,J-- U o- ix °� y 1 b�Yw wT _Wfl G.r'uNSgt&��'� ,�`"��V��i'alr'�I��l� � ��4�� i✓� tf ,ir�� V�r , ;ai nd�^ardi� and Pnryptlon x,1)11 T n u A o J, fg�a, a 4P �I hrr�G./rC% ir�a r rrM f r (J 1 a �� NUrX rano � ��u� �� 9a e,MY a This product image shown above may be configured with additional options/accessories not included with the mainframe. For more information, please speak with your Ricoh Sales Representative. c . R �, k9gp9V:Y4b MJ'W �. �d� q RI 0 H I imagine. change. Financial Considerations Investment ,,,, „ tiii • Installation • Operator training • Service performed by Ricoh customer service technicians (you will incur no additional charges for parts or labor) • US Communities contract service agreement includes parts, labor, toner and STAPLES for the duration of the lease Proposal Terms Valid Until: INSERT DATE En 60 -month Lease Option Standard Retail Price- $4-70907024nonth US Communities Pricing month • Pricing is based on an average monthly volume of 10,600 b/w pages with a $0.0069 per -copy overage charge and an average monthly volume of 1,300 color pages with a $0.055 per -copy overage charge • Service rates are fixed for the term of the lease • Rebatecheck of $4,350 for the City of Baldwin Park with installation of equipment prior to March 318t, 2016 R,ICOH imagine. change, AdvancedOffice SMART OFFICE SOLUTIONS PROPOSED SOLUTION FOR THE CITY OF BALDWIN PARK Current Sate—Intaescri atio,n Ricoh MP C2800 28 PP'M Color Copier Printer Scanner and Fax Ricoh MP C4000 40 PPM Color Copier, Printer, Scanner and Fax Current Monthly Lease Current Maintenance Agreement Average Monthly B&W Overage (249 x.0106) Average Monthly Color Overage (1,376 x.0936) Total Current Monthly Expenditures Proposed 60 -Month Lease Agreement Proposed B&W Maintenance Costs (10,000 x.0069) Proposed Color Maintence Costs (1,300 x.055) Total Proposed Monthly Expenditures Total Savings per Month Benefits of Proposed Solution Ricoh MP C4503 45 PPM Color Copier, Printer, Scanner and Fax Current Monthly Expenditures $368.00 101.33 2.64 128.79 $600.76 Proposed Monthly Expenditures 307.00 $69.00 $71.50 $447.50 $153.26 $153 per month monthly cost reduction $9,196 savings over the 60 -month agreement 10% increase in Equipment Speed 26% reduction in Monthly Operating Costs The same great service that you've come to expect from Advanced Office. USCOMMUNITIESU GOVERNMENT PURCHASING ALLIANCE NM AI Proposal for City of Baldwin Park US Communities Quote Ricoh PC3003SP-replace Ricoh MPC2800SPF PC4503SP- replace Ricoh MPC4000 Copy/Print Speed — 30/45 ppm Black & White/30/45 ppm Color Super G Fax Send & Rec DT Memory: 1.5 GB RAM / 250 GB HDD / Reduction / Enlargement 100/220 -sheet Reversing Automatic Document Feeder (4) Trays 550 (1) 100 Sheet By -Pass Tray / Auto Duplexing Inner Finisher Stapler Hard Disc Overwrite Data Security Kit Super G Fax Kit Send & Receive to Desk Top Set Up, Delivery, Installation and Professional Trainin with Custom word User Guides. Cell Business Equipment Ricoh 1 MPC3003SP & 1 MPC4503SP FMV Lease 60 months $315.00 $69.00 Includes 10000 B&W Monthly overage @ 0.0069. $71.50 Includes 1300 B&W Color overage @ 0.055. Total Monthl 455.50 Service Per Image Charge includes everything except for paper and Staples. ❑ B&W Overage billed as needed @ 0.0069 per Image monthly. ❑ Color Overage as needed @ 0.055 per Image monthly. ❑ uo e r c ud"ed" to rb shy` oc C r sten Rr"co,h's to leasin coMpany includingro erttoys. ❑ COE to tirovide Proofof Doo Memory Wipe on Ricohsof No EMT IVMUQ70,��JZ Guy Adams Cell Business Equipment gadams@kopiers.com April 23, 2015 Telephone (818) 421-2495 ITEM NO. STAFF REPORT Ln' TO: The Honorable Mayor and Members of the City Council T FROM: Manuel Carrillo Director of Recr `lion and Community Servic. u 6W. } sr�ossN� jl l Suzie Ruelas, Housing Manage�°� z�x DATE: March 2, 2016 SUBJECT: PUBLIC HEARING REGARDING FISCAL YEAR 2016-2017 COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) AND HOME INVESTMENT PARTNERSHIP FUND (HOME) ANNUAL ACTION PLAN SUMMARY For the City Council to hold the first of two required public hearings and receive public input regarding the Community Development Block Grant (CDBG) and HOME Investment Partnership Fund (HOME) FY 2016-2017 Annual Action Plan; and to consider the funding allocations for the FY 2016-2017 CDBG Public Service. FISCAL IMPACT The impact to the general funds is unknown at this time. The CDBG and HOME fund budget will be reflected in the FY 2016-2017 City budget presented to the City Council for approval. It is important to note that the continuous reductions in City's annual CDBG and HOME allocations from HUD in addition to the recurring Section 108 Loan annual payment, ranging $367,000-$489,000, earmarked through 2021 will have a tremendous impact on the CDBG funded projects. Hence, the approval of proportional funding to all CDBG projects for the next six years will determine the extent of the impact to the general funds. RECOMMENDATION Staff recommends that the City Council conduct the public hearing and following the public hearing approve the allocations for the FY 2016-2017 CDBG public service programs by selecting one of the following options: OPTION 1: Approve the Joint Commission's recommendations for funding as revised by staff; or OPTION 2 Revise allocations as the City Council deems appropriate BACKGROUND Pursuant to Housing and Urban Development (HUD) regulations, the City prepared its five-year strategy designed to address the housing needs of extremely low, low and moderate -income households within the community. The current Five Year Consolidated Plan covers years 2015-2019. The City must also CDBG/HOME Public Hearing March. 2, 2016 Page 2 prepare and submit an Annual Action Plan each year within the five year plan to identify the actual projects implemented and funding allocated to address the needs identified in the Five Year Plan. The FY 2016-2017 Annual Plan is due to HUD by May 15, 2016. Included in the process of preparing its annual Plans, HUD requires the City to encourage citizen participation by holding community meetings and two public hearings. To ensure citizen participation from Baldwin Park residents, the City designated the Housing Commission and Recreation and Community Service Commission to jointly form the CDBG Advisory Committee. The CDBG Advisory committee reviews and considers proposed projects and reviews applications for public service programs. Two committee meetings were held before the CDBG Advisory Committee and funding recommendations were approved on February 4, 2016. This first public hearing is to provide the City Council the opportunity to receive public comments regarding all Plans. It also provides public service applicants the opportunity to make presentations the regarding their applications including services and the benefits to our residents. HUD recently announced the City's FY 2016-2017 Federal allocations. The City can expect to receive $943,889 in Community Development Block Grant (CDBG) funds and $222,999 in HOME Investment Partnerships (HOME) entitlement funds. The City is also estimating about $20,000 in HOME projected program income. Of the CDBG amount, up to 15% may be allocated to public service programs, which equates to $141,583. Public service program is not a requirement of CDBG, however, it provides funding or other types of assistance to low-income youth, elderly, disabled, homeless and other special needs individuals. The total CDBG and HOME funding available for FY 2016-2017 is as follows: FUNDING RECOMMENDATIONS Although the main focus for this public hearing is to consider funding for pubic service programs, in order to fairly and accurately consider public service allocations for FY 2016-2017, and in preparation for the Five Year Plan, the City must begin to consider funding for all CDBG programs at this time. Economic Development Programs - Section 108 Loan Repayment The Section 108 Loan has the greatest CDBG funding allocation for the next six years. During the 2005- 2006 Program Year, the City utilized a $3 million Section 108 Loan program to support an economic development project that included a Super WalMart Department store and other commercial businesses. The Section 108 Loan project is considered an economic development project that created employment opportunities to over 320 low -and moderate -income individuals. This Section 108 loan was provided to the City under an agreement it be repaid with future CDBG funds. In 2015, the City was able to refinance the Section 108 Loan interest and reduce the annual payment. The amortization schedule reflects the City's loan to be paid in full by August 1, 2021 with payments estimated as follows. CDBG/HOME Public Hearing March. 2, 2016 Page 3 To remain in compliance with its Loan agreement, the City cannot reduce the amount allocated to the Section 108 repayment. Therefore, it would be prudent for the City to begin reducing the expectations and allocations to other CDBG programs, at least through 2021, when the Section 108 Loan will be paid in full. Public Service Prograins As a reminder, the City may allocate a maximum of 15% of its annual allocation to public service programs. Although the Commission made their recommendation up to the 15% maximum, there is no regulation to prohibit the City from allocating less than 15%. If not considered this fiscal year, a reduction in public service program may be considered next year. Commission/Committee FY 2016-2017Recommendations The City held two community meetings regarding the CDBG funding process. At the meeting held on February 4, 2016, organizations that submitted applications for public service funding presented their requests before the Joint Commission/CDBG Advisory Committee. Because HUD had not yet announced the actual funding prior to the meeting, the CDBG Advisory Committee considered last year's funding when making their recommendations. Now that HUD has announced the actual allocations, which once again resulted in a reduction in CDBG funding, the Committee's recommendation for funding is no longer possible to approve. Therefore, staying in line with the goals and desires of the Committee, staff revised recommendations with a 1% reduction across the board (rounding where necessary) as follows: * Indicates City of Baldwin Park Services. Reduction of funding to these services may result in an impact to General Funds. CDBG/HOME Public Hearing March. 2, 2016 Paqe 4 Program description of each public service application is also attached for your review. (Please see Attachment) Administration Each year, the City may allocate a maximum of 20% of the annual CDBG entitlement allocation towards administration and planning. This includes staff costs and operating expense for the overall administration of the CDBG program and a portion for the required Fair Housing Services. This year's maximum equates to $188,778 that may be used for administration. Staff understands that $2,500 is not a feasible amount to expect the Housing Rights Center to provide the HUD required fair housing services to our residents. However, the CDBG funds available for administration services limit the City's ability to provide sufficient funding using CDBG only funds. Therefore, the Baldwin Park Housing Authority, which regularly partners with the Housing Rights Center, also provides funding to meet the fair housing needs of our residents. Capital Improvement Projects Three Capital Improvement Projects are proposed for FY 2016-2017. One project, the Storm Drain Project, is carried over from previous years approved by the City Council, proposed on residential streets near Earl Avenue and Corak Street. The other two are for improvements at Walnut Creek Park which includes ADA improvements and new playground equipment. CDBG funding for FY 2016-2017 Capital Improvement Projects are as follows: Housing Programs The City continues to maintain its housing programs as in previous years. Pursuant to CDBG regulations, housing programs are required to create or maintain decent affordable housing for low- income areas and residents. The City's Housing programs include homeowner rehabilitation grants offered to the extremely -low to low-income households with a preference to the elderly and disabled. It also includes the lead testing program which HUD requires for all CDBG and HOME rehabilitation projects. The Rehabilitation Administration program provides for the inspections, loan underwriting and all other operating cost of rehabilitation projects, including the ROEM development project. The Code Enforcement Department provides for code activities in distress neighborhoods in conjunction with other neighborhood enhance programs. CDBG/HOME Public Hearing March. 2, 2016 Paae 5 HOME Funds HOME funds are much more restrictive than CDBG funds. The projects are limited to affordable housing projects. Proposed FY 2016-2017 HOME fund projects are as follows: 1) Administration - 10% maximum allowed for planning and administration; 2) Community Housing and Development Organization (CHDO) Program — Staff continues to seek a qualified CHDO to allocate the HUD required 15% of the annual allocation to implement an eligible CHDO activity; 3) ROEM Affordable Housing Development — Previously approved to develop affordable housing units. FY 2016-2017 allocation is the 10% construction retention and balance remaining from the initial 1.9M allocation: 4) Residential Rehabilitation Loan Program — Project provides low-income property owners of owner -occupied properties loans to rehabilitate their properties and ensure compliance with all local, state and federal building and safety codes; 5) First Time Homebuyer program offers loans as a gap financing in the form of a second trust deed to low income homebuyers and, 6) Lead Abatement Grant Program — Project requirement to meet HUD's regulation for properties participating in rehabilitation programs. As a reminder, HOME funds must be committed to a project 2 years from the date of funding to the City and expended in five years. If a partnership is not entered with a CHDO funds will be at risk of recapture. Because of the limitations of funding, loss in Housing Set-aside funds and the many HUD restrictions associated with CHDO HOME Funds, it is difficult to implement a CHDO project. Staff continues to make every effort to avoid recapture, however the recapture regulation is statutory and cannot be waived. Extensions for this deadline are also not available. Public Review Pursuant to the City's Citizen Participation Plan, the City is required to hold two public hearings during the preparation of the subject plans. This public hearing allows the City Council to approve a draft plan to make available 11or the required 30 -day coninient period, Tlie dralt 11kins will be available for public review at City Hall, 3rd floor and the Esther Snyder Community Center beginning April 4, 2016 and concluding at the second public hearing schedule for May 4, 2016. CDBG/HOME Public Hearing March. 2, 2016 Page 6 LEGAL REVIEW: No Legal Review is necessary at this time ALTERNATIVES Alternative to Public Hearing In order to meet HUD requirements to obtain CDBG and HOME funds, the City must hold two public hearings. In order to prepare a draft plan and meet the public review/comment period, proposed allocations must be approved at this time. Therefore, time restraints do not allow for an alternative to holding this first public hearing. A second public hearing before the City Council will be held on May 4, 2016. After reviewing and considering all public comments received, if any, the City Council may make revisions to their funding allocations at that time. Alternative Funding Options There are alternatives in the funding allocations that the City Council may consider. As previously mentioned, HUD only establishes a maximum 15% of the City's annual allocation to public service programs. The City may opt to provide less funding to and or eliminate funding to certain public services for this fiscal year. This would make funding available for other programs such as Code Enforcement or Capital Improvement Projects. After 2021, when the Section 108 Loan is paid in full, the City should once again have funding available to implement new programs or reinstate cancelled programs. Attachments: • Public Service Applications Food -;; ,,' APPLICATION CHECKLIST ORGANIZATION Church of the Redeemer / Redeemer Food Program Please complete an Application Form for each proposed program/project. If an item is not applicable, indicate "N/A" in the box. If you need assistance, or have questions, contact Michelle Bravo at 626 960-4011 ext 354.. 1. APPLICATION FORM 2. vl BUDGET PROPOSAL (ATTACHMENT A) 3. / BOARD OF DIRECTORS AFFIDAVIT 4. ORGANIZATION BY-LAWS 5. / CHARTER OF ARTICLES OF INCORPORATION 6. IRS TAX EXEMPT STATEMENT 7. ,/ MOST RECENT AUDITED FINANCIAL STATEMENT 8. PAST AND PROJECTED ACCOMPLISHMENTS ✓ V /45 Application packages are due by 5 p.m., on January 7, 2016. Applications must be submitted to. Baldwin Park Housing Division 14403 E. Pacific Avenue Baldwin Park, CA 91706 LATE APPLICATIONS WILL NOT BE ACCEPTED. APPLICATIONS THAT HAVE BEEN ALTERED FROM ITS ORGINAL FORMAT WILL ALSO NOT BE ACCEPTED. .. 3 FUNDING APPLICATION BALDWIN PARK COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FY 2016-2017 PLEASE TYPE OR PRINT AGENCY INFORMATION Agency Name: Church of the Redeemer / Redeemer Food Pro ram Agency Address: 3739 Address Monterey Ave. Baldwin Park 91706 Street City Zip Code Administrator: Flo Title: _.., QLp Administrator Telephone, 626-960-9585 Fax. 626-960-9587 Administrator Email. PFl res cotrb.or Project Site Address: 3739 Number Monterey Ave. Baldwin Park 91706 Project Manager: Street Cecelia Bernal Project Manager's Telephone: 626-960-9585 city Zip Code Title: Community Project Director Project Manager's Email: Celia6 . uv °core, Fax: 626-960-9587 Describe Agency's overall function or purpose. Include history and experience in providing this service. (if more room is needed, please attach an additional sheet). The Redeemer Food Pro ram has been assistin the needs of the low-income individuals and families in the communit of Baldwin Park for over 24 ears. Providing food baskets on a monthly basis, the food program serves more than 600 individuals and 125 households each month. Not to mention the Feed the that delivers food to the needy that otherwise has no trans ortation or means to reach the facilit . Has the Agency previously received funding from the City of Baldwin Park? X Yes (if yes, number of years 8 No -4- PROJECT PROPOSAL AND DESCRIPTION Grant Amount Requested 10,000.00 Scope of Services — Please briefly describe your proposed Project/Program and the objectives. The Redeemer Food Program provides food assistance to Individuals and families in the community that are described as: - Low Income Seniors living on fixed-income - Hard-working low-income couples - Physically and developmentally disabled children and adults - Victims of personal tragedy fire, loss of job) - As well as others suffering from hunger and malnutrition With the help of volunteers, 'food baskets are assembled and handed out on the last Saturday of the month. however, with the increasing demand of services the program has now been offering food baskets on a weekly basis and is committed to providing these services more frequently throughout the week. For those unable to reach our facility, our Feed the City program reaches out to them. Our goal is to expand and increase our services and the amount of baskets given,t o not have to turn away individuals/families each week as we run out of food. Beneficiaries — Please briefly describe the clientele that will benefit from your services (i.e. homeless youth, the elderly, disabled, handicapped, etc.) The program identifies those individuals and families in the community if Baldwin Park with low incomes. The maMorit are elderly, disabled, and households with children. ale women with children, Describe any special characteristics of your client population. Increase in Funding Request - If your agency has been previously funded through Baldwin Park's CDBG program, and there is an increase in the amount of funding requested, please explain the purpose for the increase (i.e., increase in type of services or beneficiaries). The oroaram continues to grow organically ll by word of mouth; however we are limited in our resources and cannot assist evrn. An increase to our current funding will allow us to reach more individuals during this time of need. -5 - CLIENT INTAKE INFORMATION The U.S. Department of Housing and Urban Development (HUD) requires that agencies obtain intake data from each client/family served. Application intake must be taken on all clients assisted with CDBG Funds. Supporting documentation is also required. Please see page 8 regarding Presumed Benefits. Does your agency obtain this information? X Yes 19 If yes, does your intake sheet and supporting documentation obtain the following: 1. Name Yes X No 2. Address Yes X No 3. City in which client last resided. Yes X No 4. Number of family members. Yes X No 5. Total family (household) income. Yes X No 6. Ethnicity Yes X No 7. Female head of household Yes X No Pursuant to federal requirements, if your agency is unable or unwilling to obtain the above information from its clientele, please do not submit an application for funding. However, if your agency is willing to accept the responsibility, obtain this information and retain supporting documentation for the required five years, the Executive Director must certify to that effect below: —DLP I For Print Name J'' n Signature M Title of Officer (6 0� (P Date ACCOMPLISHMENT DATA Pursuant to HUD regulations, each agency must document and report measurable accomplishments to support that the services offered by the agency has made a substantial improvement to the lives or neighborhoods of the City's low to moderate income residents. Therefore, in order to ensure accurate reporting and compliance with regulations, your agency must specify the format that will be used for reporting purposes (example: Individuals, Households or Youths) To determine the best form of data, please consider if the services provided will assist a direct individual or youth or the entire household. Please also note that the selected reporting data must be used throughout the entire year. The reporting accomplishment data to be used by our agency will be: PLEASE CIRCLE ONLY ONE OF THE FOLLOWING: Individuals Youths Households Please provide the actual number of your agency's total clients assisted to date and the projected data for the upcoming fiscal year. Please complete this table regardless if you receive CDBG funding for this current year u �...... Act...al„_ .. 07/1/15 TO Current Proiected 07/01/16 TO 06/30/17 BALDWIN PARK ...... ....._ ��......,... _....... ��. � CJ RESIDENTS -2 ......., NON-BALDWIN PARK RESIDENTS T - 7 .m Presumed Benefit Income eligibility is not required for services provided to "Presumed Benefit" clientele as defined by HUD. The following groups are considered presumed benefit client:: 0 Abused children • Battered spouses • Elderly persons • Illiterate persons • Persons with acquired Immune Deficiency Syndrome (AIDS). • Adults meeting Bureau of Census definition of severally disable persons • Homeless persons 10 Migrant farm workers Which further describes the activity you are proposing? A) The project will benefit a presumed benefit* clientele as defined by HUD. B) X The client intake information will provide evidence that at least 51 percent of the clientele are persons whose household income does not exceed the CDBG eligible income limit. C) The projects limits services to only CDBG eligible -income persons. BUDGET In order to remain in compliance with HUD's regulations, your agency must be able to separate and identify expenditures of CDBG funds from other source of funding. Please complete the following tables with your agency's current budget (including CDBG funds, if currently receiving funding) and the proposed budget, identifying how the funds will be utilized. t:. V c O CI c OC cc 0 0 et -a 4., LL Cj) 0 — — ------ - - - CD = CO) 0 0 0 1 0 M Cm -0 0 0 U) 1--o 0 0 C; C; 0 0 CD L 4) c 3 = c 4.0 0 = w C6 C6 (L — — — - - - — - ... CM CL 0 0 0 CD %woo M c; 0 c; 0 >, CM CM N c c C) 0 q cc cc O C 0 OD Ct co W F- LL cn Cy..._._._. 4) M 4)10 0 c 00 0 ci 0 a) 04 C; C� 0 0 Cl) 0 - C6 C6 LU N(L Lr) a op o O z% C; 0 1 N N IL LL c d) cc c 0 c C m = 0 U) 4) CD ayi 0 E fF CL 4-0 LJ6 oc) a) 0 75 (a CL m cn0 u. E P., 5 E V5 E 0 coE L- (D cc cc c) IL Cc N. 0 E co E cis co cc r CL < (D 'r 4) 0 LL C.) m 0 - C) CC CD 0 0 Cl) C C6 4 L6 6 r` C6 m r N C6 4 C.) CIS W O m W a cc IL O O C1 0 O O o 0 O O o OO OO0 O N M ��+ C OO O, O O O O O O O O O' O O o 0 O O o 0 T N ++ I- w O O 0 N 0 0 0 O O r- O O O m V i 0 NO Vi O O O O O C 0 0 CD 0 0 0 0 o 0 0 0 O O O O O O O LO Il 00 O O (fl ti N It U) O O Or- ON 0 M Cfl ti N o O O 0 m 0 0 0 0 0 ..� (' O O O 0 O O O O O O o 0 0 * Q OO 0 NI LO 0 O O O O O O O O O N V V O O O N 4 O O' O O O O O oo r a) U) O O ti -1 0 0 O O 7 rg C O O 0 0 0 O O 0 0 NLA m O=o O o 0 O 0 O 0 O 0 0 0 o 0 o w' C6 C6 �- LL O O O N LO O Ln O o I' -N O r r r cp O q9 � O a 1 O O N 00 00 o 0 o L 0 0 0 0 0 0 o O O 73 .cam o 0 o 0 0 0 0 0 0 0 o 0 o O V 00 O O 0 Lon N N It 0 O O f- I` O C CO T co T N 0 0 O 0 m 0 0 0 0 0 �O A m O O O 0 O O O O O O o 0 0 + Q O O O N O Ln O 0 O O O O O O O m O N (.� .- N cF o O O O O O -4 co ao L) y d d VJ J U)I = Q ... ++ dE N CQ U, J W V d L cp_� > J t= Ul a) E °� Q- ai CD V_J 0 0 N C = Q. � CO U M (D c U U i a i j o E C co co U...W �, L U O L C IL CL a° 0 0 2 0 IL 0 _� Q r N M 4 Ln CO I� co cy) T T T T W r CL BOARD OF DIRECTORS Please list names of members and officers of the Board of Directors of this Agency (Attached an additional sheet, if necessary). If there are changes in the Board membership after the request is submitted, the City of Baldwin Park must be notified in writing. Name Title Term Expires 1. Dr. Paul A Flores President/Senior Pastor Indefinite 2. Gladys Garcia Vice President February 2016 3. Carlos Sandoval Secretary February 2016 4. Cecelia Bernal Treasurer February 2016 5. 6. 7. & Name of Executive Director Dr. Paul A Flores CERTIFICATION All organizations that submit this application must provide accurate data concerning the number and income level of clients. Estimates are unacceptable except for start-up agencies. This stipulation shall also apply to all organizations, which are subsequently awarded funding. Any organization that falsifies information, either accidentally or intentionally shall be required to reimburse the City for any funds paid out and shall not be permitted to apply for funding in the future. - 11 - AGENCY CERTICATION As the Executive Director, or duly authorized representative of Redeemer Food Program (Agency), I certify that the applicant is fully capable of fulfilling its obligation under this proposal. This application is submitted to provide the services for the City of Baldwin Park as stated in this proposal. If this proposal is approved and funded, it is agreed that relevant federal, state and local regulations and other assurances, as required by the City of Baldwin Park, will be adhered to. I certify and declare under penalty of perjury that the information provided in this application is true and correct. Paul A Flores Print lame Signature 626-960-9585 Phone Number PFlores@cotrbp.org Email Address -12- President/Senior Pastor Title of Officer I (z), I & F -C, Date Affiliated with The General Council October 1999 CONSTITUTION AND BY-LAWS CHURCH OF THE REDEEMER, AFFILIATED WITH THE GENERAL COUNCIL OF THE ASSEMBLIES OF GOD, LATIN AMERICAN DISTRICT COUNCIL WHEREAS, it is the express purpose of God to call a saved people who shall constitute the Body or Church of our Lord Jesus Christ, established upon the foundation of the Apostles and Prophets, Jesus Christ Himself being the Chief Cornerstone; and, God has ordained that His Universal Church should find expression in and through local churches, to assemble together for worship, fellowship, counsel and instruction, in the Word of God, to do the works of ministry, and exercise spiritual gifts and offices as provided in the New Testament; THEREFORE, this corporation is formed to propagate the Gospel of Jesus Christ, according to the Holy Bible, in fellowship with THE GENERAL COUNCIL OF THE ASSEMBLIES OF GOD, a Missouri Nonprofit Corporation, as a local church under the headship of the Lord Jesus Christ, with customs and traditions of Evangelical Pentecostal Christianity; and, in these premises, the following Constitution and By -Laws are adopted: CONSTITUTION ARTICLE ONE - NAME The name of this corporation is CHURCH OF THE REDEEMER hereinafter referred to simply as "church" or "corporation", though this corporation may by special resolution of the Church Board adopt other and fictitious names for the purpose of doing business through its various departments and programs, as deemed necessary, convenient or expedient, and in such manner as to be in compliance with law. ARTICLE TWO - FOUNDATIONAL CONSIDERATIONS, PRINCIPLES, PURPOSES, TENETS OF FAITH Section One: Supreme Authority of the Holy, Bible This church holds the Bible, the Holy Word of God, to be supreme in all matters governing this church, the ultimate authority for rules of order, in keeping with the Spirit of Christ; and, that every born-again Christian should endeavor to keep the unity of the Spirit in the Bond of Peace... "till we all come in the unity of the faith, and of the knowledge of the Son of God, unto a perfect man, unto the measure of the stature of the fullness of Christ" (Ephesians 4:13). Section Two: Purposes- Worship, Evangelism and Fellowship The purposes for which this corporation is formed are to establish and maintain a place of vo�'ship ofAlmigrty God, our Fathe�r�, and the Lord JeSUS Christ, , t -lis only begotten son, through the Holy Spirit, and promotion, ofChristiaft fellow.glrip and edilicatioii, to conduct bustaress as a charch, unde-ar gLiidairce of the lr--Ioly Scriptures, acrd to do the Nvor-k of evarigelisin in hon.ie and foreign fields, obedient to the Great Commission of the Lord Jesus Christ. Section Three: Tenets of Faith As Tenets of Faith, this church accepts the Holy Bible as tlle inspired and revealed Will of God, the all -sufficient rule of faith and practice, and for the purpose of maintaining general unity, adopts the STATEMENT OF FUNDAM-1 r�,NTAL TRU'rutS 04? THE GENERAL COUNCIL OF THE ASSEMBLIES OF GOD, as same is now and from time to time may be revised, and as recited in the MIC copy thereof whichfellows as an addendum to this code of Coll.stitation and By Laws, by this reference here incorporated as though set forth in fall. ARTICLE THREE - STANDARDS, PREROGATIVES AND POWERS Section One: Standards and Church Government Prerogatives It shall, be a standard and responsibility of this church to preserve scriptural order in all matters a, -yecjjll,g its life and mird. try, reserving, the 1'jgjjt Of the prerogatives to choose its , 1, s owl, Pastor, arid, by action of its inen.,lbership or Chu -ch Board to elect its officers and directors, to establish and maintain standards of membership and discipline, to acquire and hold fitle to property, and to transact all other business pertaining to its life aiid conduct as a local church, according to Holy Scriptures ra.ntl as hereinafter in this Code of Constitution and, By -Laws provided. Section Two: General Powers d to exercise all rights, I)Owers and privileges This corporation shall have and is empowered to acquIre, hold, buy, generally accorded to corporations of this kind, including the power to contract, set], lease, mortgage, hypothecate, or other -wise encurilber, and to dispose of in any way, real and 0 hilawful,n ary personal property, of all kinds and descrip Li oils, and to conduct al I business which necessary or expedient, in proi-notin- the Purposes of the corporation, including the power to iSSLIe, purchase, C� 1 redeem, receive, take or otherwise acquire, owl',, sell, lend, exclu ,11cre , trajjsfer or otherwise dispose of; pledge, use or otherwise deal i p, -()PcrLY Of ally kind, including its own bonds, debentures, notes , � and debt securities. ARTICLE FOUR - RELATIONSHIP WITH THE ASSEMBLIES OF GOD Section One: Affiliation 1 0 e C 0 y ill the coildl.jet, ofits owti business affilifs, this W11,ije recognizing inhere"t '"ght to s v T '-At ship with and Ls a rneniber, of THE GENERAL Church volunta,fily enters into full cooperative fellow 'M 11, pringfield, COUNCIL OFTIM, ASSEMBLIES OF( GOD, a . issouri Nonprofit Corl)Orati3O S , , ffLr , IIN Missouri, and likewise in fellowship with an(I as a mernber of the SOV ", ERN pACIFIC'L - OF THE ASSEMBLIES OF GOD, a California AMERICAN DISTRICT CO-U1NCM Corporation, and subject to their superior authority in matters of doctrine and conduct, which c,orporations are hereinafter referred to as "Gerieral Council" and "District Council", respectively, or cr,.)ljcCtjvely referred to simply as "Assemblies of God". Section,r1yo: privileges, Re ,, tlesponsibilitie�s, present 0' e in privileges arid assunie responsibilhies et1joined by affitlatiolls Mentioned TI -lis church sball shar i t'an & BY -Laws of each the General Counc il and the District above, in accordm ce with the CO.nst� tL1, I be amended, including representation Council, as such reSPlatio"S are now and may fi-orr, time to tirne a t both the General Councit and the District Council business sessions, tlirougb its delegates who have, been selected by the membership of this church or its Church Board. Section Three: Dedication and Dissolution 2 This corporation is f.brined and operated cyclusi'vely f(.'),- religious purposes withiin the Illea,111119 of §50-1 (c)(3)) of the United States Internal Revenue Code. The property of this corporatiorl is irrevocably dedicated to religious purposes and no, part of the net income or assets of this corporation S Shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any pj-,iv,,jt,c person. Title to all] personal property and real property now owned or held in trust for or hereafter acquired by this churctl shall be perpetually dedicated to and held intrust far the purpose of maintaining a place of divine worship and operating church fa,cilifies arid progTatils, ill full Cooperative fellowship and affiliation with the General Council and District Council UP011 the dissolution or winding up of this corporation, after paying or otherwise adequately SeCUring or providing for the debts and obligations of [his corporation, the remaining assets shall be distributed to SOUTHERN PACIFIC LATIN Al: .'ERICAN DISTRICT COUNCIL OF THE ASSEN/MLMS, OF GOD, a California Nonprofit Corporation, which corporation is formed and ex"I l, taxi n operated exclusivelyror refigiotis purposes, vfit is tile" ill stence and exenapt fton tion under provisi orls oil' 01(c)(3) of the United States Internal Revenne Code, or, if not then so e,,dsdrig and exe,111pt, flien to 'THE GE NERAL COUNC-11L OFTHE ASSEA1BLIJ7!,S OF GOD, a Missouri . N I onprofit Corporation, w1lich corporation is ffirmed and operated e clelyor rijous purposes, if,t is then - provisions f §501(c)(Y of the United States I . ij., existence and exempt: from txxati orl under Internal Revenue Code, or if they then are both not b -i existence and exempt, then to a. non-protit finid, f6tuldation or corporation which isf,'ornled and operated exclusively for religious purposes, in harmony with the purposes of this corporation, and which has established its tax exempt status under 01(c ()) of tile United States Internal Revenue Code. Section Four: Organizational Assistance If at any time this C111,117C11 encounters, any internal or external probjellIS, whicli, cannot be reasonably and ex.peditiously resolved by action of the membership or the Church Board, tile church shall seek the services, and assistance of District Couricil. or General Council, upoll 'request of the ,ji 0 - upon petition of the mernbership� Such efition of the Pastor or a In , rily of,tile Cliurch Board, soil P t'nembership shall be in wriften'Fol-M, and shallrequirc tile siSmatures, of at least twenty percent (20"/o) of the current active membership of the church, and shall be addressed to District. Council, and presented to the District Superintendent of Distric ,j C0tjjjcjL sijej, petition shall specifically but brieffly is oarticularly describe featutes of recite the details ,f the inatter for which assistance is requested, and p dispute or administrative frustrations, Upon such presentation to the District Council,, it -,,hall be deemed to be a petition on behalf of tile church, as an initiative of the membership, wilereu poll the District Council, District, Superintendent or Presbytery, should talce appropriate action or undertake to provide necessary services as are available. "In even[ the membership of this clitirch should become divided over doctrinal or other issues, in which individuals or factions might propose that this church should withdraw or disaffiliate from the Assemblies of God, such disputes shall not be put to a confirming vote, but shall be resolved according to provisions of these By -Laws, Article Eleven, Resolution of Disputes, at Section Two. Section Five: District Council Assistance in Church Administration if at any tirne the business of this church cannot be adequately undertaken and, performed by its administrators throtigh the Church Board, or when a proper Church Board is not available or I'l,nictioliing, alae lie church may, by request of its Church Board or at least 5 l'% of its then ctirrent, active membership, petition tile Presbytery of District Council to serve as the Church Board, to so serve ul,itii sucti time as the ,'Prel,4bytery and the membership ofthis chur-ch agree, that the inenibership should o resume Cull responsibility for its 'all rs. Neither District ('ouncil nor the Presbytery of District Coulioil shall be deemed to assume any personal responsibility or liability for debt or other obligations of the church in taking such action as may be necessary in these premises, unless affirmatively so stated. Section Six: Minimum Number for Viable Membership If the active membership of this church falls below twenty (20) persons in number, the church shall seek the assistance of the District Council for help in maintaining the minimal requirement for General Council affiliation. If after one year thereafter the minimal number of 20 active members is not attained, this church shall automatically revert to the status of a District Council Affiliated Church. The church shall remain in a District Council affiliated status until it again meets the standard for a General Council affiliated church, having demonstrated its ability to assume full responsibility for restoration to that status as a viable sovereign church. Unless otherwise arranged, there shall be no financial liability or other affirmative obligation assumed by District Council in these premises. ARTICLE FIVE - THE BOARD OF DIRECTORS AND CHURCH COUNCIL Section One: The Board of Directors- Name, Number, Authority The Board of Directors of this church shall be known as the Church Board or the Board of Deacons, and shall consist of TEN (10) natural persons, including the Pastor and officers elected to and serving for the terms and having powers and authority as hereinafter in the By -Laws provided. All official and business powers, activities and affairs, of this corporation shall be exercised and conducted under authority and ultimate direction of the Church Board. Section Two: The Church Council There shall be a Church Council composed of the Church Board together with Pastoral Staff and Departrneiits.l Officers, which shall serve as supervisory and advisory in nature, and shall not usurp the authority or fu.ti:i_ctio'n Of the Chure l'i Board, a id as hereinafter in the By -Laws provided, ARTICLE SIX - AMENDMENTS TO THE CONSTITUTION Arnendallealts to this CorIstitlatiC 1 may be made only by vote, of ttre active voting meratbers at a regular Annual Business Meetirig, or at a Special Business Meeting of the swear bership of .his church specially called for that I)urpose, provided that stwh Business Mectia�g h, s been, duty called azld noticed at least tivo SL111days Plior to such nneeting, and as hereinafter in the ley -Laws provided. The proposed arnendment text shall be publicly posted in a conspicuous place witNui view of atterade�es at the church sanctaaary, and sent by mail to each active member at leis or her address od"record, at least ten days prior to such Business Meeting at which the ainendmerit is to be Considered, Amendments to this Constitution shall require a three-fourths a frii.rrra.ative vote of those active voting members present and voting at such Business Meeting, after a quorum is established. BY-LAWS ARTICLE ONE - PARLIAMENTARY LAW In order to expedite the work of this church and to avoid confusion in its deliberations, all ineetings of the Church board', all Annual Brasir�ess Meetings and r,,dl Special Business Mectialgs of the .rn.enibership of this charcti, shall be conducted wander established rules or order, or otherwise 0 governed by the parliamentary authority of the current edition of Robert's Rules of Order newly revised, in keeping with the spirit of Christian love and fellowship, under the guidance of the Holy Spirit of God. ARTICLE TNVO - MEMBERSHIP Section One: Members There shall be but ojie class of regular active rojje.:jjjl)ecsllip of this church, the quatifications and acceptance of sane b6lg subject to approval of the C11111° h. Board, as hereinafter in these By -Laws provided. Section Two: Standard of Active Membership The Standard for regular active membership in this church shall be: A.- Evidence of a born-again experience in Jesus Christ (regeneration) (John 3:3-7, 1:12, 13; I Peter 1:18-25). B.- Water Baptism by itnal r sion (Klatt. 2& 19, Col. 2:12) C.- Evidence of a consisten't. Christraa.i life (Rom. 6:4,13:13; Eph. 4:17-31, 5:2,15; I John 1:6-7). D.- Personal subscription to the Tenets of Faith as set forth in the Constitution of this church. E.- Personal willingness to contribute regularly to the support of the church with tithe and offerings according to his or her ability. F.- A voting member must be at least 18 years of age. G.- Agreement to be governed by the Constitution & By -Laws of this church, and the Constitution & By -Laws of the General Council and District Council, as they are now and may be from time to time amended. Section "Ih ee: Application for Regular Active Membership, Church Board Review Applicants tsar regularactive inenibeaship shall make their desire known to the pastor, who shall accordance with the standard n lsartrrsla approved b lis the Cliurc.�lt Board, exanr.i.ne the appl.icairt in ac' �a slra a, arid arcl ofnae�r�be�a the Church Board shall consider their written applications o pi y and the names of those approved for such inenibership shall be added to the roster of active rnembcrship of the chcarch, and they shall be reco&pmed publicly as members at the eax'l:est convenient meeting of the congregatio)1 " o applicant for illeinbershipshall be accepted as a inerribcr within 30 Clays before an a,n:r:al;rex rberslrip ineeting, or within 1 days before a, special busi:nesM:x 1r1eeting of membership. Section Fof tl:i�E chOurch and respective cio Membership spoof use shall Pastoraly v�t e Staff, fa�ecri � Spouses The acceptance into ThePastor its ministries be d'eenled to become and be active voting nwinbers of this church. The Past(',mal Staff and their respective spouses, by virtue of their appointn ents by the Church Board, shall be deemed. to become and be active voting nien.lbers of this church.. Such ,fix. 011 cio Church M:embershi ternriajtrtes with ter prri.rb.ation liom the respective office. Section Five: Voluntary Termination of;gember ship by Member Active metubers in good standing inay sever their relationship with this church by voluntary termination, or be transferred to some other congregation. A transferring member may apply to the Secretary of this church for a Certificate of Good Standing or Letter of Transfer, which shall be granted on approval of the Pastor and the Church board, and shall be signed by both the Pastor and 5 the Secretar I I at could othenvise bring aboul I y. If ki n, einber tenders resignation while Under etlafges' th, discipline fi-orn the Church Board, snell resigilati oil shall not deprive the Church Board from hearing 1, and rlialdn,-, disciplit-iary deten-ninat'lotis, of the charges, as deetriednecessary or proper by the Churcil Board, for the record. Section Sixjnactive Membership, Church Board Review, Notification The Ovircli Board is einpowered to periodically review the Church Memborship, foster and there -from to place on the inactive list those who have become disqualified from menibers1lip, including those who shall wiflunit good cause absent themselves fioln services and progranis of this clitirch, for a period of three consecutive months or more, orwho cease to contribute to its support, or who sliall be Linder charges for 111i.sconduct or under condemnation for sinful or worldly practices, When the Church Board places the name of a meniber on the list, that 1110114ber shall be notified in writing of such action, and the reasons therefor, by the Secretary of the church. Such notice shall be given to such inactive member by regular illail sent to tilat person's address of record in the files of the church. if such member so notified does not in writing formally request restoration to active status within 30 days from the date of mailing, of notice of inactive status, he or she shall be automatically terminated from membership of the chLircl-4without fartlier notice required, For good cause shown, the Church Board may restore a member to active statl,is at anY time prior to actual termination of membership. Section Seven: 'Terniblatiolt ol'Mehr bership by Action of tine Board The Church Board is oinpowen-A to remove from theniernberstlip rosters the names of those who are deceased, those who no longer inreet the standard of membership, those who may have voluntarily withdrawn firorn flue fellowship, thase who inay have been granted, scverance and Cenrificate or Good Staticling or Letter of Transfer, and tl.