Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
2017 10 18
NOTICE AND CALL OF A SPECIAL MEETING OF THE CITY COUNCIL, TO THE MEMBERS OF THE AFOREMENTIONED AGENCIES AND THE CITY CLERK OF THE CITY OF BALDWIN PARK NOTICE IS HEREBY GIVEN that a Special Meeting is hereby called to be held on WEDNESDAY, OCTOBER 18, 2017 at 5:30 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: October 12, 2017 AFFIDAVIT OF POSTING �1 .w- Manuel Lozano Mayor 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 October 18, 2017. Alejandra Avila City Clerk CITY COUNCIL SPECIAL MEETING Please note �+ time and OCTO 18, 2017 meeting location 5:30 P - CITY HALL — 3rd Floor, Conference Room 307 14403 EAST PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 Manuel Lozano - Mayor Susan Rubio - Mayor Pro Tem Cruz Baca - Council member Monica Garcia - Council member Ricardo Pacheco - Council member PLEASE TURN OFF CELL PHONES AND PAGERS WH/LE MEET/NG /S /N PROCESS POR FA VOR OE APAGAR SUS TELEFONOS CEL ULARES 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 aterlarator is available for yocra rr convenience ww.. 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, podrA 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. Flay un it) t6g2nete �aaara su conveniencia .. �� CITY COUNCIL SPECIAL MEETING — 6:00 P.M. CALL TO ORDER ROLL CALL: Council Members: Cruz Baca, Monica Garcia, Ricardo Pacheco, Mayor Pro Tem Susan Rubio 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 algun asunto a menos que sea incluido en la agenda, o a menos que exista alguna emergencia o circunstancia especial. EI 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. CITY COUNCIL STANDING RULES / CODE OF CONDUCT Discussion regarding rules/code of conduct. RECESS TO CLOSED SESSION 2. PUBLIC EMPLOYMENT (GC §54957): Chief of Police 3. CONFERENCE WITH LABOR NEGOTIATORS (GC §54957.6) Pursuant to Government Code Section 54957.6: _A erc desi rated re resentatives: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Ern to ee Lanizatio : General Unit of Maintenance Employees, SEIU Local 721; Police Officer Association; Professional and Technical Employees Association; Clerical Employees Association; Police Management Employees Association; Classified Confidential Employees Association; Classified Management Employees Association UEiEg1 .Lesent d Fr p ay c : City Planner; Housing Authority Manager; Community Development Director; Human Resource Manager; Police Chief; Finance Director; Public Works Director; Recreation and Community Services Director 4. REAL PROPERTY NEGOTIATIONS Pursuant to Government Code §54956.8: Property: 13100 Brooks Drive Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Joseph White, Becker Boards Under Negotiation: Price and terms of payment 5. REAL PROPERTY NEGOTIATIONS Pursuant to Government Code §54956.8: A. Property: 14551 Joanbridge Street Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Lih Ping Henry Liou, Baldwin Park TALE Corp. Under Negotiation: Price and terms of payment B. Property: 4145 Puente Street Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Edward Avakyan, Jenome Research Under Negotiation: Price and terms of payment C. Property: 1453 Virginia Avenue Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Todd Seidner, Virginia Avenue Holdings, LLC Under Negotiation: Price and terms of payment D. Property: 15480 Arrow Highway Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Lynn Metrow and Todd Hill, Bud King's Weed Club Under Negotiation: Price and terms of payment E. Property: 418 Cloverleaf Drive, Units A and B Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Tina Honglin Guan, Lucky Medical Cannabis Development, Inc. Under Negotiation: Price and terms of payment F. Property: 14824 Ramona Boulevard Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Shaun Bershatski, RUKLI, Inc. Under Negotiation: Price and terms of payment G. Property: 428 Cloverleaf Drive Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Ming Hong Huang Under Negotiation: Price and terms of payment H. Property: 5117 Calmview Avenue Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Victor Chavez and Helen Chau, Casa Verde Group Under Negotiation: Price and terms of payment I. Property: 13467 Dalewood Street Agency Negotiators:: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Darrin Oganesian and Ryan Oganesian, RD Baldwin Park Under Negotiation: Price and terms of payment J. Property: 14837 Ramona Boulevard and 14841 Ramona Boulevard Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Phil Reyes, Alexis Reyes, Lilia Cuervas and Maria Alarcon Organic Management Solutions, LLC Under Negotiation: Price and terms of payment K. Property: 1453 Virginia Avenue, Suite "O" Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Chris Coogan, Therapy Crafted Brands, LLC Under Negotiation: Price and terms of payment L. Property: 5148 Bleecker Street Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Sergio Torres, Enrique Vega and Moses Acosta Medical Grade Farms BP Under Negotiation: Price and terms of payment M. Property: 15023 Ramona Boulevard Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Shaun Szameit, Joshua Pierce and Kevin Huebner Kultiv8 Group, LLC Under Negotiation: Price and terms of payment N. Property: 5010 Calmview Avenue Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Erika Villarruel, Baldwin Park Caregivers Under Negotiation: Price and terms of payment 6. CONFERENCE WITH LEGAL COUNSEL—EXISTING LITIGATION Pursuant to paragraph (1) of subdivision (d) of Government Code Section 54956.9: Case Name: Casimiro v City of Baldwin Park Case No. 16CV03454-SVW-JPR Case Name: City of Baldwin Park v City of Irwindale Case No. BS163400 7. 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): Two (2) 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 October 18, 2017. r Alejandra Avila City Clerk PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2nd Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 960-4011 ext. 466 or e-mail g i , u bal wRx�L �°t .COM. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960-4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE ll) AGENDA AL ARK CITY COUNCIL REGULAR TM G OCTOBER 18, 2017 7:00 PM COUNCIL CHAMBER 14403 E. Pacific Avenue Baldwin Park, CA 91706 (626) 960-4011 Manuel Lozano Susan Rubio Cruz Baca Monica Garcia Ricardo Pacheco Mayor Mayor Pro Tem Council Member Council Member Council Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS FOR 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, podre 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 interprete para su conveniencia. NiY� ,vr u rl I d.ld)°d "U.(N ) I P v ( ldd"I V;)' 61�� :VPp0f11 t�k:l��i ��dpp i ,� lr YV,'Yd 'u Www tli,ddfi i" ^ fN �tIdive d` no' 91 ir;tl I� ld, J "it�f rf it r,'x Gly"(,°�Tdl ,,ii $ 7 dela. l",dddfil ,i �i,(lr�;ll'0 k,'ss' hd "P A' +, ti Pdr,t �"rfo" k"I hh d i8�d;^GGI4� diG' Y! dl he a. V,Sp,d 4�ud /6: ad f '9iliG iVB Yi.E(°ddu91 V 74403 B' ,1,d I h:o / i id,iQnnn''''kd Q loto0�l CITY COUNCIL REGULAR MEETING — 7:00 PM CALL TO ORDER INVOCATION PLEDGE OF ALLEGIANCE: ROLL CALL Council Members: Cruz Baca, Monica Garcia, Ricardo Pacheco, Mayor Pro Tem Susan Rubio and Mayor Manuel Lozano 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. • Presentation by Mary Ann Lutz, Board President, and Betty McWilliams, Executive Director, of Foothill Unity Center • Presentation of Proclamation to Recognize October 2017 as Domestic Violence Awareness Month • Presentation of Proclamation to Recognize October 2017 as Breast Cancer Awareness Month • Presentation by Southern California Edison of Energy Rebate Check 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 persorls; 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 tome acci6n an alg(in asunto a menos qua sea incluido an la agenda, o a menos qua exista 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 filar asuntos para tomar an consideraci6n an juntas proximas. (Codigo de Gobierno §54954.2] City Council Agenda Page 2 CONSENT CALENDAR Alf 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. MEETING MINUTES Staff recommends that Council receive and file the following Meeting Minutes: A. Meeting Minutes of the Special and Regular City Council Meetings held on October 4, 2017. 