�.iose whose nanles have been oil flue inactive membership fist Bo at least 3 0 days without requesting restoration to active status, and those dismissed for disciplinary reasons. Section Eight: Honorary and Special Memberships The Church Board, by its special resolution, is eml)owe red to and rnay provide t'or honorary o special meniberships, having no riQQjlts of nietribership notwithstanding such designation. as inernbers, l"Or yoLlth and stiperannuated persons, handicapped persons, individuals that are absent frornthe area and unable to take part in the programs of the ch"rell, and others deerned by the Church Board to be ition, oil such criteria as the Church Board deenas reasonable. Suich, deserving of stich collsider, honorary or special men',iberships shall have only those pailiClIlar rights and benefits as shall be affirmatively bestowed by such speci�-d resolution of the Church Board. lUghts, and benefits of honorary or special meniberships need not be uniform over the entire class. It is intended that bonorary and special rilemberships shall not be rijenibers within the meaning of any law granting rights to members. Honormy and special memberships shall have no right to notice of or participation or vote in any ineeting oftbe niernbershlip ofthis church, nor to participate in, any wayy in aimending, the bylaws of this church or in vote to dissolve or inerge, 1.4olloraly and special members shall have no vested rights in their res pective rn,embei' -ships, and the Cluirch Board, by filaher special resolution, may With, or witijout notice terminate or revise terms or conditions of honorary and special memberships, at any time and for any reason, for cause or without cause, and may likewise dissolve the entire class or classification. Section Nine: -Unauthorized Activities No member of this church shall promote personal crusades or Support private call"ipaigns, programs, enterprises or activities to involve tl-us church or the membership of this church, ori the Con church campus or elsewhere, unless such have been approved in advance by the Pastor. If additional services or programs are desired beyond those provided, such services and programs must first have the approval of the Pastor, and be under his general authority and supervision, and his approval may be withdrawn at any time without notice, for any reason. In event the church is temporarily without a Pastor, such activities must first have the approval of the Church Board. Violation of the provisions of this section shall constitute good cause to have the violator expelled from church campus and facilities, and shall be grounds for discipline of a member by the Church Board. ARTICLE THREE - DISCIPLINE OF MEMBERS Section One: Disciplinary Authority of the Church Board All discipline of regular members shall be prayerfully administered according to the Scriptures, under authority of the Church Board (Matt. 18:15-17; I Cor. 5:9-13; II Thess. 3:11-15; Rom. 16:17). The Pastor shall be under the exclusive ecclesiastical authority of District Council and General Council, which have sole powers of discipline over credentialed ministers. Section Two: Suspension and Restoration With exception of term and authority of the Pastor, the Church f1'oarar is empowered to suspend from active voting membership and place on inactive status those regular members who shall be under charges for misconduct, or who have fallen under condemnation through sinful or worldly practices. 77te Church Board is likewise empowered to restore to active membership those whom it finds are not guilty as charged, and those who through repentance and adjustment have again attained to the standard for active membership. Section Three: Requests for Restoration, Hearings and Appeals A.- If a member has been removed from active membership because of charges of misconduct or condemnation through sinful or worldly, practices, he or she may request restoration to active membership and demand a hearing before the Pastor and a majority of the Church Boa r , to be held within 90 days of receipt of such request and demand, which shall be in writing and particularly specifying all defenses to each charge so made; which written request and demand must be received by the Pastor or the Secretary within the 30 days after date of mailing notice of removal from active membership. The !'rrr°cJ..1rrErr e shall encourage a proper attitude on the part of those in question, and proceed crar elirlly to press for final decision iaa each case. When the Church Boartlleas rendered its final decision, the member shall be notified of the decision and of his or her right of appeal of all adverse decision, and he or she may appeal from that decision directly to the a ieanberslaip of the church as hereinafter in this section provided. B.- In event such disciplined suspended person desires to further appeal the suspension beyond the determination of the Church Board, such appeal shall be in writing specifying each contention and defense felt pertinent to the matter, and received by the Pastor or Secretary of the church within 30 days after date of mailing notice of adverse decision of the Church Bow -d, further demanding a Special Meeting of the membership to be called for hearing of the cause, which Special Meeting should then be scheduled to be held within 90 days thereafter. Action taken by the membership on such appeal shall require a 60% affirmative vote to overrule the underlying action of the Church Board, and that decision of the membership shall be final for all purposes, from which there shall be no further appeal. 7 ARTICLE FOUR - QUALIFICATIONS, DUTIES AND POWERS OF OFFICERS, EmTLOYEES AND VOLUNTEERS Section One: Qualifications A.- The Pastor - Because the church recognizes the leadership of the Pastor under the Lord Jesus Christ,,,arid because lie is a representative of flih; church, he shall be a person of good report, and shall manage leis personal aff'airs, financial mid otherwise, so that no discredit shall come to the cause of Christ through his actions. His life, and conduct shall conform to the following ScriPtures' I Timothy 3:2-7-, Titus 1:6-9; 1 Peter 5:2-3. The Pastor must leave and maintain current T11111isterial credentials with the Assemblies of God. B.- The Pastoral Staff - The Church Board may by special resolution provide for a Pastoral Staff to serve in admi6stration of the programs of this church, and they shall serve on the Church Council. The Candidates for service on the Pastoral Staff shall be selected by the Pastor, subject to confirmation by the Church Board, and shall serve as assistants to the Pastor and under his direct supervision. They shall not be eligible to serve oil the Church Board. All individuals serving in a ministerial capacity on fliePastoral Sniff must: have and maintain current ministerial credentials issued or recognized by the Asseniblies of God, a s a condition of continued association with this church, or provide proof that he or she,, lias a current application for such credentials pending with the District Council In event (ul illdividual serving on the Pastoral Staff is in a non -ministerial role, he or she should alternatively qualify themselves by a showing of training and experience in the particular field for which they have been so engaged. rq��,Iq 1&y- cla (C�_l C.- Church Board, Trustees and Other Officers - All members of the Church Board, Trustees, and other o-fficers of the church, shall be mature persons fall of the Holy Spirit, whose fai tlifidness shall have been in evidence and whose lives and conduct shall conform to the following Scriptures: Acts 6:3, 1 Timothy 3:8-12. Members of the Church Board must be act ' ive nienibers of the church, in good statldirtg), and shall consist of such persons as are appointed or elected to, serve, and of their successors subsequently selected from tinic to time, Nvho shall so serve until selection of their successors. D.- Employees and Volunteers - All employees and volunteers in scrvice, to this church, in any of its departments, programs and rn-ij.li s tries, inn-ast be maftTe persons, committed to the religious mission of the church, with a personal born-again expenen,ce ill Jesus Christ, evidence of a. consistent Christian life, and personally subscribing to the Tenets of Faith of this church. All employees and volunteers accepted for employment or service within this corporation are part of the religious mission of this church, including custodians and ground,skeepers, department and program leaders, teachers, receptionists, Pastoral Staff, and Senior Pastor, and every other person that is authorized to take part in the various der)artinents, programs and ministries of this church, and each is expected and reqpired to comport themselves in their personal lives, on and off the job, on and off the church calupus, insuch a way as to coniplinient, the image and religious r1fission of this cliurell, Any behavior tbat is view L -d as inunoral, sinful, disloyal or antaggo stic, to or adversely reflecting ol the c) Urcli, will niI not be tolerated, and will be grounds for dismissal. E.- No officer, director, employee or volunteer in any department, program or ministry of this clurch shall have any sort of vested proprietary right or economic interest in the employment of service in this churcli, nor any legal, righl s to continue in employment or service, nor, any sort of legal N. rights for money damages or equitable relief upon termination of respective employment or service. Any disputes in this regard shall be resolved pursuant to arbitration provisions of these By -Laws, Article Eleven, Section Two. Such employment and volunteer service are subject to these continuing conditions. Section Two: Duties A.- The Pastor - The Pastor shall have general supervision of all activities of this church. He shall serve as President of the corporation and be Chairman of all meetings of the membership and the Church Board, and, with the Secretary of the church shall sign all official documents for the church. He shall be an ex -officio member and overseer of all committees, departments and programs of the church. He shall provide for all the services of the church and arrange for all special meetings, giving due regard to the needs of the congregation. No person shall be invited to speak or preach before the congregation of this church without his approval. The Pastor shall perform such other functions as are customary to the office of President, and as necessary to the proper discharge of his duties. B.- The Pastoral Staff - All members of the Pastoral Staff are directly responsible to the Pastor for respective assignments or portfolios. They shall be amenable to the Pastor in all matters of faith and conduct, and shall perform such duties and carry such responsibilities as may be assigned by the Pastor. C.- The Vice -President - When there is a vacancy in the office of Pastor (President), the Vice -President is authorized to act as interim President and to exercise the official powers of the President, until the vacancy is filled. He shall also serve as Vice -Chairman of the Church Board, there acting as presiding officer in absence of the Chairman. The Vice -President shall perform such other functions as directed by the Church Board, and as customary to the office of Vice -President, and as necessary to the proper discharge of his duties. D.- The Secretary - The Secretary shall preserve proper records of the membership of the church, of all communications and proceedings of the church, including the minutes of all membership Business Meetings, and the records of proceedings of the Church Board and all authorized church committees, departments and programs. The Secretary is the custodian of all legal documents and the official seal of the church. The Secretary shall together with the Pastor sign church documents and affix the official seal, and shall perform such other functions as are customary to the office of Secretary and as may be directed by the Church Board, and any other clerical work necessary to the proper discharge of assigned duties. E.- The Treasurer - The Treasurer is the Chief Financial Officer of the church, and is entrusted with all the finances of the church as may be committed to him. He shall deposit all church funds in a federally insured financial institution, in the official name of the church, and shall disburse same as authorized by the Church Board. He shall preserve proper itemized accounts of all receipts and disbursements of the church, and make a financial report of same to the Church Board upon demand and at the Annual Business Meeting of the membership. The Treasurer shall perform such other functions as are customary to the office of Treasurer and as may be directed by the Church Board, and any other clerical work necessary to the proper discharge of assigned duties. F. The Church Clerk. The Church Clerk is an employee of the Church, hired by the Church Board. The Clerk shall perform the duties as designated by the Pastor, the Secretary, the Treasurer, we and the Church Board. G.- The Church Board (1) The Church Board shall act in an advisory capacity with the Pastor in all matters per tah�ng to the sph itusl In of the church, and in ministry of its ordinances. They shall serve as an Exaniin:ing Com111ittee in review of applications for inembershi.p, and as a principal forum for administration of discipline among the membership of the church. In event of vacancy in offices of both the Pastor (President) and Vice -President, they shall be empowered to provide for their own temporary Chairman from among their own number in order to transact interim church business. (2) Duties and powers of the Church Board shall be subject to limitations of the foundational articles of this corporation, the provisions of this code of Constitution and By -Laws as it now consists or may be from time to time amended, and the law of the State of California and other places and jurisdictions where local laws might govern or restrict such powers; and, (3) Without limiting the general powers of the Church Board, they shall have the following specific powers: (a) With exception of the Pastor and Pastoral Staff, to select and remove all other officers, agents and employees of the church, prescribe such powers and duties, regulations and policies, for them as are not set by these By -Laws, consistent with law, the foundational articles of this corporation, and good business practices, and, as necessary, to require from them appropriate security for faithful service, and to fix compensation of all Pastors, Pastoral Staff, officers, agents and employees of the church; and, (b) To receive and authorize disbursement of funds; to borrow money and incur indebtedness in the course of business of this church, and for that purpose to cause to be executed and delivered in the name of this corporation, promissory notes, bonds, debentures, deeds of trust, mortgages, pledges, hypothecations, or other evidences of indebtedness or securities, subject to pertinent law and regulations, further subject to the provisions of this code of Constitution and By -Laws of this church. (c) To take and hold as custodians for the use and benefit of the church all of its .property, being responsible for the maintenance and cleanliness of same for the comfort of the congregation; and to designate from its own members, as need appears, individuals to serve on the Committee of Trustees, to hold property for the use and benefit of this corporation, as necessary and as hereinafter in these By -Laws provided. H.- The Church Council - The Church Council, composed of the Church Board, Pastoral Staff, and duly elected or appointed department heads, shall meet at a properly called quarterly or special meeting for the purpose of counselling together for the planning and implementation of the total program of the church. The Pastor or Church Board may call such meeting at any reasonable time, and quorum is not required. I.- Employees and Volunteers - Employees and volunteers shall assume and perform duties as are assigned to them, according to respective job description and in compliance with department or program regulations and policies, under direct supervision and authority of their respective 10 department or program supervisor, at all times subject to the superior authority of the Pastor and Church Board. ARTICLE FIVE - ELECTIONS AND VACANCIES Section One: The Pastor and Pastoral Staff 'h, evel,1L of vacancy in the office oJ7, Pastor, -the Church Board shall act as a PUIPit committee, and after prayeriully seeking to kni "t C) . owthe mind of God. and carefully choosing., the bes counsel available, shall select a scripturally qualified mii,,iister credentialed with the Assemblies of God as a nominee to tile office of Pastor, and present his nae fr the vote of`tile nenI e sh.ip f thisS ch,tirch, Any active mernber orthis church may suggest to the committee the name of an Assemblies of" God niniister in this regard, The Board should seek the advice and counsel. ofthe local Presbyter, and Superintendent of District Council in these premises. B.- 1election and re-election of the Pastor shall be by, vote of the membership, and, such elections shall require a two-thirds niaJority affli-mative vote by secret ballot of the membership present and voting at tile meeting where such election is to be entertained, after a quorum has been established, The pastor's initial terni shall be for three years, and unless there be a restrictive ballot stating otherwise, the succeeding term of office for the Pastor shall be for an indefinite period. The Pastoral Staff'shall not be elected by tile, membership of the church, They shall be engaged by a. majority vote ofthe Church Board upon., recommendation of the Pastor. In event of resignation. or other departure of the Pastor, the niernbers of tile Pastoral Staff are expected to submit their respective resignations to the Church Board for the review of the incoming Pastor, sin order to allow the incoming Pastor the privilege Of selecting bis own Pastoral Staff. Te ervices of a,11Y member ofthe Pastoral Staff may be terminated by the'pwstor, for cause or withOUt GaLlSe, 011 giving. 30 days written notice. Any such person may be suspended by the Pastor kritnediately without notice, There shall be no right of appeal rrom such termination or suspension. Section Two: The Church Board A-- Nominating Coymnittee, - In ordinary course, candidates for memberskip on the ClLH-ch Board shall be norninated by a nominating coramittee. The nominathig colurnittee shall, be appointed by the Pastor in consultation with the Church Board, and shall consist of at least five persons, who Shall be the Pastor and four clitirch mealbers, not rnore than two of which shall be members of the Church Board. Any active voting member of this church may submit names to the nominating committee for their consideration up to two weeks prior to the meethil, Where Such elections are to be considered. The names of those serving on the nominating con-anittee shall be pioporly announced and posted on the church bulletin board at least 30 days prior 10 such meeting. The TUIrIeS Of the nornii,wes shall also be properly announced and posted at least ten. days prior to [he meeting wlicre rom . such elections are to be considered. Additional tiominations may not be submitted f , the floor. B.- M ernbers ofthe Church Board shall be elected by the incinbership, initially for staggered tern'is of one year, 1-wo years and fl -tree years, alid u-pon expiration of these mitral terms, their successors shall be elected to serve for three year terms, All such elections shall be by simple majority, by secret ballot. With the exception of the Pastor, no member of the Church Board may succeed 11 himself in such office, unless there are no other qualified members in the church willing to so serve. C.- Alternate officers. Alternate officers shall consist of the two remaining nominees in an election of officers with the highest number of votes. 0, Vacancies ora the Church Board sha,11 be. illed as 'Htonlatica, I , 1.11l� t in line [1 ) Tbe successors shall Serve Tor the unexpired tensa of their predecessors. Should the 1'ex- Board fall below one-half of that nuinber required, by the, munber of nienibers of the ChUre 11 Constitution and By-Unvs, the remaining Church Board members shall call a Special Meeting of the membership for the purpose of falling these vacancies by the membership electoral process, as defined herein. Section Three: Vice -President The Vice -President shall be elected by the Church Board from among its own members, at the first meeting of the Church Board following the Annual Business Meeting, by a simple majority, on secret ballot. The term of office of the Vice -President shall be one year, and he may succeed himself in such office for the duration of his service as a member of the Church Board. Section Four: Secretary and Treasurer The Secretary and the Treasurer shall be elected by the Church Board from among its own members, at the first meeting of the Church Board following the Annual Business Meeting, by a simple niaJority, on, secret ballot, for terms of Office of one year., and they assay succeed ihemselves in such officesfor the dUrElti011 of respective service on the Church Board. "I"hese offices may be held by sepal -ate individuals, or one person inay be elected to hold beth offices of Secretary and'Treasurer at the same time. Section Five: Vacancies A.- The Pastor (I) If the Pastor has been called Fora, definite teras, the tenure of his office shall end at the expiration of such tensa, or it inay be tenldriated iri manner provided in the panagraph following. Re-election of the Pastor shall be in accordance with provisions Bound else -where in these By -Laws, (2) 11","a Pastor cc8ses'tO qualify as provided by either the Constitution or By -Laws of this Church, or when his ministry ceases to be effective, or if good and sufficient catise exists to render leis mirdstry unacceptable, or if other serious charges are preferred against hill's, power is vested in the Church Board at any finie, to ask for his resigniation. if such re(luest for his resignation is by hiril refused or ignored, tile office of Pastor shall not be considered vacant unfil, the, action of the Church Board has been c(.')nfirjned by vote of the membership, In order to tern irate a I'lastor before the end of his term, it shall require a majority vote ofthe active membership of the church present and voti,11 * g at a, Special Busijless Meeting of the 11 1,11111 I's lernbersffip duly called for that purpose, after a, quoi established, by secret ballot, the effbct of which, is to terminate the Pastor and create a, vacancy in such office. Such a meeting called concerning status or termination of the Pastor should be presided over by an officialrepresentative of the District Council. In event the Pastor is so removed from office, a of such action shad be signed by at least two officers of the church and sent to the office of the Sjipenntel',ident of District Council. The Pastor must have and maintain current rninistenal creden6,lls with the Assemblies of God, and in event such ministerial credentials are 12 withdrawn by District Council or General Council, the Pastor's term is then immediately terminated. In event such ministerial credentials are restricted or suspended by action of District Council, District Superintendent or presbytery, the Pastor's autbority and duties within this local church shall be deemed likewise restricted or suspended, accordiui.gly. (3) In event of vacancy in the office of Pastor of this church, the Church Board shall arrange for others to minister to the congregation for the duration of such vacancy. B.- Other Officers and Directors (1) Any other office of service in the church may be declared vacant by an act of simple majority of the active membership or action of the Church Board at any of its regular or special meetings. (2) A Member of the Church Board or any other officer of this church may be removed from office before the end of his term, for cause or without cause, by a majority vote of the membership or the Church Board. Any removal by the Church Board must be ratified by a majority vote of the membership of the church at an Annual Business Meeting or Special Business Meeting of the membership to be held within three months of such removal, if the individual so removed requests in writing such special vote on the issue of his removal. Such written request must be received by the Pastor or Secretary of the church, registered mail, within 30 days of the time of the removal, with copies thereof mailed to each of the other members of the Church Board by certified mail, return receipt requested, citing the reasons for such request and giving recitals in support of reinstatement or against the action taken by the Church Board in causing such removal. Grounds for cause in declaring vacancy in such office may be any of the following: (a) Unscriptural conduct; (b) Departure from the Tenets of Faith; (c) Incompetence in office; (d) Any other good and sufficient cause. ARTICLE SIX - MEETINGS Section One: Meetings of the Church Board A.- Place of Regular and Special Meetings (1) Regular Meetings of the Church Board may be held at any place within or outside the State of California that has been designated from time to time by resolution of the Church Board or written consent of all the members of the Board. In the absence of such designated place being so set, regular meetings of the Church Board shall be held at the principal office of this church. (2) Special Meetings of the Church Board may be held at the principal office of this church, or at any other reasonable place designated by Resolution or consensus of the Church Board. B.- Frequency of Regular Meetings of the Church Board The Church Board should meet monthly or more frequently as need may require. The frequency of Church Board ineetirrgs may befixed by resolution of the Church Board, or be as called by the Pastor or a majority of inembers of the Church l3o,,ir (.t C.- Call, Tirne and Notice of Special Meetings of the Church Board 13 (1) Special Meetings of the Church Board, for any purpose, may be called by the Pastor or a majority of the members of the Church Board, on reasonable notice as the Church Board provides by its own resolution. Every member of the Church Board should be notified in advance of such Special Meeting, to allow reasonable opportunity to attend and participate. (2) In emergency situations, Church Board meetings via telephone conference call shall be permitted, and record of any action taken entered into the minutes of the next meeting of the Church Board. D.- Quorum for any meeting of the Church Board shall consist of at least a simple majority of the then current membership of the Church Board. Section Two: Business Meetings of the Membership A.- Annual Business Meetings of the membership of shall be held on the first Sunday of February of each year, unless changed by a Church Board resolution, at which time reports shall be given and the election of officers and directors shall take place, and as hereinafter in these By -Laws provided. B.- Special Business Meetings of the membership of this church may be held as need arises, to conduct or implement the business of the church, and for other reasons mentioned elsewhere in this code of Constitution and By -Laws provisions, to be called by the Pastor or a majority of the Church Board, or by initiative of the membership, or by call of the District Superintendent of District Council, duly noticed and held as hereinafter in these By -Laws provided. C.- Right of Initiative Reserved to Active Members: Special Business Meetings of the membership may also be demanded by petition of not less than twenty percent of the active voting membership of the church. Such initiative petition shall be in writing and duly signed by those members requesting such meeting, and received by the Pastor or the Secretary of the church, whereupon the Church Board shall call and fix a date for such Special Business Meeting to be held within 60 days thereafter, with due notice thereof being given as hereinafter in these By -Laws provided. Any initiative petitions relating to status of the Pastor shall be directed to the District Superintendent of District Council, who shall arrange for a Special Business Meeting of the Membership to entertain that issue. There shall be not more than two Special Business Meetings of the membership called upon initiative of the membership in any one calendar year. D.- Notice of such Business Meetings of the membership shall be given by stating the time, place and purpose of the meeting in a public announcement at the church sanctuary on two Sundays prior to the meeting and by written announcement to the active members of the church, via ordinary mail sent to their address of record on file with the church, at least ten days prior to the time set for such meeting, which written notice shall be the responsibility of and so sent by the Secretary or Acting Secretary. E.- Voting Constituency at any Annual Business Meeting or Special Business Meeting of the membership shall consist of all current active members of the church, who are in attendance at such meeting. F.- Quorum for any Annual Business Meeting or Special Business Meeting of the 14 membership of this church is established by the presence of at least 25% of the active voting membership of this church. G.- Proxy voting and absentee balloting shall not be allowed in conduct of business at any meeting of the membership, nor any sort of representation of absentees for purpose of establishing a quorum. H.- Order of Business for the Annual Business Meeting of the membership of this church shall be as follows: 1.- Devotional 2.- Reading of Minutes 3.- Election of Officers 4.- Pastor's Report 5.- Treasurer's Report 6.- Secretary's Report 7.- Committee Reports S.- Unfinished Business 9.- New Business 10.- Adjournment Section Three: Public Worship and Programs on Church Campus and Facilities A.- Regular meetings for public worship and evangelism shall be held on the church campus each Sunday as the Lord's Day and as determined by the Pastor in consultation with the Church Board. B.- Special meetings for public worship, evangelism, and other purposes, may be called by the Pastor. C.- Ordinarily, all persons willing to peacefully assemble for purposes of worship or attendance at or participation in church programs on the church campus shall be welcome to attend, subject to such reasonable restrictions or regulations as shall be made by the Pastor or fixed by the Church Board. ARTICLE SEVEN - COMMITTEES, DEPARTMENTS AND PROGRAMS Section One: Committees A.- Standing Committees The Church Board may appoint Standing Committees for the conduct of particular business of the church, by special resolution entered into the minutes of their meetings, fixing responsibilities and powers of such conimitte s, tlieir duration, composition and regulation; and, the Pastor shall serve ex -officio on all such cote ni.ittees. The Chairman of each such committee shall be designated by the Churc;li Board,aiul st,:Ncft C"hairn.lan shall .set the time and place of meetita.gs of his or her paill,culax committee and the agenda for business to be tluen and there cond.N.tcted. Persons so appointed tlia.11 be selected from among tltQactive, rnenibership. B.- Special Committees The Pastor may appoint Special Committees, subject to approval of the Church Board, for inquiry and counsel as is necessary, convenient or expedient for the mission at:td purposes of the cluut:cli, serving at pleasure and direction of the C:"luirclu ;Board, under supervision of the Pastor. C.- Committee of Trustees 15 By special resolution of the Church Board, a Committee of Trustees may be designated for purposes, and hasping powers as i.denta.fied and established in such special resolution, :for holding propcwrqy, or legal title to real property or personal property for the use and laernefit of this corporation. There shall be no presiding Trustee, taut the Committee of Trustees shall at all times be subject to instruction from and under continuing authority of"the Church Board Inndividual. Trustees shall be selected by the Church Board, from among its own members, by simple majority on a secret ballot. The number of persons serving on the Committee of Trustees, and the duration of respective terms, shall be as established in such special resolution. If not otherwise so established, the duration of term of a Trustee may be abbreviated or terminated by further resolution of the Church Board, and shall expire in anyeveart upon terrnanatiorn orespective term as a member of the Church Board., or upon :f"resect� dissolving ofthe committee. A retiring'Frustee shall surrender to the successor Trustee or the Church Board any property or interests held in that capacity, and the successor Trustee shall assurne the responsibilities of the retiring predecessor Trustee, with or without formal assigrnn-nent or trannsfor of powers or interests. Section Two: Departments and Programs There may be departments and programs created by the Church Board to function as distinct ministries of the church, under regulations set or approved by the Church Board, all of which shall be under the direct supervision of the Pastor, which departments and programs shall have names, functions and responsibilities as set by the Church Board. Among the departments and programs to be established and functioning within the church shall be the following: A.- Sunday School: The church shall have a Sunday School Department, for teaching and training of groups identified by age or special interest. The Church Board may by its special resolution determine that the Sunday School Department shall be under direction of a Sunday School Superintendent, selected and appointed by, and responsible to, die Church Board. 'However, the Sunday School Deparrtan.aent and the Sunday School Superintendent shall at all tinn.es be mender- the authority and direct supervision of the Pastor. B.- Auxiliary Departments and Programs: The church may establish other and auxiliary departments and prograan:r.s as the Church Board d deans necessary or convenient, to conduct or promote the business and pa.arposes of the church, created by ;special resolution l.ution of the Churc,rh hoard, at], of which shall be cruder the supervision of the Pastor. Priority should be given to establisbinent of departmentsand programs as are con ar n.on to churches of the Asserrnblies of God, including editcation, ation, youth, Ministries, Men's Mrlristrics, Women's Ministries, Ministry of Music, Royal Rangers, Missionettes, etc. ARTICLE EIGHT - EDUCATION DEPARTMENTS - NONDISCRIMINATION POLICY Educational departments may be established within this corporation, by special resolution of and under direct administration or supervision of the Church Board, having name or names assigned to such departrnClnts, and officers and subordinate adininrstrators for the conduct of their respective business, as the Church Board shall authoil e by such special resolutions, for tine operation of pre-school, graranmar school and high. school or other educational prograrns and, there shall be a policy of raornda.scriniinnation within these dcpartrnierr.ts, admitting students of ally race„ color, aaationatl and ethra c origin to all the rights, privileges, programs and activities generally accorded or rnade available to students at the schools. This corporation shall, not discriminate on the basin of race, color, national or ethnic origin in administration of its educational policies, admissions policies, scholarship 16 or loan programs, or athletic and other school -administered programs. ARTICLE NINE - REAL PROPERTY, CHURCH CAMPUS AND FACILITIES Section One: Title to Real Property Title to all real property belonging to this church shall be deeded to the church in its official corporate name, or held in trust by District Council, subject to provisions of this code of Constitution and By -Laws. Section Two: Restrictions on Acquisition and Alienation No real property of this church shall be purchased, taken or otherwise acquired, sold, transferred, mortgaged, leased, assigned, conveyed or otherwise alienated, without the same shall have been first authorized by a two-thirds vote of the active members present and voting at an Annual Business Meeting or Special Business Meeting of the membership called for that purpose, at which is a quorum is first established. Section Three: Unauthorized Activities on Church Property There shall be no personal crusades or private campaigns, programs, enterprises or activities conducted on the church campus, nor any subtle or open display or distribution of signs, literature or advertisements, unless such shall have been in advance approved by the Pastor. If additional services, campaigns or programs are desired beyond those provided, or should any part of the church campus be desired for use, such services, campaigns, programs or use must first have the approval of the Pastor, and be under his general authority and supervision, and his approval may be withdrawn at any time without notice, for any reason. In event the church is temporarily without a Pastor, such activities must first have the approval of the Church Board. Section Four: Regulations and Policies Restricting Access to Church Campus and Facilities The Pastor and Church Board are authorized to establish and maintain rules, regulations and policies regarding activities taking place on the church campus and facilities, including restrictions upon or exclusions of individuals or groups. The church campus and facilities are private and considered to be Holy Ground, and this church reserves the right to restrict the movements of any person on the church campus and facilities, or to exclude or expel any person or group from same, at any time, for any reason. ARTICLE TEN - FINANCE, RESOURCES AND DISBURSEMENTS Section One: Financial Resources This church shall be financed according to Scriptural methods, through gifts, donations, tithes and offerings of the members and friends of the church (Mal. 3:10; Matt. 23:23 - Heb. 7:4-9), and income and revenue from all other lawful sources. Section Two: Budget and Disbursements, Annual Review The Church Board shall have general authority and supervision in all financial matters in every department and program within the church, and shall establish an annual operating budget for the church, and shall determine and authorize payment of all debts of the church, including salaries for employees, and to make adjustments they deem necessary or expedient. The Church Board shall 17 arrange for annual review to be conducted on all church accounts under control of the Treasurer. Section Three: Compensation of Pastor and Staff The Church Board, in consultation with the Pastor, shall review the Pastor's salary annually in order to provide an adequate income to meet changes in cost of living, and he shall be given regular and adequate financial support from the funds of the church, including housing allowance, retirement programs and reimbursements, to be paid in amounts and at such intervals as may be fixed by the Church Board, in accordance with law and ability of the church. The Pastor should be given at least two weeks vacation with pay after his first year of service to the church. Employees and Pastoral Staff should be reasonably compensated and given paid vacations after,their first year of service to the church. Section Four: Reimbursements The Church Board should provide reimbursement for all authorized expenses incurred by the Pastor and other employees, volunteers and representatives of the church, including delegates to District Council and General Council conventions, in the course of their duties and services for the church. Section Five: Compensation of Church Board Unless otherwise employed by the church, the members of the Church Board shall not receive compensation for their services or their time involved in meetings of the Church Board. There shall, however, be reimbursement for expenses incurred on behalf of the church or in the course of the church business, including extraordinary expenses incurred on account of attendance at meetings of the membership or the Church Board. Accounts for expenses shall be submitted to and paid by the Treasurer of the church, and paid out of church funds without further approval or resolution, prima facie bona fide. Section Six: Restrictions on Expenditures Any single transaction or project that contemplates an expenditure or debt in excess of a sum equal to ten percent (10%) of the annual general fund budget must first have approval of the membership. Approval of the membership in this regard shall require a two-thirds affirmative vote to authorize such expenditure. Section Seven: Stewardship and Miscellaneous Special Offerings The church shall solicit and receive from the congregation and membership a regular monthly World Missions offering, the receipts of which should be then forthwith sent to the appropriate department of the Assemblies of God. This church shall cooperate with and support, according to its ability, the current plans of Stewardship of the Assemblies of God, and other departments, ministries and programs of the District Council and General Council. ARTICLE ELEVEN - RESOLUTION AND ARBITRATION OF DISPUTES It is the policy and standard of this church to avoid conflicts involving hostile confrontations and judicial proceedings in secular courts, and to resolve disputes in the way provided by the Scriptures, and in manner following: Section One: Disputes between Individuals A.- Grievances or disputes between individual members of this church, or involving a member of this church, shall be first negotiated between the disputants in good faith and Christian deportment. For failure of satisfactory negotiation between them, the matter should be then submitted to the Pastor for mediation or decision. If the Pastor is unable to resolve the matter between the parties, at request of either or any of them the matter shall be heard before the Church Board, or a panel of spiritually qualified people chosen by the Church Board (hereinafter referred to as the Panel) with both parties being given equal opportunity to present their respective positions to the panel. B.- In event the matter is taken beyond mediation with the Pastor, the Church Board shall fix such reasonable rules and procedural guidelines as they deem just and proper for the parties to present their respective positions before the Panel, so that good manners, propriety and prudence be preserved. Each party should be allowed to have the assistance of a layperson from the membership to assist in presentation of respective positions. In matters resolved by the Church Board without further action, same shall be treated as privileged, and any record of such proceedings shall be sealed and not available to any third party or otherwise except upon written mutual consent of the disputants. These proceedings are binding arbitration, and there shall be no other remedy between the parties beyond those herein provided. It is intended 'that these provisions will resolve misunderstandings and help to quiet personal grievances, so to promote peace and harmony within the church. Domestic Relations matters or disputes between immediate family members should not be entertained beyond mediation through the Pastor. It is not contemplated that these procedures apply to legitimate claims for physical injuries, or in lieu of civil remedies arising out of accidents. Section Two: Disputes between Individuals or Factions and the Church or Church Board A. -Disputes involving individuals or factions within or outside the church against the Church Board or the entire membership of the church, or the church corporation, shall be resolved by binding arbitration. B.- The forum for arbitration of disputes concerned in this Section is the District Council; and, the arbitration panel shall be comprised of three disinterested persons, which three persons shall be appointed by the District Superintendent, preferably from among the District Council Executive Officers and/or the Presbytery. C. -The arbitration panel shall set a time and place for hearing of the dispute between the parties, with proper notice and opportunity for each to be heard and present their respective positions, and shall fix reasonable procedural guidelines for presentation thereof by the parties, as the panel deems just, proper and fair. The determination and award, or other disposition made by the panel of arbitrators, shall be final and conclusive, and binding upon the parties, from which there shall be no appeal. Section Three: Disputes between factions and the District Council Disputes and grievances by this church or any minister, member or faction within this church against the District Council or otherwise adversely affecting the District Council shall be resolved by binding arbitration, by 'submitting same to the General Secretary of The General Council of the Assemblies of God, Springfield, Missouri, for resolution according to such rules and regulations as he may set, and in accordance with the By -Laws of the General Council, as such By -Laws are now or from time to time may be amended. The determination made by the General Secretary or his designees shall be final and binding between the parties, from which there shall be no appeal. lut Section Four: Alternative Resolution In event the District Superintendent or General Secretary cannot resolve the disagreements, or is unwilling or unable to appoint a panel to hear and determine the matters in dispute, as indicated in Section Two and Section Three above, the matter shall be heard before an arbitration panel selected as follows: each disputant faction shall select a single arbitrator, and the arbitrators together shall then select a single separate and wholly neutral arbitrator to serve on the arbitration panel. In event such arbitrators are unable to agree upon the neutral arbitrator, then such third arbitrator shall be determined under procedures provided in the Uniform Arbitration Act. All persons serving on such arbitration panel must be practicing born-again Christians. The arbitration panel shall set a time and place for hearing of the dispute between the parties, with proper notice and opportunity for each to be heard and present their respective positions, and shall fix reasonable procedural guidelines for presentation thereof by the parties, as the panel deems just, proper and fair. A final determination and award may be made by decision of any two of such arbitrators. ARTICLE TWELVE - AMENDMENTS Amendments to these By -Laws may be made only by vote of the active voting members at a regular Annual Business Meeting, or at a Special Business Meeting of the membership of this church specially called for that purpose, provided that such Business Meeting has been duly called and noticed at least two Sundays'prior to such meeting, and as provided elsewhere in these By -Laws. The proposed amendment text shall be publicly posted in a conspicuous place within view of attendees at the church sanctuary, and sent by mail to each active member at his or her address of record, at least ten days prior to such Business Meeting at which the amendment is to be considered. Amendments to these By -Laws shall require a two-thirds affirmative vote of those active voting members present and voting at such Business Meeting, after a quorum is established. 20 LIFORNIA ALL -PUS RPOSE ACKNOWLEDGMENT State County On�. �. before me, D 6 E ...^ personally appeared--, - Fj _. '.. HE OF OFFICER E "JANE DOE, NOTARY PUBLIC" Cry...._— ..�.� personally known to me - OR - proved to ni on the basis of satisfactory evidence �r to be the person(s) whose narne(s) I�auu�+-�f'E' subscribed to 111G, within instrument �:trrod ac- kWnowtedged to rile tliatrl;rOsho/1�i4i eXeclttec.,l the same in .tel°ate°" authotfzf.id capacity(ies), and that by gat /hel'/ffial W, GWt.EN CC)M"Mti'�4'F�74 I signature(s)on the 1i1`�trU9"nCttVt'. 1116, I'1e6';,�Od"V(S)u or t6"io entity upon bokalf of wi.ach thtr -� person(s) acted executed the instrument. c�a r�. i�tptrw guy. 2�2 02 p O THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED AT RIGHT; "-' Thcr gb Clue data rr juesled here is not recluired by law, it co(Ad prevent fraaid uleu'st reattach rnent of Chis form. WITNESS my 9a9 iJ and offici No. 5193 OPTIONAL SECTION CAPACITY CLAIMED BY SIE Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document. �]INDIVIDUAL CORPORATE I L OFFICER(S)mm .... TITLE(S) E] PARTNER(S) 0 LIMITED E] GENERAL ® ATTORNEY-IN-FACT [] TRUSTEE(S) [] GUARDIAN/CONSERVATOR OTHER: ... .......... �. SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) SIGNATURE_r' "ITTLE OR TYPE OF DOCUMECTIOtI OPTION L S ENT C/ NUMBER OF PAGES _ .r.�- � .-.� DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE 01992 NATIONAL NOTARY ASSOCIATION 823 _ 6 OA "9309-7184 -rm„> .�3+)"�« ..nrerr cxi8llC • CALIFG4ifdW U.. FS., "BERSUJI" CER. IC TE OF AD OFF"IfIONNOFY CONS14"ITION & B THIS IS TO CERTEFY: That I am the duly elected, qualified and serving Secretary of CHURCH OF THE REDEzEME'1�- and that the above and foregoing code of Constittition & By -Laws was SLIbIllitted to the Mejllbelshil) and was ratified and ado pted as the Constitution. and By Laws of the corl oration. by the reqLtired vat.c of Membership entitled to exercise the voting power of said corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal this date: BYLAW S-DOC9-24-99.DOC 21 CL �4w ab i .LOS ANGELES WUNTl Expires NOV. 22 -209 - SO,U,11-11� ASSEMBLIES IOF GOD -CJN'CIL .,RN PACIFC LkTIN AMERICAN DISTRICT CO Leo Mpartinent 6051 So. Watt Avenue POST OFFICE BOX 278300 SACRAMENTO, CALIFORNIA 95827 Phone- (916) 379-9680 FAX (916) 379-9698 to, INTERNAL REVENUE SERVICE FEID # ISSUANCE DESK VAX (801) 620-7115 from: ALLEN JAN subject- IGLESIAS CRISTIANAS DEL REDENTOR, INC. FEID# 95-61111610 a local church program of the Assembfies of God Heirewitbphotocopy of tile." rLcently-ffled Certificate of Amendment of Artkies of j_ncol-poration, by which the referenced 0difownia Nomprofit Corlwation has OffielallY changed its corporate name. ,nme ncm nanne is: Ct][URCH OF THE REDEEMER OF THE ASSEMBLIES OF GOD The church is stUl located at 3739 No. Monterey Avenue, BaldW%. n. Park, CA 91706 'rhe chureb phone nu-mber is: (626) 90-9585 The chureb FAX phone is: (6261) 90-9587 This local church is covered by the Group 1j,xeimiption granted to The General Counci of the se blies of God, GEN 1678. CERTIFICATE OF ArvIENDN , I ffiNT or ARTICLES OF INCORPORATION AUTREELIANO FLORES and JOSEPMNE CAS LL certify that - They are the president and secretary, respectively, Of IGLESIAS Cki.S'F[ANAS DEL REDM I OR, INC A Califoriiia Noriprofit C011101'aV6011 The Axticle of Incorporation of the corporation are amended in their entirely, to read as follows: A.- This corporation is as religious, corporation and is not organized fox, the, private gain of any perso". It is organizedander the Nonprofit Religious Corporation Law exclusively for religious Purposes- B,- The specific purpose of this corporation is to PJ-01)agAte the Gospel of Jesus s and traditions of peotocostali Evangelical Christ, according to the 111oly Bible, in custo", Christiaility,as A chill -ch, in fellowship ~with 'The G'eneral Council of the Asseinblies of G(A, a Missouri Nonprofit Corporatiom C.- 'I'llis corporation elects to J)e governed by all I' 1:1 - e provisions oft a Nonprofit Corporation Law of 1980 riot otherwise applicable to it underfort 5 thereof. A.- This corporation is organized avid operated exclusively for religious Z!, purposes within the meaning of X501( 0 (3) of tile United States Internal Revenue Code. B.- No substantial part of the activities Of tl"is COTPOrat'()"' shall consist 0 r da, or otlievwise attempting to influence legist,,ttion, and the carrying on propaL.aattemptingu,velle in any potcal lii, iil (including corporation shall ljot participate or i terckjjjjpAgg tive n publishing or distribution of statements) on behalf of or iq opposition to "I"Y ca"'(111te fD'r public office. C.- Notwithstanding any of prov;sjoijs of these Articles, this CorP0T2t`,'K",' :tu e ted to, be carried on (aa) by �'� coi-Porat, R07D stimunot carry an y otljer tIctivities lw(.)t pe-init i exempt from federal ixtco"De tai under 501(c)(3) of the 1feveujje Code, or (b) by as corporation contributions to Vvilkh are deductible'under �1'70(c)(2) of the InternA Rev --nue Code, or the Corresponding provisions Of ft"Y T�Utiare United Stites Internal Revenim Lnw. The property of this U)"PoratiOn pt-osezjt aural prospective is irrevocably dedicated to relig (A Wrship, evangelism and fellowship ,ions poirposes and held in traist for the PurP0 ses ' o with and according to the cu9to"is and tradifions of rl-We GFNERAL COUNCIL OFTITE ASSEMBLIES OF GOD, and no part of the net Income or assets of the corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any privajte person. J'itle to all personjif propefty -.eind reel property now Owned or field in trust for oi• hereafter acquired by this church shall be perpetuatly dedicated toand field in trust l i hip and operating anal for the Purpose of maintaining a place of divine Nvors , church facilities sa programs in full cooperative fellowship and affiliation with the General Couna and 'District Council. Upon the dissolution or winding up of the corporation, its assets remaining after payment, or provision for PHYMe"t, of all debt's and liaibilifies of this corporation, shall be distributed to S10-UTHERN PACIFIC LATIN ANERICAN J)jSj.'jZ_jC1.' COUNCTI, OF THE ASSEMBL IES OF GOD, a California Nonprofit Corporation, which organization is formed and operated exclusively for religious purposes, if it is then in existence and exempt from taxation pursuant to provisions of Internal Revenue Code X501( c ) (3), or, if it is, not then so existing and exempt, then to TBE GENERAL COI-TNCIL OFTHE ASEEAUILIES OF GOD a Wfissouri Nonprofit Corporation, which organizati011 is fornied and operated exclusively for religious purposes, if it is then existing and exempt from taxation pursuant to provisions of Jnternal Revenue Coile X501. (c)(3), or, if they are both lot then so existing anal exempt, then to as nonprofit fund, foundation or corporation which is organized and operated exclusively for religious ptirposes in harniony with the purposes of this corporation and which has established its tax exempt status under 1 501 ( c) (3) of the Internal Revenue Code," The foregoing Amendment of Articles of Incorporation has been duly approved by the Church Board (Board of Directors). 4. The foregoing Amendment of Articles of Incorporation has been duly approved by the required vote of members. We further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true of our own knowledge. DATED: January 10, 2000 ores .. ..... hi l'o"Op ine Castillo Incorporated on: August 7, 1962 California Corporate Number: 0437263 JNC U. S. TREASURY DEPARTMENT INTERNAL REVENUE SERVICE WASHINGTON 25, D. C. as rwc. T: R: EO: 5 j i AUG 3 11964 General Cojuicii of Me Assemblies Of God 1=5 Boonville Avenue Springfield, hissouri 65802 Gentlemen: ,de have considered your request for a ru group _IJ - h( --)I dd 11, your sulardinate units exempt from i,'cderal income tax as organ Nations described in section 501(c)(3) of the Internal Revcrme We of 1954. Onx records disclose that you were held exempt Ercu Federal income tax under section 231(6) of the Revenue Act of 1921 on April 15, 1922. on September 1h, 1135 you were held exenQ under section 101(6) of the Revenue Act of 1934, which was af- firmed under the Revenue Act of .1.936 on April- 27, 1938. Circ. September 20, 1.955 the District Director held that since sec -- Lion 501(c)(3) of the -1954 Internal Revenue Code contains the same provi sions as section 101(6) of flay rjrrir R C evenu Acts, previous rulings are held to be applicable under the 1951 Code. ,Based upon the information presented, it is held that your subordi-nate departments, district councils, churches, institu- tions, organizations, schools and. colleges, whose names appear in your Directory. revised tc) Januar-y 1., 1964, are exempt from Federal income tax as organizations described in section 501 (c)(3) of the Internal Revenue Code of 1954 as it is shown that they are organized and operated exclusiyely for religious pur-- poses. You and your subordinate jXr-ji_ts are licit reqi.ilred to file Federal income tax retuyns so long as a bax. exempt status is maint, ain ed It will not be necessary for you and your subordinate units to filb the annual information return, T,'orm. 9?D-A, generally re- c1t:nKred of organizations under section 501(c)(3) of the Code, as the specific exceptions contained in section 6033(a) of the Code are alnplicable. � REC�JVED S EP 3 1964 6CMIML S[CpQXR1S omCE -2- 3eneral Muncil of the Assemblies of God Contributions made to you and yolLr sulc)rdi.nate units are deductible by the donors as provided by section 170 of the Code. Bequests, legacies, devises, transfers, or gifts to or for the use of you and your subordinate vin -its are deductible for Federal estate and gift tax puxposes as provided by sections 2055, 2106 and 2522 of the Code. You and your stabordinate units are, riot, 1 -i -able for the Uaxes imposed under the Federal Insurance Contritutions Act (sociall security taxes) unless waiver of exemption certificates are, or have been, filed as provided in that Act. Inquirdes about the waiver of exemption certificates should be addressed to the District Director concerned. You and your subordinate units are not liable for the taxes imposed under the Federal Unemploy-- ment Tax Act. For next year, and for each succeeding year thereafter, please send us the follow.ing information not later than fort, five days after the close of your annual accounting period: 1. Idsts shouing the names and mailing . addresses of your new suborcb-naLe! U11j_tS -_Lnd the names and addresses of any Lnits which have ceased to exist or have changed their names or addresses. The names should be ar-- ranged in alphabetical or numerical order. in lieu of the lists referred to albove you may furnish us with, :I copy of your publ.1shed directory. Please send us one copy of the list or director -y for this office and one copy for each district i-ri iWhich your sub- ordinate units are located. 2. A stabement signed by one of your prin- cipal officers stating whether or riot the i-ifformation, u. .r1 which ,your original group ruling was based is applicable in all respect to the neu subordinate Luaits. 0 3 A. statelnent if., at the close of the year, there were no changes in your roster. coi.incil, of the Assedblies of God 4. A statement of any changes in the character,,.. purposes or method of operation of youx organi zation or those of y"OuT subordinate un..its. 5. Duplicate copies of amendhents to charters or bylams of yw..u- organization or those of your subordinate unitsd You should advise each of yocur eXemPL subordi-nat'.e., un-i'Us of the Exemption and the pertinent provisi-ons of this T-Ula.ng. i'n- eluding the liability, if care for [-.iling i,nforviltion or other The District Directors concerned are being advised of this action . Very truly yours, Chief, Exempt, Caj,,,gand.7,ations Branch 19 Church of the Redeemer Baldwin Park, CA Statement of Financial Position For the Year Ending December 31, 2014 ASSETS 12/31/2014 12/31/2013 12/31/2012 Current assets: 74,400 74,400 57,600 Cash and cash equivalent 19,285 17,482 5,298 Investments 163,733 155,643 129,342 Total current assets 183,018 173,125 134,640 Noncurrent assets: Property and Equipment, net of accumlated depreciation 1,771,385 1,819,415 1,867,445 Total assets 1,954,403 1,992,540 2,002,085 LIABILITIES AND NET ASSETS Current liabilities: Chase Credit Card 28,195 27,070 29,507 payable Accounts a able 18,253 23,996 12,511 Total current liabilities 46,448 51,065 42,019 Long-term debt- Mortgage 1,130,611 1,146,190 1,159,071 Total liabilities 1,177,059 1,197,255 1,201,090 Net assets: Unrestricted 702,944 720,885 743,395 Temporarily restricted 74,400 74,400 57,600 Total net assets 777,344 795,285 800,995 Total liabilities and net assets 1,954,403 1,992,540 2,002,085 Church of the Redeemer Baldwin Park, CA Statement of Activities For the Year Ending December 31, 2014 12/31/2014 12/31/2013 12/31/2012 Reveues, Gains, and Other Support General Contributions Group Fund Contributions Unrealized Gains/Losses on Investments Total revenues, gains, and other support Expenses Program Services: Ministry programs Total program services Support Services: Debt service General and administrative Total support services Total expenses Change in net assets Net assets, beginning of year Net assets, end of year 371,460 413,382 403,249 243,396 75,496 83,613 8,090 9,501 4,817 622,947 498,379 491,679 258,465 106,112 119,381 258,465 106,112 119,381 80,463 83,315 86,110 301,960 314,662 297,579 382,423.. 397,978 383,689 640,887 504,089 503,070 (17,941) (5,710) (11,391) 795,285 800,995 _ 812,386 777,344 795,285 800,995 Church of the Redeemer Baldwin Park, CA Statement of Cash Flow For the Year Ending December 31, 2014 12/31/2014 12/31/2013 12/31/2012 Cash Flows from Operating Activities: Change in current assets (17,941) (5,710) (11,391) Adjustments to reconcile change in net assets to net cash provided by operating activities: Realized and unrealized gain on investments (8,090) (9,501) (4,817) Depreciation 48,030 48,030 48,030 Decrease in accounts payable L4,61 7L 9,047 (566) Net cash provided by operating activities 17,382 41,865 31,256 Cash flows from Investing Activities: Church Bond Funds CEP Certificate (16,800) (14,400) Cash flows from Financing Activities Payments for long term debt (15,579 _ ,) (12,881) _____S9,155) Increase/Decrease in cash and cash equivalents 1,803 12,184 7,702 Cash and cash equivalent, beginning of year 17,482 5,298 (2,404) Cash and cash equivalent, end of year 19,285 17,482 5,298 Church of the Redeemer Baldwin Park, CA Statement of Functional Expenses For the Month Ending December 31, 2014 Descri tion of Expenses, Program General Admin Total Salaries 150,601 150,601 Office Expense - 12,715 12,715 Building Maintenance - 28,489 28,489 Special Events 4,185 4,185 Insurance 13,763 13,763 Interest Expense - 80,463 80,463 Utilities 40,111 40,111 Service Charges 1,508 1,508 Property Tax - - - Depreciation _ 48,030 48,030 Group Funds 258,465 - 258,465 Capital Expenses - 2,557 2,557 Other - Total Expenses 258,465 382,423 640,887 Church Mortgage (Principal Payments) 15,579 15,579 Certificate Savings Church of the Redeemer Baldwin Park, CA Statement of Functional Expenses For the Month Ending December 31., 2013 Descri tion of Ex enses Program General Admin Total Salaries - 152,469 152,469 Office Expense - 15,976 15,976 Building Maintenance - 20,615 20,615 Special Events 11,906 11,906 Insurance - 13,369 13,369 Interest Expense - 83,315 83,315 Utilities 39,069 39,069 Service Charges - 1,602 1,602 Property Tax - 6,908 6,908 Depreciation 48,030 48,030 Group Funds 106,112 106,112 Capital Expenses _ 4,720 4,720 Other - - - Total Expenses 106,112 397,977 504,089 Church Mortgage (Principal Payments) 12,881 12,881 Certificate Savings - 16,800 16,800 Church of the Redeemer Baldwin Park, CA Statement of Functional Expenses For the Month Ending December 31, 2012 Description of Expenses Pro ram General Admin Total Salaries - 156,345 156,345 Office Expense - 15,397 15,397 Building Maintenance 17,585 17,585 Special Events - 4,974 4,974 Insurance 15,209 15,209 Interest Expense 86,110 86,110 Utilities µ 37,883 37,883 Service Charges _ 1,931 1,931 Property Tax - - - Depreciation 48,030 48,030 Group Funds 119,381 - 119,381 Capital Expenses - --- Other 224 224 Total Expenses 119,381 383,689 503,070 Church Mortgage (Principal Payments) - 9,115 9,115 Certificate Savings 14,400 14,400 City of Baldwin Park FY 2016-2017 Community Development Block Grant Funds' JAN 0 6 2016 Public Service Request for Funds Contact Person: Mark Harvey Phone Number/Ext. 626 960-1955 (Previous Year Allocation): $18,850.00 CDBG Amount Requested: $21,791.27 other Funds: $0 Total: $0 (Please attach a copy of your proposed budget) Project Description: A Domestic Violence (DV) and Victim Advocate works hand in hand with the Domestic Violence (DV) /Sexual Crimes Detectives to provide emergency assistance to victims, guiding victims as their cases go through the criminal justice system. They function as the coordinator for police, health, social and shelter services available. The DV advocate would be responsible for conducting on-going community outreach and education, providing services and training to police officers, detectives, schools, and other community groups. On a day to day basis, the DV advocate would receive a copy of every DV report and make contact with each victim. The following services would be provided as necessary: Counseling, support, Court appointed group DV classes, accompany DV victims to court, assist in obtaining restraining orders,. Referral services to Project Sister, Choices, House of Ruth, Spirit Family Service Center, Baldwin Park Adult School, Department of Children and Family Services, and Department of Adult Services, and coordinate with the District Attorney's Victim's Advocate. This Program brings together the DV Detectives, the Advocate, local social service providers, and the administrative staff, forming a specialized unit. This will result in the centralization of the handling of DV cases as they move through the criminal justice system. Staff believes the victims have been, and will continue to be, well served by the continuation of this specialized unit. The advocate is also available to assist DV victims, sex crime victims, their children and family members, and all other victims of crimes as needed. The funds requested will allow for the Advocate position to be staffed for 20 hours per week. Accomplishment Data The goal of the program is to assist the approximate 150 victims and or 110rwseholds which have been affected by Domestic Violence and more than 100 victims and -family members of sex crimes. Additionally, the DV Advocate will assist several hundred additional victims of other crimes with advice, social services, Counseling or support, legal resources, medical assistance or referrals, shelter services, restitution information, relocation information, and coordinate witness protection if necessary. These services can greatly impact not only the victims, but the community at large. PLEASE SELECT AND CIRCLE ONLY OF THE FOLLOWING REPORTING DATA. Households Projected Number of Beneficiaries Served: 250 Households For CDBG Department Use Only: Recommendation: Approved E_ Den;--.--:] National Objective/ Eligible Criteria Comments: Reviewed By Approved:. Organization Name: Baldwin Park Project Title: DV ADVOCATE Date: 2016/17 Request from In -Kind Other Sources TOTAL CDBG Contribution of Income BUDGET PERSONNEL/STAFFING EXPENSES (List title and % on project) 1 CSO 100% $20,791.27 _ $ 20,791.27 2 ._mm 3 $ 4 $ Subtotal, Personnel/Staffing Expenses $ 20,791.27 $ $ 20,791.27 Benefits ( % of Personnel) $ 'TOTAL, PERSONNEL $ 20,791.27 $ - $ $ 20,791.27 PROGRAM/OPERATING EXPENSES Office Supplies $ 200.00 $ 200.00 Communications (e.g., printing, copying) Postage $ Utilities $ Travel Field Trips Rent $ _. Other: 1 Victim diversion equipment $ 800.00 $ 800.00 '2 3 $ TOTAL, PROGRAM EXPENSES $ 1,000.00 $ $ $ 1,000.00 INDIRECT/OVERHEAD EXPENSE* (_% of Expenses) $ - TOTAL EXPENSES (Personnel + Program + Indirect) $ 21,791.27 1 $ $ $ 21,791.27 ,M-wMlr ." APPLICATION CHECKLIST ORGANIZATION East San Gabriel Valley Coalition for the Homeless Please complete an Application Form for each proposed program/project. If an item is not applicable, indicate "N/A" in the box. If you need assistance, or have questions, contact Michelle Bravo at 626 960-4011 ext 354. 1. APPLICATION FORM 2. BUDGET PROPOSAL (ATTACHMENT A) 3, BOARD OF DIRECTORS AFFIDAVIT 4. ORGANIZATION BY-LAWS 5. CHARTER OF ARTICLES OF INCORPORATION 6, IRS TAX EXEMPT STATEMENT 7, X MOST RECENT AUDITED FINANCIAL STATEMENT 8, PAST AND PROJECTED ACCOMPLISHMENTS Application packages are due by 5 p.m., on Janua 7 2016. Applications must be submitted to: Baldwin Park Housing Division 14403 E. Pacific Avenue Baldwin Park, CA 91706 LATE APPLICATIONS WILL NOT BE ACCEPTED. APPLICATIONS THAT HAVE BEEN ALTERED FROM ITS ORGINAL FORMAT WILL ALSO NOT BE ACCEPTED. J FUNDING APPLICATION BALDWIN PARK COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FY 2016-2017 PLEASE TYPE OR PRINT I. AGENCY INFORMATION Agency Name: East San Gabriel Valley, Coalition for the Homeless Agency Address: PO Box 93256 Address Cit of Indust CA 91715 Street City Zip Code Administrator: Constance Brehm Title: President of the Board of Directors Administrator Telephone: 626 X33-7204 Fax: (626) 333-7260 Administrator Email: ESGVCH AOL.COM Project Site Address: 1345 Address Turnbull Canyon Rd. Hacienda Hei hts CA 91745 Street City Zip Code Project Manager: Marta Lue Title: Program Manager Project Manager's Telephone. 626 333-72.04 Fax: 626 333-7260 Project Manager's Email: es vch aol,com Describe Agency's overall function or purpose. Include history and experience in providing this service. (If more room is needed, please attach an additional sheet). The East San Gabriel Valle Coalition for the Homeless ESGVCH)M is a non_- profit., 501c3 charitable organization, incorporated since 1994,14 and operates under a vol unta Board of Directors to dirctf aid eople experiencing homelessness. It is our mission to brinq hove and restore di nit to those in need b-y_providing shelter-alleietit hun erM asscstin with basic daily needs, to re aicollaborative with others to end hun er and homelessness. -4- Has the Agency previously received funding from the City of Baldwin Park? X Yes (if yes, number of years 13 ) — No PROJECT PROPOSAL AND DESCRIPTION Grant Amount Requested $10.000;00 Scope of Services – Please briefl describe our ro osed Pro'ect/Pro ram and the obiectives. ESGVCH o erates 4 programs: 1) The Emergency Assistance Center (EAC ; The Winter Shelter Pro ram WSP 3 The Transitional Housinc�Program (THP 4) and the Encore Pro ram which rovides communit -based treatment for addictions recovery. The Emerqencv Assistance Center services were established at the time of incorporation. The EAC is located in Hacienda Heights and is own dail1londa -Frida to rovide hot mpalslunches-to-go, sim oris, hygiene kits, clothing*tr, asportation services in the form of bus tokens and Foothill Transit asses emer enc shelter in the form of motel vouchers for families with children and referral services. The funds of thisgrant application are reguested tosLpport the services and staff of the Emer enc Assistance Center biectives of CDBGGrant: To su port the Emer enc Assistance Center staff to administer the following and hel a for motel vouchers: 1. Provide motel vouchers on an emergency basis to families with children under the a e of 18 and chronically ill/elderly adults. 2. Alleviate hunger on an ever daasis aniobthose who are homeless. 3. Provide for the h iene needs of those who are homeless showers and hygiene product � 4. Assist homeless clients with trans ortation needs bv orovidinqbus tokens and Foothill Transit asses. Beneficiaries – Please briefly describe the clientele that will benefit from your services (i.e. homeless youth, the elderly, disabled, handicapped, etc.) The East San Gabriel Valley Coalition for the Homeless serves eo le who are oor, hUnqrv, and those e eriencin homelessness. Cur tar gt pppglation includes families with minor children the elderiv, and the chronicallv disabled• Amona the families are infants children and minors1�nd_ under . Describe any special characteristics of your client population. The clients that East San Gabriel Volley Coalition for the Homeless serves are gni ue in the sense that they are all hormels or arc in dander of becoin k rmiss_ --- Increase in Funding Request - If your agency has been previously funded through Baldwin Park's CDBG program, and there is an increase in the amount of funding requested, please explain the purpose for the increase (i.e., increase in type of services or beneficiaries). East San Gabriel Vallev, Coalition for the Homeless is req_qestinq the sive amount as last year: $10,000.00. CLIENT INTAKE INFORMATION The U.S. Department of Housing and Urban Development (HUD) requires that agencies obtain intake data from each client/family served. Application intake must be taken on all clients assisted with CDBG Funds. Supporting documentation is also required. Please see page 8 regarding Presumed Benefits. Does your agency obtain this information? X Yes If yes, does your intake sheet and supporting documentation obtain the following;. 1. Name Yes X No 2, Address Yes X No 3. City in which client last resided. Yes X No 4. Number of family members. Yes X No, 5. Total family (household) income. Yes X No 6. Ethnicity Yes X No 7. Female head of household Yes X No Pursuant to federal requirements, if your agency is unable or unwilling to obtain the above information from its clientele, please do not submit an application for funding. -6- However, if your agency is willing to accept the responsibility, obtain this information and retain supporting documentation for the required five years, the Executive Director must certify to that effect below: Constance Brehm President of the Board of Directors Print Name Title of Officer Signature Date -7w BOARD OF DIRECTORS Please list names of members and officers of the Board of Directors of this Agency (Attached an additional sheet, if necessary). If there are changes in the Board membership after the request is submitted, the City of Baldwin Park must be notified in writing. Name Title Term Expires See attached Board of Directors Organizational Chart for information on Board of Directors Name of Executive Director: Position Vacant FETUMIM 1M r w j CERTIFICATION All organizations that submit this application must provide accurate data concerning the number and income level of clients. Estimates are unacceptable except for start-up agencies. This stipulation shall also apply to all organizations, which are subsequently awarded funding. Any organization that falsifies information, either accidentally or intentionally shall be required to reimburse the City for any funds paid out and shall not be permitted to apply for funding in the future. -12- 5 ENIAM H o rxi. e'I (u "s S East San Gabriel Valley Coalition for the Homeless Organizational Chart E.Y,ecutive Commit�tee President. . . ................ Constance Brehm, PhD Vice President Thomas Rice . ..... "I'll . ........ . ...... . Secretary Patricia Esslin mm Treasurer Mercedes Carr,ill,o Executive Director Position Vacant Committee Chair, Emergency Assistance Center Program Gloria Mojarro-Mangiani Committee Chair, Winter Shelter Program I Robert McKennon Committee Chair, Transitional Housing Program Donna Mckennon . . . . ......... EAST SAN GABRIEL VALLEY COALITION FOR THE HOMELESS [Excerpt from ESGVCH Policy Manual- Pages 6-131 Section I Constitution and Bylaws Article 1: Name Article 2: Purpose: (Essence, Mission, Philosophy) Article 3: Board of Directors ("Board") Article 4: Executive Director and Staff Article 5: Committees Article 6: Miscellaneous Provisions Article 7: Dissolution Article 8: Fiscal Year Article 9: Amendments, Rules, and Regulations #500 Conflict of Interest #502 Board of Director Member Limits of Authority #505 Endorsements of Materials or Products Policy Manual Section I Bylaws and Board Operations Section One: Constitution Article One: Name 0001 The Name of the Corporation is East San Gabriel Valley Coalition for the Homeless ("ESGVCH"). Article Two: Purpose 90021 Essence: The ESGVCH is a coalition of local faith based groups, service organizations, businesses and individuals of the East San Gabriel Valley (hereinafter called "Coalition"). #0021 Mission: The ESGVCH is a faith -based organization of volunteers and staff dedicated to serving the homeless and those at risk of homelessness. Our goals are: (a) To alleviate the immediate need for food, clothing, shelter, care and comfort among the homeless. (b) To assist and support the efforts of the homeless and near homeless to regain the ability to provide for themselves a stable home environment. (c) To increase awareness of ESGVCH and homeless issues in our community. (d) To foster partnerships with businesses, organizations and individuals to accomplish ESGVCH goals. (e) To receive and administer assets exclusively for charitable and educational purposes (f) To operate and act exclusively for charitable and educational purposes within the meaning of Section 501 (3) c of the Internal Revenue Code of 1986, as amended #0023 Philosophy The Coalition feels strongly that all are called to turn attention beyond themselves to those who suffer especially the poor, the hungry, and the homeless. #0025 Belief Statement Our common belief is that society is called upon to turn attention beyond themselves and toward those who suffer, especially the poor, the hungry and the homeless. Article 3 Board of Directors (hereinafter called "Board.") #0031 Duties and Powers. Except as specifically provided in the corporation articles of Incorporation of ESGVCH or these By -Laws, the Board of Directors ("Board") shall be the governing body of ESGVCH and all of its committees, employees, and agents. It shall establish policies and rules for the operation of ESGVCH and shall provide direction concerning financial and administrative operations, consistent with the By-laws. #0032 Size The Board shall consist of at least seven and not more than 15 Directors of the organization #0033 Board of Directors Term Length Each Director shall be elected for five (5) years and may be re-elected for subsequent terms. #0034 Restriction on Interested Persons No interested person shall serve on the Board at any one time. An interested person is (a) any person being compensated by ESGVCH for services rendered to it within the previous twelve (12) months, whether as a full-time or part-time employee, independent contractor or otherwise, excluding any reasonable compensation paid to a Director as a member of the Board; and (b) any brother, sister, ancestor, descendant, spouse, brother-in-law, sister-in-law, mother-in-law or father-in-law of any such person. #0035 Board Meetings a Regular meetings of the Board shall be held at least once every quarter at a time and place to be designated by the President. b. Special meetings may be called at any time by the President or two Directors c. Notice. Notice of regular Board meetings shall be sent to the Directors at least 3 days prior to the meeting. Special meetings of the Board shall be held pursuant to notice of the time, place and purpose thereof either delivered personally or by telephone or sent by US mail or electronic mail to each Director not less than twenty four (24) hours prior to the meeting d. Quorum. A majority of the total number of Directors then in office shall constitute a quorum for the transaction of business #0036 Election Procedures. Directors Each Director shall be elected for a 5 year term. The Board shall nominate one or more individuals for each position to be filled. (See Board of Directors Nomination Form in Appendix A) The Board shall elect Directors at its Regular Board Meeting or Special Board Meeting called for such purpose. If a Director's position is vacant due to a resignation or termination, a Director will be elected to fill that position for the remaining term. Directors shall hold office for the term for which he or she is elected or until such Director's resignation or termination. Proposed new language: Directors 1 Each Director shall be elected for a 5 -year term. Directors shall hold office for the term for which he or she is elected or until such Director's resignation or termination by the board. 2 The Board shall nominate one or more individuals for each position to be filled. (See Board of Directors Nomination Form in Appendix A) The Board shall elect Directors at its Regular Board Meeting or Special Board Meeting called for such purpose. 3 If a Director's position is vacant due to a resignation or termination, when a candidate becomes available to be considered for election to the board, the new candidate's term shall be a new five year term regardless of the years remaining on the former board member's term. (also see 0038). #0037 Officers, Duties and Election. The officers of the Board shall be the President, Vice-President(s), Secretary, and Treasurer. The Officers shall be elected by the Board at the Board meeting at least two (2) months prior to the end of the standard fiscal year. The Board may elect or appoint other officers as the Board may deem advisable. The Officers shall perform such duties as set forth in these By-laws or as determined by the Board. a President. The President shall be the Chief Executive Officer of ESGVCH. He or she shall preside at all meetings of the Board. The President shall perform such other duties and functions as shall be assigned to him or her by the Board. He or she shall be an ex - officio member of all standing committees. The President shall, unless otherwise provided by resolution of the Board, possess the power and authority to sign all certificates, contracts, instruments, papers and documents in the name of and on behalf of ESGVCH b Vice-President(s). The Board may elect one or more Vice-presidents. The First Vice - President shall perform the duties and exercise the powers of the President during the absence or unavailability of the President. Each of the vice-presidents shall oversee specific programs and responsibilities as determined by the Board. They shall have additional powers and perform additional duties as shall be assigned by these By-laws or by the Board. c Secretary. The Secretary shall keep the minutes of all meetings of the Board in books provided for that purposes, attend to the giving or serving of all notices of ESGVCH and sign with the President, in the name of ESGVCH, all contracts when authorized to do so. The Secretary shall have charge of such books and papers as the Board shall direct, all of which shall at all reasonable times be open to the examination of any Director, and shall in general perform all the duties incident to the office of Secretary, subject to the control of the Board. A copy of all the minutes shall be filed in the ESGVCH office. d Treasurer. The Treasurer shall be the Chief Financial Officer of ESGVCH, and shall have custody of all the funds and securities of ESGVCH, endorse on behalf of ESGVCH for collection checks, notes and other obligations, and shall deposit the same to the credit of the Corporation in such bank or banks or depositories as the Board may designate; sign all receipts and vouchers for payments; enter or cause to be entered regularly in the books of ESGVCH kept for that purpose full and accurate accounts of all moneys received and paid on account of ESGVCH, and whenever required by the Board shall render statements of such accounts; shall , at all reasonable times, exhibit the books and accounts to any Director; and shall perform all acts incident to the position of Treasurer, subject to the control of the Board. The Treasurer may select an authorized representative to perform one or more of the above duties #0038 Vacancies on the Board a. Absences. Should any Directors miss three (3) consecutive meetings without due cause, the President may declare the position vacated. b. Resignation and Termination. Should any Directors resign or become terminated from his or her membership on the Board, a successor may be elected by the majority of the Board (at a Board meeting) to fill the vacancy. When a candidate becomes available to be considered for election to the board, the new candidate's term shall be a new five-year term regardless of the years remaining on the former board member's term #0038.5 Annual Notice of Membership in the ESGVCH Board of Directors At its annual meeting, after elections have been completed for the board and for the Executive Committee, the board shall cause the list of approved board members and officers to be posted on the ESGVCH website and reported to which ever constituent organizations as have so requested in writing. #0039.1 Bond of Officers and Directors All Officers or Directors of ESGVCH, if required to do so by the Board, shall furnish bonds to ESGVCH for the faithful performance of their duties, in such penalties and with such conditions and security as the Board shall require. ESGVCH shall assume the cost of providing any bond required hereunder. #0039.2 Compensation for Directors No Director of ESGVCH shall be compensated for the performance of services for ESGVCH, but may, by resolution of the Board, be reimbursed for expenses incurred on behalf of ESGVCH. Article 4 Executive Director and Staff #0040 Executive Director The Board may employ an Executive Director who shall manage the daily affairs of ESGVCH and shall serve at the direction of the Board. The Executive Director shall serve as a non-voting ex -officio member of the Board. 0041 In the absence of employing an Executive Director, the board of directors may assume the duties under the leadership of the Board President. 0042 Staff 1 The Executive Director shall propose staff positions necessary, shall recruit, interview, and recommend for employment by the board, such candidates as are qualified and committed to the mission and values of ESGVCH. 2 In absence of an executive director, the board may employ staff as needed to conduct the business of the organization. Article 5: Committees #0050 Creation of Committees The Board will create a committee for each of the program areas of ESGVCH. The Board may create ad hoc committees as needed. The Board will annually designate the chair for the standing committees and other such committees as it may deem to create. Committee chairs must be Directors #0051 Executive Committee The executive officers of the board: the president, vice president, secretary, treasurer, along with the three chair persons of standing committees shall be considered "The Executive Committee." The Executive Committee shall also be considered and function as The Finance Committee and shall review and make recommendations to the whole board regarding financial reports and needs. #0052 Program Committees The main program areas for ESGVCH are: a Emergency Assistance Center (EAC), b Winter Shelter (WS) c Transitional Home (TH) d Health Services (HS) The responsibility of each committee is to oversee its program so it accomplishes the program objectives. 40053Nominating committee The board, under the leadership of the president shall annually designate a Nominating committee. Nominating committee membership cannot include anyone interested in holding an executive office for the new term. #0059 Other Committees The Board shall designate the responsibilities, duties and powers for each committee it creates.. Each committee shall exist to carry out the purposes of ESGVCH Article 6 Miscellaneous Provisions #0061 Contracts, Conveyances, etc. All conveyances, contracts and instruments of transfer and assignment shall be specifically approved by the Board of Directors and shall be executed on behalf of ESGVCH by such officers or agents as may be specifically authorized by the Board #0062 Execution of Instruments All ESGVCH instruments and documents including, but not limited to checks drafts, bills of exchange, acceptances, notes or other obligations or orders for the payment of money shall be signed by the treasurer and one other authorized signature. 0063 Adjourned Meetings A majority of the Directors present, whether or not a quorum, may adjourn any meeting to another time and place. Notice of such adjourned meeting shall be given even though the time and place thereof are announced at the meeting at which the adjournment is taken #0064 Participation in Meeting by Telephone, Real Time Internet Video Chat, or Email By oral or written permission of a majority of the Board or of a committee designated by the Board may participate in a meeting by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other. Participation in a meeting pursuant to this Section constitutes presence in person at the meeting. #0065 Construction and Definitions Unless the context otherwise requires, the general provisions, rules of construction and definitions contained in the General Provisions of the California Nonprofit Corporation Law and in the California Nonprofit Public Benefit Corporation Law shall govern the construction of these By-laws. #0066 Non -Profit Status ESGVCH may not engage in any activity of a commercial nature that would violate its status as a non-profit organization as defined in existing laws. ESGVCH may not engage in any partisan political activity. #0067 Conduct of Meetings Meetings shall be conducted according to Robert's Rules of Order #0068 Nondiscrimination ESGVCH shall not discriminate in employment, membership, or registered use against any person on the basis of race, color, gender, religion, creed, age, disability, or sexual preference. Article 7: Dissolution 0071 General In the event of dissolution of ESGVCH, all the assets, real and personal, shall be distributed to such charitable organization or organizations as are qualified as tax exempt under Section 501 3 of the Internal Revenue Code or 1986, as amended, or corresponding provisions of any subsequent federal income tax laws as the Board shall determine. Any such assets not so disposed of, for whatever reason, shall be disposed of by order of a Court with appropriate jurisdiction to such organization or organizations as said Court shall determine, which are organized and operated exclusively for charitable purposes. 0072 No Inurement No part of the net earnings of assets of ESGVCH shall be distributed to or inure to the benefit of any Director of ESGVCH, contributor, or private person. Article 8: Fiscal Year 0081 The fiscal year of ESGVCH shall be from July 1 to June 30 of the following year. Article 9: Amendments, Rules, and Regulations 90091 Amendments These By-laws may be altered or amended at any duly called meeting of the Board at which a quorum is present by a majority vote, provided that written notice naming the substance of the proposed amendment has been sent to each Director at least ten (10) days in advance of the date of the meeting, unless such notice is waived by all the Directors. #0092 Rules and Regulations The Board may adopt additional rules and regulations, general or specific, for the conduct of their meetings, and additional rules and regulations, general or specific for the conduct of the affairs of ESGVCH provided, however, no such additional rule or regulation shall be inconsistent with or in contravention of any provisions of the Articles of Incorporation or these By-laws. #0093 Periodic Reviews These By-laws and the associated policies shall be reviewed annually. Last reviewed and affirmed July 1, 2011. #500 Conflict of Interest All Board of Director members, executive officers and employees of the ESGVCH shall: 1 Maintain the highest standards of conduct and integrity when conducting ESGVCH business 2 Have no outside interests that may be incompatible with or involve a conflict of interest with their duties, functions, and responsibilities for ESGVCH. 3 Abide by applicable federal, state, county, and municipal statures, regulations, and other ordinances concerning conflicts of interest. 4 Directors, officers and employees of ESGVCH are prohibited from the following associations unless they have fully disclosed such associations and have received specific approval from the board to continue such associations. a Serving in either paid or volunteer capacity as a director, partner, employee, or representative in any organization that does business with or receives funds from ESGVCH. b Being imme3diately related to any vendor, contractor, or consultant paid by ESGVCH funds. c Have any direct financial interests in any organization that does business with or receives grants from ESGVCH. Note: ownership of less than .001% of the stock of a corporation is not a direct financial interest. 5 Directors, officers, and employees of ESGVCH are prohibited from accepting, directly or indirectly, payments, loans, gifts, commissions, services, promised future benefits, gratuities, or other items of value from any organization or individual doing business with ESGVCH, except for beverages, food, social invitations, access to parking while visiting the organization or occasional shared local transportation for a meeting. Nothing shall be received unless it is of minimal value (not to exceed $25, and in keeping with good business ethics and that does not in any way obligate the recipient on behalf of ESGVCH with a vendor. 6 To ensure compliance with this policy, all directors, officers, and employees of ESGVCH shall submit and/or recertify their agreement with this policy on an annual basis. #502 Board of Director Member Limits of Authority 1 Individual Board of Director members are not authorized to take public stands on positions that are contrary to those of ESGVCH. This policy is not intended to prevent Board of Director members from taking personal positions on public issues, but only to prevent giving the appearance that the Board of Director member is speaking officially on behalf of ESGVCH. 2 Official positions or statements may only be put forth after full approval by the board at a regular business meeting. Such positions should be recorded as an appendix to the policy manual for future reference. Approved 12/14/11 #505 Endorsements of Materials or Products The Board of Director may not at any time give endorsements for any organizations, programs or products. The Board of Directors may approve for distribution and sale a variety of materials, programs, and products that are in harmony with the goals and purposes of ESGVCH. Approved 8/26/10 7 -- ENDOGsEiD F I L E D in Itis OINM a. Ihs Sacretary cl state ARTICLES OF INCORPORATION OF of ;h,, SIAIR of C 111arn.