3. RATIFY THE RETENTION OF ATTORNEY SERVICES Staff recommends that Council 1) ratify the retention of Coleman Frost LLP and Willoughby & Associates and add them to the City's panel of approved attorneys; 2) direct the City Attorney to draft a standard retention agreement with these firms and 3) authorize the Mayor to execute such agreements. 4. REQUEST TO IMPLEMENT SOCIAL MEDIA PROGRAM Staff recommends that Council authorize the Chief of Police or his designee to create and manage relevant social media accounts and to execute all relevant contractual documents to establish service with PageFreezer, Inc., to archive all content on the social media accounts. PageFreezer will allow police staff to comply with police department policy as well as state document and communication retention requirements making it easy for staff to produce data or information from our social media platforms to satisfy any Public Records Act (PRA) request. 5. REFINANCING 2004 LEASE REVENUE BONDS Staff recommends that Council approve and adopt Resolution No. 2017-206 entitled "A Resolution of the City Council of the City of Baldwin Park, California, Approving the Form and Authorizing the Execution of Certain Lease Financing Documents in Connection with the Refunding of the Outstanding Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds (Community Center Project) And Authorizing and Directing Certain Actions with Respect Thereto." CITY COUNCIL ACTING AS SUCCESSOR AGENCY OF THE COMMUNITY DEVELOPMENT COMMISSION 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. SA -1 SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF BALDWIN PARK WARRANTS AND DEMANDS Staff recommends that Council ratify the attached Warrants and Demands Register. City Council Agenda Page 3 REPORTS OF OFFICERS 6. CONSIDERATION OF TECHNICAL STUDY PREPARATION TO CREATE THE BALDWIN PARK COMMUNITY CHOICE AGGREGATION Staff recommends that Council: 1. Approve and adopt Resolution No. 2017-202, entitled "Resolution of the City Council of the City of Baldwin Park to Conduct a Technical Study to Evaluate a Community Choice Aggregation with California Choice Energy" Authority (CCEA);" and 2. Authorize the Chief Executive Officer to engage California Choice Energy Authority to conduct a Community Choice Aggregation Technical Study for a cost not to exceed $63,000; and 3. Authorize the Chief Executive Officer, or his designee, to request the release of load data from Southern California Edison (SCE); and 4. Authorize the Finance Director to appropriate a loan of $63,000 from ,the Future Development Fund (Fund 200) and perform the required budget adjustments for this project to be paid back out of future Energy Authority proceeds. 7. REVIEW OF APPLICATIONS AND CONSIDERATION OF APPOINTMENT FOR THE VACANT SEATS ON THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK Staff recommends that Council review the submitted Commission application(s), accept nominations, authorize staff to initiate the appropriate background checks through the Department of Justice (DOJ) and, contingent upon satisfactory clearance by the DOJ, appoint individuals to the respective City Commissions and adopt Resolution No. 2017-166, entitled, "A Resolution Of The City Council Of The City Of Baldwin Park Appointing Qualified Individuals To The Housing Commission Of The City Of Baldwin Park For Office Seat Numbers 1, 2, 3, 4, 5, 6 And 7." 