❑ EAST BAN GABRIEL VALLEY COALITION 1`00L,P 7 1994 FOR THE HOMELESS A California Nonprofit Public Benefit Corporati5};py Sucre cry et1stale I The name of this corporation is; II This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for public and charitable purposes. The public and charitable purposes of the corporation are to provide for the needs of the homeless in the San Gabriel Valley and to educate the public concerning those needs. This corporation is organized exclusively for charitable, religious, and educational purposes within the meaning of Section, 501(c) (3) of the internal. Revenue Code of 1,986 or the corresponding. provision of any future United States internal revenue law. Notwithstanding any other ,provision of these Articles, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this corporation, and the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States internal revenue law or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States internal revenue law. III The name and address in California of the corporation's initial agent for service of process is: RONALD J. SACHS 2056 Lynbrook Hacienda Heights, California 91745 1 IV (a) No substantial part of the activities of this corporation shall consist of lobbying or propaganda, or otherwise attempting to influence legislation, except as provided in Section 501(h) of the Internal Revenue Code of 1986 and this corporation shall not participate in or intervene in (including publishing or distribut- ing statements) any political campaign on behalf of or in opposi- tion to any candidate for public office. (b) All corporate property is irrevocably dedicated to the purposes set forth in Article 2 above. No part of the net earnings of this corporation shall inure- to 'the benefit of any of its directors, trustees, officers, private shareholders or members, or to individuals. (c) on the winding up and dissolution of this corporation, after paying or adequately providing for the debts, obligations and liabilities of the corporation, the remaining assets of this corporation shall be distributed to such organizations organized and operated exclusively for charitable purposes which have established their tax-exempt status under Section 501(c)(3) of the Internal Revenue Code of 1986, or the corresponding provision of any future United States internal revenue law and which have established their tax-exempt status under Section 23701d of the California Revenue and Taxation Code, or the corresponding section of any future California revenue and tax __ D J. SACHS, Incorporator _'_' I am the person whose name is subscribed below. I am the sole Incorporator of EAST SAN GABRIEL VALLEY COALITION FOR THE HOMELESS and have executed these Articles of Incorporation. The foregoing Articles of Incorporatiot ar- y act and deed. Executed on �� 1994, at Hacienda Heights, California." I declare that the foregoing is tru�nd qr mr :t. RPALD J. SACHS, Incorporator K 11111',Rlikl, REVl:;NUE St if 0. Box 2508, N1 4520.1 Da r. KAOT SAN, GARRTEL VALLEY 1;O .e VIA THE ROMMESS P0 BOX 93256 CITY OP INDUSTRY, CA 91115-3256 Dear Appli.cant: DEPARTMENT OF THE TRMAMY EMP10YEr Jrjcqjtj.fAcaLJ,an Nurilbe r� 95-4500436 DIM, 17053265723C97 Contact Pu son,, SHAWNDEA KREBS ]ID! M072, Contact Tolephona Nnmber: Q77) S20-5500 siOnt ic Charicy Statusi 170 (b) Qj (A) NO our lottor daM ApM 1995, stated you wMAd he amuWt from Qdmaj income Year, under section 501(c) (3) at the lntornN Revenue CoN, prid you wavuld Ma treated, as a joabliccivarity, a-@toer thain as a brut ivatia If'ounciation, during an advayu�'gin ruj.ing P�!nrJcok rjasecl on the information you submitted. you arc classified as a p"iblic ctam rit.y under the Code socLicn, liMad in the hewUng of this ATter, Sinn Your examPt status was prat:, under consideration, you contirvoto be claosifiedas" an organization exempt from Federal 1mcone Lax undar secLian 5010) (3) of t1'6(2 Code, Publication 557, TaX-EXCIPC SLatuB fox Your Organization, provides deLail.c'-d information about your rights and reqmMbijj,t�aes as ain oxempt origarxl7atAon. You may request., a copy by callinq tho toU-Nee nuMer for forms, (800) 71r..3616. lniforiinarjr)a J,�o aisa available w" our 11teinet Web Site it If you hwve general questions about exempt, organizations, please Call our LOU - f rem number shown jac the hea di ng, Please keep this letter in ycan permanent renords. sincerely yours, cpt: Robert Choi. Dixector, Exeinjpt Orqjznizat.�.ons Rulings and A#eeimpi�os Letl�er 1050 (DO/CG) �vt ww Nv6 1, k j, Box 25ns In reoly � efer ta� 0752656967 Cinciona(i Oil 45201 Juig , 29 , 20 14 1. TR 4 1 68C 0 9V e&08436 000000 DO jinjpult Up 0752856967 00026926 8000 TE EAST SAM GABRILA VALLEY COALAI 10N FOR IHC' d10dad EI.Ess E S 6 V C 11 V. f"l)NA1,13 J SAICIIS F`O B(JX 932S6 C11Y INDUSTRY EU 91715-3q26 Employer Identificatmu. on did umbey 95-(d508117 Person to Contact; INTERNAL. REPATHWE SERVICE Toll Free Telephone Number1-877-829-SBCO Oear EAST SAN GABRIEL VAI E Y C 0 A 11, 1 T z This is in response to your Aug. 20, dd. 014t requi'aSt foir infarlam ation r a gzi rdd ing yotfr t. a X- eye "Writ St at us Our records indipate that you were rma' coaniAd as exempt under section SGICaa: CO3) of thn Internal Revenue Code in a determinotlan latter issued in APR -H 1 119 9 5 Our records also indicate that you are nat a priv'ate fatillndaticui within the meaning af as: eam, tiort 509(a) iof the Code because you are described in s e c t 1 as n ( s ) 5 0 9 a as 1 C I ) as F? 0 Cb I f I A ) C as i Donors may deduct contributions to you as provided in sam, ctian 170 ask the Code, Bequests, dam gaciest devises, tpansrd' fars,, or, win lfia,rs te) 'Vs!)u or for Vour use are deductible for Federal Ca55tate aVld gift UiX dJUT'91()SeS If thav meet the applicabla prowlsiair ns of siaetiorwn- d„eall 55, 2106, anrl 2522 of the Cadem Pleasm refer to our wabsits wwW.1rs.Mrd ay/eo for, infoir°rnat!ioyw regarding filing requirements. Specificallyp section SUSS(l) of the Code provides that failure tw file an, alar naria ), P'PtW'ml 03P consecutive years results ;in revocation of tax-exempt status ass of:' the filing due date of the third return for argmOzations rvquired to file. We will Publjra�r� j�'h J.j5t 'nf orgavii-eations, vshose tmjcir".xejmlpt status was revOked under section 6033(j) af t h a* Code cm our ambsitsew beginning in ear,],v 201,1_ 0752856967 Aug. 29, 2014 L -(R t4 16 8 C 0 9 5 - MR 6 4, 6 000000 00 I �'111 V Ij t, 0 Ism 0752W:;6967 000,216927 EAST SANIGADPIEL VAWEV" '101�)ALTT�ii)�4 EIIFOR THIE H01114ELESS E X WI)IIIIIALD J t'111'kcHs PC BOX 93256 C I r N INVUSTR'11( C A "? 17 1 5- 3 526 It ymi have anV questionst please call us at flwe toleb'�hrme oi i, ik i mii b e r shown im the heading of this letter, linin e r c 1, v v n 14 r s C'I Kim Di. Dailey Operations HanSPS gerl sUN Operations 5 I MOYA 0 11s On a$-]• MEREM Independent Auditors' Report Financial Statements L, 11�, %- Statemeht of Pinandal Position 2 Statement of Activities Statement of Functional Expenses 6 Statement of Cash: Flows 7 Notes to , Financial Statements B-12 L LIchan, & -'ssociates 3286 F" Gilasli Ronid, suac 130Ontario, CA 91761 Phonej (9( )9) 78 1- (0 41 Fzix: ((),09),476- 73910 --.1. 11---.— -1 -1 An ,10countanct- Corporadtm . .... . To the Board of Directors East San Gabriel Valley Coalition for the Homeless '0 1 1 MNIMMI ]PIN 0 1116 so A1[#M41M ,IWO fcld�-'-A dcu muc I a I ex the financial statements, Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America, this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors' Responsibility Our responsibility is to express an opinion on these financial statements based on our audits, We conducted our audits in accordance with the auditing standards generally accepted m the United States of America, Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, M 11MM11111fir We believe that the audit evidence we have, obtained is sufficient and appropriate to provide as basis for our audit opinion N =. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of East San Gabriel Valley Coalition for the Homeless as of June 30, 2014 and 2013 and the changes in its net assets and cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of Aiuw' - EAST SAN GABRIEL VALLEY COALITION FOR THE HOMELESS STATEMENT OF FINANCIAL POSITION JUNE 30, 2014 AND 2013 ASSETS CURRENT LIABILITIES Accrued Expenses Capital Leases, current (Note 3 and 5) TOTAL CURRENT LIABILITIES NONCURRENT LIABILITIES Capital Leases, net of current (Notes 3 and 5) TOTAL LIABILITIES NET ASSETS Unrestricted Temporarily restricted TOTAL NET ASSETS TOTAL LIABILITIES AND NET ASSETS $ 5.526 512 6,038 1,377 7,415 $ 4,229 4,229 4,229 136,955 117,016 36,771 5,000 173,726 122,016 $ 181,141 $ 126,245 The accompanying: Notes to Financial Statements are an integral part of this statement -2- 2014 -- 2013 CURRENT ASSETS Cash $ 150,263 $ 96,716 Grants receivable (Note 2) 23,216 17,639 Prepaid expenses 4,681 6,989 TOTAL CURRENT ASSETS 178,160 121,344 FIXED ASSETS, net (Notes 2, 3 and 5) 2,981 4,901 TOTAL ASSETS $ 181,14l $ 126,245 LIABILITIES AND NET ASSETS CURRENT LIABILITIES Accrued Expenses Capital Leases, current (Note 3 and 5) TOTAL CURRENT LIABILITIES NONCURRENT LIABILITIES Capital Leases, net of current (Notes 3 and 5) TOTAL LIABILITIES NET ASSETS Unrestricted Temporarily restricted TOTAL NET ASSETS TOTAL LIABILITIES AND NET ASSETS $ 5.526 512 6,038 1,377 7,415 $ 4,229 4,229 4,229 136,955 117,016 36,771 5,000 173,726 122,016 $ 181,141 $ 126,245 The accompanying: Notes to Financial Statements are an integral part of this statement -2- EAST SAN GABRIEL VALLEY COALITION FOR THE HOMELESS STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2014 (WITH COMPARATIVE TOTALS FOR THEY ENDED JUNE 30, 2013) REVENUES Public contributions Government contracts and grants Contributed supplies Contributed services Interest income SUbtotal Net assets released from restrictions Restrictions satisfied by use Restrictions satisfied by time TOTAL REVENUES EXPENSES Program services CHANGE IN NET ASSETS NET ASSETS, BEGINNING OF YEAR TAS END OF YEAR Temporarily Unrestricted restricted $ 96,077 S 51,000 368,131 108,776 32 573,016 51,000 2014 2013 Total Total $ 147,077 $ B1,281 368,131 34.1,172 108,776 101,0811 21,327 32 56 624,016 544,917 14,229 (14,229) 5;000 (5,000) 592,245 31,771 624,016 644,917 572,306 - 572,306 562,296 19,939 31,771 61,710 (17,379) 117,016 5,000 122,016 139,395 $ 136,955 $ 36,771 173,726 $ 122,016 The accompanying Notes to Financial Statements are an integral part of this statement -3- EAST SAN GA IL VALLEY COALITION FOR THE HOMELESS STATEMENT OF ACTIVITIES YEAR ENDED JUNE 30, 2013 REVENUES Public contributions Government contracts and grants Contributed supplies Contributed services Interest income Subtotal Not assets released fronj restrictions Restrictions satisfied by use Restrictions satisfied by time TOTAL REVENUES EXPENSES Program services CHANGE IN NET ASSETS NET ASSETS, BEGINNING OF YEAR NET ASSETS, END OF YEAR Temporarily Unrestricted restricted Total $ 76,281 5 5,000 $ 81,281 341,172 - 341,172 101,081 101,081 21,327 21,327 5,6 56 539,917 5,000 544,917 7,500 (7,500) 547,417 (2,500) 544,917 562,296 - 562,296 (14,879) (2,500) (17,375) 131,895 7,500 139,395 117,016 5,000 $ 122,016 The accompanying Notes to Financial Statements are an integral part of this statement . 4- EAST SAN GABRIEL VALLEY COALITION FOR THE HOMELESS STATEMENT OF FUNCTIONAL EXPENSES FOR THE YEAR ENDED JUNE 30, 2014 (WITH COMPARATIVE TOTALS FOR THE YEAR ENDED JUNE 30, 2013) Equipment Rental Insurance Interest Licenses and Permits Maintenance and Repairs Motel Vouchers Office Outside Services Payroll Taxes Postage Professional Fees Rent Security Staff Expenses Storage Supplies Telephone Transportation Utilities Wages Subtotal Depreciation and amortization TOTAL FUNCTIONAL EXPENSES Total Program Total Program Emergency Transitional Winter Encore Services Services Assistance Housina Shelter Proq„ 2014 2013 $ S $ 12,319 S S 12,319 $ 11,464 4,515 584 14,892 11 20,002 21,062 87 - 87 - 348 348 312 1,292 8,667 9,959 12,709 24,151 5,000 29,151 18,597 2,565 453 2,002 5,020 4,468 2,242 65 1,799 83 4,189 3,840 5,011 395 14,311 138 19,855 19,364 207 132 339 297 7,683 1,189 11,303 20,175 39,127 2,400 23,400 25,800 24,400 - 20,476 20,476 21,828 194 194 520 2,783 2,783 2,783 108,892 4,377 113,269 103,720 3,253 - 540 3,793 3,139 2,876 165 1108,817 111,858 110,942 - 2,228 2,228 1,549 54,278 4,760 106,479 996 166,513 158,390 219,994 33,239 313,897 1,228 568,358 558,511 1,451 - 2,497 - 3,946 3,785 $ 221,445 33,239 $ 316,394 $ 1,228 672,306 $ 562,296 The accompanying Notes to Financial Statements are an integral part of this statement M TOTAL FUNCTIONAL EXPENSES $ 214,318 $ 35,536 $ 312,443 $ 562,296 I I i .Ir4r,j El 1wir-Imensuals AINIMrArANIM -6 1 Total Emergency Transitional Winter Program Assistance Housing Shelter Services Equipment Rental $ - - $ 11,464 $ 11,464 Insurance 4,930 201 15,931 21,062 Licenses and Permits 312 312 Maintenance and Repairs 2,777 9,932 12,709 Motel Vouchers 18,597 18,597 Office 2,931 1,537 4,468 Outside Services 1,894 354 1,592 3,840 Payroll Taxes 4,844 488 14,032 19,364 Postage 119 - 178 297 Professional Fees 18,057 4,134 16,936 39,127 Rent 2,200 22,200 - 24,400 Security - - 21,828 21,828 Staff Expenses 520 520 'Storage 2,783 2,783 Supplies 101,186 745 1,789 103,720 Telephone 2,537 - 602 3,139 Transportation 3,375 - 107,567 110,942 Utilities 1,549 - 1,549 Wages 49,271 5,864 103,255 158,390 Subtotal 213,030 35,535 309,946 558,511 Depreciation 1,288 - 2,497 3,785 TOTAL FUNCTIONAL EXPENSES $ 214,318 $ 35,536 $ 312,443 $ 562,296 I I i .Ir4r,j El 1wir-Imensuals AINIMrArANIM -6 1 EAST SAN GABRIEL VALLEY COALITION FOR THE HOMELESS STATEMENT OF CASH FLOWS FOR THE YEARS ENDED JUNE 30, 2014 AND 2013 CASH FLOWS FROM OPERATING ACTIVITIES Change in net assets Adjustments to reconcile change in net assets to net cash provided (used) by operating activities: Depreciation (Increase) decrease in assets: Grants receivable Prepaid expenses Increase (decrease) in liabilities: Accrued expenses CASH PROVIDED (USED) FOR OPERATING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES Purchase of fixed assets CASH FLOWS FROM FINANCING ACTIVITIES Payments on capital leases NET INCREASE (DECREASE) IN CASH CASH AT BEGINNING OF YEAR CASH AT END OF YEAR 2014 2013 51.710 (17,379) 3,948 3,785 (5,577) (6,755) 2,308 (591) 2,87J3 53,686 (23,813) (73) 53,547 (23,913) 96,716 120,529 $ 150,263 $ 96,716 Office copier received in exchange for capital lease note $ 1,962 $ Cash paid during the year for Income taxes $ - Interest $ 87 $ The accompanying Notes to Financial Statements are an integral part of this statement ., Y -1 NOTEO, FINANCIAL STATEMENTS 1. PIU!2niza Lio i and Nature of Activities L East San Gabriel Valley Coalition for the Homeless (ESGV Coalition for the Homeless) is a non-profit, tax-exempt organization based in the San Gabriel Valley area of California. The primary purpose of the Organization is to serve the needs and expand the opportunities of the homeless and needy in the San Gabriel Valley area. ESGV Coalition for the Homeless was incorporated as a nonprofit organization under the laws of the state of California on September 7, 1994. The Organization provides the following program services: Transitional Housing Winter Shelter Encore Program The Organization is supported primarily through grants and contributions. The Winter Shelter is operated between December and March and receives funding from the Los Angeles Homeless Services Authority and federal funding from the Emergency Food and Shelter Program, The Emergency Assistance Center is operated year-round and provides food, clothing, and hygiene products, among other services to at -risk and homeless persons. The transitional housing program assists families in transitioning to permanent homes through life skill education, intense case management, and financial counseling. The Encore Program is a new prograrn started during the year ended June 30, 2014 and supports ESGV Coalition for the Homeless' clients to access additional and mental health treatment manifested by addictions through street outreach, case management. addiction treatment, and improved access to housing. 2, SUmmary'.jp�f Significant Accou!j t Policie s _t�2j Basis of Accounting The financial statements have been prepared on the accrual basis of accounting. Cash and Cash EQuivalents - For the purposes of statement of cash flow, the Organization considers all highly liquid debt instruments with an initial maturity of three months or less to be cash equivalent. Grants Receivable - The Organization considers its grants receivable to be fully collectible; accordingly, no allowance for doubtful accounts is required, if amounts become uncollectible, they will be charged to operations when that determination is made. Fixed Assets - Fixed assets are recorded at cost or donated fair market value, Depreciation is provided on a straight-line basis in amounts sufficient to amortize the cost of the assets over their estimated useful lives of five to seven years, The Organization capitalizes all expenditures for property, furniture and equipment in excess of 5500. -8- M .......... 11. 10100011s,9111"M 2. Summa ry of_Sic nificant AccoLmLi�L L�) L Policies it _ qj�' _. Net Assets — The net assets of the Organization and changes therein are classified and reported as follows: Unrestricted net assets — Net assets that are not subject to donor -imposed stipulations and that may be expendable for any purpose in performing the primary objectives of the Organization. Tc rniio y1t J restricted net assets — Net assets subject to donor -imposed stipulations that may or will be met either by actions of the Organization and/or the passage of time. As the restrictions are satisfied, temporarily restricted net assets are reclassified to unrestricted net assets and reported in the accompanying financial statements as net assets released from restrictions, The Organization receives its grants and contracts from various rederal and State Agencies. Support received from these grants and contracts are recognized in the period earned. The Organization also receives donations from public and private foundations, fundraising events and other sources and recognizes these revenues when earned. gon'tr'ibutions — Non -reciprocal contributions received are recorded Ps unrestricted, temporarily res ',--d or Fermane tL� r restrictions. When restrictions are satisfied in the same accounting period as the receipt of the contribution, the Organization reports both the revenue and the related expense in the unrestricted net asset class. Contributed materials are recorded at their fair market value where an objective basis is available to measure their value. Such items are capitalized or charged to operations as appropriate, At year end there is an indeterminable amount of donated goods on hand for distribution. Contributed Services - During the years ended June 30, 2014 and 2013, the value of contributed services meeting the requirements for recognition in the financial statements was $- and $21,327, respectively for contributed accounting services. Income Taxes - The Organization is exempt from federal and state income taxes: under Section 501(c) (3) of the: Internal Revenue Code and Section 23701(d) of the California Revenue and Taxation Code, respectively. Accordingly, no provision for income taxes is included in the financial statements, In addition, the Organization has been determined by the Internal Revenue Service not to be a private foundation within the meaning of Section 509(a) of the Code. There are no unrecognized tax benefits identified or recorded as liabilities for the year ended June 30,2014. - 91- . . dMWOMMM. Inconig,— ntiinued) - The Organization files form 990 in the U.S. federal jurisdiction and form 199 in the State of California, The Organization's federal and state returns are subject to possible examination by the taxing authorities until the expiration of the related statutes of limitations A n those tax years. In general, the federal returns have a three year statute of limitations, and the state returns have a four year statUte of limitations from the filing date, Use of Estimates - The preparation of financial statements in conformity with generally accepted accouniln`►�nciples requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the reporting date and revenues and expenses during the reporting period. Actual results could differ from those estimates. =11111111=199119 01.►011my h14111LOMI Ingg 4 -►R SRI! M 16M ► Furniture and office equipment, donated Vehicles ISTE111111M, MMETIM94911110MUC99111141=1 2014 2013 S 2,342 S 4,943 1,830 1,830 16745 16,745 20,917 23,518 19,801 18,617 1,116 4,901 2,027 162 1,865 gnu — Depreciation expense for the years ended June 30, 2014 and 2013 was $3,786 and $3,785, and tmortization expense for capitalized leases totaled $162 and S,-, respectively, Normal repair arrel maintenance costs are expensed as incurred. EAST SAN GABRIEL VALLEY COALITION FOR THE HOMELESS NOTES TO FINANCIAL STATEMENTS Years Ended June 30, 2014 and 2013 4. Restricted Der)osits, Included in cash are temporarily restricted contributions which consist of the following restrictions: ■ 2014 2013 $ 5,000 $36,771 $ - The Company leases certain office equipment under capital leases. At the expiration of the lease terms, the Company may exercise options to purchase the equipment. Equipment loan payable at $80 per month including interest at 27%, secured by an officer copier. The lease expires May 2017 Current portion of long term debt Non-current portion of capital lease obligations Years Ending J uric Ap., 2.015 2016 2017 201a 2014 2013 $ 1j889 $ - 612 S 1,377 $ $ 960 960 720 Total 2,640 Less imputed interest 751 Present value of net minimum lease payments S 1,889 6. C01nn1it1T10r1iS and C011tif .hq M�-qLq§L The Organization leases its office facilities under month-to-month operating leases. Total rent expense related to these leases for the years ended June 30, 2014 and 2013 was $2,400 and $2,200, respectively, The Organization leases two apartments for the transitional housing program. The rent expense related to these [eases for the years ended June 30, 201.4 and 2013 was $23,400 and $22,200, respectively. I gjaff/� NOTES TO FINANCIAL., STATEMENTS T-TIT41KOW 7. Subsequent Events The Organization has evaluated events and transactions occurring subsequent to the statement of financial position date of June 30, 2014, for items that should potentially be recognized or disclosed in these financial statements, The evaluation was conducted through January 15, 2015, the date these financial statements were available to be issued. No such material events or transactions were toted to have occurred. ACCOMPLISHMENT DATA Pursuant to HUD regulations, each agency must document and report measurable accomplishments to support that the services offered by the agency has made a substantial improvement to the lives or neighborhoods of the City's low to moderate income residents. Therefore, in order to ensure accurate reporting and compliance with regulations, your agency must specify the format that will be used for reporting purposes (example: Individuals, Households or Youths) To determine the best form of data, please consider if the services provided will assist a direct individual or youth or the entire household. Please also note that the selected reporting data must be used throughout the entire year. The reporting accomplishment data to be used by our agency will be: PLEASE CIRCLE ONLY ONE OF THE FOLLOWING: Individuals Youths Households Please provide the actual number of your agency's total clients assisted to date and the projected data for the upcoming fiscal year. Please complete this table regardless if you receive CDBG funding for this current year ......,,,,,. Actuale ... . _..... w..._ .� Pro � _.._„n _......._ r.....cted..........._. 07/1/15 TO Current 07/01/16 TO 06/30/17 BALDWIN PARK RESIDENTS unduplicated” Duplicated" i_"7otat . Motel Vouchers �uiy 30 ._. 42 72 698 Duplicated: 300 August �.... A_ 28 48 ..76 498 Unduplicated: 200 Sept 37 72 109 _ mmm372 Total: 500 Oct 20 39 59 290 Nov _ 21 46 67 294 Total Baldwin Park client visits (duplicated + unduplicated) = 383 et complet NON-BALDWIN Residents from o hcities tiies havNqt : December 2015 note d other funding (not PARK RESIDENTS Baldwin Park funding). -8- Presumed Benefit Income eligibility is not required for services provided to "Presumed Benefit" clientele as defined by HUD. The following groups are considered presumed benefit client: Abused children Battered spouses Elderly persons M Illiterate persons Persons with acquired Immune Deficiency Syndrome (AIDS). R Adults meeting Bureau of Census definition of severally disable persons ■ Homeless persons Migrant farm workers Which further describes the activity you are proposing? A) X The project will benefit a presumed benefit* clientele as defined by HUD. B) X The client intake information will provide evidence that at least 51 percent of the clientele are persons whose household income does not exceed the CDBG eligible income limit. C) X The projects limits services to only CDBG eligible -income persons. BUDGET In order to remain in compliance with HUD's regulations, your agency must be able to separate and identify expenditures of CDBG funds from other source of funding. Please complete the following tables with your agency's current budget (including CDBG funds, if currently receiving funding) and the proposed budget, identifying how the funds will be utilized. _g_ H w 0 D W U) a O a d .a V = . . . . o . . . ........... d. cc _ N O M �D co d L CDD cc O 7 Cf) Cl) Oy — , O O m VN! Q) 1` O N M in r OL d Q O N r CD LO CL = 0 U) T N d m O N O N � O O C r Q N N N+ V c) M O O O N O O ti R a O7 N O LO M c0 W) cOcu D cu dI— LL ....., N LA_. .a ...�,,, .._.. a s d 'NC W) U) o d O d ti ` m L C O ti p M r N C � c0� ONo r. uj..W...... N CL m o o c `-' m N N W)O O N ,?' 0 N N LO vv a � x c � as m = a _ o = o ca w d .. O O m m N E �w a cn cu C N N a 'a m OL M cu Cl) 2 V co cn ca '� N EO O 'd J G7 C C cu t0 Q c6 . J U C >% cu U) N E ca a ctf D;a o ZZ �_ �V m O H Q � N V 0 C:) cc) wl. 0Co C (..C) � � � ;CD ter' irw- " ... LL tss I C.a a Co � c� 4U gyp.. Cry Cid IL -- _------ :� C_) CL CD CD C l--' cD LO LO Cn CD C ro C [ ass r i CD Q�• " _ 4b cit . w Lu 4-J 00 Dt C D c D cD CD C Cdr Cn x 4 (')' d� m 0 o C 0 C: C; � 0 0 a; .a p� ' •.� � �°° r� ply fCi m q aUj^ p, CL w :t1 0- CL caa *74 C i v its CtS r= a� PJLY CL, 1Y p :, 4h a.)acct t� _ a� 0 AGENCY CERTICATION As the Executive Director, or duly authorized representative of Vd-11 Coo ��y, _...... ......... . I certify that the applicant is fully capable of f This application is submitted to provide the stated in this proposal. If this proposal is relevant federal, state and local regulations City of Baldwin Park, will be adhered to. Ifilling its obligation under this proposal. services for the City of Baldwin Park as approved and funded, it is agreed that and other assurances, as required by the I certify and declare under penalty of perjury that the information provided in this application is true and correct. CSOyt, " `f-�yt�r 0 V- e- Print Name Title of Officer C Signature Phone Number • Email Address City of Baldwin Park FY 2016-2017 Community Development Block Grant Funds Public Service Request for Funds Contact Person: Manuel Carrillo, Jr, _. Phone Number/Ext. —Ext. 314 (Previous Year Allocation):_$30,000_ CDBG Amount Requested: $_30,000_Other Funds: $_57,500_ Total: $_87,500 (Please attach a copy of your proposed budget) lA Project Description: Farnilv Service Center The FanAy Service Center offers a variety of social service assistance to the residents of Baldwin Park. The FSC is centrally loatd and is Basil ancsible to all the residents. The services offered. at the FSC include but are not limited to: medica,I, access referrals, food bank referrals emer envy _.. - less r�rovention reerrals mental tal vouchers, referrals, ��e e( n ouctransportation., erase �I�managemeln � ref l rnls, tutoring., _and educational services assistance. Over 200 clients are assisted_D2g9thly at the center. many of clients sisting those clients in need by idont�f iy ng local face severe economic hurdles. Staff is commuted to..�as _�..v._ m�.....��_..�„� mm Staff is resources and services. wThe tar et service area is low to moderate low income res q uestin the„amount of$30,000.00 to offset the costs of full time staffing for the facdiiity. As noted above the general_ fund contributes to the operation of the Familv Service Center by covering expenses for utilities materials and su plies b, uildin maintenance,, outside wprinting and part time staffing,_ (Please attach additional sheet to provide additional Information if needed) Accomplishment Data Pursuant to HUD regulations, each agency must document and report measurable accomplishments to support that the services offered by the agency has made a substantial improvement to the lives or neighborhoods of the City's low to moderate income residents. Therefore, in order to ensure accurate reporting and compliance with regulations, your agency must specify the format that will be used for reporting purposes (example: Individuals, Households or Youths) To determine the best form of data, please consider if the services provided will assist a direct individual or youth or the entire household. Please also note that the selected reporting data must be used throughout the entire year. PLEASE SELECT AND CIRCLE ONLY OF THE FOLLOWING REPORTING DATA. Individuals Youths ;Households Projected Number of Beneficiaries Served: --Individuals or —500 _Households For CDBG Department Use Only: Recommendation: Approved El Deny National Objective /Eligible Comments: Reviewed By--. Approved.:, City of Baldwin Park FY 2016-2017 Community Development Block Grant Funds Public Service Request for Funds ` DEC 14 2015 Contact Person: Victoria Valverde Phone Number/Ext. 513 (Previous Year Allocation): $30,000 CDBG Amount Requested: $40,000.00 Other Funds: $ 0 Total: $40,000.00 (Please attach a copy of your proposed budget) Project Description: This request will provide the GAP the funding for graffiti abatement services at public facilities within the City of Baldwin Park including: City Civic Center, ARC Center, Morgan Park, Shyre Park, Hilda Solis Park (Teen Center/Skate Park), Barnes Park, and Walnut Creek Nature Park. The GAP will provide service to remove approximately 350,000 square feet per year throughout the community. The GAP currently provides free service for the removal of graffiti; in actuality, the responsibility is on the property owner. However, oftentimes the graffiti is not removed in a timely manner, necessitating the GAP to intervene for removal. The subsidy will assist by removing graffiti throughout the community in the timely manner and more importantly the aesthetics of the community is maintained on a daily basis. The Public Works Department/GAP desires to continue the current program of assisting wherever graffiti exist on the public facilities. Therefore the department is requesting the funding of $40,000 to be reinstated for FY 2016/2017. Accomplishment Data Pursuant to HUD regulations, each agency must docLument and report measurable accomplishments to support that the services offered by the agency has made a substantial improvement to the lives or neighborhoods of the City's low to moderate income residents. Therefore, in order to ensure accurate reporting and compliance with regulations, your agency must specify the format that will be used for reporting purposes (example: Individuals, Households or Youths) To determine the best form of data, please consider if the services provided will assist a direct individual or youth or the entire household. Please also note that the selected reporting data must be used throughout the entire year. PLEASE SELECT AND CIRCLE ONLY OF THE FOLLOWING REPORTING DATA. Individuals Youths Households Projected Number of Beneficiaries Served: Individuals or --,,,,-,,—Households For CDBG Department Use Only., Recommendation: Approved ... Der`._— National Objective/ Eligible Criteria Comments: Reviewed By.' Approved.-. City of Baldwin Park M FY 2016-2017 Community Development Block Grant Funds Public Service Request for Funds, Contact Person: Mark Harvey Phone Number/Ext. 626 960-1955 (Previous Year Allocation):$21,985 CDBG Amount Requested: $35,000 other Funds: $ 10,000 Total: $45,000 (Please attach a copy of your proposed budget) Project Description: The PRIDE program is specifically designed to deal with at risk youth. It utilizes proactive and innovative techniques for positive redirection. Overseen by Baldwin Park Police personnel, the 8 -week program offers treatment, prevention and disciplinary components to alter negative behavior. The PRIDE program is a collaborative effort between law enforcement and community-based organizations, with law enforcement being the facilitator. The objective of the program is to identify problems within the family that have surfaced through juvenile delinquency. Juveniles with antisocial behavior such as truancy, incorrigibility, minor law offenses, etc., may be considered for the program. The components of the program are: Intake night, Counseling and Family Action, Community Service, Physical Training, Behavior Modification, Career Guidance and Classroom Curriculum. The requested funding will allow the Police Department to host two PRIDE programs. The requested amount will fund two programs consisting of 40 youths each. Accomplishment Data Complete two 40 youth boot camp programs with a 100% graduation rate. PLEASE SELECT AND CIRCLE ONLY OF THE FOLLOWING REPORTING DATA. Households Projected Number of Beneficiaries Served: 80 Households For CDBG Department Use Only., Recommendation: Approvedl I Den $ National Objective/ Eligible Criteria Comments: Reviewed By.; Approved:, Organization Name: Baldwin Park Project Title: PRIDE Platoon Date: 2016/17 Request from In -Kind Other TOTAL CDBG Contribution Sources BUDGET of Income PERSONNEL/STAFFING EXPENSES List title and % on project) 1 Police Officers 54% $ 15,500.00 $ 10,000.00 $ 25,500.00 2 Police Supervisor 14.5% $ 7,100.00 $ 7,100.00 3 $ - 4 $ Subtotal, Person nel/Staffin Expenses $ 22,600.00 $ $ 10,000.00 $ 32,600.00 Benefits ( % of Personnel) $ TOTAL, PERSONNEL $ 22,600.00 $ - $ 10,000.00 $ 32,600.00 PROGRAM/OPERATING EXPENSES Office Supplies $ 600.00 $ 600.00 Communications (e. ., printing, co lag) $ 200.00 1 $ 200.00 Postage $ Utilities $ Travel Field Trips $ 3,000.00 $ 1,000.00 $ 4,000.00 Rent $ Other: Graduation Supplies $ 1,000.00 $ 1,000.00 1 Student Meals $ 3,600.00 $ 3,000.00 $ 6,600.00 2 Student Uniforms 4,000.00 $ 4,000.00 3 $ TOTAL, PROGRAM EXPENSES $ 12,400.00 $ 4,000.00 - $ 16,400.00 INDIRECT/OVERHEAD EXPENSE* (_0/6 of Expenses) $ - TOTAL EXPENSES Personnel + Program + Indirect) $ 35,000.00 $ 4,000.00 $ 10,000.00 $ 49,000.00 i City of Baldwin Park FY 2016-2017 Community Development Block Grant Funds Public Service Request for Funds Contact Person: Manuel Carrillo, Jr. Phone Number/Ext...-Ext. 314 (Previous Year Allocation): 12,350 CDBG Amount Requested: $_15,000 Other Funds: $_10, 000 _Total: $_25, 000 (Please attach a copy of your proposed budget) PoeDescription: Rel��'�y Program h�pom communt elit}e with aw SUbsidy that will allow_ heN r to articon t an or anp eco y0 rhe s orts r or ins and r remotion classes. in an amount not to exceed I-loff es70ofhgrrrne2_ant ra s e r oof of address Subsidyand program has been instrumental „morin p ovidwcg childrrenrMh_an opportunfty to receive_ ositivp gl IT. it _ Recreation and Sports ...._ _ rectNy tea part. t °The department rcr atrnct fmrdre ardless of their bllL to 3a r. The entire aLmount of 15L.. t reatrons exile '�!...m. �.�7� �..._.. �� OOi wr�N gc� dr..�. rrerress w ...� absorbs the remainina costs and/or expnses for utr itV_e rnateriajls amid st.l t lI a,m building maintenance, outside printinaexpenses, and part time staffing. This vear the department is asking for a.... Il ht increase so that more children rn parti APPLICATION CHECKLIST ' eols ORGANIZATION: Santa Anita Family Service Please complete an Application Form for each proposed program/project. If an item is not applicable, indicate "N/A" in the box. If you need assistance, or have questions, contact Michelle Bravo at 626 960-4011 ext 354. 1. X APPLICATION FORM 2. _X BUDGET PROPOSAL (ATTACHMENT A) 3. _X BOARD OF DIRECTORS AFFIDAVIT 4. X ORGANIZATION BY-LAWS 5, X CHARTER OF ARTICLES OF INCORPORATION 6. X IRS TAX EXEMPT STATEMENT 7, X MOST RECENT AUDITED FINANCIAL STATEMENT & X PAST AND PROJECTED ACCOMPLISHMENTS Application packages are due by 5 p.m., on January 7, 2016. Applications must be submitted to: Baldwin Park Housing Division 14403 E. Pacific Avenue Baldwin Park, CA 91706 LATE APPLICATIONS WILL NOT BE ACCEPTED, APPLICATIONS THAT HAVE BEEN ALTERED FROM ITS ORGINAL FORMAT WILL ALSO NOT BE ACCEPTED. FUNDING APPLICATION BALDWIN PARK COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FY 2016-2017 PLEASE TYPE OR PRINT I. AGENCY INFORMATION Agency Name: Santa Anita Familv Service Agency Address: 605 S. Myrtle Ave Address Monrovia CA 91016 Street City Zip Code �g Administrator: George Nalbach, Ph D. Title: Executive Director Administrator Telephone: 626-359-9358 . Fax: 626- 358-7647 Administrator Email: georgenesantaanitafamilvservice.or Project Site Address: 605 S. Myrtle Ave _ Address Monrovia CA 91016 Street City Zip Code Project Manager: Jennifer George, MPA.Title: Senior Services l rg r�rnDirector Project Manager's Telephone: 626-359-9358 Fax: 62.6- 358-7647 Project Manager's Email: j, er a santaanitafamil service.or Describe Agency's overall function or purpose. Include history and experience in providing this service. (If more room is needed, please attach an additional sheet). Santa Anita Famil Service seeks to foster the well ben of San Gabriel Vallev residents bv creatinq healthier families and communities through rofessional leadershi and the rovision gritty ed�i afion, meatal health and social service Droararns. Santa Anita Farnilv Service has rovided these services since 1951 and Senior Services since 1975. Has the Agency previously received funding from the City of Baldwin Park? X Yes (if yes, number of years 15) No _4_ PROJECT PROPOSAL AND DESCRIPTION Grant Amount Requested X5,000 Scope of Services — Please briefly describe your proposed Project/Program and the objectives. See attachment Beneficiaries — Please briefly describe the clientele that will benefit from your services (i.e. homeless youth, the elderly, disabled, handicapped, etc.) Our pL et papulation is low income minority elders. However, we serve an older adult, and _disabled/de oend nt adults aoe 181% The senior and disabled/derendent adult care mane ement ro cern offers services that enable our clients to rernain safe1v in their homes and within their comrnraniy. I addition our services foster independence and autonom . Describe any special characteristics of your client population. in addition to the characteristics mentioned above our clients May be frail hornebound have chronic ph sisal or mental illness. Increase in Funding Request - If your agency has been previously funded through Baldwin Park's CDBG program, and there is an increase in the amount of funding requested, please explain the purpose for the increase (i.e., increase in type of services or beneficiaries). " /b Lequpst that fundin be restored to previous service levels as fund ing was cut by $1,675 for the current fiscal year. The reduced fundings made service rovision ver difficultto alN seniors in creed resultin in ap roximatel 50 seniors unable to obtain services as needed and provided in Drevious year. Our goal is to restore funding to 5 000 for fiscal ear 2015- 2017. CLIENT INTAKE INFORMATION The U.S. Department of Housing and Urban Development (HUD) requires that agencies obtain intake data from each client/family served. Application intake must be taken on all clients assisted with CDBG Funds. Supporting documentation is also required. Please see page 8 regarding Presumed Benefits. Does your agency obtain this information? X Yes No -5- If yes, does your intake sheet and supporting documentation obtain the following: 1.Name Address City in which client last resided Number of family members Yes—X— No Yes X No Yes—X— No Yes—X— No Total family (household) income. Yes—X— No Ethnicity Yes —X— No Female head of household Yes —X— No Pursuant to federal requirements, if your agency is unable or unwilling to obtain the above information from its clientele, please do not submit an application for funding. However, if your agency is willing to accept the responsibility, obtain this information and retain supporting documentation for the required five years, the Executive Director must certify to that effect below: George Nalbach Ph.D. Executive Director Print Name Title of Officer Sig 12 - Date Date ACCOMPLISHMENT DATA Pursuant to HUD regulations, each agency must document and report measurable accomplishments to support that the services offered by the agency has made a substantial improvement to the lives or neighborhoods of the City's low to moderate income residents. Therefore, in order to ensure accurate reporting and compliance with regulations, your agency must specify the format that will be used for reporting purposes (example: Individuals, Households or Youths) To determine the best form of data, please consider if the services provided will assist a direct individual or youth or the entire household. -6- Please also note that the selected reporting data must be used throughout the entire year. The reporting accomplishment data to be used by our agency will be: PLEASE CIRCLE ONLY ONE OF THE FOLLOWING: Individuals Youths Households Please provide the actual number of your agency's total clients assisted to date and the ro"acted data for the upcoming fiscal year. Please complete this table regardless if you receive CDBG funding for this current year BALDWIN PARK RESIDENTS NON-BALDWIN PARK RESIDENTS Actual 07/1/15 TO Current 65 1900 .P.roje.cted..... 07/01/16 TO 06/30/17 200 3500 Presumed Benefit Income eligibility is not required for services provided to "Presumed Benefit" clientele as defined by HUD. The following groups are considered presumed benefit client: • Abused children • Battered spouses • Elderly persons • Illiterate persons Persons with acquired Immune Deficiency Syndrome (AIDS). Adults meeting Bureau of Census definition of severally disable persons Homeless persons Migrant farm workers Which further describes the activity you are proposing? A) X_The project will benefit a presumed benefit* clientele as defined by HUD. B) The client intake information will provide evidence that at least 51 percent of the clientele are persons whose household income does not exceed the CDBG eligible income limit. C) The projects limits services to only CDBG eligible -income persons m7® BUDGET In order to remain in compliance with HUD's regulations, your agency must be able to separate and identify expenditures of CDBG funds from other source of funding. Please complete the following tables with your agency's current budget (including CDBG funds, if currently receiving funding) and the proposed budget, identifying how the funds will be utilized. EN cn m' N W N �CC W W�� CJ1 W N I a � (D n' n CL Cl) 0 (DD CD G v 3 c (D CDO_�,, C v Ui ((DD (CD 0 4) N. to O O 3 T y rt N �_ f0!!• _ <D 4) 0 (D 0 Q. 0 CCD M=� (D ca W N O O rr 0' 7 Q. CD =; N ca O 3 (D h n U�1 n z z z z . — — — .... ..... --... nn o 0O 00 000 G7 ca cry � 0 11TT77 z z z z O Vi O (D C) co \ \ \ \ Qi w ~' O r+ (D n (D rt o ao CL CD W(D O O 0 fA C rt Q cn W..... -n -� to ,fir a a a a w O� CL CD CD CD to Q nnca _ _ _ a N O O 03O O O =N \ D \ a \ a \ a O O O = (D �► C) r+ O CD O O O h Q. Q MI .,. .:..,a� .��....�0 Cl) �.....Wv�.... w v a a a a ®w Ca CLC cn m' N 0 0 N m v c m -i m® "c (D oo -,j 0) Cn -CD� pCD co I"j 5 O oowO K �c 0D c c 5 n CD n c n CD CD �' -, '. �� p w w m CO o o M CD n 0 n Cn ` CCDID ca CQ - CD 0 �. w m no 2 v w N, CD m c m CD �' cQ m F5, — m v, CD r4. X -p CS Cn _ CD 3 CD CD _r (D _— CD rt CD 1 CD 0 y W z z z z z z z z z z z z z z 0n N O � N O CA C z z z z z Z Z Z z Z Z z z z 00 _ � y a O O CD CD O CL M r + N ® c a O (D , co z z z z z z z z z z z z z z�-� cr c O W ITI 0 a to Vrt CA CD Cn z z z z z z z z z z z z z z 00 y CD O ^ W '0 N v O �1 CD z Z z z z z z z z z z z z z 00 � D- O O O O CL Cn CL O CD C 0. n W CD C C2 CD rt COn C O O O r* CL 4) O O CS] 0 N m v c m -i BOARD OF DIRECTORS Please list names of members and officers of the Board of Directors of this Agency (Attached an additional sheet, if necessary). If there are changes in the Board membership after the request is submitted, the City of Baldwin Park must be notified in writing. Name Title Term Expires 1.Pamela Fitzpatrick President 2016 2.Michael Thompson Vice President2016 3.Mary Saenz, CPA Treasurer 2016 4.Cheryl Rose Secretary 2016 5. Barbara Cavalier, Ph.D. Board Member - 6. Jay Coleman Board Member 7.Mario De La Torre Board Member - 8.Kathleen Ellison Board Member 9. Athena Madison Board Member 10. Cierina Marks Board Member - 11. Joann Sanderson Board Member 12. Timothy Scanlan Board Member 13. Barbara Veenstra Board Member 14. Bryan zaragoza Board Member - Name of Executive Director Geor a Nalbach Ph.D. CERTIFICATION All organizations that submit this application must provide accurate data concerning the number and income level of clients. Estimates are unacceptable except for start-up agencies. This stipulation shall also apply to all organizations, which are subsequently awarded funding. Any organization that falsifies information, either accidentally or intentionally shall be required to reimburse the City for any funds paid out and shall not be permitted to apply for funding in the future. -i1- AGENCY CERTICATION As the Executive Director, or duly authorized representative of Santa Anita 1=amil Service, I certify that the applicant is fully capable of fulfilling its obligation under this proposal.This application is submitted to provide the services for the City of Baldwin Park as stated in this proposal. If this proposal is approved and funded, it is agreed that relevant federal, state and local regulations and other assurances, as required by the City of Baldwin Park, will be adhered to. I certify and declare under penalty of perjury that the information provided in this application is true and correct. Jennifer Geor e MPA Print Name Sig 626-359-9358 ext 5814 Phone Number jgeorge�taanitafamil service.or Email Address Senior Services Pro ram Director Title of Officer Da e 000 ,affial Santa Anita Family Service Community Service Since 1951 603 South Myrtle Avenue Monrovia, California 91016 (626) 358-1185 Fax (626) 303-5043 Santa Anita Family Service Senior Center Program Description Santa Anita Family Service Senior Center is primarily a resource, referral, and care management agency. The premise of the senior services program is to enable frail seniors and functionally impaired adults obtain services in order to promote and maintain the optimal level of functioning and to remain living independently in their homes, therefore, increasing the quality of their lives. Student interns for the Care Management program would assist care managers on intake screening, home visits and assessments, care plans, care monitoring, and information and referrals. We have a total of five care managers. One of our care managers has their MSW, four of our care mangers have their BSW and two of our care managers have over 10 years of experience in working with the geriatric population and their care management needs. There are three main components to our Senior Services program: 1. Care Management 2. Home Based Care 3. Care Giver Support SERVICE DESCRIPTIONS TIONS ELIGIBILITY FOR CARE MANAGEMENT SERVICES: Care Management services are available for adults age 60+, for disabled adults age 18+, and for the families and caregivers of either of these groups. The clients or their caregivers must reside in Supervisorial Districts 1 or 5. If they do not reside in any of these cities they will be referred to another agency that provides care management services in their area. COMPREHENSIVE ASSESSMENT SCREEN: Assists clients with short-term problems and assesses whether the individual should be referred to care management for further assistance. Examples of short-term issues would be assistance with completing entitlement forms, applying for Medicare or Social Security, property tax postponements, translation of documents and mail, etc. CARE MANAGEMENT: Provides advocacy and assistance to clients who are unable to manage a situation or problem due to physical and/or mental difficulties. The process starts with a comprehensive in-home assessment by a care manager and if appropriate, may include the client's family, caregivers, or support network. A written care plan is later developed with the cooperation and collaboration of the client. Implementation of the plan will involve referrals, service arrangements, case conferences with agencies and individuals involved, and monitoring of services arranged to ensure that the client's needs are being met. The goal of care management is to empower clients to remain as autonomous and independent as possible and to assist them only when needed. If a client's needs change and more services are required there will be a shorter reassessment to determine a new care plan. OGG Santa Anita Family Service Community Service Since 1951 603 South Myrtle Avenue Monrovia, California 91016 (626) 358-1185 Fax (626) 303-5043 ELIGIBILITY FOR HOME-BASED CARE SERVICES: Home -Based Care services are available for clients age 60+ that reside in the San Gabriel Valley, between and including the cities of Pasadena and Pomona. If a client resides outside our service area they will be referred to another agency that provides these same services in their area. HOME-BASED CARE SERVICES: Light housekeeping, Personal Care and our Registry worker referral service are the three core components of the Home -Based Care program. Light Housekeeping and Personal Care provide a client with a worker every other week (4 hours per visit) for a maximum of 12 weeks of service. A staff person conducts a comprehensive assessment to determine what program service will best meet the needs of the client. Clients will be assigned a worker based upon a waiting list and availability of workers. Our staff may also assist the client to apply for In -Home Supportive Services if needed or possibly refer them to our Care Management program. The Registry is a referral service available to our clients who either have In -Home Supportive Service hours or who have the ability to pay a worker to assist them in their homes. The range of services provided by these workers includes but is not limited to the following: housekeeping, personal care, transportation, shopping and errands, respite care, etc. There are also a limited number of workers who are able to live-in the client's home if necessary. When a client calls to request Registry assistance a thorough phone assessment is initially performed by a staff person. The assessment will focus on the client's current needs, but will also focus on their strengths and abilities. Our staff will help identify a worker that has the qualifications and the work schedule availability that best meets the clients' needs. The Santa Anita Family Service Registry is a referral service and the client is the worker's employer. The client and the worker determine the number of hours to be worked and negotiate the rate of pay. (IHSS hours and pay scale are determined by the social workers of the California Dept. of In -Home Supportive Services) Our staff is able to provide assistance with interviews, legal and employment obligations, and a list of other workers should the need arise. All Home -Based Care workers have undergone a Dept. of Justice fingerprint background check, they have provided proof of their ability to work legally, two previous job references have been verified, and they have completed an interview with an experienced staff person. ELIGIBILITY FOR CARE GIVER SUPPORT SERVICES: Care Giver support services are available for any caregiver of older adults and relative caregivers of minors that reside in the San Gabriel Valley, between and including the cities of Pasadena and Pomona. If a client resides outside our service area they will be referred to another agency that provides these same services in their area. CARE GIVER SUPPORT SERVICES: Community Education, Caregiver Training, Support Groups, and respite are the main components of the Care Giver Support services. Community Education provides educational presentations to groups of caregivers (and potential, caregivers, family and friends, of caregivers) about available services. Includes presentation scheduling initiated by the agency l' r the purpose of identifying potential caregivers and encouraging their use of the existing services and benefits. Excepted outcomes should include generating a feeling of trust and comfort, willingness see Santa Anita Family Service Community Service Since 1951 603 South Myrtle Avenue Monrovia, California 91016 (626) 358-1185 Fax (626) 303-5043 to seek additional information on the services offered to caregivers by the Area Agency on Aging provider network and encouraging caregivers to seek information and services. Caregiver Training offers workshops and conferences that provide family caregivers with the tools to increase their self-care and their ability and confidence to handle difficult situations, emotions and decisions. These are conducted off-site retreats providing opportunities for caregivers for both temporary relief from their care giving responsibilities as well as providing training, sharing and mutual support in a group setting. Support Groups of three to twelve caregivers led by a competent facilitator, having the purpose of providing the caregivers with a forum to exchange "histories", information, encouragement, hope, and support. Respite provides assistance in obtaining respite care, to permit family caregivers to attend training or support group meetings network. ADDITIONAL SERVICES TELEPHONE REASSURANCE: Volunteers make daily phone calls to clients who are either home bound, isolated, or who have limited social support. The goal is to provide socialization and reassurance and to have a safety net in case of emergency. TAXI VOUCHERS: Taxi vouchers, bus tokens, and bus passes are available the first Thursday of every month. The vouchers, tokens, and passes provide local transportation for seniors to and from doctor's appointments, grocery store, etc. TAX FILING ASSISTANCE: Once a year AARP provides volunteers to be stationed at the senior center for the purpose of assisting seniors file taxes. LOCATIONS Santa Anita Family Service Senior Center 603 S. Myrtle Ave. Monrovia, CA 91016 (626) 358-1185 Azusa Senior Center 740 Dalton Ave. Azusa, CA 91702 (626) 812-5179 San Gabriel Senior Center 324 S. Mission Dr. 000 11mill'so Santa Anita Family Service Community Service Since 1951 603 South Myrtle Avenue Monrovia, California 91016 (626) 358-1185 Fax (626) 303-5043 San Gabriel, CA 91775 (626) 308-2822 Baldwin Park Community Center 4100 Baldwin Park Blvd. Baldwin Park, CA 91706 (626) 966-1755 All Santa Anita Family Service staff strives to provide services that improve the quality of life for clients while maintaining their dignity and worth. Our mission is to help ensure that client's remain safely in their homes and communities with appropriate assistance to prevent premature or unnecessary placement. OFFICERS PRESIDENT VICE PRESIDENT TREASURER SECRETARY IMMEDIATE PAST PRESIDENT INTERIM EXECUTIVE DIRECTOR ASSISTANT TREASURER ASSISTANT SECRETARY DIRECTORS PAMELA FITZPATRICK MICHAEL THOMPSON MARY SAENZ, CPA CHERYL ROSE BARBARA CAVALIER, PH.D. GEORGE NALBACH, PH.D. DEBORAH GRANT MARGIE HUGHES Barbara Cavalier, Ph.D. Cavalier & Associates Jay Coleman, (Retired) Citizens Business Bank Mario De LaTorre, Cousins Realty, Inc. Kathleen M. Ellison, B&K Wholesale Electric, Inc. Pam Fitzpatrick, Dollmakers / Kattywhompus Athena Madison, (Student) Cierina R. Marks, CalTech Univ. Cheryl Rose, (Retired) City of Palmdale Mary H. Saenz CPA, San Gabriel Basin Water Quality Authority Joann Sanderson CPA, Montgomery Niemeyer Timothy K. Scanlan, (Retired) Security Pacific Bank Michael Thompson, (Retired) Pacific Western Bank Barbara Veenstra, Citizens Business Bank Bryan Zaragoza, Day One Emeritus Members Peter Hoffman, Sierra Auto Pat Myers, (Retired) Office of Assemblyman Richard Mountjoy Linda Proctor, (Retired) City of Monrovia Robert Proctor, (Retired) LACERA Richard Singer, (Retired) City of Monrovia k� BYLATIS for the regulation, except as otherwise provided by statute or. its Articles of Incorporation, of SANTA ANITA FAMILY SERVICE a California Nonprofit Public Benefit Corporation ARTICLE I. Offices Section 1. PRINCIPAL OFFICE. The corporation's principal office shall be fixed and located at such place as the Board of Directors (hereinafter the "Board") shall determine. The Board is granted full power and authority to change said principal office -from one location to another. ARTICLE II.' Membership Section 1. NiEA4BERS . The corporation shall have no members. ARTICLE III. Directors Section 1. POWERS. Subject to the limitations of the Articles and these E,ylaws, the activities and affairs of the corporation shall be conducted and all corporate powers shall be exercised by or under the direction of the Board. The Board may delegate the management of the activities -of the corporation to any. I c rson, or persons, a management company or committees however: composed, provided that the activities and affairs of the corporation shall be managed and all corporate powers shell be ex ercise,d under the ultimate directionof the Board IIS Lhout prejudice to such general powers, but subject to t1le same liriii, ations , it- is hereby expressly declared that the Bayard shall have thefollowing powers in addition to the ct.her powers enumerated in these Bylaws: a) To select and remove all of the other officers, agents and employeees of the corporation, prescribe powers and. c3ut .for t 1.1c-aTTI a,s may plot be inconsistent with law, the Articles or these Bylaws, fix their compensation and require from them security for faithful service. b) To conduct, manage and control the affairs an activities of the corporation and to make such rules and regulations therefor not inconsistent with law, the Articles or these Bylaws, as they may deem best. c) To adopt, make and use a corporate seal and to alter the form of such seal from time to time as they may deem best. d) To borrow money and incur indebtedness for the purposes of the corporation, and to cause to be executed and delivered therefore, in the corporate name, promissory notes, bonds, debentures, deeds of trust, mortgages, pledger, hypothecations or other evidences of debt and securities therefore. e) To carry on a business at a profit and apply any profit that results from the business activity to any activity in which the corporation may lawfully engage. Section 2. COJIPOSITION. The management of this Corporation shall be vested in a Board of Directors of a minimum of ten and a maximum of twenty- five members. The Board shall take final action after consultation with the staff on all major questions of policy and general plans. Section 3. TERM OF OFFICE. Directors shall be elected at each annual meeting of the Board. Each fiirector shall serve until the next annual weeting of the. Board and until ,a successor has been elected and qualified. Dire l -ors tuay be reelected but no Director may serve more than six cocasecuti..ve years. Persons serving less than six months of an unexpired term may be elected to six consecutive one year terms. Section 4. VACANCIES. Subject to the provisions of Section 5226 of the California Nonprofit Public Benefit Corporation Law any director may resign effective upon giving written notice to the Chairman of the Board, the President, the Secretary or the Board, unless the notice specifies a later time for the effectiveness of such resignation. If the resignation is effective at a future time, a successor may be selected before such time to take office when the resignation becomes effective. Vacancies in the Board shall be filled in the same manner as the director(s) whose office is vacant was selected, provided that vacancies to be filled by election by the directors may be filled by a majority of the remaining directors, although less than a quorum, or by a sole remaining director. Each director so selected shall hold office until the expiration of the term of the replaced director and until a successor has been selected and qualified. A vacancy or vacancies in the _Board shall be deemed to exist in case of the death, resignation or removal of any director, or if the author- ized number of directors should be increased. The Board may declare vacant the office of a director who has been declared of unsound w1nd by a final order of court, or convicted of a felony, or been found by a final order or judgment of any court to have breached any duty arising under Article 3 of the California Nonprofit Public Benefit Cor - No reduction of the authorized number of directors shall have the effect of removing any director prior to the expiration of the director's term of office. 2. J,gl a Section 5. PLACE C) 1iF ° IN(3. Meet[rz��s of the Board shall be held at any place within or without Lhe State of ("aliforwhich chhs tme by Board.absence such been designated fl:.'Om time to designation, regular meetingsshall he held at the principal office of the corporation. Section 6. ANNUAL 1TETI GS. The Board shaLl hold an annual meeting for the p xpose of organization, sel.��7 etion weeo irecs oftorsBand officers, ficers, and the transaction of other busit'les , be held in the month of ilarclxand . the shall Board shall, set the date of said annual meeting. The presence of five (5) directors at such meeting shall constitute a quorum. Section 7. REGULAR MEETINGS. The Board of Directors shall have at least ten monthly meetings annually at such time and Tplace he as it shall ll, determine. Five directors shall constitute a quorum by virtue of his offLce be chairman of the meetings of the Board of Directors, and in his absence, the next ranking officer present shall preside. Section 8. SPECIAL MEETINGS. Special meetings of the Board for any purpose or purposes may be called at any time upon written request to the President �y four directors. Special meetings of the Board shall be held upon (15) days notice by first class mail or forth eight (48) hours notice given personally or by telephone, telegraph, telex or other similar means of communication. Any such notice shall be addressed or delivered to each director at such director's address as it is shown upon the records of the corporation or as may have been given to the corporation by the director for purposes of notice or, if such address is not shown on such records or is not ascertainable, at the place where the meetings of the directors are regularly held. Notice by mail shall be deemed to have been given at the time written notice is deposited in the United States mail with postage fully prepaid there- on. Any other written notice shall be deemed to have been given at the time it is personally delivered to the recipient or is delivered to a common carrier for transmission, or actually transmitted by the person giving the notice by electronic means, to the recipient. Oral notice shall be deemed to have been given at the time it is communicated, in person or by telephone or wireless, to the recipient or to a person at the office of the recipient who the person giving the notice has reason to believe will promptly communicate it to the receiver. Section 9. QUORM Five directors shall constitute a quorum of the Board for the transaction of Everrieexcept decisionadjourn orsmadeprovided a in Section 12 of this Article III, y act or majority of the directors present at a meeting duly held at which a quorum is present shall be regarded as the act of the Board, unless a greater number be required by law or by the Articles, except as provided in the next sentence. A meeting at which a quorum is initially present may continue to transact busi- _... �_:s,._ _.. ._ hass z r't: tit .w.. Qul�:,r�pg._..rhe with-dra°ral-of irecto.-.� .L.f., a ay--._actL.o, .._.t cru approved by at least a majority of the required quorum for such meeting. 3„ �DZ a Section 10. PARTICIPATION IN MEETINGS BY CONFERENCE TELEPHONE. Members of the Board may participate in a meeting through use of conference telephone or similar communication equipment, providing that all members participating in ,,uc`-i meeting can hear one another. Section 11. WAIVER OF NOTICE. Notice of a meeting need not be given to any director who signs a waiver of notice or written consent to holding the meeting or an approval of the minutes thereof, whether before or after the meet:Eng, or who attends the meeting without protesting prior thereto or at its commencement the lack of notice to such director. All such waivers, consents and approvals shall be filed with the corporate records or made a part of the minutes of the meetings. Section 12, ADJOURRIENT. A majority of the directors present, whether or not a quorum is present, may adjourn any directors' meeting to another time and place. Notice of the time and place of holding an adjourned meeting need not be given to absent directors if the time and place be fixed at the meeting adjourned, :xcept as provided in the next sentence. If the meeting is adjourned for more than forty eight (48) hours, notice of any adjournment to another time or place shall be given prior to the time of the adjourned meeting to the directors who were not present at the time of the adjournment. Sectioii 13. ACTION WITHOUT MEETING. Any action required or per- mitted to be takers by the Board may be taken without a meeting if all members of the Board shall individually or collectively consent in writing to such action. Such consenl or consents, shall have the same effect as a unanimous vote of the Board and shall_ be filed with the minutes of the proceedings of the Board. Section 14. RIGHTS OF INSPECTION. Every director shall have the absolute right, at any reasonable time, to inspect and copy all books, records and documents of every kind and to inspect the physical properties of the cor- poration of which such person is a director. Section 15. C0NNITTEES. The Board may appoint one or more commit- tees, each consisting of two or more directors, and delegate to such committees any of the authority of the Board except with respect to: a) The approval of any action for which the California Nonprofit Public Benefit Corporation Law also requires approval of the members or approval of a majority of all members. b) The filling of vacancies on the Board or on any committee; c) The fixing of compensation of the directors for serving on the Board or on any cotmnittee; d) The amendment or repeal or Bylaws or the adoption of new Bylaws; e) The amendment or repeal of any resolution ot the boar its express terms is not so amendable or repealable; thereof; f) The appointment of other committees of the Board or the members 191 g) The expenditure of corporate funds to support a nominee for director after there are more people nominated for director than can be elected; or h) The approval of any self-dealing transaction, as such trans- actions are defined in Section 5233 (a) or the California Nonprofit Public Benefit Corporation .Law. Any sucl► committee must be created, and the members thereof appointed, by resolution adopted by a majority of the authorized number of directors then in office, provided a quorum is present, and any such committee may be designated an Executive Committee or by such other name as the Board shall. specify. The Board may appoint in the same manner alternate members of any cowmittee who may replace any absent member at any meeting of the committee. The Board shall have the power to prescribe the manner in which proceedings of any such committee shall be conducted. In the absence of any such prescription, such committee shall have the power to prescribe the manner in which its proceedings shall be conducted. Unless the Board or such Committee shall otherwise provide the regular and special meetings and other actions of any such committee shall be governed by the provisions of this Article III applicable to meetings and actions of the Board. Each committee shall report at least annually to the Board of Directors. Each committee shall keep, at the office of the corpora- tion, minutes of eacla of its meetings which minutes shall be retained for five years. Except as specifically provided by these Bylaws, each committee shall act only in accordance with the instructions of the Board of Directors. Each committee, the Executive Director, and members of the Staff, shall work in full cooperation and in the event of any failure to so cooperate the per- son aggrieved may bring such failure to the attention of the Board of Directors. A. E i- CUTIVE_ COHNITTEE 1. The Executive Committee shall consist of the President, First Vice -President, Second Vice -President, Treasurer, Secretary, and may include two other members of the Board of Directors as the President may appoint. 2. The President shall be Chairman of the Executive Committee. 3. They Executive Committee shall have full power to act between Board meetings oii matters of policy and administration. 4. The Executive Committee shall report their action to the Board of Directors, and the Board of Directors shall have the right to rescind action taken by the Executive Committee. B. OTHER COt.2-1ITTEE S — _ ....... i ...Tt :-...-President--s.ha ;l t. - power t'o,,.a�rtJ-��;in�: ��.dCLI.ioaa��.-.-:c�aca��atte.es__.._... from time to time and to set forth their duties. WN 4+ Section 16. FEES AND COMPENSATION. Directors and members of committees may receive such compensation, if any, for their services, and such reimbursement for expenses, as may be fixed or determined by the Board. ARTICLE IV. 0 E 11,c�: Section 1. OFFICERS. The officers of the corporation shall be a President, a First Vice -President, a Second Vice -President, a Treasurer, and a Secretary. The corporation may also have, at the discretion of the Board of Directors, one or more assistant treasurers and one or more assistant secretaries, who shall have such authority and perform such duties as the Board of Directors may from time to time determine and such other officers as may be elected or appointed in accordance with the provisions of Section 3 of this Article IV. Section 2. ELECTION. The officers of the corporation except such officers as may be elected or appointed in accordance with the pro- visions of Section 3 or Section 5 of this Article IV, shall be chosen annually by, and shall serve at the pleasure of, the Board and shall hold their respective offices until their resignation, removal, or other dis- qualification froi.n service, or until their respective successors shall be elected. Section 3. SUBORDINATE OFFICERS. The Board may elect and empower the President to eppoint, such other officers as the business of the corpor- ation may require, each of whom shall hold office for such period, have such authority and perform such duties as are provided in these Bylaws or as the Board may from time to time determine. Section 4. REMOVAL AND RESIGNATION. Any officer may be removed, either with or without cause, by the Board at any time or, except in the case of an officer chosen by the Board, by any officer upon whom. such power or removal may be co-aferred by the Board. Any such removal shall be without prejudice to the eights, if any, of the officer under any contract of employ- ment of the officer. Any off,[cer may resign at any time by giving written notice to the corporation, but ,iithout prejudice to the rights, if any, of the corporation under ally contract: to which the officer is a party. Ani' such resignation shall take effect at the date of the receipt of such notice or at any later time specified therein and, unless otherwise specified therein, the acceptance of such resi-natir.)n shall not be necessary to make it effective. Section 5. VACANCIES. A vacancy in any office because of death, resignation, rernov al, disqualification or any other cause shall be filled in the manner prescribed in these Bylaws for regular election or appointment to such office, prov:Wed that such vacancies shall be filled as they occur and not on an annual basis. _. prescribed 6 Byla,as,Dsl all have Fthe iusua aslci:°tin �at� �tl�e r.t.."cs. 6 . Pl t�.�:'. t p 1 duties incident to his office, and shall be an ex -officio member of all committees. 21 Section 7. VICE PRESIDENT. In the event of the absence or illness of the President, the First Vice -President shall perform the duties of the President, and in the event of the absence or illness of both the President and, the First Vice -President, the Second Vice -President shall perform the duties of the President. The Vice -President shall, so far as possible, cooperate with and assist the President. Section 8. TREASURER. The Treasurer, in addition to the other duties prescribed by these Bylaws, shall review the accounting of all funds expected by the corporation and have the usual power incident to his office. Section 9. SECRETARY. The Secretary shall keep the minutes of the meetings of the Board of Directors and of the committees as set forth in Article III, Section 15. The Secretary shall, so far as possible, take charge of such correspondence as the President may refer to him. ARTICLE V. Staff. Section 1. The Board of Directors shall select an Executive Director to serve at the pleasure of the Board of Directors and at such comp aM:ltion as the Board of Directors shall fix. Section 2. The Executive Director shall have general responsi- bility for all activities of the corporation, and may attend all meetings of all committees, but shall have no vote thereon. Section 3. The Executive Director may present to the Board of Directors or any r)f its committees, any matter affecting the policies or activities of the corporation. ARTICLE VI. Other Provisions Section 1. CONSTRUCTION AND DEFINITIONS. Unless the context otherwise requires, the general provisions, rules of construction and definitions contained in the General Provisions of the California Nonprofit Corporation Lav grid in the California Nonprofit Public Benefit Corporation Law shall govern the construction of these Bylaws. Section 2. AlIEND14ENIS. These Bylaws may be amended or repealed by the approval of a majority of a quorum of the Board. ARTICLE VII. Corporate Seal The Board of Directors shall adopt a suitable corporate seal containing the naive of the corporation, the date of its incorporation, and the word "Cal:i.fornia". ARTICLE VIII. Fiscal Year The fiscal year of this corporation shall begin on the first day of July in each year. Revised March 28, 1980 7. vi 9 1 11011 OFFICE OF THE SECRETARY OF STATE r 1.Secretar of .State of the State I, ��,� ��., �� FONG L U, y of c -,a.:j:j.f oj- -) ia, hereby certify: That the aI111CYed transcript t was p aced by and in this ()Ihce fioln t he rec � :d on f e, of which it purports to be a cony, and that it is full, true and correct. IN WITNESS WHEREOF', I execute this certificate State of California f I Seal of the Igul L E *s v� 44 C Q favi MAY 1 iA r, 0 rm cIV I 1� I ef "t A 'Ij By j,,HE3E M3FNT'3: 70 u n dC) harioby - 117, U3,1 PO ws a TIIA of f crming r r 0 tho P the r va 0 tov d 7A'ZLssocia,ta o 011 Non-PTOfl, t VOrPorcLt rorit; P 41 wr,, I)o jjEjtF,,5y czRT-�-Fj thewcarpo ti,on, The I= IA my wa: t 0 1 j TWO % tile P=P -whic oses for alp if ic a crmad t of V1101,32s lopmen ome 'To" family IU a> work viOO caso Fier (2) To ToS and Iijadill.duals by if d 15, adlvarl 90(, t�� a adv,10e and by ounse c) tfO r Ing and prob'L(M3 L 'Lnng to a r on,',,, s , , : to th e tj 0 all of to ,5 ary j. tampar f and e_mil Ler s 41 .1 tt:o ni h be� 10•fur M I' Ca C) t1le '31 1, 'ILI . .. . ......... ---------- ...... . un ty 'Part "n" ke Tc" �'Jn coun3el'lsfitl eek t r -mg II bxj t,t6 f or 50c 1 111. a 6cia ty W 0 t,h�3 r a geric'LOS �.7 P- X,*) D W1ba 111F, 0 r 'cif .".." a, ,'� .1 p •,y,: r x i:.�nya� �w 9 rEd rJ ` a � w � �r, £ y � <1 w � r'" � 4 r f,w,r` h "� � m�•'� e "+i " $7Yµ' M r 1�rTr ' 4 dr b t. I^ R i ea Rr(�a 4 j� V,9ti Ei1 So ars �.. � "CT��, ��,' ki��."u"��i �� •i „�j ap� y,,.,wrrg�;yy ��. � °k�id� r%� ak� ) u£y`g�as r ri. y =o M1c-' pl, ' Jy07 K Rtor TMw+ p ( d"J�1yR.r ,��„„++aa� P,= pM f;F,C;,M" C �yQ "Ck ar gif l d« W yyr yy x ,�uwp .• " " R y y� p� Af end i J�. �Wy •," t• y » �a� 4«•,tl i . , b r AS�.,,,,,i x ':, "' n µ A;l T + M t . ^ a• b. „,M yp, t µy rR� rrdR ., "9°1'" ,py, yy r�x�W+„� �'m, 7 �aRJr r t A r �tsto P. �Alg� � R» to 13 il IA 1A, � w�1 ry P"1 a �° ; e •'m a 4, t ° 41 b#d i t �tor.� rta 7 " ¢ abr " + ti VS of bus �a OY0. icyJA,ry"N fF p Count to G uha�4 �r . R4 tnIA y^; m gl y 1io �yar. •oYyrto 60 ""CiClC&^r"9CI�'# rP�`�"a tl TI B• ^p y tj o Y b b, p p YW � � 9 � t k yr � .r r 7�+6 �4 Ia'7*r {} W r n",ate �?Yr�' µ 0 e� w �,r �p P_w Ii qba ay b� y4. w"5 ln a'yTYr E r bX 9 b;_ ' i 4'4 '£1"8R •" w C v 'r brv+. rr�a a orij " , y �,.. •t. a 9 h _A, 9 rww e dRr i. py�,�•"�'�,� �r M'MN e J rq�f r � y"! M t aawr ffx rmr •'�rC ""u«., �{"mR gi,. p {"SN rah,p pvw�t[` pr t M1grlk1.y'µ $g�;th IA 'ta,"✓ra° pi ' p �r ��d'�;. a s � „ ¢ µ d ry a' y` "«;, u9 ^iiit Y �" •a w*°�w�� P i. t��µ� to � ��R" �'�a+r x µ ,�` r � r ��. " °� � �. .. '" , y :r�w-"w'w - ,t r. .:1 „. r t ,� 4r y_'z.t ., J" � y�• ... µ .wu %. 7� � � y 4^.�, r z ire e 4 P ,.,. b``„qq�yy 1rr.•.. r g +rr 't 1 y il`4 +,�""",d ��57,`' �y"w� !"`'I'�:.{an.""�,' 6'S,1P a s ,rl' { rAll ,.a�saAA..�r,�.wa1r �l Via{ P" yy, ` I.. �`y, ` SF I "" S � ise�� , • �^a � ..A � �e dk �„Aar �,,� P� i Pty � R { w. ;aP @•°, r will � ��,-°"'V� I� VQ y �r. d 4. F u.pd+��.P Vol P S ° ” x �ua 7 iF +�r Vo V"" as i b r�{R y i 1�Y ` e .�r a "t, 1 I!a Plaws r 9 f"is � v Fd it mr �; is x' aleanor Brady 110nol La rt 9{d d q k y � t�t2.k'� 9 O for tori <' o nt o ryr , _ L 4 a q. 1 s, .. ( ^.p. y y� ry Volvo SIM, "7e :Ij California t u �¢'�dl7,r rI Mon" If AVD., 9. ,�� r, ora iF�ii'c�z�ia cora,a via,A SCP b 41 1 : r , We t � mon �A o li f G q n 4 a J . q Tli1' �a d �.^'. + n w v r a S'7,d" o ii r u k �+ f"J t ,1,.tzi, ,i 1't'A1� �PugF PtA' x ry tl r•• �' �y, 'q ,� Lig Ave., A• r' " ,� ^^�� vw ,¢ M^Y /y '' r� `5 r { "p-n.i — 4 9 F y '� n r u A m.� a .. R A.i Md M JW�+�' P� r },rte.^, '�Y r+ww ,P�$ry ry vo r( ✓ y M1 br L d., L 6 C'M'c MY �Yi.h 5 ti L L M ",,,� M,y ^ ^y "4]k CeMc'C�y d . Y ton f n Lam Y'o� °b M wet " rl.i: orn:ir u kLq n y °a� " r a a C�a�'x &1fath]r't.��J P " ns nia, ran, v at Dun 0 r p �r i126"N " 1'A Via " el 4�x ori i�`or�ni� VOW " .''t ,ro.s r" thx �''^pq�r"t u a ! v tir^i9 ,i� r� 0 Y . r�w '{ �.' .a`?9 1 226" raricl Ave ljrfor ' . Spoor" � p 7 iia g' i ornla jj 1, I { au S turp o 90ao��n� onx 845 '-rh0 California. 7 all, Q corporation C r � w � � r� a�� ircac to is �` o � , AK Q2 I s o� t s cr w'�" °d, �? y t Hhbi'� + this I° d Mth Y7s Cdr" 1 I , A �. u k.r w^ r� poration. . �� s4 and' tlrair qualifications, kw M �b aL ElJ ISI s be . u , nd tho. Pror-..r ty, ��+y yy y u ,§M�hi' ,•. Y fi;� X46 t a 5 al s e M 'w41 ¢ _ , tho if' 01' n J �PrtPay 4 I f "kph 1 Vola { { r " r V � P .gyp PA ��r�f"r �V � fy { °,� � REST 1 t°;� � I d 'Y, °'�' r a t � ._".^ - „;'•w`, '. ,• k {di�,L-dG..,p.,, �*;, �s�aY8 a °J t�lri�,',,'-fC�i.rIW�/P,R.I4iX.+�arM,,.W.r^.a."rrwhi��+p$ars•� r .4.d 'Y�, i'�%Y�. rh'xe i„r �.�r1�.gr 4,r�.„.~C'.�' ,,.� �P"p�py; �;�lM �.:y—`P„.�Ipii�od1 'Y Lr {p &a!.Vs tia r. ..y f a^ k�l ...� A„,, �. r ,P .y '•{ aNw.,,".".WI �Md�"'°'��w �`�4r. � „�g9YaY,tCGr Vi f6��Wa �r�,�r6rr., g 9"k� rJl � Cr Iq fj i,' �.. Ike r r:•, rl '.W w� "k< , r r� {°� r {� ,laurtl ° I r" i A� ar{rry,l dr e °"p+�1(r�P,� r . k Ppl ,�.��C�� aa?' 4� a I ia•° r C a r (. fifir '� r llyy pr a t fi h ,..r rwr u r "�I a x a + L 'd•...'"""y^,.""y`"-� r:„p,.>..�,�...,%��"".,, 1.x.4 a6'd , , s r e � � i , , n_ d r 4 r , ^ W° �rA„SI d A� �141 iy Ol ,f �.. „p k W ",o .•� rp '�< � � rl „ a I jnp ;;, � ,.,� r.1 � ,�. i'� �” •".�'�.."°.^" .�w +„�, „��".” y �„fig' el YoA kr 0n �rr��rr 'q�'{�M1 ,.M�'.,%..^� ^��}ry �"y� /y Fd' AT'E 1 YrSS..AaAY'1.,�.tkA r rp Z'Iy tlGW'k ({ 14 '•:Af AI I ti S. S'"P'4k it b%q t fi P' u 4 tl a:J t wA 9 1 � "i � z � 5• a r r� } { �° if r �� r * ya"i � � �' ^ , r �""�a,,� N � i S]C �' FrU " w”..q � r P,N:.• g „� F " i. «r a :A}i "�t. k� Ar� ir "Wno le V � 1 ;b`Qf1 r r y TIthiv�14th^ 08, WT1 .L wa ” t o thO . e�r li i i° C7 ' itis #Y r V„ , ..r {T1 M1 4G�pC]1' t' ,t ..:° Gw Rp 1 i n p a e n, �a ofi i '� n e kr 1 Arptp'�j �?liza t�J k "ry 'yr} Wy wgn y�Wry dt �FPP P ,.a.Eloµry �rygry” gig ,fiyA ."4:J Mw dM A i w V W,W, W i:L no i3 n'� nnJ +. xaPerr, /' �a�y�^, µ{ may+ y u p� S.. i „ i� �1 M� i A A.+ ,� d �» W �.0 4 y y1'.� +' W ° d } W,.": �^Mar a b a wr dA'�''4t ' y C�"�ora, r ° f4 ST31i +p ' pro » "a ; � r ; µ` fi c i 1 1 ,� ° poor and xW I j I pa�� °cap a,�iw� pIW p fi� `+� exon r` fi a y i{ kPer d9 Al s 7 9$ m i wl " %W n I � iSq° Cd "�i vi� "rar ql L1 R� , who know �"�" t Id " C B s , � i n i r ° l p �gAAk me YT'i i I rap G� p;6 Y�VP e re JYiiarA 'n ve nk4 Ae1drc a 1A"¢ ijryry gaY r +�.� tre r j' a t 4"Po �P a h G 1 y;" g �¢.v ,1� • a +9v, £.:�.�"t.'" �¢�A�rA.;�yu�G G�.��" ar"rid To� �aC°W. r � i •r:� ."':; 1 k i� p.'��„ 1�{4f*^G{ Y �.1� � iq �a h^dpkv jq r r { I � �� $: u7«�, �,.4» to or C C� �� •..k .,, .F r w•"�E° � i I v a nl Br ai- a"•�rIC� r kA. J r A syyr Ip>"�a ip�I��sR r2rwi } 4�i�� 9 Aad j,W ��, Rn 1 4 r, -N, Wea y,l y rip'" P4 a or £Y ll4j i�;i i1 �i;;`r, GF4 j, 1 a°p 9p W a„i ,'Wr �� I ., rdw°•i A r a I Q r rs` r � r ” tt � � � �! ' � S r :� i� �" r} ,� w I A, �k � r �.z c � � • s , k 16 t °r �r I��• 1` I � r ,d � r ,� Ir +gi"};TJ Y"i dl� � �at ,�"��4 d�, rw�.,�r � yr fiA �>�, �yAa� p ¢ � �"r..r , ° a r ,"« ` • W Sr „Ml�w1 rr1' � "°,'�X, I r;," r „ ,� .i I Litt L'E �. ro` w s 1" 'I LdiIto MO p X o , r y o d , �y a a l �T� a�G w oreof C in. .: h cS a ^ r G q dount 1 py � `5 � ..*3.. r � Y",.c STAOV`u� .' .. gr �.T ,�1f.8'" u � v f � ;} " O�' rl�/ rq�+ ""h 0'n th1 '. , t „ dal, o . � �Count nip- of 'LCA. �`�:�""`" "� �7'L7�by c" rCla F� r , � a ? a� t. I _ �.i'�FC�'� � a as `¢ ,r u�'..one w , ... rFG.Tk3" d�.�d 'i CL '�".�.� e:d o ,wn to me to be, the° person ry , d7 e r floe ^�' ,- sack '�hb a know jed :^ off icial 110 TO T1fixi" .0 ,,pp s q,� . � , w F„^ a a ” .�.Q�" iia r.a r a h G �.fi Ty"�„�. ° h 'l k4 omniy" � 2 � tea` COUTITY� a�� s I �� ,. P '.Y da'Y ��rxviq »M before 'Wo, i� �� ,0..�.��1'� a v ray 2 tC d y C) ILSs 03 Sif dLp yp the „ `Ld�d &k 4.I "^I 110 ALL " �q +�yry�,��.y k 3 , ° Idl n,1 0 �j+o,.,Ww�� L'b ,Ja "�'�A i44J p dy ^ a �, . • i n M o h the mp �f.P I mme " k: ' 1 Munro, LT�c t rr ti��r_ Pe r 5:�a�� ` gin^ 3A5tI ^'3I1v�;Ei:11�Tf�10 � b :1 ncl a rA �a .a a 70 !P1C3'CLT. tO11e r a©t.l tho day and year � Au u.M°0s 4J A ,r: h Yl � a � kd ° w n• r b a I k.' +'� b,� 9p p, "n, .w... IAF OF a VIA I CS or V,01JR0 } p 1 O .6da d+' , r The TaDd rani a�ad� �+ � � f��R. a t c ivel do �a ct cc„ that the rp W dt� ral.l. G'i'w hacwaiaa rtcatiorad�: t4a t'oic�td.idu ct1'cti i ��prp {aa^^ryryCalifornia,' r� s - l ii"orraia or and, aocrctr of FAMLY `� a ffnr poreation.,, and further that 7, ..pc tO r m66ti I ` i .," •" • ,' ^� � t a� regular a held at ti.,principal +�iiica�-for°t�aa F f, ;ai$i Qi�"porat t7L & tt Y(ctlbn o a a icac t � V � ' li for'r�ia f5 t ° t. C3 • tir, ' there WaD d B N7 9 on he 26th day of ,�kJn . � " a't "ird�k�,�.". ra aacat andarc ti n a ra osaid w� times asaarrd th�°a t"ollowin remolution r duly dolt l: " it dreca d +h 'the toaaard of, +ii�'octara� of t its corgi o�ti n to t t t its a rticiea of i c por'atcnt be inter ato ars to to lta iaa�or, r teronto 0J" eta acasrab rs to Baa as io.11oarc ., , n aanS3C N a�ddir there a� �to rticl+a ,', � .,,�,� m the EIQjj"" j�a " 14o pact c��","• th '_nit arn.i'n a o�i c •"�� ° � "��a ,�q t 6 the bentfi,"t of any pr S a w " a+ rano as i i i as a'' h 9a s ,`' ind,�.' i 4iaaa i w; n tis o tet" n t t,,r thjov aotiorarto tk e' a arato jai` th corPor"ration wa ti ill k�c:.` r cQrpor ra 4ai rradndtoo rata y' c u ivel o o ' aE"ita lc ih ltc X ,q organ a ll c d� the 0 �i iiiatx"itwlatiCan� the dirt po�a� its the a1 t ` sada l inoocar. tax liarhilit iC1 IaVrta 1. fIM11 that ° ro,i)ea saidir nl=ni of it:3 x p, of thiEl itf� adopts and o a° o ray tiaa hret� ax of incorpo " articl�r aa�tion. w thew t, t p regi ant "s ad the eccrotar„ � RES 0 LVE..C� � � a tLor°i. 'd Ansi " " si" this co> poroaticra kr acad'"taa°haia a hd a rcaes,o to icrcoi"� directed to p°.�o air* adop ioea .* pp quorum of' tho'c^�j_t�nro t by the vot*o :two—thirds of ma .. '.� .V rif � t thinco �cdtto p .tea aid. atiorar a Coad z��,s�da.��arei"�i�ats ica t�ac` i'or°^and, � a their oaths orpor^ 7 d ica cn Aei to do eca of i� hi gs"ra °.rtjgU, ad b Sectio 3672 and'`�s 1 thine' c �aa r c a to ei'ct d,s"w Braid c s snt "s maccordaric ithaacid �n ton a fsaid pq ry�n 4 ib^dY.v,J,^" 'duly he id; iachgc �r^ the tranac ions P Q . or ., a .,�� Y a l�• 9 ,,„ F r w " , �ti ld at p 'A M J, 3 U 7 1961 the ea o f, �A UWA Itv at : 36: P the a C bu7 s waa dui Y DdCp to d IL tns rmcOlu f'o I Low ra t rectors of thio"Mgr po d Iuraj ER F,-, tho boar On th day 0 __,3tjnS duly, hjld -trcl, I.,. �',_ , I• ��p xithig corvorati(o' �Ibrt n v,.:of on J, F 19 6 .1 princ ted &nd a P P res 0 1 %1 r ja,,adop to ir. ro, r t ho r1D I by t orart lcleE Of �Ircor'Pox^'l t toll or bonr(j 081 amendmon ar�id grtiC ed d ing A ... .... or -Or ac� thin corp W 1011Vj,,to yead 7 the D r arij: privIa tc R I a 110 P to .benaf it, -,-j,,ftjj jnura' L 111 corpor-Itict-1 V,1.nr3b,,3,r tharoofo, or eeta� or the,' a - ov-nt �r diesolutiod Itila'al ndation or co"jr, r fund ' COU charitable ba tranare red ',tO' a' 1�ju,gj,�ojy for tod ex tion orgonized nd 0 P 0 V3 distriblationo the din - )nets, 'arid in tf,le*ivantl ' incOme Purilic f'rom Federal bhail be�`ODe exe,m�Pt tributr-0 R ji,%bility. t the: fore ojnS arnend- 'IT RESOLVED tha 9 oration be njjH I tion -of thiS corp of Z! ticlea of, inc.6rpbr,' d by t1le uAmbirU ' - I t of tho ar ddpt,Cand-approve d d b •addiTig qtr, ,!, hereby tjcics�be &mand a lid the c L)or,.-* tion ani th.t,,,6aid �ar, 130t�for h t hjt3 cor� th c I c EIGHTIA tO. J' Artl _ -_ d adopted and jtpprov f o ra 90 iA�, waB of,, membera by " said �,jenibors 'isaid corporati 0 0 to the. adoprti011 Of: d toV to on or tt va t* a quorum. C , I I _1� 1_,9 con con �f t" P,ur,l I;�7.. uted this 4ndorBigned have' LEOP o r Au E�u is t dmeD 901* h, da) -C n certiricato of co nonrov Ift" 4tltlr cretarvol" fam T': 'OD1 7! 6 w4 V :1 MIN i�.�y,tcrrF ' 97µ aILIA-, aQ °pT4y tLTN'(�i0a1�� 1 �rFn�.M�'. C Y .� IT.; '�C" t "T '� 1� C1a 1i�r ti'ii I "��; �; T �5 rl•[ 1� r ° �a 5! ti.�;.♦ V r/ C,7 ILI y.aG 4L 6, 1. R q . @r �4 e', rl f • .(1 N r V tt i T a� rR g ',�4� M�'4 r.�r ad 1P,� ,i �' I R � 9r •"a c. ±a'i 0�IRISH IC.4Cr ry y i tl aq.. % 5 P:�.. a•7 .5 " a R9 „ R '^C 1 �I � 5 r li R °° Tk ryry , ,�" c R 1"' "i••Pa �° r � 1 4 111 � qq,, 1 � 9P.•.P 9 w° i ° � r I 1 t PC rr. 6 ti I IR 141 "1 5 � rtli 7:, r B �+°., �'S a�kR r'S" �4�' �INS, � ]4 � " N i '.i � Ci �•f N �, POP 'p' V � tl r N^ 4P �a Y� �� : pi , ir�IPR "o'",I •R'Itl I a. rd;I�L�„y � q�,pd5 irR� ” r .,, Ja f4° R a t 61 urs i ""rye°7+pp:gg°C^r�'�,;; ��ryry �TY6t p°Cq "p .4tl\S.4'La'Wa1M�e�95 S�13 0 Pry r Tm ar r ' A fi P, a CO UI T JN or' ,. ¢ O k r V k, ". �� 1 e .•,al a r N 5 N w�'"� k R MOEM 'S k r acs b Ngo ThOMP r : ,� ah In .. C ,. And, 1WN r 4No swarm wr _ '' %�C"ICG aTY Yd O fit' a fat' N 11'n r 9 I" t 43 :�Rkts�ai+iaw5 w ��r1r�1C 1� d RIS"t%1�a", W '' ",5,'1Y th p .� 5 Y i 9A 4 S x frC: CT b i1S6�"w:L'°d C (said° � R e� ' tkPi SrS�%r4 r" , r 4t 6n e tPz�.Cortit� g t k tr: and ;ra tai 5 x 8, cad t�u��.s/ _ p„ „� r 1 ," r a �,i T t and'^' ^ m,ec X':� MSN&s +ww ,aftherep "µ ".a R r a e r a kCAat„r �Li� �� 4R� be the � � � �� f X41 anr ,." Aja t, T,n":7i t1 !l re 8 5Rt 1 a 5 c C � lips K"'d"G':C'%''i" 4 grx°�,6� r ° �u4k.^r 4R� " R w I. 'T r�!All JJ(� k I P u5 5 ( u e .. •" IN � � 6 • RAN R Lap ' P 5r a "r P 5 �V yap op, P " q r,u 11411 tl •a'Y I - " M' ;dub iC" l GT °r ,� i �rngk1 z ° �.„ „ t #Y. d f1 d3 "C: , „" 0J, a r„ rugae s t�� t� � 7'� n �,. +"�� r�°,hg9ilaa� gg N 4 33 7 •v 41 ) V" ,✓"' "r ed r� iE I e k l C , M': Y si r w Ans. �:r iC y 1 " p 4 q• V �r9 1 ,a� �i 7r P 1 �� r" J4 w x M vi a 4i f5 �� ;. � P ry tw5t� �a� � M1 y � 6 yrr. y� a • " C i:l i >ry �' hASKS, p r 'I ie _ �dkL4a k�9�r 7 `4 'u m p t} a x o r :c+'. d'�. ,� ° .tl ° 1•n 314rr 9� •°. 5I.„�Ml�°i�S” J ¢A°a.k ifi� ��1R5il �1 '•'Rik n!o"• d 5 A 7 r 4i r r ��° '• „ 9 r r " S � re w e.�'� 5�} • t d r e��R�l Pk � � �7 a N ,{ � . I ° ', vy A ""Wo 1( 1 5r i aa ,� nt 4 7' s 040.. t A ��4a I F � � Ir r • i 1 � "g:�hP � 0 a ,V -an � C " r r � R ' i R ° : iy a N � ^td a" r • j' ' S ' aN "" � '�" ' r n � 4 d a ^ t � 5,. �a E ,rr�" � Yt4 � �° � s '� s �u« �" ry 9 P' � • d R � 1 5 � �a " �, ° C Ct� wRS�°� Intlk Ig1i k y;9ri 5 ff$ 4 C C p 4. t r y V 4q. u � �� a1 I P t d P 4 A o" I � r ,. 1 " .. Cx • ° t 9, r� 4i°r", tl ""iefi h r ° d C T Y L- tl r E 4 n.,r n% , 'r? d I xb .qr Ai rtraa°fayxrr){tgpy�� F4- � � x �I � l aP a a ^a� s � a , 4 Rw .f w y « � � � +s '� �C�'� yidrb+,.� ,, • �'E r 3 y'. a kp a iap y� f"ra�pr`b��'��fp ". 4., ,a � r. ,�y Qu" f�....'r i � � q1 d,�, m � l" r,��r5�'.i�� tl e� {�, �� •J �� i. r,B ry � �j'�.,.� � a � 1 -.'ar e � "�' �T a };fir ,fir•., ra '�� I'�� .�" 4r� �r aN,, ��Nd��a�r��r 7f.��d 1qC � ,p tiq�„ �rYryro;.r�, ��"�"N �.r y ��a" �"� � �� rr �M�. il�r k'i , ,'d f f � �" y,�•. ^�, �,`• � L " p..� k r ," � r� qar. � N74a � a � C �',� Y�, p „n ri'�a " h "„ q rry pyo �� q,� �� r� '.° p a °'e,. � a C� �� .� "+ r' "'" �, g . �: C �" »� u.�• '" •„G„i, iu - ,r i w.. r "r+, � ii , t d�•'�a Ri�� S ' �q' rw d�:"'w> d r.� , "� l+.�.,� � 4� dKr n �" � ��” °;�� °ir .i:" �'a„ •" a a ""'r�� i ""��ba" r ! ,aN tla q fN d F 9 r 6, d+r��.r N ra ddtl iar "' 4 �ti �4 yt� mu �YYY"""9 RN n, va4sa:'�, �+ 1 � 1 " °�aal`,„►"i'�9i,'''k: 01 .q 'Yy° r ,�4 " Gp I � •'i v a a � l &,;`�py 1-'a � ry� q � 8 � a� 7 � 4 ati�� p4” r u + pJlr x q oa�,4 d"s �t •�':r��'" � 4��iV�ib i r q' l ?9." 1 f" rt � q �rY rd � + 4.'Y �G ',I B 5 s � n � d• o.^a�� a `�' i yrq: 1 :. i` � .': ,��q q '�ww � yp-}""1 S. �` r � ,y `"7.;,; ��,," { n t, r 1'"t -V ra'1° K nw L q f N��""V��T"%".��"�"k�C.,�4.�gi"%'��`5C� M „+ r PP � d ti o R m oc r o t r a r ! "' a""' t .�" ti �, rCai tl www y y� y p Bryn "w , i� I 1 � R. to i. a�.1� A. \' 7 4�a wa, ",rr� A M T y 1 . 4+ � e'1 �I r� t" .y L �' � r yh r fuV4 e N' rye F „ . Y �' 4 1 r R�� C u „ i i �' ,r,ar a „ Y � •/� "^ � J '� „1, g A Cpalyh-,yd ,„�. � V I.a yr r � F+�� yi,rr .�4wqY torn orn ry r lar 6 y N inction-A IC r r y. ,�J,r'4AVd 'n i'yA41 Corpora �a��-Ra�r 1g'19 rj 13 R'� 9 4. r �r ru1^ ^4',q"� G sir 1 tl a' r `r nip�ctjnP r rM . r ., .4 ,. k° � tl ♦ vm :1 r °fks, i� 6 ° as aydaW"_fid., x.(q�Jus b a q u Psi 7M:"�mr ,r m TTS N k " u{r"„)n CyC"C7 aq p �c"9 �'`� �r a t"Sr 1S .; tax R” r3�rl".. J011 mr13 t"� lM - y`+"."� IPS of 111}y [ I qac" 4 0 .L S A. 1 I " , �.�"1. a , a i da, p p�C,a��i r11,� I.'m."" ,Gy &I�:a.,u + a�c' � �,A'�1'"�i�n�d-M1�'�� M IM i't V 'y 33 R"hS1�� nncl Thnq C^ r ` rr� 1jj(j _ h is Olt Corip). .CiPy iion,"� 6� c R , r, 5 �6 , " „ i w r a,•3 ,d r "" ,,. , r r �..— �� t �tiii Y1 1""S"'' - , f a, All ,�. �k M” � �'G � r��." "" N N � k i, i�x� , � � wu t i ar I r'ovF) i o c N r l ftcrr r L ' ��° " � , ", � .•f a� �t�'��"��s�w i., c.�,o a : ; r r ,w�„ � � 'fit : � q { m "k Np Tip" ' ion be .� cth6l Pr� t��s�' �an,C zN b f ;O �� 7C C^, U "�. Ml ^ o, �r, � r " � w p: Qp r M p ary l , r , a7'ri V& _ i 1 '' r9'i.ti w t4 r�-,- P3+a p^r.� r rdP "L'lP'a1. yr+wr r AU! �°a✓�M+4w tirw'ak�r� s i�l „1 �. Je lea` �s�7 *t � 044 r y y��7 1°4ryr49�9 a° rt edp'" lad �pr P �m.p ,i"�i'�Mff" Pr��ri •'�,>8"':'� �r��$�,9"kl'�",�IL��W i�4deP ��"%'j �4,��44. 5i ^u��f �" � ,.y�, `ryiQ � �C �r rad, p6;•1 +ir dif *�P r411'�',°�' � 1�� .A~ � q �" jy fl ^w4 E sp, n, p 9 i'� �. a 1 4 T y �P,µ. r' ", •0 1 w�If), `Pr i d l p r a r I C • 4 C•a+"' t pal '1 j y i C q .r� q b< "i�'i. r a � I , J r ..� 1,�4V� pq r iq r r I :. r I a � r irl Y r•. m .c"i I r r ° r�� r n�q a P 10 p I"1... >"d ai;.r r1. a �d p, r"i iyrrry wa 7,"C. y..p �.,��ar rlroa'I I� L w;k'• °P o 4t ° .° fie" ��Ip.,P Npa "" ahnprq"Pij' ",.Ir(rr" M1 A "rq� qq 1. "6 i, ,..7 '^ I,.P 7" " �1. I g P ,y !. a wl f a„ p r a tez tl itgQ r. 4 rq r h a rr� a' � �" s q la i. �� y �` s �� W, P 1 r " �. Zvi AUQ 0 ^7 p, r Y. a � � � i I � u' �q g 4 •G �P1v , iw i � � US"Y,� t�'�� "�r"�""9ii�"U"_"! 0611 VOWS" " 1`7 �� " elf. t%ru-tl'p.LV20 ^ p �gtr r e kw. thin r °wI 'to huhicaj.612 All n 10""pMz rr"x riakl"� °X'�dr'"drfS-Lb a1"k�hC� ONP4 to �d C' �'q l C & ;r. CABS +� a� "l aL ajd ryr. C, R: . 1 y'." R 'ddl��rl��ir�?�i"";i�� ,. �. � 4��ry"" C��'h t� 1NQ w r, �I �` d ' i� w0"k "��.a slop, _y °npm m ;"•'r ry " thAwkq Y r w pbin 9 ° t krs p�a Ea�rq jjfj� on"t�'' 'd,� pt nth "Fa�'sa a° a �j y r� p D 7; � ea, . ' thnrn y a ; C. y " y. Y• ° n Y b "' 4, R 4' L wP Irr . Y R'M, 4'iF v "�,+ " Iw (l o V i� iry 1. �" , al r. to owl. ,' an m ark �" �� ear �� ;rr � mm and r 4 ; t. n scam ' u v L°& ^,F "'! dIn tPMon t� 1"k718 `dfi�lS EF� �5Olt�' d]'CC �: w"Ar' p ° p.f' il" r £k S d ra11q,r'°` a G, w, " q , ", � ;t�lw'� "�'�1�t3�t��'�� 1 rrr " Map." a 1800" 8 0 0 � P9� " rotiIgug and iWific 214ts �'' y { �g 1. 