8. REVIEW OF APPLICATIONS AND CONSIDERATION OF APPOINTMENT FOR THE VACANT SEATS ON THE RECREATION AND COMMUNITY SERVICES COMMISSION OF THE CITY OF BALDWIN PARK Staff recommends that Council review the submitted Commission application(s), accept nominations, authorize staff to initiate the appropriate background checks through the Department of Justice (DOJ) and, contingent upon satisfactory clearance by the DOJ, appoint individuals to the respective City Commissions and adopt Resolution No. 2017-199, entitled, "A Resolution Of The City Council Of The City Of Baldwin Park Appointing Qualified Individuals To The Recreation and Community Services Commission Of The City Of Baldwin Park For Office Seat Numbers 1 And 2." CITY COUNCIL l CITY CLERK f CITY TREASURER I STAFF REQUESTS & COMMUNICATIONS • Requested by Councilmember Baca for discussion and consideration: Councilmember Baca requests discussion and direction to staff regarding the use of vapor or "vape" smoking around city parks and playgrounds. City Council Agenda Page 4 • Requested by Councilmember Pacheco for discussion and consideration: Councilmember Pacheco would like a discussion and direction regarding Public Communications and the manner in addressing the City Council as a whole. 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 posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 12th day of October, 2017, m, Ai jaiindra Avila City Clerk PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2nd Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 960-4011 ext. 466 or via e-mail at aavJ.1.a x a1dw1npark cop . In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960-4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. '(28 CFR 34.102.104 ADA TITLE II) City Council Agenda Page 5 ITEM NO +-STAFF REPORT wMr, TO: Honorable Mayor and City Councilmembers � .. r °, FROM: Rose Tam, Director of Finance sAr� I �'ICLj, 1 DATE: October 18, 2017 /41' SUBJECT: WARRANTS AND DEMANDS. Attached is he 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 $458,633.10 and the attached General Warrants Register were $877,886.60 for a total amount of $1,336,519.70. LEGAL REVIEW None required. RECOMMENDATION Staff recommends that the City Council ratify the attached Warrants and Demands Register. TBACKGROUND e tta attached Clams 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 does 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 198954 to 198984. Additionally, Automated Clearing House (ACH) Payroll deposits were made on behalf of City Employees from control number 2501 to 2759 for the period of September 10, 2017 through September 23, 2017, inclusive; these are presented and hereby ratified in the amount of $458,633.10. 2. General Warrants, including check numbers 216635 to 216865, in the total amount of $877,886.60 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. CHECK REGISTER City of Baldwin Park, CA By Payment Number Lj iaat Payment Dates 09/25/2017 - 10/09/17 :10/9/207.7 2.42.15 PM Payment Date Vendor # Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216635 9/25/2017 12781 BALDWIN PARK CHARITABLE 1,849.00 2/4/17 DONATION -WRESTLING SHOW -SCHOLARSHIP PRG 501-60-000-22328-00000 1,849.00 2.16636 9/25/2017 13052 ACCESS CONTROL SECURITY INC. 1,150.00 0026904 SECURITY GUARD SERVICES 501-60-000-22328-00000 675.00 0026904A SECURITY GUARD SERVICES 230-60-610-51100-16101 325.00 0026905 SECURITY GUARD SERVICES 501-60-000-22328-00000 150.00 216637 9/25/2017 13059 AMERICAN EAGLE COMPUTER PROD INC. 2,445.23 82392 INK CARTRIDGES 100-30-310-53100-00000 738.36 82393 INK CARTRIDGES 100-30-310-53100-00000 660.70 82573 INK CARTRIDGES 100-30-310-53100-00000 618.18 82583 INK CARTRIDGES 100-30-310-53100-00000 427.99 216638 9/25/2017 08710 AT&T MOBILITY 735.30 