1, ��'�' ur"wp t A.wo '"4v#'c»a f.r Y a 1 am nu a 'vc�r s " r r tt.C 9 ', ready Mfn6tla ; �. piR1 r t'4G that C1 pa—fallawrl �'`t q t� " rA h1 V EM, r�rr � 1i s ..tii ' " aing #�i t 'tttion n �� Ala' Q[aC c 'CC � and that a' I••,ie .,� � , 0'i�'""t �"'�p�.R"CP. ":J T'�t. �� t. �'1��""}' �1:14."t��, '° " 4 !t eta t t t thq�ovnrato ' f1e�"+ „ "..a cart- ac �^ ti tis a w ,It i , �` : mile r'tic -watt o d • , q �r , { i ` `q��,:'q, 01 t i4 a .r 'aing a q wwyy qq v` I y" w 6" { o Y J . _ T t ,� meE'"b rf: k R "yi �a k p' 4 dr�� y §, p q,,non maid 4 l w�" tl i� ma�. t �1 �"��, �. ��°"� Car" r I uPOP p P � Y _n �'� �, r ', p i I, i P 1 at q " i 'k " ,... _,_ -..... _ VI .P ^ b c ILS d I A �+^ql r • d 1e P t CCT i fr t "t �j a't l 1''�R Sj ° d q int r, { ii t i to t ti I r r want i t. gm 6 r WIT i ems { R S' "b+':1�..4"«"1 p'r'y r y O �." N , nay", In z j � Ivy, f,�d o tri y,as rt„��pdd r ",d � q �;� �'� i,• I�r ��r,1aIN'��+" � ry i T You y ip N,r Q4V � 1. b^r« eG y 1d '. Yl�r� lryal C"R000111 .°� II r"ISI, F 'lu �S 1.w„«.a'"".fip ti t=,p '1fiIr:,".rr nPf��{ ia..pM I"fir " ry� �. 4w..'°W.;'aW.06d rr,G"r rr is«:µ.1Eaw�8' ry PHI r �. {,.Wa:, , Cr` tl• ��G •�, �vr@.➢" fr '� ° `�. i. � 4, r, •a"b +d^d"i", I�r � �7 k a�N' 'a' r'w°.•��d {y I{ r j,y�Y p leg r a�rpp .� ]' w. �+ ry br �»q ., PI��Y 40 I�"� i u qy I�« } M1 8 + ate p+ +° �r P"� r i e �s t% Ma�dYG ��Id�I �tX %tku�',.°�91yC' f1 ,a Y �,.,:. } & "r.• nT � �i Yjp"." d�� .,py�l' �"C � h��'�d % ,.i"•rfi ry i�g�p'a".r ,r "r ."� 'a: �q1 �" ��( �y, PC« y� y p'� b b Y�. , � fiti �.� V',i}yrfi�ryil"tlx, iyqltl�rp�i �,��!tii�sw[P l F��,qP'rfi�`u &�°' tA�C+ 'yr"C p"�!�•k�„��": l,',�I��["a a�}IF jP NICK' oilp GIG fir%pl dQtw „n¢�ija•- ��C�' 'a r}cBp�✓r"'yj�"r'iry^.� �y�a�"*9'r aCJp«" ."j1� ��11t� 1 j. , ( p ' AJp t p x i" it) gwxa II kTk.Nyf""�, ' , Mn° tl" p p i I r• ud Y' dti II a x I i9'p" ";�II a,r t7ra ^"9NG1 a p•rll° F G1',Igl:i'i gs " 4 0 I- I a% I, a I HOP ydl »f Ytr gl G+'" 'i"" ^a a Ai v, M Nh 'd1^ P I �" $ e", I: l M I i " fj,�a�w I u "` `,p y �, F•. r p�y 9 yl.� r{ r r�. II,4 �pj^' I cp <I IIA I ly E °P ri..a a� � a+ ► ^'r Iy ,' �';'�••.. ,' 0.,�Im 7 '�.�' I� �� k I z iS a.� a Q Pwj Po Jr ,,r r i�g',°I a '+ dg ««� r Pyd"n.° A I 'b'"pl4�.i�'Q� I+,+l�•=,Y ^r"°" P�dr;r��,hdo�C a+.1 7 r ,41 i.."�I ,lira ('pd 'x a" jN�r°"i I ;v rp 0 r"i �,LL)I �s .y',Iw�.w�c"�bd,rG"rrp rpr.'y«�p y ;"�oI?,dr��p�"t��Ids ��!G Is�' �i I r � boW pr, s n l7elpiaY t`6 �A7"�ir rr-'"C "a'II{i ra y p �'rl P r I i� i�:y' r I „rr y e MOM y �w� f G it �,7' B P°" �I �I p p �d"�' �s,ad'��"b6a4" - W I �..p � aW« N„ �P.' �. rp a a yr W'. " ..; a ly � Q F Ir � p9 a"r ��G .�� Ir%C ^y H�I� t I I I '"P, "r � f ri, pi ap II M1r" '4 °h y %� I� q r 7 W1 � " J Gr �.rr.��!'� �� r" �� r'�.�«.-..,I.�1r 'S ^�'�.,�, �"�:w.'.'f ,^-•.. I d. �� e ^" k ,T"`� r� �"� C'iY% � q @„ b pyll q�l% r�4�,G�ga�it"�'�Y7t9y"d`7 Gw w•4��" C9ry�l�i i;�pF �,. p �r{ r', S rP eWI "r I"o, xf,v �l p� W G7:dG r I air " "gyp I^� � fir a W I �w. ryry ,Id d rd9 f ,i., �^� Yde lIt.Mr� �" �r "Y � r�.. M °�: ��i�"YY rpt "ra'6f P � }} � r�y 'orY � % �t�"a«� r C" 1� pill �pl.° r�g l (% V ..r N° b r it ."� i�l '� + B w y"�.dY " '. t; $t i �, �d t P M 'r.. r �° AMU � " F r Y b Of rA G p- I $ 4 p b I"1 ' Ir d w'i+d rlb I r.r� 1 I off; C�L117orz);L �� p r� � � � v� G° Gx `s .y sl ��slh,'�1palfi�"�`�� , •u ~n pi��ll c r",�='� �1 r i"yl � d�� v: x „� G s a rr 1, � 'a• d r r � a ,vx wry � t g J � � �, � { � { , "� �r , �„ fi ' e y��1ii,r,vr / r'x "aa �- J+ t I q. i� 6�` "p " " "'C % d �I"« ° %lie6 "I �bfir; 1"e'Pr r �T r r I�g,til�ra�,hrrrp du a �p bnrbal0. p? rs� {IC6'Lla v N �drk % �«.s Jb ,� �rds�tl ppa 1�.Q�rrSl� IjIVrwrtl�rin+ " r 'p� « MAN fi a pr+�� a.�� "pkqPr,.r,„• 1r , p W +� f" Gia• r, , Yy'„'l "1r�CP„"I�.`I�� 4r.p .a s r"4 ,�. C o a t y^I� ry,,,, p �-I �p y� `r I b G Ix ' �w � j a 1. d M 5.ro r+� d. l4 • F N ta, +fir. W W' ra. t -k..l t1kr"Ct1I it�b"Gl"4� p " r. mlw �� " e�.Gl x C p ,. I ea l ,� &p .� � F«"rq 1r t y " , "rl r1 � ,rporntIon 1,010ro r P °°xam �, '" 7 tr ,orf”' 1 rr7C^'�a a�n� ri4� �,,a�: jp^� iCrlty �7l r^prf7rrc�` r1 lrI.rr7:rss yppp fr7C1i 1b 1 ti b9 Gr:ir �bnP' M 03C� �„.r^C1d, F?3't'tiw''dr"s'` "*' �'9'e"41,' o bsg�. P"i r'V`•G'x tl ' wdl"G''4.. ra 1^.rµ { rr i. "° """ s•' truo 1 WOO r TAY P % p • . a' f.T�r�.ear �� „� � r+; "� ,P+ � {' t rr ""d p a p r G I r k u ” r �... •' p, ur � %" w 5, •' '"rr ✓ � r r W«"x 1 � P i I rCkdq�k r ntur pq "v pro i� "a. ;" Ip " x r"1� ASA K �t 'W,xtptrG aJ, pbP��i Twv:T7l 71Yr3rr"1'C1CrCP� C. p 3 r" { Ikp^f Jr 'a J r•G C8at C I "r ^n' ! p'➢w ` w npd ryC¢� Ga�r�p � ip�l^ ?14 r rkP{aKra" r i C G.p : I b*1 y.. , I " , I G� •'x Y � % 1 � II P ��r..l"b �'�' 's�..,��ir...r r+ wd � � A" I �rrW i'! Iwo �xM tl«."Ipl' � r, AE «�^ p ,',p•rPq� , } M � b ��w ��.".,w " r 9r pC" 9 c " 4 " ' {' i. u wab r- tlti �'''^" ,t v rP r ro ' Imp t�% p brhr pr f" "y11 ti I.r rr '"-r�1 r rv.i: " r fiP I % p x ([� r� • ° tl rlp8„ Atome P d9s d IpNi rs` � �prs„ " ;1,7 1 � is d aG"1 yw *w w nq a a x",% a�.b•;% { p yr # A � "w ip ,di�w 11y� gl �,..�y Phi ' i xa C]"A9�fI I a(dry" ��+nP�wp �rp�� I� PW 9 wr. Ik:iC�.�"�X��i1Cl� r t �°rpptrp" r �u ti ii 1 a1 as s C u % �. ° tl•"'f..^'" Y% 6ia1'1 "4� d� 4��l�6Pyr p, aG,� ISS ��y' �p'rlt, •.�I��,,dp"s all, v: fi illi 4ri7�y�a 7r6va""jld�107��,1� „„rr; q, 71�,p b7r-„p aA2 CPY 5J 9 'ti4��h�m %��i iBblt.a4 m C�r: d �•«"fid tl ��"�r° !«yi ?�y".r��9 ;«q�l „".k^�"9«LT.�„��G°.7�Vb'��",G'r W" , p"ti+ ..t„„A .a_ a, �* I"_,, °d' " b, Ids . ,P"'� X'w pa'ry, A.'"' IP tl'd rPr r "r I: (9y°�..r' ��r, w�� t �.;�{'• (1fFlCIrGuL �[tiG GYI« �"C P�„""" �'�r b��e �l, !� «,pie;,; �; .g .�le«rfi.Yd ((�tG'��"r�r rFl '�,6Y¢ w lr'.��.PI I�gl.ya 'I�yp— p �t�w 7p �, a s kl ".r'fmJ:” y'�s: n tpyq gr.par rkyy� l•�"++ a "F f y„ . '•,a ° pii;!, 9Y'":.."'`W 'fir'r. �a L. Irr...p 9 ) �y7.� +°t�., y'4f`.p: r'Cx� :S ^.r,r. ^ �1a..Yr.,d Ga ��"r'I(I. I,,+ ,�4• r�,.: r r'.«b.. �'«f „i1 yt,"s"Y p "ti411"9 C4 }Yr " C"k ova f k :P S;� P as] r±(i �� Grb .p° y. �p., ,9N yip A �:, « 7pdki"I w° � ,Yr 8 W fi. �° 7 .M q 9% ,1 ^ �' l,'d i y r r R.I TIT p q t41�1 �I'N I, di" r w b }}"" J, i� y ,i`.. a "" iiS'S" P r.. .... x.. L }..• 1d P y`+n ;tly�y.. Id .a. "f Y�1r.,�^4, tl. d,.,a',� t`,...0 ".�kr, k r ,l,;� �'g�'li .w iu"w?a�";� '.d. e P " "^ r,r 1v.1 G xrzal r}"�1Urie dad ;, �, ;1,� None 49 �'{ 6"a as • { "I "req G n "r �.": ..", �„«,"-��_,r. ,rc wGr °A �.,^G i"pG, rr' lLxa ka" tF:.'.P tyy� 7 Ld ti.,:: WIN 7 s r y iq7 rt :'? 1 p aaw�• 1i��. +" I 'I qj�" 1 N + • r"I z a,t y ro, . t v �" , � 7'C�$sw �1 p C7 :. �' ✓«1s k,"! w a ,1 r,r" `.:17 c k ;i" ^,�,".: w.�-v .. rw Q r yY, "fd' "rk X ,.� � 1r%, I'"i orb VT" 0 j b9 ,�t p. Yin d��. yr r. 1 ;er„. ,t � r.., ,nx, ..wr „"*�^ ,w.. r -r ^�'pF� ",n"^+r C. r�� •.P � �qp I � r a �1 0 [.X[.f.1,' U. S. TREASURY DEPARTMENT + iNTERNAL REVEM)C SEIIVICECOj••IJIi1i3U'llof,)� oI ;TOICT DITTECTOrt V. O. DOx 231 DATA t.OS ANGFLES 63, C•ALiFOlvNIA Sopterabar 81 1961 n+nn�r Iti-1171.1D 51 Code 414 i Nit 61-21[ 5__410 +F milq- sgrvioe of 2-Ionrovia 139 Eliot Lime Avenuo 1-io nroYia, California llenticment Voill' :Ipplic•alioii fill c•x0nil11ion 60111 l-r•dr:t-01 irtc:oinc tax ur,cic:r [Ile-i3rovIitions cif 'scc- line cif t[_ic• Intc•itral Itcwtilic Codu of 1954, ;,:; ;u, oil;a1117ntinn clescribud:111-;ec- Ho 3` ) of tltc [:nd1:, [las hcc:n cnn:;idc:rcd. it ii, lilt: delcrill inatiort of this office. Inincul tihrn, ilic: cvidQ11cc pl.c:;cnted, that you arc t•xt•tnllt fiLilli Fudcl-.11 inc•onic ►ax ;lir orl;arti alioil dcst:t'ihctl in .c:Ction .`><)1 (c )( ) of .1IT is :c[ic�wn 11.1t yuu';tr� till_;i[iixccl"atirl 61' -d t•xt-Itl:;i'vc:ly fill' charitable purpoaee. u I Act:ortlillgly, ytiLt n l-0• trot rt•rltti r0tl to f[It: inc:nolL• tax rc•1ni n:; 11n1c•srt you C11.1111-.0 lite C11;11';ic_tc:I. of your oil;:nti'r.;tliul,, 1111• l,url,o:;r_:; fill- whirltlyclu trOtt'c 01'1_:11lzt•d, Or gout' 11wilincl of oltc-rat[on• Any ::ural C11,11tl,r•:; :dlritllll fit: rc•I,o17WO [rrun0tlialcly to OIC lbove Hh.lric:t l)irt:clol- t,f lu1L.111l RL-VU111e, in ordt•r t[i;il" lhc:it' L•ffL•c•t upon your- exomltt til;tin:; 111;1y lic cfurt•l-millud. You arc rc_rturecl, luiwuvcr, lu flit: -' ill •Tnf(1rnt;lt1c1 t t_t nin•' tltia c:xcinttctn rcln-Iln�lly� •• ttlCot to yt)I)A, with lnnu lilt: l�ir;tr.ir.t I)'rrcrtiir-cif Intel.iml Ilt•vt:ntw, tui, Inn + _ I . In cffccl. 'I 1)1:i form o1;ry lit• nlmlainL•d fiom Cli(: {)i:;[iic:t I)irc:ctoi anti IA I'c•gtilicd tet lx` (iled rill of I)r_forc: clic fiflccililt clay of tlu: fifllt ntontl.t followilig 1110 clo:;C of Your rtct:ourtting purincl. I':riittl e: to file: rite rcrloirud itiloiill:ttiort icluttl of lu otllc:rwir:u ronilIly "6111 live pt-o- vi..dotln of [;C.Ctiort 60:11(;I) of 1111: Cod(-' ;Intl tc 1,ul;tlicut:::,ltli1k%11tl0 tltc-t-Cto Ittny I't:1-1111 In [Ile lr.:rntin;t[inrl of your' 0xc•111111 I;talo:; oil 111: 11ioonLIN Hutt yott ltavr nut tr:r Itlli:atr:ti 1111[ ymi ;Ire olinc:rvirtf; rice comfititln:; 11•tlllirrd fortlu: contfiltmOon rf all Lxclilllt t:tntttx. i CNIILrihuliom; n,adu to yotl ;iru rlt-tint rihll 1)y Iltc• clont,in In t'omlltrlimi(; tCt1•ir In_xaltlC net tntrornc• ill llti iliaiiiic_r-:11111 to I IIL' irxii'nl-iia'lWIi[Ciliit 1ccrili111 )%(�c}� �C (tttVr1l;rf Iievcltuc .rlti �: ri 1 Ilcrlttc ra:r lc_I;a1:lc.:;, dt:vi::c :t ,.r ti:ui::ft i::, to tit' fill- yom, u:a: are dc•cluc'tll,lc: In Cnnl- I,n11n1; the vniuc• of OK' nc•1 c ::tilt of :t tic-rt•tlt•ot fur t ):1:110• tax lilt rlir,:;c:I: In circ• I11:1111wr ;Intl In the exic:n[ il[)rovitlt•tl 1)y r:c•c•liorllt <[l:i i alai 21110 (If tlic' 111IL•t'1101 Rt:vknl1C C (16Z of It)Sh. • hCF Its Vt:rtSrl r L FORM 25 2, % L ef�L_,v Z, "71— e. Ole) z, or E Or Lar 22.4 ,D 42irorn 11a Gentlemen: RE-' ExEmption From Franchise Tax It ithe opinion of this office, ce, based upon the evidence presert. .; edj' thaw are exempt from State -f C% i'ancbise tax under the provisions of'*.' vection 23701dof the Revenue and, Taxation Code, as it is shown that are organized and operated exclusively as orgMaiZ4ntion Accordingly, You vrill not be required to filc, franchise tax returns Unless you charge the character of Your organization, the purposes Tihich you vicre for organ:Tzed, or Your mothod of operation. iAny such changes s should be reported Lnup.ediatbly to this office in of -der that their Upon Your exempt status may be determined. Contritutions uu4de to you are deductible by tho donors in arriving' at their t-axablc net income in the manner and to the extent provided. by -"-- Sections 1731.5, 173l6, 17317, and 24121k of the Revenue and..Taxation Cod' If the organization is not yet incorporated or has not yet qua -ni,, this -approval will expire within thirty day s unless incorporation or qualification is completed within such period., Very truly yours yA FRANCHISEBOARD John J. Campbell A ............ . . . . ... 0Sf-:,LCer--- _X(,, _utiv Ely MiAtA. Huct 'Y Associate Tax Ca'un sel MAH - a eb cc - Secretary of St,%te cc - Paul Russell X D* STATE OF CALIFORNIA. FRANCHISE TAX BOARD SACRAMENTO, CALIFORNIA 95867 November 20, 1985 In reply refer to 342:RTF:EO=BAF:rjs SANTA ANITA FAMILY SERVICE 143 E Foothill Blvd. Monrovia, CA 91016 Purpose Social Welfare Code Section 23701f Form of Organization Corporation Accounting Period Ending: June 30 Organization Number : 0263201 This letter confirms your previous exemption from state franchise and income tax under the provisions of the Revenue and Taxation Code section indicated above. In confirming your exempt status, we have made no examination of your current activities. If the organization has changed its operation, character, or purpose since exemption was originally granted, that change must be reported immediately to this ffice . You are still required to file Form 199 (Exempt Organization Annual Information Return) or Form'199B (Exempt Organization Annual Information Statement) on or before the 15th day of the 5th month (4 1/2 months) after the close of your accounting period. See annual instructions with forms for requirements. You are not required to file state franchise or income tax returns unless you have income subject to the unrelated business income tax under Section 23731 of the Code. In this event, you are required to file Form 109 (Exempt organization Business Income Tax Return) by the 15th day of the 5th month (4 1/2 months) after the close of your annual accounting period. Exempt Organization Unit Telephone (916) 355-0392 'TB 4205 -ATS (REV. 10-81/5-85) State of California Secretary of State CERTIFICATE OF STATUS ENTITY NAME: SANTA ANITA FAMILY SERVICE FILE NUMBER: CO263201 FORMATION DATE: 05/15/1952 TYPE: DOMESTIC NONPROFIT CORPORATION JURISDICTION: CALIFORNIA STATUS: ACTIVE (GOOD STANDING) I, DEBRA BOWEN, Secretary of State of the State of California, hereby certify: The records of this office indicate the entity is authorized to exercise all of its powers, rights and privileges in the State of California. No information is available from this office regarding the financial condition, business activities or practices of the entity. t OF �,. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of May 07, 2012. H / DEBRA BOWENT Secretary of State RKS NR -25 (REV 1/2007) 1 0 0 8 7 3 � EN State of California 177 Secreta T ry of State Statement of Information (Domestic Nonprofit, Credit Union and Consumer Cooperative Corporations) Filing Fee: $20.00. if this is an, amendment, see instructions. IMPORTANT — READ INSTRUCTIONS BEFORE COMPLETING THIS FORM F1 I E D Qciecr tmy of State 1, CORPORATE NAME State Of Caffromia CO263201 JAN 2 12015 Santa Anita Family Service 605 S. Myrtle Ave. Monrovia, CA 91016 2. CALIFORNIA CORPORATE NUMBER This Space for FI6irlg Use only �on�,abi�re�!a,!,h! am6 ofhe city. �teirn 3 cannot be a P.O. BOX-) Complete Principal office Address ( _ __ _ _ __ I'll, — ___— STATE ZIP CODE IN CALIFORNIA, IF ANY CITY 3, STREET ADDRESS OF PRINCIPAL OFFICE CA 91016 605 S. Myrtle Ave., Monrovia CITY STATE Zip CODE 'Z_�NG ADDR�SS 6F THE CORPORATION 605 S. Myrtle Ave., Monrovia, CA 91016 -------------- r A comparable title for the specific Following officers (�-"""—" e orp(_)rati0jj must list these three officersNames and Complete Addresses of the at aitereO officer may beadded� tiowever, the preprinted titlos on this form MUSt n STATE CITY zip CODE 5, CHIEF EXECUTIVE OFFICER/ ADDRESS Fred Lo a, Ph.D 605 S. Myrtle Ave., Monrovia, CA 11015 CITY STATE Zip CODE 6. SECRETARY ADDRESS Carmel Court. Duarte, CA 91010 Scanlan 1245 CITY STATE Zip CODE 7. CHIEF FINANCIAL OFFICER/ ADDRESS e, Altadena, CA 91001 Bob proctor 1986 midwick Driv must resild_- in Californ�a and Item 9 must -be completed with a California Street Agenit for Servic-a of Process �f the agent is an individual, the agent of Stat tabFe, If the agent is anotheT Corporation, the agent must have on fille with the California Secretary address, �j P,O. Box address is not aCCeP s Code section 1505 and item 9 must be left blank. ce0icate pursuant to California Gorpoii,,aLi�7n 8. NAME OF AGENT FOR SERVICE OF PROCESS Fred Loya, Ph.D — - - rnnr- 9. STREET ADDRESS OF AGENT FOR SERVICE OF PROCESS IN CALIFORNIA, IF AN INDIVIDUAL CITY CA 5991 T-Tiv_hland Avenue, Yorba Linda, CA 92886 Davis -Stirling CQrnmoil Interest Development Act (California Civil Code section 1360, et seq-) common Interest nterest development under the Davis -Stirling 10. ChecK here if thd corrJor,',-1t'10n is an association formed to manage a common i . . . ....... LL l)y 'on11110 lroferm�t Devel ent Assodatirm NOTE: Corporations formed" to manage 6. common interest development must also fNfj a 8 e arm. (Form SI -CID) as required by California Civil Code section 1363.6. please see instructions on the revers sid of this f 1A. Tr YE [NF-ORMATION CONTAINED HEREIN IS TRUE AND CORRECT ALUM MPLETING FORM 71VPEIPRINT NAME OF PERSON CO SI -100 (REV 01/2013) Administrative Assistant SIGNATURE in, OF STATE Intemal Revenue Sort ice per�w to Contnar AMr, Gadd 31-07339 o-m1mmer servfm RecresePt--E` Toll Frss Telephon-9 3-M Z.&%- m S!Mn- 877-829-5,500 Fax Number; 5J3-263-370506 Federal IderNfication M -i IEM 60 t & I iDaar Sir or Madam. 3 a 0 status - This Is in mspons-= to'Vw-ki—e-quest el August 4� 2OCa regsl--ffng YOU'r x 'ftcrn f�-dafml recognized you, orgarlizp-RtiOrl R-1 9xamr1t In wept arnb%ar t-9161$ '01, � issued �V Letw7rli ado "1 11 C'N 3 3 ti've �� n exempt Urdag- S -Oct - income tnx. Curr e=rcr - S 1.-idczrt-- 'Ithal, YnIff Organg f# of Revenue aur arr-ilizedu-R as Ong that is r'ai Wd y Besed an alf-wi, we __a w, found ffor within the r OSM4,19 0; Vse�lcn sc�-qf a) of the code bomuse t is an Or'.-Jarizatio'n described aC)rjfjj,'UG aS Sja7 d �hi.% o3assifir-ati-Orl. based on file asstum XI:Y-.*icr, that leuriD3pam- ffom� w*utd oft, or fts cham ctsr' meto'd of woratlor.s' (Y 4-, the appk'a-don. If y u'- iorgarllkaton"S scurows & supp cbwgk;-- d, pleass. tot US k-PtW 50'wa cSn m-r-4ider I affect Crftm Ghancie Oln ttle'a;esmPt -and found fin eLaks -,f your argants-tori. ca rn P, T ax. r3 r i of Q:a ZE NOn Your organiza�jcr6 L- re-quked to rt FOTM, 990-3 Rstuxf�l , r , r" t' -a r, it a r�w-,,um ts raquirad, P,-, must be,ffled by tr-- -qms-s ar a ormally mcT�5 U'an $2, , THe ksw &'VCL'4;aS a msrai-ry afte Cory's armumM a=mln�'g ceric"d, day of ft'% ffah mang:j-4 � r ij�=_ et"r�j Of ftta tgtp - . or 'Hh� uniessghers, is f S20- a -i3y� Lip tO E -z r-1a,'01TTUM, Of r AR axei-not orga.nizatic 1� Q..Hess spal caluded) 'F --e �Iabie- for taxes under "t, ':�edeml insurance A u.-�ty --xest an —mmurrmm- of $100 ar ricre cald to !�ach sr,1ployea du ing I (Sor af sec Ta, x --,C' xal Une�rjqjayrr.w v. your c 7gamzston �,% not Habfe Ior line t x LFU7A), Organizations ths! ar)w rlototima�Lr- fbixdel."'ana W, 5 no t subjeQf to tte axr ,i.va tpx-3,3 urdar �:his�pmr 4"' m. a C�de m ma- mw ft r taxes airs nat au 0 �jca"'Iy I '�r I'd I T, saztv"'-� 17' 7. Of b -'e C-ccie. 'D'z" F 10 r 'as prc.�4' -a� 4, 'Sta'- - 4 r or �v-r sts ima are iad'Uo-dble maderl� tm sfans, or gfls to Y -=r O`P� r, 0 P• Oosgs Im— toris 2055, 2109, all,12,122 !'�7 W '*�g U �a of rrA in ,mp SANTA ANITA FAMILY SERVICE, INC, TABLE OF CONTENTS Page No. INDEPENDENT AUDITOR'S REPORT 1-2 FINANCIAL STATEMENTS Statement of Financial Position 3 Statement of Activities 4 Statement of Functional Expenses 5 Statement of Cash Flows 6 Notes to Financial Statements 7-12 Schedule of Expenditures of Federal Awards 13-14 Notes to Schedule of Expenditures of Federal Awards 15 Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements in Accordance with Government Auditing Standards 16-17 Independent Auditor's Report on Compliance for Each Major Program and on Internal Control over Compliance Required by OMB Circular A-133 18-19 Schedule of Findings and Questioned Costs 20-22 Summary Schedule of Prior Audit Findings 23-24 107 To the Governing Board Santa Anita Family Service, Inc. Monrovia, California Report on the Financial Statements INDEPENDENT AUDITOR'S REPORT We have audited the accompanying financial statements of Santa Anita Family Service, Inc. (the Organization), which comprise the statement of financial position as of June 30, 2014, and the related statements of activities, functional expenses and cash flows for the year then ended, and the related notes to the financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with U.S. generally accepted accounting principles; this includes the design, Implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with U.S. generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Organization as of June 30, 2014, and the changes in its net assets and its cash flows for the year then ended in conformity with U.S. generally accepted accounting principles. 1:u9Aone 626,44MKI aX 626.4493091 roll Free 87'7.449.6321. Address 2.51 S.1( ake .Avenu.e Suite 190 Pasadena, CA 91.101 Other Matters Our audit Was conducted for the purpose of forming an opinion on the financial statements as a whole. The accompanying schedule of expend ltU res of federal awards, as required by Office of Management and Budget Circular A-1 33, A Wits of States, Local Goveinments, and Non -Profit Organizations, Is presented for purposes of additional analysis and is not a required part of the financial statements, Such Informatlon is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. The information has been subjected to the auditing procedures applied In the audit of the financial statements and certain additional procedures, Including cornparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements thernselves, and other additional procedures in accordance with US, generally accepted auditing standards. In our opinion, the information is fairly stated, in all material respects, in relation to the financial statements as a whole. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated March 30, 2015, on our consideration of Santa Anita Family Service, Inc.'s internal control over financial reporting and on Our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an Integral part of an audit performed in accordance with GOVel-17ment Auditing Standards in considering Santa Anita Family Service, Inc,'s internal control over financial reporting and compliance. March 30, 2015 Pasadena, California SANTA ANITA FAMILY SERVICE, INC. STATEMENT OF FINANCIAL POSITION JUNE 30, 2014 ASSETS CURRENT ASSETS Cash $ 80,934 Contracts receivable 249,890 Prepaid expenses 24,545 Total current assets 355,369 PROPERTY AND EQUIPMENT - NET 609,480 OTHER ASSETS Loan fees, net of amortization of $5,239 18,487 TOTAL ASSETS $ 983,336 LIABILITIES AND NET ASSETS CURRENT LIABILITIES Accounts payable $ 189,408 Accrued expenses 143,833 Capital lease payable, current portion 6,899 Line of credit 50,000 Notes payable, current portion 30,514 Total current liabilities 420,654 LONG-TERM LIABILITIES Capital lease payable, less current portion 18,618 Notes payable, less current portion 652,3.5 Total long-term liabilities 670,963 TOTAL LIABILITIES 1,091,617 NET ASSETS (DEFICIT) Unrestricted1 X8,281) TOTAL LIABILITIES AND NET ASSETS $ 983,336 The accompanying notes are an integral part of this statement. -3- SANTA ANITA FAMILY SERVICE, INC. STATEMENT OF ACTIVITIES FOR THE YEAR ENDED JUNE 30, 2014 SUPPORT AND REVENUE Senior centers Pathways Parents and Children in Transition Family Support Domestic Violence Calworks Domestic Violence Calworks - GROW School districts Family Preservation CSBG City contracts WIA Other contracts and grants Program fees Donations Gifts -in-kind income Interest income Rental income Miscellaneous income Net assets released from restrictions Total support and revenue EXPENSES Program services Management and general Fundraising Total expenses CHANGE IN NET ASSETS NET ASSETS AT BEGINNING OF YEAR NET ASSETS (DEFICIT) AT END OF YEAR Temporarily Unrestricted restricted Total $ 788,076 $ - $ 788,076 52,604 - 52,604 141,761 - 141,761 101,947 b 10.1,947 262,152 - 262,152 349 - 349 14,655 - 14,655 560,570 - 560,570 159,093 - 159,093 22,717 - 22,717 720,104 - 720,104 7,914 - 7,914 49,159 - 49,159 59,327 59,327 171,718 171,718 129 - 129 4,493 - 4,493 11,989 - 11,989 25,000 (25,000) 3,153 757 L25,000) 3,128,757 2,837,079 - 2,837,079 490,301 _ 490,301 22,459 - 22,459 3,349,839 - 3,349,839 (196,082) (25,000) (221,082) 87,801 25,000 112,801 $ (108,281) $ - $ (108,281 The accompanying notes are an integral part of this statement.. ME SANTA ANITA FAMILY SERVICE, INC. STATEMENT OF FUNCTIONAL EXPENSES FOR THE YEAR ENDED JUNE 30, 2014 PERSONNELEXPENSES Salaries $ Payroll taxes and employee benefits Total personnel expenses OTHER EXPENSES Insurance Professional services Rent and lease expense Utilities and telephone Building repairs and maintenance Auto, including reimbursements Supplies Postage Printing and paper Membership dues Staff training Client support Family Preservation - subcontractor Family Support - subcontractor Domestic Violence - subcontractor CSBG - subcontractor Gifts -in-kind expense Interest expense Miscellaneous expense Total other expenses Depreciation expense TOTALEXPENSES Program Management 1,091 218,118 services and general Fundraising Total 1,931,593 $ 329,507 $ 11,363 $ 2,272,463 139,634 23,820 821 164,275 2,071,227 353,327 12,184 2,436,738 185,400 31,627 1,091 218,118 - 46,029 2,590 48,619 49,698 7,339 212 57,249 70,936 12,101 417 83,454 26,070 2,267 - 28,337 29,398 250 - 29,648 24,888 3,952 452 29,292 1,887 576 1,510 3,973 1,372 352 1,794 3,518 -, 1,060 - 1,060 473 249 997 1,719 7,177 - - 7,177 76,640 - - 76,640 34,098 - - 34,098 3,479 - - 3,479 285 - - 285 171,718 - - 171,718 60,254 5,240 - 65,494 3,074 24,279 1,212 28,565 746,847 135,321 10,275 892,443 19,005 1,653 - 2.0,658 $ 2,837,079 $ 490,301 $ 22,459 $ 3,349,839 The accompanying notes are an integral part of this statement. N SANTA ANITA FAMILY SERVICE, INC. STATEMENT OF CASH FLOWS FOR THE YEAR ENDED JUNE 30, 2014 CASH FLOWS FROM OPERATING ACTIVITIES CHANGE IN NET ASSETS $ (221,082) Adjustments to reconcile change in net assets to net cash used for operating activities: Depreciation expense 20,658 Changes in operating assets and liabilities: Contracts receivable (38,679) Pledge receivable 25,000 Prepaid expenses (3,142) Accounts payable 51,203 Accrued expenses 95,820 CASH USED FOR OPERATING ACTIVITIES (70,222) CASH USED FOR INVESTING ACTIVITIES Purchase of fixed assets (9,557) CASH FLOWS FROM FINANCING ACTIVITIES Borrowing from line of credit 139 Payments on capital lease (6,327) Principal payments on notes payable (27,844) CASH USED FOR FINANCING ACTIVITIES (34,032 NET DECREASE IN CASH (113,811) CASH AT BEGINNING OF YEAR 194,745 CASH AT END OF YEAR $ 80,934 CASH PAID DURING THE YEAR FOR: INTEREST $ 64,307 INCOME TAX $ - The accompanying notes are an integral part of this statement. 10 SANTA ANITA FAMILY SERVICE, INC. NOTES TO FINANCIAL STATEMENTS JUNE 30, 2014 O' GAIT IZA IIS.. Santa Anita Family Service, Inc. (the Organization), a nonprofit corporation, is organized to provide family counseling and serflor citizen services in the San Gabriel Valley. Support for the ongoing needs of the Organization is obtained through various fundraising efforts and governmental grants. SIGNIFICANT ACCOUK!LNG I? L It l ; a The financial statements of the Organization are prepared on the accrual basis of accounting in accordance with U.S. generally accepted accounting principles. A summary of significant accounting policies is described below: CASH Liquid assets having a maturity of three months or less are included as cash. FAIR VALUE MEASUREMENTS U.S. generally accepted accounting principles require that items recorded at fair value be valued as level one, two or three, based on various inputs and methodologies as described below: Level 1 - quoted prices and active markets for identical holdings Level 2 - significant observable market-based inputs, other than Level 1 quoted prices, or unobservable inputs that are based on comparable market data Level 3 - significant observable inputs that are not based on comparable market data ALLOWANCE FOR DOUBTFUL ACCOUNTS The Organization has not recorded an allowance for doubtful accounts because, based on management's experience, uncollectible receivables have been immaterial. PROPERTY AND EQUIPMENT Property and equipment are reported at cost. Depreciation is recorded on a straight-line basis over estimated useful lives of 3 to 39 years. Maintenance and repairs are charged against revenue in the year expenses are incurred, and renewals and betterments greater than $1,000 are capitalized. LOAN FEES Capitalized loan fees are amortized over the life of the loan using the interest method. INCOME AND SUPPORT RECOGNITION The financial statements of the Organization have been prepared on the accrual basis of accounting. All donations received are considered available for unrestricted use unless restricted by the donor. Restricted funds are recorded as revenue upon receipt. Restricted donations received and expended during the same fiscal year are recorded as unrestricted revenues. -7- SANTA ANITA FAMILY SERVICE, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) JUNE 30, 2014 SIGN I1CANTACCQQNTING PQLIt ll-�51ggntlnu Non-cash contributions received (gifts -in-kind) are recorded at fair value when the contributions are significant in amount and when there is a reasonable basis for valuation. BASIS OF ACCOUNTING In accordance with generally accepted accounting principles, the Organization is required to report information regarding its financial position and activities according to three classes of net assets: unrestricted net assets, temporarily restricted net assets, and permanently restricted net assets as described below: Unrestricted, includes funds which are expendable for the support of the Organization's operations. Temporarily restricted, includes funds which donors have restricted for specific purposes, or for use according to specific timetables, or both. Permanently restricted, includes funds that are subject to restrictions set forth in gift instruments requiring that principal be invested in perpetuity and income be expended for unrestricted operating purposes. As of June 30, 2014, there were no temporarily or permanently restricted funds. ESTIMATES The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires that management make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. FUNCTIONAL ALLOCATION OF EXPENSES The cost of providing the various program services and supporting activities of the Organization have been included in the statement of functional expenses. Accordingly, certain costs, such as depreciation and payroll, have been allocated among program and supporting activities. INCOME TAXES The Organization is exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code and from state income tax under Section 23701(d) of the Revenue and Taxation Code for the state of California; accordingly, no provision is made for current or deferred income taxes. The Organization uses the same accounting methods for tax and financial reporting. Generally accepted accounting principles provide accounting and disclosure guidance about positions that might be uncertain taken by an organization in its tax returns. Management has considered its tax positions and believes that all of the positions taken by the Organization in its federal and state exempt organization tax returns are more likely than not to be sustained upon examination. The Organization's returns for years ended June 30, 2011, 2012, and 2013, are subject to examination by federal and state taxing authorities, generally for three years after they are filed. 10 SANTA ANITA FAMILY SERVICE, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) JUNE 30, 2014 PROPERTY AND EQWEME At June 30, 2014, property and equipment included: Land 314,050 Building 551,542 Building improvements 31,773 Office equipment 9,556 Furniture and equipment 134,287 1,041,208 Less accumulated depreciation 431,728 Property and equipment, subtotal 609,480 Less capital leases secured by equipment (25,517) Less notes payable secured by property_ (682,859 Net investment (deficit) in property and equipment $ 98,896) Depreciation expense for the year ended June 30, 2014 was $20,658. In addition to its own fixed assets, the Organization has the use of $173,706 of fixed assets owned by governmental entities, including furniture and fixtures, computers, and other equipment. These assets were included in expense in the applicable contract year. CAPITAL -LEASE Current Secured by office equipment; monthly principal and interest payments of $737; bearing interest at 8.68% per annum; maturing October 2017 $ 6,899 At June 30, 2014, future maturities are as follows: Lon -term Total $ 18,618 $ 25,517 2015 $ 6,899 2016 7,522 2017 8,201 2018 2,895 $ 25,517 SANTA ANITA FAMILY SERVICE, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) JUNE 30, 2014 The Organization has a line of credit, in an amount not to exceed $50,000, with Citizens Business Bank. The credit line bears interest at the bank's prime rate plus 3% and matures November 2015. The assets of the Organization are pledged as collateral for the line of credit. The outstanding balance as of June 30, 2014 was $50,000. urs Note secured by property located in Monrovia, California; monthly principal and interest payments of $3,470; balloon payment of $253,646 due at maturity; bearing interest at a rate of 2.75% above the bank's prime rate of interest per annum; maturing September 2017 $ Current Lona -term 19,855 $ 304,043 $ Total 323,898 Note secured by property located in Covina and Monrovia, California; monthly principal and interest payments of $4,061; bearing interest at a fixed rate of 10.75% per annum; maturing February 2029 10,659 348,302 358,961 $ 30,514 $ 652,345 At June 30, 2014, future maturities are as follows: 2015 2016 2017 2018 2019 Thereafter Interest expense for the year ended June 30, 2014 was $65,494. t SASS COM ITMENTS $ 682,859 $ 30,514 33,064 296,044 14,694 16,354 292,189 $ 682,859 The Organization leases office space in San Gabriel, California at a rate of $1,900 per month under a lease that expires December 2017. The Organization also leases office equipment at a rate of $275 and $166 per month under leases that expire December 2014 and November 2016, respectively. -10- SANTA ANITA FAMILY SERVICE, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) JUNE 30, 2014 The Organization leases multiple office spaces in Pomona, California under three separate agreements. The office space is leased at rates of $2,300, $750, and $550 per month under one lease that is month-to-month, and two leases that expire September 2015 and October 2015, respectively. At June 30, 2014, future minimum payments are as follows: 2015 $ 28,092 2016 26,930 2017 26,100 2018 23,900 2019 11,400 $ 116,422 Rent and lease expense for the year ended June 30, 2014 was $57,249. MINERAL DEED The Organization has mineral rights, giving them fractional interests in the production and proceeds. During the fiscal year ended June 30, 2014, the Organization received proceeds totaling $10,826, which are included in miscellaneous income. The value of the interests has not been determined and is therefore carried on the books at no cost. LITIGATION The Organization has been named as a defendant in a lawsuit that challenges its ownership of its mineral rights. No loss contingency is expected; therefore, an accrual for a loss contingency has not been recorded. INi iiIMMIIIJ"►1 The Organization has established a tax-deferred annuity plan for qualified participants. Contributions to the plan are non -forfeitable. The plan is a non-matching, deferred compensation arrangement whereby only the employees contribute a portion of their salary to the plan. Four governmental contracts accounted for 77% of the Organization's contracts receivable at June 30, 2014. This represents a concentration of credit risk. During the year ended June 30, 2014, four governmental contracts accounted for 70% of the Organization's total revenue. -11- SANTA ANITA FAMILY SERVICE, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) JUNE 30, 2014 101010,50 1 GIFTS -IN-KIND Gifts -in-kind consist of professional services rendered related to governmental contracts and are recorded at the estimated fair market values when the services are provided. Donated services revenue and related expenses for the year ended June 30, 2014 were $104,270. In accordance with U.S. generally accepted accounting principles, the donated services are a level 2 classification measured on a nonrecurring basis. The Organization also has the use of offices in San Gabriel, Baldwin Park, and Azusa, California, rent free. In two of the three offices, it has access to reception and telephone services, free of charge. The approximate value of the free rent and services for the year ended June 30, 2014 was $67,448. In accordance with U.S. generally accepted accounting principles, the in-kind rent and the reception and telephone services are a level 2 classification measured on a nonrecurring basis. RELATED PARTY TRANSACTIONS Two Directors of the Organization rent office space from the Organization for personal use on a month-to-month basis. Each officer pays the Organization rent at a rate of $187 per month. M5EQUENT EVENTS The Organization has evaluated subsequent events through March 30, 2015, which is the date these financial statements were available to be issued. All subsequent events requiring recognition as of June 30, 2014 have been incorporated into these financial statements. -12- fn C/) It LO M ti N O 00 N 00 N LO IT O N O N ti t` M 't LO O M 0 0 0 c 0 0 (o O O LO L` O d• N LO ZW CO COLnOfM 00N CDL)Co LOO�I`LO O W❑ O O M O (V 0 r r�- 1- r- O OCDO L6 d I (V (fl y NNLOLO 00 2 (0N�MN C 0 r W �a mX 0 W CO M > M M z° 0001%00 1 1, ¢ aa(n(nmwcn¢ N�00000 N M ti as LLcd��d�i U C) CD 04M_ dafec�th O _M �a")T" (D O u 00 LO V) OOO M M C7 c7 M c7 M ��rrr-re-r C Q Q❑❑❑❑ r aU) U) � O � i i 644 »o❑LLLLLLLL OZ (nLL 0 V U a coo C O W W O D U U U U) LL >> �Ln�� LnLnLn� J C q 6NNN0000 LL Ui LO U) In LO M0 LO LO CO(O(p LO LO LO 00000090 (C (O (O (O (O co (0 W Q O O O O LO Ln Ln Ln Ln Ln LO LO LO LO Ln LO Ln Ln O ❑❑ LLI LL M M CM CM (M (M 00O) 0 0 0 0 M M O M M M 00)0 CM M M co M m M M OOOMOOOO LLa U 15 E E O O 5 > a a c O 0 C C 0 M o -0-0y>(cc a) a) a) a) s a o °�' °�':5 Q❑❑w cu _°O°°cmc a = CD Z LL) d d» LL LL c c a) Nf°�accc E O _ E w m L L m iA cc �maioo c++ c Q �.� O E E'c'c °� �a to O O a) a) s (o � E Q p a D > 0 In -a 0❑0tnco00ILW = J ,0 N r O rn w m� IL #+'= 0 I I I I I I I � c c c c c c c c C7 U) W ❑ ' C 0 0 0 , 3 O co � L` (L cL0 W cc0 LLO (L9 L`0 LL �a`aa 0 a U) oc�UUUC�(�t�U 76 m LL = d d a) 0 0 0 3 V 4 d' 0 0 0 0 0 0 0 0 0 Z N O m a)to > CL CLC �.a) i Z = Emmmmmmmm � O LU (n C Qce) ro � O � � U U +' a) Ln M Ln a) rn Ln Ln Q. V w w m N c CL N (n U) N a) Q. U) >+ 0 .0 V V N >> Z ry D 2 J N a) a) a) c c > a� a) y L O m 0 J E LC L9 s Z p Z Z Z Z a) a) a) a) a) a) a) o C w�' '� sa ,> ,> L L�L�L�o o s c o s m O a) a) a s(n(n(n(n(n(nW(n a cn D Z D ar a) O c O a) a) a) R L L L>> IM /ate) = (D a U. 7 -a a a) N 7 Z'�'�'�'��'�� ❑ JW a) d ° >,a c�vc� - `�>.>,>,00 ° �� ° =(naL0- L. C C > > > cu aZ c E -�o ��2,>,2- -15EEEEEEEE o �Lu 0 0 0 0 ~ � D Q N Em cELs o o y ro �a �� d o 0 0 0 HO Q D MA O_LLLLLL❑❑ 0 0) LLLL ;2000UUUUU J� g ate a ac) IL ¢ LU o=a) 2 y Z ¢UO w LL (n (n LL a $$ z� w� &2 U)w COa CO U) 3 k � U) 2 c * 4c C) L R � 2 O LL Q � d. 2� k k k k \/ k� 7 ƒ/ U - LL/ X07 k/w R ® w �0 k 06 o Q / — R 2 \§ IT n N (0 o 0 cu 0 C\ § Q § Q > § k � U) 2 c 2� C) L R � 2 O LL Q d. 2� 0 b0 U) _ /ƒb QL ƒ/ U - LL/ k � U) U k 4 � L �w/ 2A& LUb� �LU 2 _ U) _ /ƒb QL L U - LL/ E X07 k/w R 2 R /k0 w mmLL a @ v ■ � 2 0 0 � 0 2 ° � L § LL CL $ .� 0 § E E 0 \ z V o &/ \ o E o Q 2 \§ 0 o 0 cu 0 CL § Q § Q > § t k k / 2 O ■ ow)� ° V ■ 2 k § \ k cn ' 0 cn 0 0 / 2 CU 2 § %R %/ o t U) v§ v/ 0 b q / = = e > = _ > = e > a 3 /� / / 0 / 7 0 o / 0 0\ 2 E 0 2 $U 0 §Um m a a /U L ■ in kk k O E Co E CL0 2 4 SANTA ANO7\FAMILY SERVICE, INC. NOTES TOSCHEDULE OFEXPENDITURES OFFEDERAL AWARDS FOR THE YEAR ENDED JUNE 3O.2014 The accompanying schedule ofexpenditures offederal awards includes the federal grant activity of the Organization anti |opresented in accordance with U.S, generally accepted accounting principles. |thas been prepared onthe accrual basis of accounting. The Information |nthis schedule is presented in accordance with the requirements ofOMB Cin:uUarA-133^Audits VfStates, Local Governments, and Non -Profit Organizations, Therefore, some amounts presented in this schedule may differ from amounts presented in, or used in the preparation of, the financial statements. Of the schedule offederal expenditures presented |nthe schedule, the Organization provided fedora awards to subrecipients as follows: Proaram Title Family Preservation Domestic Violence Calworko Family Support CSBG Federal Amounts Provided CFOANo. to b 93.566 $ 76,640 83.558 3.479 93.556 34.088 93.569 285 _15- providing an opinion on compliance with those provisions was not an objective of our audit and, accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Santa Anita Family Service, Inc.'s Response to Findings Santa Anita Family Service, Inc.'s response to the findings identified in our audit is described in the accompanying schedule of findings and questioned costs. Santa Anita Family Service, Inc.'s response was not subjected to the auditing procedures applied in the audit of the financial statements and, accordingly, we express no opinion on it. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Organization's internal control or on compliance. This report is an integral part of an audit performed In accordance with Government Auditing Standards in considering the Organization's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. March 30, 2015 Pasadena, California -17- VON r� >fi %f r Ifs � ° f C',E RT1Fn ET) P BLI 6] i!e¢:4J0L)N'k'Pt,NTS INDEPENDENT AUDITOR'S REPORT ON COMPLIANCE FOR EACH MAJOR PROGRAM AND ON INTERNAL CONTROL OVER COMPLIANCE REQUIRED BY OMB CIRCULAR A-133 To the Governing Board Santa Anita Family Service, Inc. Monrovia, California Report on Compliance for Each Major Federal Program We have audited Santa Anita Family Service, Inc.'s compliance with the types of compliance requirements described in the OMB Circular A-133 Compliance Supplement that could have a direct and material effect on each of Santa Anita Family Service, Inc.'s major federal programs for the year ended June 30, 2014. Santa Anita Family Service, Inc.'s major federal programs are identified in the summary of auditor's results section of the accompanying schedule of findings and questioned costs. Management's Responsibility Management is responsible for compliance with the requirements of laws, regulations, contracts, and grants applicable to its federal programs. Auditor's Responsibility Our responsibility is to express an opinion on compliance for each of Santa Anita Family Service, Inc.'s major federal programs based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Standards, issued by the Comptroller General of the United States; and OMB Circular A-133, Audits of States, Local Governments, and Non -Profit Organizations. Those standards and OMB Circular A-133 require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about Santa Anita Family Service, Inc.'s compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion on compliance for each major federal program. However, our audit does not provide a legal determination of Santa Anita Family Service, Inc.'s compliance. Opinion on Each Major Federal Program 'hone 626.449.6321. In our opinion, Santa Anita Family Service, Inc. complied, in all material respects, with the types of Fax compliance requirements referred to above that could have a direct and material effect on each of its 626A493091 major federal programs for the year ended June 30, 2014. yoll Free Report on Internal Control Over Compliance 877.449.6321 Management of Santa Anita Family Service, Inc., is responsible for establishing and maintaining Wap effective internal control over compliance with the types of compliance requirements referred to goehiner pas. corn Address -18- 251 S. Lake Psven.uc Suite 190 Pasadena, CA 91101 above. In planning and performing our audit of compliance, we considered Santa Anita Family Service, Inc.'s internal control over compliance with the types of requirements that could have a direct and material effect on each major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing an opinion on compliance for each major federal program and to test and report on internal control over compliance in accordance with OMB Circular A-133, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of Santa Anita Family Service, Inc.'s internal control over compliance. A deficiency in internal control over compliance exists when the design or operation of a control over corripllance does not allow management or employees, in the normal course of performing their assigned functions, to prevent„ or detect and correct, noncompliance with a type of compliance rectulrement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there Is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. We consider the deficiency in internal control over compliance described in the accompanying schedule of findings and questioned costs as item 2014-02 to be a material weakness. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is Bess severe than a material weakness in internal control over compliance, yet Important enough to merit attention by those charged with governance. Santa Anita Family Service, Inc.'s response to the findings identified in our audit is described in the accompanying schedule of findings and questioned costs. Santa Anita Family'Servlce, Inc.'s response was not subjected to the auditing procedures applied in the audit of compliance and, accordingly, we express no opinion on the response. Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies. The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of OMB Circular A-133. Accordingly, this report is not suitable for any other purpose. March 30, 2015 Pasadena, California -19- SANTA ANITA FAMILY SERVICE, INC. SCHEDULE OF FINDINGS AND QUESTIONED COSTS FOR THE YEAR ENDED JUNE 30, 2014 A. SUMMARY OF AUDIT RESULTS 1. The Independent Auditor's Report expresses an unqualified opinion on the financial statements of Santa Anita Family Service, Inc. (the Organization). 2. A material weakness and significant deficiency relating to the audit of the financial statements is reported in the Independent Auditor's Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards. 3. No instances of noncompliance material to the financial statements of the Organization were disclosed during the audit. 4. A material weakness relating to the audit of the major federal award programs is reported in the Independent Auditor's Report on Compliance for Each Major Program and on Internal Control over Compliance in Accordance with OMB Circular A-133. 5. The Auditor's Report on Compliance for the Major Federal Award Programs for the Organization expresses an unqualified opinion. 6. The programs tested as major programs included: Family Support, CFDA No. 93.556 Family Preservation, CFDA No. 93.556 Family Preservation - Hillsides, CFDA No. 93.556 Pathway General Relief, CFDA No. 93.558 Calworks Prototypes, CFDA No. 93.558 Community Services Block Grants - Domestic Violence, CFDA No. 93.569 Community Services Block Grants - Domestic Violence, CFDA No. 93.569 Community Services Block Grants - Seniors and Disabled Adults, CFDA No. 93.569 Community Services Block Grants - Seniors and Disabled Adults, CFDA No. 93.569 Community Services Block Grants - Child and Family Development, CFDA No. 93.569 Community Services Block Grants - Child and Family Development, CFDA No. 93.569 Community Services Block Grants - Parenting Skills Enhancement, CFDA No. 93.569 Community Services Block Grants - Substance Abuse Prevention, CFDA No. 93.569 WIA Youth Activities - In -School Youth, CFDA No. 17.259 WIA Youth Activities - Out -of -School Youth, CFDA No. 17.259 7. The threshold for distinguishing Types A and B programs was $300,000. 