992045026X081420 SERVICE FOR MOBILE DATA COMPUTERS 100-30-310-53403-00000 735.30 216639 9/25/2017 08710 AT&T MOBILITY 452.18 870583518X081420 SERVICE FOR FRAME RELAY CIRCUIT 100-30-310-53403-00000 123.32 870583518X081420 SERVICE FOR FRAME RELAY CIRCUIT 100-30-340-53403-00000 328.86 216640 9/25/2017 07439 BROTHERS PRINTING & LITHOGRAPHY 619.74 56378 RESTOCK CITY FORMS 401-10-141-53320-11502 619.74 216641 9/25/2017 06137 BURRO CANYON 90.00 1365 SWAT TEAM PRACTICE SHOOTING 205-30-310-51100-00000 90.00 216642 9/25/2017 08926 COMMERCIAL DOOR OF ANAHEIM INC 844.85 11915 REPAIR ELECTRICAL GATES 100-60-620-53371-00000 844.85 216643 9/25/2017 08926 COMMERCIAL DOOR OF ANAHEIM INC 680.00 11914 REPAIR ELECTRICAL GATES 100-60-620-53371-00000 680.00 216644 9/25/2017 12078 COMPUTER SERVICES COMPANY 14,829.61 3915-01957 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 1,140.70 3915-01958 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 103.00 3915-01959 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 242.47 3915-01960 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 51.50 3915-01962 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 154.50 3915-01963 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 775.78 3915-01964 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 444.00 3915-01965 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 444.00 3915-01966 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 206.00 3915-01967 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 412.00 3915-01968 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 857.00 3915-01969 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 51.50 3915-01970 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 429.61 3915-01971 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 242.47 3915-01972 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 1,133.00 3915-01973 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 1,125.64 3915-01974 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-5D-530-51100-00000 172.04 3915-01975 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100.00000 103.00 3915-01976 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 103.00 3915-01977 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 153.26 3915-01978 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 206.00 3915-01979 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 721.00 :10/9/207.7 2.42.15 PM CHECK REGISTER Payment Dates: 09/25/20.17 - 10/09/17 Payrnent Date Vendor # Payment Amount Payrnent Number Payable Number Description Vendor Name Account Number Itern Arnount 3915-01980 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 1,981.79 3915-01981 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50 530-51100-00000 1,47735 3915-01.982 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-51100-00000 148.00 3915-01,983 TRAFFIC SIGNAL& STREET LIGHTING RESPONSE 240-50-530-51.100-00000 948.38 3915 01984 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240 -SO -530-51100-00000 522,56 3915-01985 TRAFFIC SIGNAL & STREET LIGHTING RESPONSE 240-50-530-511,00..00000 480.06 216646 9/25/2017 13558 CS TRANSIT LEASING INC 814.20 87859 WHITE VINYL PICKET FENCE, 240/EA 501-60-000-22328-16101 814.20 216647 9/25/2017 07668 DELL COMPUTER CORP 447.80 10178901327 VLA WINDOWS REMOTE DESKTOP SERVICES 401-10-140-51101-00000 447.80 216648 9/25/2017 00348 FEDERAL EXPRESS CORP 3110 5-910-21157 DELIVERY OF PACKAGES 1.00-30-380-53370-00000 32.10 216649 9/25/2017 09304 FEDEX OFFICE 503.04 158400001106 SENIOR PROM ADMISSION TICKETS 501-60-000-22328-00000 191.68 158400001109 PRINTING SERVICES FOR SENIOR PROM FLYERS 100-60-630-53320-00000 311.36 216650 9/25/2017 04878 HOME DEPOT 121.37 1561334 GENERALSUPPLIES 501-60-000-22328-00000 20.30 1594421 GENERALSUPPLIES 501-60-000-22328-00000 4.30 4593987 GENERALSUPPLIES 100-60-610-53100-00000 41.15 4593987 GENERAL SUPPLIES 501-60-000-22328-00000 14.47 6100695 GENERALSUPPLIES 100-60-610-53100-00000 41.15 216651 9/25/2017 08797 INTERSTATE ALL BATTERY CENTER 873.78 25894220 BATTERIES FOR POLICE DEPT 100-30-340-53100-00000 436.89 25899373 NICKEL CADMIUM BATTERIES 12/EA 271-30-350-53100-17233 436.89 216652 9/25/2017 13575 ITC SYSTEMS (USA) INC 750.00 114566 GOPRINT COMBOT, GOPRINT ANNUAL SUPPORT, 501-60-000-22328-00000 750.00 216653 9/25/2017 03706 JAMES R STONE 3,577.12 8205 LOCKSMITH SERVICES 252-60-620-53371-00000 182.00 8206 LOCKSMITH SERVICES 100-60-620-53371-00000 662.51 8207 LOCKSMITH SERVICES 100-60-620-53371-00000 238.50 8208 LOCKSMITH SERVICES 100-60-620-53371-00000 163.50 8209 LOCKSMITH SERVICES 100-60-620-53371-00000 203.78 8210 LOCKSMITH SERVICES 100-60-620-53371-00000 278.10 8211 LOCKSMITH SERVICES 100-60-620-53371-00000 242.17 8211 LOCKSMITH SERVICES 252-60-620-53371-00000 462.59 8212 LOCKSMITH SERVICES 252-60-620-53371-00000 126.00 8213 LOCKSMITH SERVICES 252-60-620-53371-00000 418.45 8214 LOCKSMITH SERVICES 252-60-620-53371-00000 599.52 216654 9/25/2017 00586 LA. CO METROPOLITAN 444.00 100739 BUS PASS SALES AT COMMUNTlY CENTER 100-00-000-20014-00000 42.00 100913 BUS PASS SALES AT COMMUNTlY CENTER 100-00-000-20014-00000 340.00 100972 BUS PASS SALES AT COMMUNTlY CENTER 100-00-000-20014-00000 42.00 10780 BUS PASS SALES AT COMMUNTlY CENTER 100-00-000-20014-00000 20.00 216655 9/25/2017 12421 LA BALLOONS 277.21 4911 BALLOONS FOR SENIOR PROM FASHION SHOW 100-60-630-53100-00000 254.96 4937 BALLOONS FOR SENIOR PROM FASHION SHOW 100-60-630-53100-00000 22.25 216656 9/25/2017 08805 LION EXPRESS 979.70 37519 TRANSPORTATION SERVICES 501-60-000-22329-00000 979.70 216657 9/25/2017 13587 LISA KERSTEN WEBB 385.00 09/11/2017 FASHION SHOW PERFORMERS 501-60-000-22328-00000 385.00 10/9/2017 2:42:14 PM CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date. Vendor #t Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216658 9/25/2017 13159 LUCAS BUILDERS INC 1.0,032,34 9 CONTINUED WALNUT CREEK NATURE PARK 220 50 520 581-00 16185 8,390.00 9 CONTINUED WALNUT CREEK NATURE PARK 270-50 520..": 8100-:1.6 V8"Y 1,642.34 216659 9/25/2017 12472 LUIS CENTENO 3,154,00 23 TRANSPORTATION SERVICES 244-60-660-51.100-15540 700-00 25 TRANSPORTATION SERVICES 501-60-000-22328-00000 2,454,00 216660 9/25/2017 00683 NICHOLS LUMBER & HARDWARE 405.76 1.49842/1 SUPPLIES FOR STREET MARKET 230-60-61.0-51100-161.01 78.53 1.50430/1 SUPPLIES FOR STREET MARKET 230-60-610-511.00-1.63.01 1.61,41 151644/1 SUPPLIES FOR STREET MARKET 230-60-61.0-51100-16101 15233 1.52415/1 SUPPLIES FOR STREET MARKET 230-60-610-511.00-161.01 1109 216661. 9/25/2017 11836 ONE PARTY PLACE 264.43 Z10787790101 SUPPLIES FOR SENIOR PROM 100-60-630-531.00-00000 148.49 Z11046970101 SUPPLIES FOR SENIOR PROM 100-60-630-531.00-00000 115.94 216662 9/25/2017 12823 PCM SALES INC 90.87 B04833120101 GENERAL IT EQUIPMENT 401-10-140-53390-00000 90.87 216663 9/25/2017 09173 STANLEY CONVERGENT SECURITY SOLUTIONS 4,508.97 14788096 CITY HALL SECURITY SOFTWARE 100-60-620-53371-00000 308.97 14789916 CITY HALLSECURITY SOFTWARE 100-60-620-53371-00000 4,200.00 216664 9/25/2017 13080 THE SAUCE CREATIVE SERVICES CORP 130,50 1525 ARBOR DAY BANNER 501-60-000-22328-00000 130.50 21.6665 9/25/2017 08760 VERIZON BUSINESS 2,118.59 07095401 20M INTERNET SERVICES 401-10-141-53403-11506 2,118.59 216666 9/25/2017 11962 YOUNGBLOOD & ASSOCIATES 200.00 2723A POLYGRAPH EXAMINATIONS 100-30-310-51100-00000 200.00 216667 9/26/2017 08776 ADMIN SURE INC. 6,174.00 10363 GEN/AUTO LIAB CLAIMS ADMIN/WRKRS COMP 403-10-160-54110-00000 6,174.00 216668 9/26/2017 03845 BALDWIN PARK PIZZA 32.22 462322 MEAL -RECREATION STAFF MTG 8/29/17 501-60-000-22328-00000 32.22 216669 9/26/2017 05459 BUSINESS CARD 2,717.82 CARRILLO AUG'17 AUG 17-MANUEL CARRILLO 100-10-100-53100-00000 750.00 CARRILLO AUG '17 AUG 17-MANUEL