8. The Organization was not determined to be a low-risk auditee. -20- SANTA ANITA FAMILY SERVICE, INC. SCHEDULE OF FINDINGS AND QUESTIONED COSTS (CONTINUED) FOR THE YEAR ENDED JUNE 30, 2014 B. FINDINGS - FINANCIAL STATEMENT AUDIT 1a1 Vmmness Finding 2014-01: Oversight and Monitoring of Controls Related to Accounting for Governmental Grants and Compliance Requirements Audits from governmental funding agencies and our audit noted that the Organization was not in compliance with OMB Circular A-122. As a result the Organization has gained a better understanding of federal compliance requirements and reallocated costs in accordance with Circular A-122. This resulted in a restructure of the process by which the Organization accounts for contract costs in order to meet the federal compliance requirements. Based on audit results and administrative changes that have occurred, we feel the Organization has made appropriate steps to implement policies and procedures to be in compliance with federal regulations as they relate to OMB Circular A-122. However, the Organization needs to develop policies and procedures to monitor those changes regularly. Management Response Management is continually educating ourselves to help ensure we understand the requirements of each contract. We are in the process of designing policies and procedures to implement that will help ensure that Santa Anita Family Service, Inc. is allocating cost in accordance with OMB Circular A-122 regulations. C. FINDINGS AND QUESTIONED COSTS - MAJOR FEDERAL AWARD PROGRAM AUDIT Finding 2014.02: Allowable Costs/Cost Principles - Indirect Cost Allocation - Material Weakness in Internal Controls Over Compliance CFDA Award Number CFDA Pro rangy Title_ Federal.? 2nc Year 17.259 WIA Youth Activities Department of Labor 2013-14 93.556 Promoting Safe and Department of Health 2013-14 Stable Families and Human Services Questioned Costs None Noted None Noted Criteria: OMB Circular A-122 requires Non -Profit Organizations to charge programs or grants actual costs incurred directly or indirectly. Indirect costs may be allocated based on the simplified allocation method, multiple allocation base method, direct allocation method or a special indirect cost rate. ' Condition: We tested the Organization's cost allocation plan and noted the Organization used budgeted costs and budgeted allocation percentages instead of using actual costs incurred or actual percentage of costs incurred in their initial allocation of indirect costs. -21- SANTA ANITA FAMILY SERVICE, INC. SCHEDULE OF FINDINGS AND QUESTIONED COSTS (CONTINUED) FOR THE YEAR ENDED JUNE 30, 2014 C. FINDINGS AND QUESTIONED COSTS - MAJOR FEDERAL AWARD PROGRAM AUDIT (continued) Finding 2014-02: Allowable Costs/Cost Principles - Indirect Cost Allocation - Material Weakness in Internal Controls Over Compliance (continued) Effect: Failure to properly allocate actual costs incurred could result in misstatement of the actual costs reported to funding agencies. Cause: The Organization experienced vacancy and turnover for an extended period of time in the Accounting Manager position which did not allow for the appropriate monitoring and understanding of compliance requirements related to OMB Circular A-122. Recommendation: The Organization should continue to monitor the use of the revised OMB Circular A-122 compliant cost allocation plan. Management's Response: As of March 30, 2015 Santa Anita Family Service, Inc. revised its allocation methods to conform with OMB Circular A-122 and retroactively applied the changes to the fiscal year ended June 30, 2014. -22- SANTA ANITA FAMILY SERVICE, INC. SUMMARY SCHEDULE OF PRIOR AUDIT FINDINGS FOR THE YEAR ENDED JUNE 30, 2014 A. PRIOR AUDIT FINDING - FINANCIAL STATEMENT AUDIT -limn fica0j DefigJen qy Finding 2013-1: Understanding of Financial Accounting and Reporting, and Year -End Adjustments During the audit for the year ended June 30, 2013, we proposed seven misstatements to management, which we identified as a result of our audit procedures. We also recorded one adjustment provided by management that was not recorded prior to the audit. The areas affected by these adjustments included prepaid expenses, pledge receivable, fixed assets, accounts payable, capital lease payable, net assets, income and expense. We recommend that all adjusting entries be recorded prior to the audit to help mitigate the risk that the financial statements are materially misstated. A formal year-end close process should be established. Such an approach would detail all the critical steps in the year-end close as well as the account analysis and schedule preparation required for the audit. Due dates would also be monitored so that the process stays on target for the established time deadline. Strict adherence to this schedule will allow for the year-end work and audit preparation to be a much less time-consuming and arduous process. During the year ended June 30, 2013, the Administrative Manager, who was responsible for overseeing the accounting staff, resigned from the Organization. Since that time, this position has experienced a high turnover rate. The persons who have held the position lack a solid understanding of financial accounting and reporting. In addition, the existing accounting staff do not always appear to have the necessary understanding of U.S. generally accepted accounting principles (GAAP) to properly record transactions for financial reporting purposes, such as year-end adjustments typically recorded before an audit begins. The current accounting department performs adequately in the basic accounting and recordkeeping function. However, we feel the process is lacking a higher-level supervisory or review function typically performed by a Chief Financial Officer (CFO) or equivalent. Many of the special accounting issues for nonprofit organizations have become increasingly complex and require extensive expertise to ensure that the accounting and reporting are accurate and in accordance with applicable standards. A CFO, either hired or contracted on a part-time basis would provide the needed higher-level accounting supervisory role consistently throughout the year. We believe that the misstatements we identified during the audit may have been reduced or avoided if the Organization had someone in this position. We also recommend the Organization continue to work with its existing staff to further their knowledge of accounting. -23- SANTA ANITA FAMILY SERVICE, INC. SUMMARY SCHEDULE OF PRIOR AUDIT FINDINGS (CONTINUED) FOR THE YEAR ENDED JUNE 30, 2014 A. PRIOR AUDIT FINDING - FINANCIAL STATEMENT AUDIT (continued) Finding 2013-1: Understanding of Financial Accounting and Reporting, and Year -End Adjustments (continued) Management Response Management understands the importance of maintaining a solid financial system to record and review the appropriate documentation and supporting evidence in order to properly report the financial position of Santa Anita Family Service, Inc. (SAFS). SAFS has had three accountants in the past 12 months. Mistakes and incompetencies were experienced and resulted in these findings. The Board is aware of this situation and has recruited a CPA as a board member who has agreed to assess our accounting functions and make recommendations. In addition, we have begun this process and have identified a number of improvements that can be made. SAFS is in the process of reorganizing the accounting department to properly report the financial position of the Agency. Management has identified some areas for improvement to enhance the department's ability to properly report; which includes but not limited to, a new automated bank reconciliation process that would report cash status in a timely manner, a system and methodology to back up information, an automatic payroll entry system to decrease human error, an accounting flowchart that identifies the assigned task and outflow. In addition, Management will check for compliance with the Agency's internal control regulations and analysis of current information security to identify and improve potential weakness in the current accounting process. We believe these actions will address the auditor's recommendations. Status Although the Organization has made improvement towards addressing this control deficiency, we proposed five misstatements to management during the current audit, which we identified as a result of our audit procedures. We also recorded two adjustments provided by management that was not recorded prior to the audit. The areas affected by these adjustments included contracts receivable, accrued expenses accounts payable, capital lease payable, net assets, income and expense. Management Response Management continues to implement the plans outlined in last year's Management Response. B. PRIOR AUDIT FINDING -MAJOR FEDERAL AWARD PROGRAM AUDIT None -24- APPLICATION CHECKLIST ORGANIZATION St. John the Ba tist Social Services Please complete an Application Form for each proposed program/project. If an item is not applicable, indicate "N/A" in the box. If you need assistance, or have questions, contact Michelle B,ravo at 626 960-4011 ext 354. 1. X APPLICATION FORM 2. X BUDGET PROPOSAL (ATTACHMENT A) 3. X BOARD OF DIRECTORS AFFIDAVIT 4. X ORGANIZATION BY-LAWS 5. X CHARTER OF ARTICLES OF INCORPORATION 6. X IRS TAX EXEMPT STATEMENT 7. X MOST RECENT AUDITED FINANCIAL STATEMENT 8. X PAST AND PROJECTED ACCOMPLISHMENTS Application packages are due by 5 p.m., on January 7 2016. Applications must be submitted to: Baldwin Park Housing Division 14403 E. Pacific Avenue Baldwin Park, CA 91706 LATE APPLICATIONS WILL NOT BE ACCEPTED. APPLICATIONS THAT' HAVE BEEN ALTERED FROM ITS ORGINAL FORMAT WILL ALSO NOT BE ACCEPTED. FUNDING APPLICATION BALDWIN PARK COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FY 2016-2017 PLEASE TYPE OR PRINT I. AGENCY INFORMATION Agency Name: St. John the Baptist Social Services Agency Address: Postal 3363 Address Baldwin Park Blvd. Baldwin Park 917_06 Street City Zip Code Administrator: Michael Ward Title: Director Administrator Telephone: J626 337-4223 Fax: Administrator Email: scl�ervices mail.com Project Site Address: 3912 Number Stewart Ave. Baldwin Park 91706 Street City Zip Code Project Manager: Same Title: Same Project Manager's Telephone: Same Fax: Same Project Manager's Email Same Describe Agency's overall function or purpose. Include history and experience in providing this service. (If more room is needed, please attach an additional sheet). St. John the Ba fist Social Services h nWsevinc those in need since 1949, It offers a variet of services re ardless of reli loos affiliation, These include food aid. citiZenshi test re aratian en financial aid arentin and violence revention class aerobic�ba onsite CalFresh. and Medi -Cal reotration health and wel[ e s ro'ects and Doth services. TI�e Dal of the pry rangy is, lon -term solutions to issues clients face. Has the Agency previously received funding from the City of Baldwin Park? X Yes (if yes, number of years_§ No -4- PROJECT PROPOSAL AND DESCRIPTION Grant Amount Requested $ 2150 Scope of Services — Please briefly describe your proposed Project/Program and the objectives. Client comments have been Dositive�and several have returned volqgtadly for additional sessions. Beneficiaries — Please briefly describe the clientele that will benefit from your services (i.e. homeless youth, the elderly, disabled, handicapped, etc.) The clients ar:e lar e�ents in distressed families, Some are voluntarily attending. Others are via court order or probation department re uiremenj either due to rsonal actions or those of their children .. Describe any special characteristics of your client population. Mgu of these families are in situations of either s ousal/partner ,abuse and/or child abu§qdru use etc. Increase in Funding Request - If your agency has been previously funded through Baldwin Park's CDBG program, and there is an increase in the amount of funding requested, please explain the purpose for the increase (i.e., increase in type of services or beneficiaries). Not Applicable for This A licatIon CLIENT INTAKE INFORMATION The U.S. Department of Housing and Urban Development (HUD) requires that agencies obtain intake data from each client/family served. Application intake must be taken on all clients assisted with CDBG Funds. Supporting documentation is also required. Please see page 8 regarding Presumed Benefits. Does your agency obtain this information? X Yes No If yes, does your intake sheet and supporting documentation obtain the following: Name 2. Address Yes X No Yes X No, 3. City in which client last resided. Yes X No 4. Number of family members. Yes X No 5. Total family (household) income. Yes X No. 6. Ethnicity Yes X No 7. Female head of household Yes X No Pursuant to federal requirements, if your agency is unable or unwilling to obtain the above information from its clientele, please do not submit an application for funding. However, if your agency is willing to accept the responsibility, obtain this information and retain supporting documentation for the required five years, the Executive Director must certify to that effect below: Michael Ward Director of Social Services Print Name Title of Officer >a Signature -6- N• Date ACCOMPLISHMENT DATA Pursuant to HUD regulations, each agency must document and report measurable accomplishments to support that the services offered by the agency has made a substantial improvement to the lives or neighborhoods of the City's low to moderate income residents. Therefore, in order to ensure accurate reporting and compliance with regulations, your agency must specify the format that will be used for reporting purposes (example: Individuals, Households or Youths) To determine the best form of data, please consider if the services provided will assist a direct individual or youth or the entire household. Please also note that the selected reporting data must be used throughout the entire year. The reporting accomplishment data to be used by our agency will be: PLEASE CIRCLE ONLY ONE OF THE FOLLOWING: Individuals Youths Households Please provide the actual number of your agency's total clients assisted to date and the Q[!?jectecj data for the upcoming fiscal year. Please complete this table regardless if you receive CDBG funding for this current year BALDWIN PARK RESIDENTS NON-BALDWIN PARK RESIDENTS Actual 07/1/15 TO Current 5 .Pro ed. .._.. 07/01/16 TO 06/30/17 10 Presumed Benefit Income eligibility is not required for services provided to "Presumed Benefit" clientele as defined by HUD. The following groups are considered presumed benefit client: M Abused children * Battered spouses • Elderly persons • Illiterate persons IF Persons with acquired Immune Deficiency Syndrome (AIDS). 19 Adults meeting Bureau of Census definition of severally disable persons M Homeless persons I Migrant farm workers Which further describes the activity you are proposing? A) The project will benefit a presumed benefit* clientele as defined by HUD. B) X The client intake information will provide evidence that at least 51 percent of the clientele are persons whose household income does not exceed the CDBG eligible income limit. C) The projects limits services to only CDBG eligible -income persons. BUDGET In order to remain in compliance with HUD's regulations, your agency must be able to separate and identify expenditures of CDBG funds from other source of funding. Please complete the following tables with your agency's current budget (including CDBG funds, if currently receiving funding) and the proposed budget, identifying how the funds will be utilized. 11:9 M . ........... — 0 —.1,11- - I . ...... ... . . ...... . . ............ 00 go —4 0) C -n J.,h. W N) ............... 0 0 CD ouCl) -n cL CD a CD 0 m CD I 0 CD = a = 0) 0 0) 3 (D --%ry0 0 rt. t, = CD su 0 CD CD M 0 r C) to F :3 M 0 3 0)CD 0 =0 cn M O m w cnm ::I B 0 1 (D o CD 0) X 0) (D 2 1 CL 0 ou O CD . . .............. . ..... -n O 0 . . . .......... 00 0 0 (A 0 (D m h 0 r 0 (D O (D CL (D rr CL ............... ....... ...- ............ . . .......... .......... --l-I .......... — rm ou -n r_ 0 rt y C = QCL CL rr CL - — — --------- - 00 aj ... . . ..... ..................... . . ...... ....... ca —h (1) 0 0 CL—h-0 CD I O (D U)O 1 ;W 0 (D CL CL La -n -i (D O 0 = CL ............. . . . . . . . ..... COO ------ —,", 'I CL . . . . . ................ . --j O O I W CD w C:) 0— CY a. 0 c 'a C) O +� o :3 O co O Ln o o O 0 T- 0 ++ I— LL Ln M 'a CO v L U) U) 0 0 Q. L 0L..0 w O O O a. O o r- d M 00 r N 4. � m � G +_' Q O O O Lo - V -- O LO Ln O t- N N C. 0) x -0 o W = C(3 , c o 0 o LO O CD �O F- LL LO N N N L U 0 M L 1 O o N U) L lc::)) O O LO U O 0 C:) co T N Q. M LOC) A m �Q O, O O O 0T . N U U Ln N N N d 4-1 N dQ N 0 W U J W = d� / i � Q � > J �^ iii W O EN (� W 0 0 � ON U Q C/) C U '� Cll U U U O fl— Q� 4 ? U) CL Q)a aaa�U.0 4 F Q Q c � � � O 0 O Q r N M d Ln O I` co dy) O r r N r CO r LLI 0 BOARD OF DIRECTORS Please list names of members and officers of the Board of Directors of this Agency (Attached an additional sheet, if necessary). If there are changes in the Board membership after the request is submitted, the City of Baldwin Park must be notified in writing. Name Title Term Expires 1.0felia de Guzman President July 1, 2016 �Wvv 2.Veronica Moreno Vice -President July 1, 2016 3.Luisa Farrar Secretary July 1, 2016 4. Guadalupe Villanueva Advocate July 1, 2016 5.Victor Chavez July 1, 2017 6.Sylvia Rueff July 1, 2017 7. David Gaither July 1, 2017 81aura Rodriguez July 1, 2018 Name of Executive Director Fr. Mike Gutierrez CERTIFICATION All organizations that submit this application must provide accurate data concerning the number and income level of clients. Estimates are unacceptable except for start-up agencies. This stipulation shall also apply to all organizations, which are subsequently awarded funding. Any organization that falsifies information, either accidentally or intentionally shall be required to reimburse the City for any funds paid out and shall not be permitted to apply for funding in the future. -11- AGENCY CERTICATION As the Executive Director, or duly authorized representative of atohn titre a tist Social Services (Agency), I certify that the applicant is fully capable of fulfilling its obligation under this proposal. This application is submitted to provide the services for the City of Baldwin Park as stated in this proposal. If this proposal is approved and funded, it is agreed that relevant federal, state and local regulations and other assurances, as required by the City of Baldwin Park, will be adhered to. certify and declare under penalty of perjury that the information provided in this application is true and correct. Print Name Signature (626)337-4223 Phone Number sibsocialservices mail.com Email Address Director of Social Services Title of Officer Date �Mniation B�lws St. John the Baptist Social Services operates under the auspices of St. John the Baptist Parish, which in turn operates under the Archdiocese of Los Angeles. For this reason there are no specific by-laws. St. John the Baptist Social Services operates under the auspices of St. John the Baptist Parish, which in turn operates Linder the Archdiocese ofLos Ange~ ��,Forthisr�a�omth�r�aneAot of, Incorporation. The padahwas fornned|n1946�mderthe /\rchd|ocese xxh|ch|aoCorporation Sole u~''-erthe laws ofthe ^ State ofCalifornia. Veronica Moreno July 1, 2018 Monica Melia July 1, 2018 MAR -14-2006 12:17PM FROM -LA ARCHDIOCESE/FINANCE Intemal Revenue service Dfstdct July 1, 2005 Deirdre D Associate Unite,clQ-1 lonce Of csthofi� Bishops 32114 Washington, D.C. 20017-1 Dear Ms. Dwesingue. 213 637-6143 T-449 F.002/003 F-463 i Department of the Treasury p■ O. Box 2608 CIne nati ON •48201, Y pe an t+a �oeta�#t James Blair ID; 3-04578 Tilophone'Alumber: -29��01 KAX Numb fr Ar � Ai Ilf �', �" AP `. +� ,y �' YA � � ': [ AX . w " '. AY � NG •k '�} �'� AM '� �� W r � - I�. � �... � CAI � �: , „ uNgl:: � ■ federalor possessions appearing in The 0frjc[,,gj Catholic Direciory for'2005 are exeMpt from r - tax undsr sWicn 501 Donors: ruferredof the Code. Bequests, legacies, devises, I MAR-14t-2006 12:1BPM FROM-LA ARCHDIOCESE/FINANCE 213 63r-6143 T-449 P.003/003 F-463 i -2- Defirdire Dessingue r eginNng January 1 1084, unless gpkifiCally exceotod, you and your sub rdirr t� mutt pay v udder the ad r i Incur noe ntftil rr� t' $i l 8mMity 7 re0c, h employee who is paid aa or Moro in a calendar year,. You'and your 1b r i,natal are not lie i 'o-« the ta.X 4rdGr Federal' UneM Oigyrrient tax Act T )•By i. May 3.1 r 2006, please Sena thlrt m t,poplea Of T -00 U'l CatholicDirectoryt"raF gQO6 to IRS TGt� in Circ irrrl ta; e he c4py to the rt essirng! 0 rrrpus in 0 eh'. two zopleo -to the SO Area lVanaGrers. In Newark, t3rbak,lyn, CWoago, S . Paul, Atlanta, Lor. ` eie . tmne °i° trinrff i e r rt and'the it r, O F gr1�in to rr , Dail . Tien� ons conwnin!g tho mvt Wo urjroup exerription as set forth in our prr v%c eterrrulr tiers i s r l'Augu t 17, 1 1 , remain ire t"rall rrrd re . Sincerely, d •. OkforrJalntna SKUTM, it ct r, TEIGE Customer Account Services 2:07 PM 07/20/15 Accrual Basis St John The Baptist Church - GENERAL Balance Sheet As of June 30, 2014 ASSETS Current Assets Checking/Savings 100108 - Checking - Main (B of The West) Total Checking/Savings Other Current Assets 100200 - Salary Advance 01 Sal Advance/MG a. Borrowings b. Payments Total 01 Sal Advance/MG 02 LOAN REC/M.G. b. Payments z. Prior Year Bal Total 02 LOAN REC/M.G. Total 100200 - Salary Advance 100300 - Bank Transfer 01 Festival 02 Gift Shop 03 Rel Ed 04 Social Services Total 100300 - Bank Transfer Total Other Current Assets Total Current Assets Other Assets 100650 - Inv Pool/Surplus 02 Withdrawal 03 Net Return 99 Prior Year Bal Total 100650 - Inv Pool/Surplus Total Other Assets TOTAL ASSETS LIABILITIES & EQUITY Liabilities Current Liabilities Other Current Liabilities 200410 - Campaign for Human Dev 01 Cmpgn Human Dev/Collection 02 Cmpgn Human Dev/Remittance Total 200410 - Campaign for Human Dev 200415 • Cardinal McIntyre 01 Cardinal McIntyre/Collection 02 Cardinal McIntyre/Remittance Total 200415 - Cardinal McIntyre 200425 - Universal Comb-Bshp Ovr/Ltn Amr 01 Universal-Bshp/Lt Am/Collect 2330-02 • 02 Universal-Bshp/Ltn Am/Remit Total 200425 - Universal Comb-Bshp Ovr/Ltn Amr 200448 - Holy Land 01 Holy Land/Collection 02 Holy Land/Remittance Total 200448 - Holy Land Jun 30, 14 3,781.37 3,781.37 9,618.75 -9,618.75 0.00 -1,100.00 1,135.50 _ ............. 35.50 35.50 -155,381.42 -9,200.68 -16,000.00 -42,757.25 -223,339.35 -223,303.85 -219,522.48 -11,000.00 222.58 25,173.74 14,396.32 14,396.32 -205,126.16 500.00 -500.00 0.00 1,431.00 -1,431.00 ......m , 0.00 100.00 -100.00 0.00 100.00 -100.00 .....______.. 0.00 SJBCHU -18 Page 1 P 1 2:07 PM St John The Baptist Church - GENERAL 07/20/16 Balance Sheet Accrual Basis As of June 30, 2014 Jun 30, 14 200468 - Religious Retirement 01 Rel Retirement/Collection 500.00 02 Rel Retirement/Remittance -500.00 Total 200468 - Religious Retirement 0.00 200470 - Mission Co-Op 01 Mission co-op/Collection 1,000.00 02 Mission co-op/Remittance -1,000.00. Total 200470 • Mission Co-Op 0.00 200480 - Propagation of Faith 01 Prop of Faith/Collection 6,600.00 02 Prop of Faith/Remittance -6,600.00 Total 200480 - Propagation of Faith 0.00 200499 - Other Archd Collection 01 Other Archd Coll/Collection 13,745.00 02 Other Archd Coll/Remittance -13,745.00 Total 200499 - Other Archd Collection 0.00 Total Other Current Liabilities 0.00 Total Current Liabilities 0.00 Total Liabilities 0.00 Equity 300000 - Retained Earnings -138,811.58 307010 - Prior Year Fund Balance 165,160.85 Net Income -231,475.43 Total Equity ,126.16 -205,126.16 TOTAL LIABILITIES & EQUITY -205,126.16 SJBCHU -18 Page 2 City of Baldwin Park FY 2016-2017 Community Development Block Grant Funds Public Service Request for Funds Contact Person: Manuel Carrillo, Jr. Phone Number/Ext. _Ext. 314, (Previous Year Allocation):_14,449 CDBG Amount Requested: $_18,000 Other Funds: $_15,000 Total: $_33,000_ (Please attach a copy of your proposed budget) Project Description: Youth Em to Ment Pro ram "ll"he r Wrar g[poy des summer 'ob o nortuN urtnes fo�putl� in the C al vtirtn I arlc cornu unit y who n cj �_W�. _.............Y� ...... _ youth age�1 tbetweenr�l6 to 21 earsaold.nEachestudent will receive a��r rox to low moderate income I.� hThf�am._ I _�I y Y ��atel µM150 hoursof work � exrenence Che oath em Flo ment ro rangy cpm Gememnts tho lMt b actNn as a f edcr roe rr fo g__..._� ount e owardstfof the nd' 0 ..9aNro role Thi em loyipent contributes to theeCity The lallo at d am Faust oes t in vthe re alar art tame ositro department will use other funds to absorb the admirnstration costs of the program including, expnses for utHitie� ma r° tVs and sit taNNe uniform, o sl Be p� nti�e expenses, aitai i - tint ervisio r �i d pLoAl am manar en rpt.. (Please attach additional sheet to provide additional Information if needed) Accomplishment Data Pursuant to HUD regulations, each agency must document and report measurable accomplishments to support that the services offered by the agency has made a substantial improvement to the lives or neighborhoods of the City's low to moderate income residents. Therefore, in order to ensure accurate reporting and compliance with regulations, your agency must specify the format that will be used for reporting purposes (example: Individuals, Households or Youths) To determine the best form of data, please consider if the services provided will assist a direct individual or youth or the entire household. Please also note that the selected reporting data must be used throughout the entire year. PLEASE SELECT AND CIRCLE ONLY OF THE FOLLOWING REPORTING DATA. Individuals Youths Households Projected Number of Beneficiaries Served: _10—Individuals or Households For CDBG Department Use Only: Recommendation: Approved Deny El National Objective/ Eligible Criteria Commen Reviewed By.......Approved._ U C 64613-6° 6}69-6}(f}6k I CEJ D O g (f} D O f} 61� ITEM NO. ' STAFF REPORT ? HLJ13 OF THE SAN GABRIEL 6 VALLEY t SUMMARY TO: Honorable Mayor and Council FROM: Shannon Yauchzee, Chief Executive Officer DATE: March 2, 2016 SUBJECT: APPROVE AND ADOPT RESOLUTION NO. 2016-107, ENTITLED "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, APPOINTING REPRESENTATIVES AND ALTERNATES AS OFFICIAL REPRESENTATIVES OF THE CITY;" AND REVIEW AND APPOINT MEMBERS TO ESTABLISHED COMMITTEES, AS APPROPRIATE This report is to request that City Council designate representatives and alternates as official representatives of the City and to review and appoint members to the established in-house committees. FISCAL IMPACT None by this action. RECOMMENDATION Staff recommends that Council 1) review and appoint members to the positions of representatives and alternates of the established committees and organizations presented in Resolution No. 2016-107, entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, APPOINTING REPRESENTATIVES AND ALTERNATES AS OFFICIAL REPRESENTATIVES OF THE CITY;" and 2) review in-house committee appointments and select or nominate members as representatives of these committees accordingly. LEGAL REVIEW The City Attorney has reviewed and approved this Resolution. BACKGROUND Each year, following the reorganization of the City Council, the Council is requested to designate members as representatives and alternates on certain committees and organizations. Additionally, in-house committee appointments are reviewed and appointments may be revised at Council's discretion. ALTERNATIVES The City Council may choose to 1) appoint new members to various committees, or 2) make no changes at this time. ATTACHMENT #1 - Resolution No. 2016-107 #2 — In -House Committee Roster Attachment #1 Resolution No. 2016-107 RESOLUTION NO. 2016-107 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, APPOINTING REPRESENTATIVES AND ALTERNATES AS OFFICIAL REPRESENTATIVES OF THE CITY The City Council of the City of Baldwin Park, California, does hereby resolve as follows: WHEREAS, it is the Council's desire to review and/or amend the existing appointments; and WHEREAS, Resolution No. 2015-049 adopted January 21, 2015 and all other Resolutions inconsistent herewith are hereby repealed and rescinded. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK HEREBY RESOLVES AS FOLLOWS: Section 1. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate mernbers of the San Gabriel Valley Tater Association — Quarterly luncheon held on the 2d Wednesday of the month; various locations (MEMBERS RECEIVE A STIPEND — NO) Existing Appointees New Appointees _ .. -- — ....._ ... Representative- Councilmember Susan Rubio Alternate: Mayor Manuel Lozano Section 2. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Los Angeles County Sanitation District Nos. 15 & 22 — 4T" Wednesday, 1:30 p.m., District Office (MEMBERS RECEIVE A STIPEND — YES) Existing Appointees New Appointees Representative: *Mayor Manuel �..... ----Lozano Loz Alternate: Mayor Pro Tem Cruz Baca *Appointment of Mayor required by Sanitation District Section 3. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the League of California Cities — Los Angeles County Division — 1St Thursday, 7:00 p.m., Metropolitan Water District — Courtyard Cali 1" Floor (MEMBERS RECEIVE A STIPEND — NO) Existing Appointees New Appointees Representative; Ma or Pro Tem Cruz B _ Baca l? .. y --_ Alternate: Councilmember Susan Rubio Resolution No. 2016-107 Page 2 Section 4. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Civil Defense Area "D" Director's Meeting — 3"" Thursday, Various timesllocations (MEMBERS RECEIVE A STIPEND — NO) Existing AppointeesNew Appointees Re resen_� tative Chi p of Michael Taylor __ Alternate: Mayor Manuel Lozano Section 5. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Civil Defense Area "D" General Membership — 3rd Thursday, 8:30 a.m., Glendora (MEMBERS RECEIVE A STIPEND — NO) Existing Appointees New Appointees Re resentative Councilmember Monica Garcia Alternate: Chief Michael Taylor Section 6. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Independent Cities Association — 2nd Thursday of each month ,at various locations (MEMBERS RECEIVE A STIPEND — NO) Existing Appointees I New Appointees Representative: Councilmember Ricardo Pacheco Alternate: Mayor Pro Tem Cruz Baca Section 7. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Independent Cities Association Lease Finance Authority — As needed; various times/locations (MEMBERS RECEIVE A STIPEND — YES) Existing Appointees New Appointees —_Repo Pacheco resentative Council Member Ricard Alternate: Chief Michael Taylor Section 8. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Los Angeles County — City Selection Committee — 1st Thursday of each month in conjunction with the League of California Cities meetings (MEMBERS RECEIVE A STIPEND — NO) Existing Appointees New Appointees _ _ ------- Representative: *Mayor Manuel Lozano Alternate: Council Member Susan Rubio *Appointment of Mayor required by State Law Resolution No. 2016-107 Page 3 Section 9. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Southern California Association of Governments — 1St Tht,jrsday of the month @ 9 am; Headquarters (MEMBERS RECEIVE A STIPEND — NO) Existing Appointees I New Appointees Rep tative: _. / Pro Baca__ ----- Alternate:Councimember Susan Rubio Section 10. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the Foothill Transit Zone — Cluster meetings held Quarterly at the West Covina Headquarters Executive Board Room (MEMBERS RECEIVE A STIPEND — YES) Existing Appointees I New Appointees p tative: Mayor Pro Tem Cruz Baca 11111"Councilmernber Susan Rubio e resen Alt-e'-nn—ate: Section 11. The City Council of the City of Baldwin Park does hereby appoint the following persons as representative and alternate members of the San Gabriel Valley Council of Governments — 3 R Thursday, 6:00 p.m., various locations (MEMBERS RECEIVE A STIPEND — YES) Existing Appointees New Appointees Re msentative Councilmember Susan Rubio Alternate: Mayor Pro Tem Cruz Baca Section 12. The City Council of the City of Baldwin Park does hereby appoint the following persons as its representative, alternate and substitute alternate representative to the Governing Board of the Independent Cities Risk Management Authority (ICRMA) — 2"d Thursday, bi-monthly at various locations (MEMBERS RECEIVE A STIPEND — NO) Resolution No. 2016-107 Page 4 Section 13. That the City Clerk shall certify to the adoption of this Resolution and shall forward copies hereof to said committees and organizations. APPROVED and ADOPTED this 2nd day of March, 2016. MANUELLOZANO MAYOR ATTEST: 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 a regular meeting held March 2, 2016 by the following vote of the Council: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ABSTAIN: COUNCILMEMBERS: ALEJANDRA AVILA CITY CLERK Attachment #2 In -House ouse Com ittee Roster ............_w„ — ----—------ — ---—............... .......... __ . BALDWIN PARK COUNCIL COMMITTEES ROSTER Committee _.......... Members _.. -- New Appointment/Changes _ ......... ......... __.... ---- ......... Audit Committee Susan Rubio Cruz Baca _ ___.. --- ......... ......... .._....... —.. Civic Center Park/Plaza i ... ............m.....................,. Susan Rubio Cruz Baca � __ tCommunity Collaboration Commitee Susan Rubio io Ricardo Pacheco ... .... .... ,................ . Ad Hoc Committee for ............................ Downtown __._ _ -- Ricardo Pacheco Businesses Monica Garcia ------ ........ - ---... ........ ......... ........ ............ .. - -.. .......... WorkSource Committee Ricardo Pacheco Cruz Baca _.. .. ....... - - .... __. ........_ _...... _-� __ ... Median Landscape Committee* All Council ....... .- ..-......_. ------------- ..... — -- Energy Committee* - - ..�...... Susan Rubio ..... . �.. ..... .. ........ ..... Ricardo Pacheco *Committee has served its purpose and recommendations have gone to City Council for action STAFF REPORT HU'-1of ' r� I", � AEY TO: Honorable Mayor and Members of the City CouncilW FROM: Manuel Carrillo Jr., Director of Rec. & Community Scrvice. DATE: March 2, 2016 "' SUBJECT: CONSIDERATION OF A CONSULTANT SERVICES AGREEMENT WITH THE KOSMONT COMPANIES SUMMARY The purpose of this staff report is to consider and direct the City Attorney to complete a Consultant Services Agreement with the Kosmont Companies. FISCAL IMPACT There is no fiscal impact associated with providing direction on this item. The Kosmont Companies proposal may be offset by future detail development growth. Finance Department will allocate funds in the amount of $47,500 to be charged to salary savings accounts accordingly. RECOMMENDATION Staff recommends the City Council: 1) Review the revised proposal from Kosmont Companies and provide direction to staff, and 2) Consider direction to staff and City Attorney to complete Agreement documents and return for City Council approval at a subsequent meeting. LEGAL REVIEW The City Attorney is reviewing the Consultant Services Agreement with Kosmont Companies and will complete upon City Council direction. BACKGROUND At their regular City Council Meeting on February 17, 2016, the Kosmont Companies, a financial and real estate company provided a presentation to City Council and introduced their proposal to provide assistance with retail -based economic strategies that would result in a tenet mix increasing fiscal revenues for the City. Kosmont Companies doing business as "Kosmont Retail NOW!", Advisory and Implementation Services will provide work related to assistance with retail -based economic development strategies. Specifically, the scope of services would include the following: 1) Project Kick -Off & Demographic/Economic Analysis 2) Market Supply and Demand Analysis 3) Retail Strategy and Implementation Plan and Leakage Evaluation 4) Initial Plan Implementation City Council directed staff to review the Kosmont Companies proposal to ensure that there would be no duplication of work with the current AIM Consulting Services economic development related strategy. Upon staff review, it was confirmed that no duplication of services impeded with AIM Consulting Services. Therefore staff was directed to bring forth a Consultant Services Agreement with Kosmont Companies. ALTERNATIVES The City Council may elect not to direct the City Attorney to complete the Consultant Services Agreement with Kosmont Companies. ATTACHMENTS 1) Kosmont Companies Proposal February 22, 2016 W. Shannon Yauchzee Chief Executive Officer City of Baldwin Park 14403 E. Pacific Avenue Baldwin Park, CA 91706 Re: Proposal for Kosmont Retail NOW!® Advisory and implementation Services Dear Mr. Yauchzee: Kosmont & Associates, Inc. doing business as Kosmont Companies ("Consultant' or "Kosmont") is pleased to present this proposal to the City of Baldwin Park ("City" or "Client') for Kosmont Retail NOW111 advisory and implementation services. This proposal serves as an agreement ("Agreement'") when executed and returned by Client to Kosmont. I. BACKGROUND AND OBJECTIVE The City is currently seeking assistance with retail -based economic development strategies that would result in a tenant mix increasing fiscal, revenues for the City, with particular emphasis on potential opportunity sites. Services provided under the Kosrnont Retail NO'S I'11 platform encompass economic analysis, formulation of retail -based economic development Strategies, and implementation of the preferred retail strategy. As a firm focused on both strategy and project implementation, Kosmont is uniquely qualified to assist City in the implementation of targeted retail strategi'es, Kosmont Companies has been providing cities with real estate advisory services since 1986, including recent work in the Cities of Duarte, Azusa, El Monte, Aihambra and Paramount, Kosi-nont staff includes International Council of Shopping Centers (ICSC) Western Division Alliance Chair, Ken K. Him, and other active industry leaders, which enables the firm to assist City in retail retention and recruitment efforts and related tasks. 865 South Figueroa Street 35th Floor LosAngeles CA 90017 ph 213.417.3300 fX213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 2 of 31 11. SCOPE OF SERVICES Task 1: Project Kick -Off & Demographic/Economic Analysis Kosmont will conduct a kick-off meeting and tour of the City with City Staff to initiate the assignment and identify priority opportunity sites and site areas for retail -based economic development efforts ("Sites"), The City will provide Kosrnorlt with existing relevant projects, property, and/or market data (e.g., ownership, zoning, previous reports and market / projected housing analysis). Kosmont, will prepare an Economic and Demographic Profile, illustrating existing and future projected trends in household and business, social and economic characteristics, including population, incomes, race/ethnicity, housing preferences, educational attainment, unemployment, employment by industry, commute patterns, resident/ employee concentrations, and other metrics, within standard geographic boundaries (e.g., City limits, various radii centered at Opportunity site locations) as deemed relevant by Consultant. Task 1 analyses will be summarized in PowerPoint Presentation format. Task 2: Market Supply and Demand Analysis Kosmont will evaluate market demand for the City and Sites for major retail subcategories (e.g., restaurants, general merchandise, grocery, soft goods, etc.). The evaluation will include an analysis of retail sales leakage/surplus and retailer voids by retail category. Kostmont will evaluate existing commercial supply conditions, such as inventory, vacancy, lease rates, and existing retail offerings. Task 2 analyses will be summarized in PowerPoint Presentation format. Task 3: Retail Strategy and Implementation Plan ("Plan") Based on results of Task 1 and Task 2 analyses, Kosrnont will prepare a Retail Strategy and Implementation Plan ("Plan"), which will characterize recommended retail attraction and retention strategies for the City. The plaili will highlight Sites and corresponding strengths, challenges, and opportunities with regard to future retail development / redevelopment, The Plan will identify key retailers which Carl be targeted and outline strategies and outreach efforts for attraction. Kosmont will consider the ability of potential tenants to generate tax revenue for the city, create jobs, and fill "voids" identified during the evaluation. Consultant will present a SUrnmary PowerPoint Presentation of the flan including Task 1 and Task 2 findings to City Council, Consultant will incorporate staff, Council, and/or other stakeholder feedback into revision of the Surninary PowerPoint Presentation. Task 4: Initial Plan Implementation Kosmont will work collaboratively with the City on Sites for the initial implementation of the Plan identified and approved by the City pursuant to Task 3. Kosmont will assist in KOSMONT COMPANIES 865 South Figueroa Street 35Th Floor Los Angeles CA 90017 ph 213.417.3300 fX213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 3 of 31 the initial recruitment of targeted retailers by conducting rnarketirig outreach, preparing Sites marketing collateral material, arranging property tours, attendance and representation at International Council of Shopping Centers (111CSC") and/or other retail conferences, and/or other recruiting and project development activities as may be appropriate to solicit interest in Sites and City. Potential Future Services Task 4 is not meant to represent comprehensive implementation of the Plan, but rather the initiation of implementation efforts referenced above. Kosmont will be available to assist in the further implementation of the Plan, such as further retail / developer recruitment efforts, pro forma review and financial feasibility evaluation, fiscal impact and economic benefit analysis, additional market and economic analysis, public-private transaction structuring and negotiations and/or other tasks as directed by Client, time and budget for which will be outlined at the appropriate time in a follow-on scope to be approved by Client in advance. If the City so desires or has a need for financial advisory transaction -based services and/or brokerage services, Consultant would be able to provide those services via one Of OLIr integrated firms, either by Kosmont Transactions Services or Kosrnont fealty Corporation (see disclaimer). Ill. SCHEDULE AND REQUIRED DATA Consultant is prepared to commence work as soon as authorized by Client. Client will provide Consultant with existing relevant projects, property, and/or market data (e.g., ownership, zoning, previous reports and market / housing analysis). Delivery of a draft Summary PowerPoint Presentation is estimated within eight (8) to twelve (12) weeks, from assignment authorization. Additional time and budget may be necessary for the further implementation of the Plan as directed by Client, which will be outlined at the appropriate time in a follow-on scope to be approved by Client in advance. KOSMONT COMPANIES smont.corn 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx2l3.417.3311 www-ko City of Baldwin Park Proposal for Services February 22, 2016 Page 4 of 31 IV. COMPENSATION The compensation for Tasks 1 through 4 is estimated below for professional services (hourly) fees at Consultant's billing rates as shown on Attachment A Estimated Budget Task $12,500 1. Project Kick -Off Demographic/Economic Analysis 2. Market Supply and Demand Analysis $12,500 3. Retail Strategy and implementation Plan ("Plan") $12,500 4. Initial Plan implementation $10,000 $47,600 Estimated Total Scope Task budgets may be re -allocated between tasks as deemed appropriate by Consultant in order to adequately provide services to City, Future increases in budget will require approval by Client in advance. Budget may be increased by Client request at any tirrie. Consultant's attendance or participation at any additional publicly noticed (e.g., City Council, Plat"'i'19 Coly1missiorl, Public Agency Board, other) meeting beyond the one identified in Task 3 requested by Client is in addition to compensation to,, Tasks 1 through 4 and will be billed at the professional services (hourly) fees as shown on Attachment A Services will be invoiced monthly at Consultant's standard billing rates, as shown on Attachment A Any unpaid invoices after 30 days shall accrue interest at the rate of 10% per annum. Consultant is prepared to commence work upon receipt of executed Agreement DISCLOSURE: Kosmont Transactions Services ("I(TS") and Kosrnont I ation I lr�ansactionservices or brokerage services. - The following is being provided solely as an advance disclosure of possible real estate brokerage and finance services and potential compensation formats for such services. This disclosure is not intended to commit the Client. When public agency assignments involve real estate/property brokerage or public financing transactions on behalf of the public agency, such transaction based services are typically provided by Kosmont Transactions Services ("KTS") or Kosmont Realty Corporation ("KRC"). KRC is currently registered with the Securities and Exchange Commission and the Municipal Securities Rulemaking Board as a Municipal Advisor. KRC is licensed by the KOSMONT COMPANIES 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx213.417.3311 www.kosmont.com City of Baldwin Palk Proposal for Setvices February 22, 2016 Page 5 of 31 CA Bureau of Real Estate (License #01770428) and is certified as a Mnority Business Enterprise (MBE). KRC is also registered as doing business as KTS. KTS provides transactional Financial Advisory Services and compensation is typically for financial advisory/loan broker services. KRC provides Brokerage Services and compensation is typically for brokerage commissions such as property and lease transactions and/or success/broker fees. KRC also provides Broker opinions of Value (BOV) services on a fixed fee basis. V. OTHER PROVISIONS 'hall have the right Pa termteiA Termination. Client or Consultant s yment for fees Agreement at any time upon written notification to the other party. accrued through the date of termination shall be remitted in full. a Arbitration. Any controversy or claim, arising out of or in relation to this Agreement, or the rnaking, performance, interpretation or breach thereof, shall be settled by arbitration at JAMS irl I -os Angeles, California, Each of the parties to SLICII arbitration proceeding shall be entitled to take up to five depositions the with document requests. The provisions of Section 1283-05 (except subdivision (e) )I of the California Code of Civil Procedure are incorporated by reference herein, except to the extent they conflict with this Agreement, in which case this Agreement is controlling. If the matter is heard by only one arbitrator, such arbitrator shall be a member of the State Bar of California or a retired judge. If the matter is heard by an arbitration panel, at least one member of he Sate or a jude. The such panel shall be a member of tall ttionsBar ofof law, andCalifornia all mixedretired questiongs of law arbitrator or arbitrators shall decide ques law of asserted of California to the end that and fact, in accordance with the substantive serted nag court of cornpetent all rights and defenses which either party tray have as ceeding jurisdiction shall be fully available to such party shain tset forthe arbitratand, ion delivepro th contemplated hereby. The arbitrator and arbitrators ll h r eAr findings of fact and conclusions of law with the delivery of the arbitration may award.be Judgment upon the award rendered shall be final and non -appealable and entered in any court having jurisdiction. C. Attorneys' Fees. In the event of any legal action, arbitration, or proceeding wising out of an alleged breach of this Agreement, the party prevailing in such legal -easonable attorneys' fees, action, arbitration or proceeding shall be entitled to recover r s and cost incurred in expenses and costs, as well as all actual attorneys' fees, expense enforcing any judgment entered. D. Authority. Each of the parties executing this Agreement warrants that persons duly authorized to bind each such party to its terms execute this Agreement. I I- Further Actions. The parties agree to execute such additional docand intent of uments and take such further actions as may be necessary to carry out the provisions this Agreement. KOSMONT COMPANIES car czith mrsueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx213.417.3311 www.kosmont.com City of Baldwin Pwk pjDposal for Service's February 22, 2016 Page 6 of 31 Agreement nor any of the rights or obligations, F. Assignment. Neither this either party without the prior written consent of the Other hereunder may be assigned by e party. s. This Agreement shall be binding upon and inure to G. Successors and Assign nd their respective successors and assigns. the benefit of the parties hereto a R Entire Agreement; Arnendments and, Waivers. This Agreernent contains the entire agreernent between the parties relating to the transactions contemplated hereby and ally and all prior discussions, negotiations,, commitments and understaadditionndi%or whether written or oral, related hereto are superseded hereby. No modificationis greemnt shal be efectve unless set forth odificatiomodificationof any term or provision of thhe provisionfs�iof tilis Agreement in writing signed by both parties. No waiver Aof any eof t l Shall be deemed to constitute a waiver of any other provision hereof (whether or not nor shall such waiver CoIlStitUte a continuing waiver of such provisions unless similar), rty tthis nt eotherwise expressEach paly provided. reemwill not be construed against any drafting and, therefore, ambiguities int o Ag party to this Agreement. . I n of this Agreement shall be deemed invalid L Severability. If any term or provision or unenforceable, the remainder of this Agreement shall not be affected thereby, and each remaining term and provision of this Agreement shall be valid and in force to the fullest extent permitted by law, questshall , demands and other communications wilich m en ay J. Notices, All notices, re be required under this Agreement sbe in writing and shall be deemed to have be received when transmitted; if personally delivered, if transmitted by telecopier, electronic or digital transmission method, upon transmission; if sent by next day delivery to a dornestic address by a recognized overnight delivery serviceFederal Express), the day after it is sent; and if sent by certified or registered mail, return receipt requested, upon receipt. In each case, notice shall be sent to the principal place of business of the respective party. Either party Illay change its address by gng written notice thereof to the other in accordance with the provisions of this paragraph. K Titles and Captions. Titles and captions contained in n thisno Agreement are inserted only as a matter of convenience and for reference and iway definelimit, , extend or describe! the scope of this Agreem Agreement or the intent of any provision, herein. L Governing Law. The Statutory, administrative and judicial law of the State ern of California (without reference to choice of law provisions of California law) shall gov the exectition and performance of this Agreement. Confidentiality. , Each of the parties agrees not to disclose this Agreement or any PA information concerning this Agreement to any persons or entities, other than to their attorneys and accountants, or as otherwise may be, required by law. KOSMONT COMPANIES actr qmith Fiaueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 7 of 31 N. Counterparts. This Agreement may be executed in one or more counterparts, each of which constitutes an original, and all of which together constitute one and the same instrument. The signature of any person on a telecopy of this Agreement, or any notice, action or consent taken pursuant to this Agreement shall have the same full force and effect as such person's original signature. O Disclaimer. Consultant's financial analysis activities and work product, which may ilIclude but is not limited to pro forma analysis and tax projections, are projections only. Actual results may differ materially from those expressed in the analysis performed by Consultant due to the integrity of data received, market conditions, economic events and conditions, and a variety of factors that could materially affect the data and conclusions. Client's reliance on Consultant's analysis must consider the foregoing. Consultant services outlined and described herein are advisory services only. Any decisions or actions taken or not taken by Client and affiliates, are deemed to be based on Client's understanding and by execution of this Agreement, acknowledgement that Consultant's services are advisory only and as such, cannot be relied on as to the results„ performance and conclusions of any investment or project that Client may or may not undertake as related to the services provided including any verbal or written Communications by and between the Client and Consultant. Client acknowledges that Consultant's use of work product is limited to the purposes contemplated within this Agreement. Consultant makes no representation of the work product's application to, or suitability for use in, circumstances not contemplated by the scope of work under this Agreement. P. Limitation of Damages. In the event Consultant is found liable for any violation of duty, whether in tort or in contract, damages shall be limited to the amount Consultant has received from Client. Q Expiration of Proposal for Services. If this Agreement is not fully executed by the parties within thirty (30) days from the date of this letter, this proposal shall expire. R Not an agreement for Legal Services or Legal Advice. This Agreement does not constitute an agreement for the performance of legal services or the provision of legal advice, or legal opinion. Client should seek independent legal counsel on matters for which Client is seeking legal advice. VI. ACCEPTANCE AND AUTHORIZATION If this Agreement is acceptable to Client, please execute two copies of the Agreement and return both originals to Kosmont Companies. Upon receipt of both signed contracts, we will return one fully executed original for your files. Kosmont will commence work upon receipt of executed Agreement. KOSMONT COMPANIES 865 South Figueroa Street 35`h Floor Los Angeles CA 90017 ph 213.417.3300 fx213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 8 of 31 KOSMONT COMPANIES 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 9 of 31 ATTACIMENT Kosmont Companies 2016 Public Agency Fee Schedule P e "o l r President & CEO $305.00/hour Executive Vice President $290.00/hour Partner/Senior Vice President/Senior Consultant $275.00/hour Vice President/Associate $195.00/hour Project Analyst/Project Research $165.00/hour Assistant Project Analyst/Assistant Project Manager $125.00/hour GIS Mapping/Graphics Service $ 95.00/hour Clerical Support $ 60.00/hour di 'o i . ase In addition to professional services (labor fees): 1) If Kosrnont retains Third Party Vendor(s) for Client (with Client's advance approval), fees and cost will be billed to Client at 1.1X, (times) fees and costs. 2) Consultant's attendance or participation at any public meeting beyond the one identified in Task 3 requested by Client will be billed at the professional services (hourly) fees as shown on this Attachment A. Charges for Court/De ositionlEx ert Witness -Related Aiamarances Court -related (non -preparation) activities„ such as court appearances, depositions, mediation, arbitration, dispute resolution and other expert witness activities, will be charged at a court rate of 1.5 ti nes scheduled rates, with a 4 -hour minimum. Rates shall remain in effect until December 31, 2016 KOSMONT COMPANIES 865 South Figueroa Street 351h Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 10 of 31 PROPOSAL SAL FOR SERVICES .................. TABLE OF CONTENTS.---, MEET THE TEAM .... .:" 11 KOSMONT RETAIL NOM QUALIFICATIONS ............... ••.•• -w _ ... 16 RELEVANT PROJECT �.4.._.�_.�....�.;L...��.��:.�....�._�� ..... m_��.....�.�.._ ,REEF ..m�mROJECT E REFERENCES AND TESTIMONIAL LETTERS •. 25 KOSMONT RETAIL NOW!° FLYER ...• KOSMONT COMPANIES 865 South Figueroa Street 35'h Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 11 of 31 Our Team brings a well-rounded, seasoned group of professionals with an exernplary skillset and the expertise to deliver the requested services. Our Team's unique and wide—array of experience and qualifications will provide the knowledge, guidance., and execution of those services necessary to assist the City in achieving their desired results. The Project Lead for this assignment will be Kosmont's Senior Vice President Mr. Kenneth K. Hira. Mr. Hira will be the City s primary contact and will be supported by Project Principal Advisor, Mr. Larry J. Kosmont along with various team members providing project support as listed below. Duties will be allocated between tasks and personnel categories as deemed appropriate by -the Project Lead in order to adequately provide services to the Client. PROJECT LEAD A former Executive Vice President of the Irvine -based mixed-use developer, Pacific Century Commercial, Mr. Hira managed a portfolio of over $100 million of retail sites, while operating the commercial division of the company. Prior to this, as a Managing Director of Acquisitions for Westrust and a Vice President of Development at Lewis Retail Centers, he evaluated and underwrote hundreds of acres of land, successfully captured and negotiated anchor tenant commitments creating $60 million of value in ground -up development and redevelopment, and was responsible for 800,000 square feet of retail entitlement, design and development. As Vice President of GMS Realty, Mr. Hira entitled one million square feet of retail development projects, as well as led the acquisition of 24 neighborhood and community shopping centers, totaling 3.3 million square feet and valued at $878 million, and organized a $287 million recapitalization. KOSMONT COMPANIES 865 South Figueroa Street 351h Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of B,',J1dM() Pafk Proposal fol, s0fvicas Febroary 22, 2016 Pea r; 12 of 31 Mr, Hira holds a Bachelor degree in Econornics and Basinstloess frorn UCeCLAeadHesf g nt, ari, active volunteer leader of the International Cte Sector Chair, advocating as the ICSC Western Division Alliance Priva serves as 'the ICSC Southern public-private partnerships, while previously serving California State Director, Program Committee Chair and Allrities iance Co-Cha�l�uangeExIdira is a registered MUnicipal Advisor with theS.Secu Commission (SEC). PROJECT PRINCIPAL ADVISOR r. Larry J. 0s"1011 + , rppo�,)I is the President and CEO of M Kosmont companies, which he founded in '1986, Kosmont Col-npanies is an industry leader in public/private real estat(', transactions, economic development and public finance, In 2009„ he created the Kosmont Muni Horizons Fund"" which sources Private 'financing for public projects, P3 initiatives, infrastructure funding and economic development Mr. D rtmaNT, of enaissance CoMMUnity Fund, which Kosmont is also Managing - hout invests and develops mixed use, residential and collirnercial projects throug California, and a I'dilciPal Of California Golden Fund, an approved ISIS -5 Regional Center. Mr, Kosmonts, 38 -year career encompasses public/private financial structuring and negotiations, development, and management of reestate reand public 'finance transactions exceeding $12 billion, He has an extenalsive track cord as a public/private real estate consultant and public nn ndvoassisted hundreds of local government agencies public finance and real estate matters ranging from large-scale economic development prograr,ns to site specific real estate strategies and projects. He has guided terms, over 1securing andsector projects in obtaining public approvals, structuringl public/private financing. Mr. Kosmont served as Interim City Administrator for the City of ontebassignmentello, CA from May 2011 to March 2012 as part of a financial turnarounMd awarded to Kosmont Companies. From 1975 to 1986, Mr. Kosmont served in the roles of city Manager, Director of Community Development, and Redevelopment Director in the cities of Santa Monica, Seal Beach, ith Bethe US. Securif ll Gardens, and Burbank. ies and w Mr. Kosmont is a registered Municipal Advisor Exchange Commission, a licensed real estate broker in California, a designated Counselor of Real Estate, CREO, and has served on: KOSMONT COMPANIES www.kosmont.COM 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx213.417.3311 C.;lly of Bald ll Pcll'6c p'l pos l for eAMCOS r-ebruaty 22, 2016 P,,,jg'13 o '°l MWD Board (represented City of Los Angeles) State Comrnissioner - California Economic Development Commission —Board of Directors USC Lusk Center for Real Estate Los Angeles City Cor inissioner - Industrial Development Authority * California Redevelopriient Association (CRA) Board California Association of Local Economic Development (CALED) City of Hawthorne Redeveloprnel"t Oversight Board Mr, KosmouA holds a Masters of Public Administration fro the DegreeState Un versify om the lof ty of Southern California send a B.A. in Political Science New York —Binghamton. SENIOR PROJECT ANALYST Mr. Joseph i e is a Vice President with Kosmont Companies serving public and private sector clients primarily through market and economic analyses, oseph'si recent woic gk and real estate development advisory. includes market supply and demand analysis, fiscal impact and economic benefit studies, luationnaandl feasibility and property reuse development pro forma e strategies for municipalities, real estate investment and development firms, and multiple Fortune 500 clients. Prior to joining Kosmont Companies, Joseph servedanasenior analyst at a real lyst at a top management estate investment and development firm and as an anand properly -level consulting firm, responsible for industry, market, portfolio analysis, negotiations, and transaction execution support for investment banks, private equity firms, and other financial institution ncllients. Josepana ementh was whviou ly o an assistant project manager at a construct g assisted with RFQ/P development and project implementation. Joseph graduated with a Bachelor's of Science degree in Mechanical Engineering frorn the Massachusetts Institute of Technology and is a Real Estate Salesperson licensed by the State of California Bureau of Real Estate, KOSMONT COMPANIES 865 South Figueroa Street 35'h Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 15 of 31 Kosmont Retail NOWT® is the core resource and tool in a public agency's arsenal to attract and expand retail in the community. Proper evaluation of retail opportunities through development or attraction / leasing strategies doesn't require an overpriced study leaving a public agency with a shelf report and a dated list of possible retailers to call iShopping shorter thanfundamentally adaptable today and the shelf lives of retail concepts are strategy, not a "study' is what is needed to thrive. Kosmont Retail NOW!° is a "`worl(ing" strategy that is dynamic, adaptable and comprehensive. It puts forward a proactive retail strategy uresults icwhich nifies existing s l to conditions, sets a path, targets tenants and prod strategy, through to implementation. Today's trends in the evolution of retail include value, ente rtai lirne tit, and partnerships, and "place" is then new anchor. From our many years as public sector real estate advisors and with hands on or experience, Kosmont Companies understands the need for private sect successful ret and city sales tax revenues. Our tearn offers in-depth research, real world expertise, and long terra relationships needed to bring viable retail to a community and to make retail part of, a greater economic development strategy. RETAIL SERVICES: KosmontRetail NOW!® projects typically consist of the three steps: Step I - al_ :e: Market Analysis & Community Assessment Step 2 - Skate lie: Vision & Strategy Step - Im lament; Plan Implementation Market Analysis and C01,17r iuni Assessment. Successful retail today requires that both public agencies and private developers have a current ree that define the greater region and the specific trade snapshot of market fd area in which they intend to develop. Our real estate advisors geography analysts produce an accurate assessment of a project's r graph y by deigning retail trade areas; completing a void analysis„ collecting, segmenting and synthesizing demographic data.; analyzing trends affecting the rehen region; n; and gathering market intelligence. Kosu°nont Companies offers comp rket and community assessment informed by more than two decades of responsible public and private sector oorIsulting. KOSMONT COMPANIES nar Cniith Fioueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 16 of 31 Vision and Strategy: Building on decades of successful advisory service to the public and private sectors, Kosmont Companies is among the most innovative and capable companies in California when it comes to creating a strategy geared towards designing and implementing a retail vision on a district or citywide scale. Kosmont understands that clients do not need an overwrought retail study to stick on the shelf, we believe that the most valuable retail attraction tools are those that are timely, efficient, and reflect cutting edge market knowledge. Kosmont ensures effective retail strategies through the targeting of "best fit" ideal retailers, branding and marketing the project, attracting and approaching retailers, carrying out community, economic and retail development, and creating pubic -private partnership strategies. Plan Implementation: Kosmont Companies has assisted hundreds of public agencies in their quest to retain jobs, attract and retain business, structure zoning, draft General Plan elements, draft Specific Plans and structure tax and incentive plans that target meaningful private retail investment and create places of value within communities. Kosmont strategically executes retail plans using our deep bench of industry experts who have years of experience executing business plans, marketing locally and regionally, utilizing real life relationships to create meaningful change, and meeting with and making deals with retailers. KOSMONT COMPANIES City of Baldwin Park Proposal for Services February 22, 2016 Page 17 of 31 CITY" OF SOUTH GATE "AZALEA" RETAIL CENTER— KOSMONT RETAIL NOWT° Serving In the capacity of real estate, economic development &finar�al advisor, Kosmont entities have been retained by the City of South Gate, Calif ia, since 2003, working on various projects and initiatives: "azalea" Retail Center: The azalea Project, a 370,000 square r� foot 32 -acre regional retail lifestyle center developed by Primestor, and�;�� the winner of CALED's 2015 Award of Excellence for Economic Development Partnerships, celebrated its formal grand opening in 2014. Kosmont Companies assisted on a variety of financial and economic development services. Kosmont successfully led public-private negotiations of an Infrastructure Financing Agreement and was the Cit/s financial advisor for a $34.17 million utility authority financing of offsite improvements. Kosmont provided an urban decay analysis, retail market study, public benefit analysis, project pro forma peer review, and retail gap analyses. Kosmont assisted with the project implementation, advised the City related to property acquisition and disposition matters, created the developer RFQ for developer selection, and negotiated the Development Agreement between the City of South Gate and Primestor. azalea continues to perform above expectations generating over $2.6 million per year to the Citys general fund. The project is currently over 95% leased and attracted over 35 desirable national retailers, which has significantly reduced retail leakage and expanded the local tax base. Major tenants include Walmart, KOSMONT COMPANIES 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 18 of 31 Forever 21, Skechers, Wet Seal, TJ Maxx, Ross Dress 4 Less, CVS, Marshalls and ULTA. Restaurants include Blaze Pizza, Habit Burger, TG1 Fridays, Chipotle, Yogurtland and In -N -Out Burger. azalea is located in the most dense section of LA County, in the predominantly Latino populated City of South Gate. it was negotiated during a recessionary cycle with a 16% local unemployment rate and a significant general fund deficit. To counteract these conditions azalea deployed a city "negotiated" local hiring job training and apprenticeship program that created over 600 permanent local jobs. Other unique azalea features include a 1.5 -acre public plaza, community center with special event programming, complimentary Wi-Fi, sustainable construction, and the largest west coast'living walls' installation. MAC ERIC MANAGE I`r/fll=-N r, OMFIAN)( MALL OF VICTOR VALLEY AND KOSMONT RETAIL NOWT© Kosmont was retained by Macerich to provide real estate advisory services related to its Mail of Victor Valley. The Mall had a vacant Gottschalks department store and a temporarily filled vacant Mervyn's building. The City of Victorville, where the approx. 550,000 square feet Mall is located, was facing declining sales tax revenues as a result of the underperforming retail space. KOSMONT COMPANIES 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fX213.417.3311 www.kosmont.com City of BaldWn Park Proposal for Services February 22, 2016 Page 19 of 31 REAL ESTATE & ECONOMIG DEVELOPMENT ADVISORY SERVICES AND KOSMONT RETAIL NOWP Kosmont was originally retained by the Harbor Division of the City of Redondo Beach to develop and execute an Asset Management Plan. In 2010 a Business Plan was adopted by the City, and Kosmont's recommendations and strategies are now being implemented to promote and accelerate revitali7-ation of the area. The project involves the acquisition, negotiation, and disposition of multiple leases, financial analysis, development and coordination of RI"Q A A I nrl yy-i pixtira(Z processes Iul U11 V uvr-; up V V -- U-11-1-1 pertaining to hotel, office, retail, restaurant and visitor serving amenities. After developing the Asset Management Plan, Kosmont implemented a series of policies and transactions for the management and redevelopment of the leaseholds on the 150 acres that comprise the Redondo Beach Pier and surrounding waterfront district, as well as strategies for encouraging business investment and optimum use and tenant mixes to achieve revitalization goals. These transactions included two property acquisitions financed by two lease - leaseback financing structures totaling approximately $11 Million (-105% financing with positive cash flow). In 2012, Kosrnont also facilitated an RFQ process to identify a potential master developer for a number of area properties. In 2009 and as, a direct result of this, work, Kosmont and the City completed negotiations for the Shade Hotel (Zislis Group); this is a proposed luxury boutique hospitality facility on land owned by the City pursuant to a ground lease. Kosmont continues to work with the City to implement the recommendations of the Asset Management Plan, and in 2012 executed two transactions utilizing lease -leaseback financing struCtUres totaling approximately $11 million (-105% financing and positive cash flow) and two property acquisitions totaling approximately $10.5 million (as follows). Waterfront Revitalization: Kosmont also assisted the City in an overall revitalization of the City downtown waterfront. Aspects of the revitalization program include 1), meetings with retail developers; 2) selection of a developer for key waterfront sites; 3) evaluation and analysis of the City's waterfront retail, market, and 4) solicitation of retailers and developers through KOSMONT COMPANIES 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fX213.417-3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 20 of 31 marketing opportunity sites at events hosted by the International Council of Shopping Centers (ICSC). Pier Plaza: Kosmont served as the City's broker for the acquisition of International Boardwalk as part of Revitalization Plan of Pier and Waterfront area. Acquisition is core to City's economic development strategy of aggregating leaseholds to lead to broad revitalization on the waterfront. Kosmont also structured and closed $8.3 Million in Lease -Leaseback financing for the City's acquisition of Pier Plaza. Terms provide 105% financing and positive cash flow. International Boardwalk: Kosmont served as the City's broker for the acquisition of International Boardwalk as part of Revitalization Plan of Pier and Waterfront area. Acquisition is core to City's economic development strategy of aggregating leaseholds to lead to broad revitalization on the waterfront. Kosmont also structured and closed Lease -leaseback 104% financing of $2.7 Million. Marine Avenue Hotels (TOD): In 2012, Kosmont worked with the City and Developer to identify funding sources and negotiate a Lease -Leaseback structure to fund the development of two (2) hotels (Hilton Garden Inn and Marriott Courtyard) within the City. Kosmont used a pledge of future city tax revenues to provide the financing to make the 319 -room project feasible for the developer and the City. The two hotels are now open for business. In 2013, Kosmont assisted the City in negotiations with the developer to include a third hotel within the structure. The third hotel began construction in 2014. Upon stabilization, this project is expected to generate approximately $3 million annually in hotel taxes for the City. CITY OF BUELLTON ECONOMIC DEVELOPMENT SERVICES, MARKET ANALYSIS, AND KOSMONT RETAIL NOWjO Kosmont Companies (Kosmont) was retained by the City of Buellton in response to a Request for Proposals (RFP) for the preparation of a Market & Economic Analysis and Economic Development Implementation Plan (Plan). Kosmont was later additionally retained for the initial implementation of the Plan, including recruitment of targeted retailers/developers (e.g. Chipotle) for identified development opportunity sites within the City. KOSMONT COMPANIES 865 South Figueroa Street 35`^ Floor Los Angeles CA 90017 ph 273.477.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 21 of 31 Kosmont collaborated closely with the Buellton Visitors Bureau/Chamber of Commerce (also a client) to identify development opportunity sites, prepare marketing flyers, solicit retailer interest and conduct developer outreach at ICSC conferences in Monterey, San Diego, and Las Vegas between 2013 and 2015. Kosmont is collaborating with the City on a planning team to implement a Specific Plan and utilize an Economic Development tool known as a Development Opportunity Reserve to induce private investment into the Avenue of the Flags Downtown District. CITY OF SCOTTS VALLEY KOSMONT RETAIL NOWjO MARKET ANALYSIS & HOTEL DEVELOPER NEGOTIATIONS The City of Scotts Valley sought a consultant to assist and advise on strategies to revitalize the City's existing Town Center. Kosmont conducted site-specific demographic and retailer void analysis as well as retailer recruitment and developer attraction. Kosmont was separately retained by the City for hotel developer negotiations and transaction structuring, including a potential CDBG grant, fee deferrals, and site-specific TOT financing structures between developer and City. KOSMONT COMPANIES 865 South Figueroa Street 35`h Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 22 of 31 CITY OF IRJiIDGEC"RIES"T KOSMONT RETAIL NOW!@ MARKET ANALYSIS, DEVELOPER OUTREACH, AND TENANT RECRUITM ' ENT Kosmont was retained by the City of Ridgecrest for Kosmont Retail NOW!O services, including the of a Retail Sector Action Plan, preparation developer outreach and solicitation, and tenant recruitment. The Action Plan included an analysis of existing market area economic conditions, retailer demand and voids, reta i I sales surplus/leakage, and identification fund i ng sources and potential financing , alternatives for project implementation. Kosmont aided in the"" V%action of several '00r national credit retailers (e.g. Marshall's, a TJX Company) and collaborated with developers on several key opportunity sites. ! IN " �iqma 11', 12110�, Kosmont Companies testimonial from the City of Ridgecrest shown in the References section ] KOSMONT RETAIL NOW!0 The City of Paramount retained KosliTiont Companies to carry out Kosmont Retail NOWrnarket assessment and attraction advisory services, including economic and dernographic analyses and the preparation and initial implementation of a retail recruitment plan. Following completion of these services, the City requested that Kosmont provide assistance to the City for the continued implementation of the retail plan. [ Kosmont Companies testimonial from the City of Paramount shown in the References section ] KOSMONT COMPANIES 1365 South Figueroa Street 351h Floor Los Angeles CA 90017 ph 213.417.3300 fX 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 23 of 31 CITY OF YUCAIPA UPTOWN BUSINESS DISTRICT REVITALIZATION AND KOSMONT RETAIL NOWjO The client sought Kosmont's retail expertise in requesting Kosmont's Ril NOW! ° strategies (demographic and economic analyses, formulation of retail -based economic development strategies, and implementation of the preferred economic development strategy) along with a residential and market analysis of the region. Kosmont prepared a Kosmont Retail NOW!° and Residential Market Analysis for the city of Yucaipa detailing their findings and recommendations. Kosmont's findings demonstrate that Yucaipa is experiencing retail leakage in the community due to relatively low per capita retail sales as well as a relatively small amount of taxable retail sales. Kosmont then identified target sites and provided recommendations for their redevelopment. _CITY OF STANTON REAL ESTATE & RETAIL SERVICES AND KOSMONT RETAIL NOWjO Kosmont was selected by the City of Stanton to assist with real estate and economic development strategies and an Implementation Plan. Kosmont evaluated existing conditions in the local economy and provided a retail market survey, identified specific economic development opportunities and marketed to businesses, built community and stakeholder support, identified incentives for business attraction and retention, and developed criteria to assess the future economic development function and fiscal impact. Kosmont is currently assisting the City on major retailer expansion and post - redevelopment dissolution asset strategy and property disposition. KOSMONT COMPANIES 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 24 of 31 ADDITIONAL SAMPLES OF KOSMONT RETAIL NOWT° ASSIGNMENTS INCLUDE: • City of Duarte: Retail market evaluation including recruitment of national credit restaurant retailer; introduction and negotiations with developer for mixed use redevelopment project. • City of Eastvale: Market evaluation and financial feasibility component of Specific Plan including retail demand metrics. Targeted retailer/developer outreach and solicitation at International Council of Shopping Centers Real Estate Convention. • Fresno County Friant Corridor: Preparation of demographic and market study for targeted retail and recreational uses. • City of South Pasadena: Developer negotiations on mixed-use redevelopment project. • City of Chino Hills: Assistance to owner of Shoppes at Chino Hills (private sector client) with future phase development strategy with City. • City of Hanford: Preparation of Downtown East Market Study for incorporation into Downtown East Precise Plan, including demographic and economic analysis, retailer void assessment, retail sales/leakage analysis, future retail development feasibility evaluation, and preparation and initial implementation of retail development strategies. Later separately retained for updated market analysis in connection with City General Plan update. • City of Huntington Park: Developed economic development strategic plan and marketing plan to help maximize the citys future economic potential. • City of Laguna Hills: Evaluation of potential revitalization of Laguna Hills Mall, including evaluation of trade area and existing retail conditions, retailer voids, retail sales surplus/leakage, and future development feasibility. • Kilroy Realty: Updating Retail Market and Urban Decay Analysis and Net Fiscal Impact Analysis for One Santa Fe Project in San Diego. • City of Manhattan Beach: Village Shopping Center redevelopment analysis and exploration of potential public-private transaction with owner/developer. • City of Montebello: Project planning and programming, development agreement negotiation, sales tax sharing agreement and marketing and solicitation of anchor tenant interest in retail component of planned residential community. • City of Pico Rivera: Site-specific demographic and retailer void analysis and retailer recruitment. KOSMONT COMPANIES 865 South Figueroa Street 35`h Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 25 of 31 City of Placentia: Assistance with downtown retail redevelopment and Sierra Vista retail attraction. City of Redlands: Retail attraction strategies for potential mail redevelopment. City of La Mirada: Retail market study/analysis. City of Bellflower: Retail market study/analysis. City of Walnut: City, trade area, and opportunity site-specific demographic and economic analysis, retailer void assessment, retail sales/leakage analysis, and preparation and initial implementation of Economic Development Action Plan. KOSMONT COMPANIES 865 South Figueroa Street 35`h Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 26 of 31 TESTIMONIAL: "Kosmont delivers an array of technical and deal making skills that public agencies cannot develop in-house. Their ability to understand economic development projects from the city, developer and financier perspectives has delivered tremendously successful results for Redondo Beach," . Wmm Peter Grant, City Manager, City of Cypress (Former Asst. City Manager, City of Cit f Red_ nrlo B ach: 415 Diamond Street, Redondo Beach, CA 90277 Peter Grant, Former Assistant City Manager (Current City Manager of Cypress) Cell: (714) 335-1685 1 Email: pgrant@ci.cypress.ca.us Ci Sout iGate: 8650 California Avenue, South Gate, CA 90280 Steve Lefever, Director of Community Development Phone: (323) 563-9566 1 Cell: (323) 228-9217 1 Email: slefever@sogate.org aC" of Buetorr: 107 West Highway 246 (P.O. Box 1819) Buellton, CA 93427 Marc Bierdzinski, City Manager/Planning Director Phone: (805) 686-0137 1 Email: marcb@cityofbuellton.com City of Ridgecrest'. 100 West California Avenue, Ridgecrest, CA 93555 Gary M. Parsons, Economic Development manager Phone: (760) 499-5061 1 Email: gparsons@ci.ridgecrest.ca.us City of Paramount: 16400 California Avenue, Paramount, CA 91340 John Moreno, Assistant City Manager Phone: (562) 220-2027 1 Email: JMoreno@paramountcity.com Ci of Juru a Valle 8930 Limonite Avenue, Jurupa Valley, CA 92509 Gary Thompson, City Manager Phone: (951) 332-6464 1 Email: gthompson@jurupavalley.org CIt of Azusa (formerly Cit of Placentia: Troy L. Butiff, City Manager (Former Placentia City Administrator) Phone: (626) 812-5238 1 Cell: (714) 745-5615 1 tbutzlaff@ci.azusa.ca.us C" of S' t�7800 Katella Avenue, Stanton, CA 90680 Omar Dadabhoy, Community Development Director Phone: (714) 379-9222 x 213 1 Email: odadabhoy@ci.stanton.ca.us [ See additional Testimonials on the following pages ] KOSMONT COMPANIES 865 South Figueroa Street 35ffi Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 27 of 31 KOSMONT COMPANIES 865 South Figueroa Street 35th Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 28 of 31 ry CITY OF R.1 DGECRES J, CALIFORN U loo West California Avenue, Ridgecrest, California 935554054 Phone (760).499-9061, * Fax (760) 499-1900 November 4, 2014 I I am pleased to be able to recommend Kosmont Associates as the City ve of Ridgecrost's ReWil Economid: Do' lopment advisors. Kosmonit Associates has become a highly valued part of the city's "onomic development teaM This firm has been highly professional In Its efforts for the city and has been rs to our cor"munit, Their willingness to go beyond the services outlined In their agreement with the citY has been outstanding and has allowed the city to move forward in its efforts to bring retail in tD:Our community at a much faster pace. Their reputation fins brought the city, ai Way to rneet and work with established Retail De:veio;P:ers, bringing them to the table to discuss both the development of new retail centers and the rehabilitation of existing Ones, Tids office and tho City of Ridgecrest highly recorhmend you consider Kostniont associates to become a member, of your acionomic: development team. They will be there for you In all phases of your efforts to bring retail to your c0mmu"Ity-: sill ely, S Qary M. Parsons Economic Development Manager City of Ridgeere.st 7004995001 Page I of I KOSMONT COMPANIES 865 South Figueroa Street 35" Floor Los Angeles CA 90017 ph 213.417.3300 fx2l3.417.3311 www.kosmont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 29 of 31 r)Jk 116 1, tAARM,6 -r Ll,l rv,l, Assistant City Manager (562) 220-2022 8mmmmEEmm= I arn please -d to write this leiter of mcommendation for Kosrinrxit Compania-si. "I'lie GO of Paramount !tired Kom"nont Companies to provide they Cfty consuilling ser*.Ps in connection with raerforming ec�onoriflc and dernowaphic analyses, developing a retail remitinent plari, assisting with the implementation of the retail reomitiver,it plan and providing other project manauqnlent assistance, Additionally, Ure City hired Kosmant Cornpanies to assist with the Successor Agency to the former Redevelopment Agency for the preparation, presentation, and Over3ight Board approval of the torr Range Property Management Ran mandated by Asserobly Bill 1484Kostriont's experfise and guidance has enabled us to navigate ti-te unprecederRed and constantly-evotving redevelopment dissolution proces.s. On a personal not(,!, l have enjoyed working vyi(h Ken I-fira and, Joseph Dieguez and have fmAnd both to Lie exceptionally professional, knmvledgeaWe, and twe to their word, They know how local government works and were flexib4e When producing the. agreed upon scope of work. .ShoWd you have fwther questions regarding rrly experk-mice in using. Kosmont Companies, please so not hesitate to. Contact Me at (562) 220-2022. CITY OF PARAMOUNT jr,)hn Moreno Assistant city Manager' 14,400 C'm'i-.5rado Awa nu �', fscuu+.rem,w nr , CA, 90723,5012 m V%„ 562,-220 TYGO - F= '� 62630 613 WVA, po: ral-,"(W00Y C.q',um KOSMONT COMPANIES 865 South Figueroa Street 35'h Floor Los Angeles CA 90017 ph 213.417.3300 fX213.417.3311 www.kosrnont.com City of Baldwin Park Proposal for Services February 22, 2016 Page 30 of 31 October I, 2014 RD Letter of Recommendation for I4os ont Companies To Whorn it may Concern, d. anrn pleased to write tlii% letter" of t""ornpalllas. The Cay of,, d lredliona ern yarp,cad : o5anaorit C"aralip�tarnies as a consultarn t to rt'�r�vi�de ccoliomic; rl�e�e�drrlaaria,rala advisory servicers including dertlo,grap hic and lmde rarera, aiiaalyses, retailer And drevelopwe • rrr;ktrcrure>lalrecrras"&n 'le tlt and pli! nnivig and fhurne ing strat:cgie% 'Z hc° Phase l 1 Coilr': nlic Deveioparel-A fin lenaenta iorl Nall wva,n COMPlcted, in April 201E and thoy are now working on rnrpalerrloitartioar strategies R:nr tlwe City, Several aetailens have, racenitly inaade coulntitrilents to open loc��t'llions in tdwe. Cii)r of Doelltorl tlw bads ill part to tdredr° axprcrlise and ongoing effbrts.'rr4aer appreciate their hands otr approach and in person nutercretion will, stand"1`, City (",ouncil, Chamber of Coronlerce,„ and rn inbers of." the bus'inestr community. The City alrcl business community have egjJoyed working, n, with l cn, l dpirr ai,i°reel Joscph I1re pucrz. 1:3oth are very knowledgeable in their fl lr:d and give us honest answers , wcd r (lvicer. Allhouyh we have a ±airriadl contract Compared to their other clients, berth and Ken and Joseph do not trait m as ar snwrrldef oierit, 'T°laey aiways area available via the lflwone road c -inlaid, and go above ;and lreyonrl. their contract l Cgriirenre.Ills to sridaP011 economic alevc40pi rent in the City of Bueflion, I would be pleased to re.coatrrawn d'Kostnaorwt to aarry dwrosp ec[i ve, clientseeking to use tl°tilservices. Ier""uta be reached a al 805-689-5 177o a"raarrulret,e„lpyarllrrt�Dsp�itae�i�, sulcw,rcly, �M Marc P. Bierdzinski City Manager 107W. Highway 2d6 • P.O. Box 1819' Buellton, CA 93427 • v 805,688.5177 • f: 805.686.0086 • www.cityofbuellton.com KOSMONT COMPANIES 865 South Figueroa Street 35” Floor Los Angeles CA 90017 ph 213.417.3300 fx 213.417.3311 www.kosmont.com City of Bald4n Park Proposal for Services Februaty 2Z 2016 Page 31 of 31 flzz�� Re- Letter Recommendation for Kosmont As-dociates I aria pluasedi to write INs letter of recommeridation for Kosroont Associates. The City of Placentia retained Kosmont Associates several years ago to provide professional consulting and financial advisory services on, a number of project's related to the planned Metrolink Station in the City's downtown area, As part of their engagement, Kosmont has assisted tho City in developing an overall downtown strategy, as well as provide a host of services including project management, planHng and financial analysis on a multi-level Pal'109 structure that Is currently being planned to serve true new Metrolink tation and adjacent downtown area. In addition to their work on the Metrolink Station and parking structure, Kosmant's tearn has been pursuing potential raubltc-private transactions by developing both a strategy and the necessary financial structures to realize a transit-orlented retail development that wilt ultimately ecast the feel of our downtown. 'rhe city hopes. s to use this sitttt6gy to flnda development partner willing to work on future development projects with the City, Ona ,a personal note, I have enjoyed nay working relationship with Larry Ko6rnont, and Ken Hra and have, found both to be exoeptionally professional and very ethical In their approach In things, Ken and Larry bring a high -levet of knowledge and expertise of the private equity market and real estate to the table that in racy view gives the maty a competitive edge when dealing with developers. Finally, both Larry and Ken understand their role as consultants and never exceed their authority or go beyond the kraits of their engagement with the pity. It is with great pleasure that t Whoteheartecity endorse Kostnont Associates to other publlc agencies in need of professional, imnsulting frorn project rnanagemsent, financial analysis and real estate advisory services, 'they know how government works, and understand how to achieve, your desired results. Should you have any, questions regarding my eiperienbe in:u.sllno Kosraont Associates, please, feel free to contact rase at (714) 993-8118. Sincerely, T IC:i L M Administrat Z18118 KOSMONT COMPANIES 2,65 South Figueroa Street 35"Floor LosAngeles CA 90017 ph213.417.3300 fX213.417.3311 www.kosmont.com The PeOPIL are the City Mayoras JEREMY . M YA . MAGUGHI rcaro�K City, Clqrk INATMCK A MH 1A MarAro T#m ya CRY rrewsvm r, CRAIG S, GREEN CKAE) V, WANKE ODUACIV174eebers: CffyAdmMlsfrarur rROY I- GUTZLAFFICM&CM JOSEPH V, AGUIRRE SCOTTV, NELSON CONSTANU M, UNDERHILL 441 ast Chap~ Avenve - Placentra, Cal9bMia 92670 flzz�� Re- Letter Recommendation for Kosmont As-dociates I aria pluasedi to write INs letter of recommeridation for Kosroont Associates. The City of Placentia retained Kosmont Associates several years ago to provide professional consulting and financial advisory services on, a number of project's related to the planned Metrolink Station in the City's downtown area, As part of their engagement, Kosmont has assisted tho City in developing an overall downtown strategy, as well as provide a host of services including project management, planHng and financial analysis on a multi-level Pal'109 structure that Is currently being planned to serve true new Metrolink tation and adjacent downtown area. In addition to their work on the Metrolink Station and parking structure, Kosmant's tearn has been pursuing potential raubltc-private transactions by developing both a strategy and the necessary financial structures to realize a transit-orlented retail development that wilt ultimately ecast the feel of our downtown. 'rhe city hopes. s to use this sitttt6gy to flnda development partner willing to work on future development projects with the City, Ona ,a personal note, I have enjoyed nay working relationship with Larry Ko6rnont, and Ken Hra and have, found both to be exoeptionally professional and very ethical In their approach In things, Ken and Larry bring a high -levet of knowledge and expertise of the private equity market and real estate to the table that in racy view gives the maty a competitive edge when dealing with developers. Finally, both Larry and Ken understand their role as consultants and never exceed their authority or go beyond the kraits of their engagement with the pity. It is with great pleasure that t Whoteheartecity endorse Kostnont Associates to other publlc agencies in need of professional, imnsulting frorn project rnanagemsent, financial analysis and real estate advisory services, 'they know how government works, and understand how to achieve, your desired results. Should you have any, questions regarding my eiperienbe in:u.sllno Kosraont Associates, please, feel free to contact rase at (714) 993-8118. Sincerely, T IC:i L M Administrat Z18118 KOSMONT COMPANIES 2,65 South Figueroa Street 35"Floor LosAngeles CA 90017 ph213.417.3300 fX213.417.3311 www.kosmont.com