CARRILLO 100-60-600-53100-00000 27.51 CARRILLO AUG '17 AUG 17-MANUEL CARRILLO 100-60-630-53330-00000 2.50 CARRILLO AUG '17 AUG 17-MANUEL CARRILLO 100-60-660-53330-00000 2.49 CARRILLO AUG '17 AUG 17-MANUEL CARRILLO 100-60-670-53330-15100 2.50 CARRILLO AUG'17 AUG 17-MANUEL CARRILLO 100-60-680-53320-00000 113.58 CARRILLO AUG'17 AUG 17-MANUEL CARRILLO 100-60-680-53330-00000 2.50 CARRILLO AUG '17 AUG 17-MANUEL CARRILLO 501-60-000-22328-00000 120.16 CARRILLO AUG '17 AUG 17-MANUEL CARRILLO 501-60-000-22328-00000 39.47 CARRILLO AUG '17 AUG 17-MANU EL CARRILLO 501-60-000-22328-00000 449.00 CARRILLO AUG '17 AUG 17-MANUEL CARRILLO 501-60-000-22328-00000 778.60 CARRILLO AUG'17 AUG 17-MANUEL CARRILLO 501-60-000-22328-00000 429.51 216670 9/26/2017 05459 BUSINESS CARD 744.08 PARNELLAUG'17 D PARNELLAUG'17 STIVINT 100-30-310-51100-00000 30.00 PARNELLAUG'17 D PARNELLAUG'17 STIVINT 100-30-310-51100-00000 69.64 PARNELL AUG '17 D PARNELL AUG '17 STMNT 100-30-310-53370-00000 77.32 PARNELL AUG '17 D PARNELL AUG '17 STIVINT 100-30-340-53100-00000 48.98 PARNELLAUG'17 D PARNELL AUG'17 STIVINT 205-30-310-53200-00000 25.00 PARNELLAUG'17 D PARNELL AUG '17 STIVINT 206-30-340-58110-00000 61.44 PARNELLAUG'17 D PARNELL AUG '17 STIVINT 206-30-340-58110-00000 113.77 PARNELLAUG'17 D PARNELL AUG '17 STIANT 206-30-340-58110-00000 289.49 10/9/2017 2 42.14 PI11 CHECK REGISTER PaWnentl)ates.09/25/2017 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount PARNELL AUG '17 D PARNELL AUG '17 STMNT 206-30-.340-58110 00000 28,44 2:16671 9/26/2017 08784 CIN IAS FIRST & SAFE'T'Y 188.30 5008800655 FIRST AID SUPPLIES C1 TY HALL 100- 1 (1 150- 5 11 100 00000 188,30 216672 9/26/2017 04560 IRWINDALE INDUSTRIAL CLINIC .1,160,00 1890-750264 EMPLY EXAMS/TESTING 403-10-160-53200-00000 1,160.00 216673 9/26/2017 09454 J&D BUSINESS FORMS, INC. 447.38 370781 BUS CARDS-HOUSING STAFF 220-40-420-53:100-:14700 127.82 370781 BUS CARDS-HOUSING STAFF 901-40-41.0-53100-14310 319.56 216674 9/26/2017 00600 NAN MCKAY & ASSOCIATES, INC 224.00 INV224404 HCV MB REVISIONS 90140 410-53:330-14310 224.00 216675 9/26/2017 04107 OFFICE DEPOT INC 199.78 958577190001 MISCSUPPLIES 10.)-40-44053100-00000 65.53 959468298001 MISC SUPPLIES 403-1-0 160 53100-00000 12.00 959468779001 MISC SUPPLIES 403-10-16053100...00000 18.55 962046632001 MISC SUPPLIES 403-10-160-53100-00000 103.70 216676 9/26/2017 11251 REGIONAL TAP SERVICE CENTER 95.36 6004668 BUS PASSES-COMM CENTER 100-00-000-20014-00000 95.36 216677 9/26/2017 00783 STAMP OUT 60.99 300682 PRE-INK STAMP 100-40-440-53100-00000 60.99 216678 9/26/2017 02585 THE SHREDDERS 35.50 279819 SHREDDING SRV-HR 100-10-150-53370-00000 35.50 216679 9/26/2017 06241 T-MOBILE 204.00 9296335267 GUERRERO-CASE 100-30-360-51100-00000 204,00 216680 9/26/2017 05459 BUSINESS CARD 2,064.06 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 100-30-300-53350-00000 25.00 8/5/17-9/4/2017 MICHAELTAYLOR 8/5/17-9/4/17 100-30-310-53100-00000 124.53 8/5/17-9/4/2017 MICHAELTAYLOR 8/5/17-9/4/17 100-30-310-53100-00000 10.92 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 100-30-310-53100-00000 289.00 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 100-30-310-53100-00000 14.55 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 100-30-340-53100-00000 745.00 8/5/17-9/4/2017 MICHAELTAYLOR 8/5/17-9/4/17 100-30-350-53100-00000 25.06 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 100-30-360-53100-00000 107.01 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 100-30-370-53100-00000 56.15 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 100-30-391-53100-00000 21.84 8/5/17-9/4/2017 MICHAEL TAYLOR 9/5/17-9/4/17 205-30-310-53200-00000 401.77 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 205-30-310-53200-00000 16.07 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 205-30-310-53200-00000 198.00 8/5/17-9/4/2017 MICHAEL TAYLOR 8/5/17-9/4/17 206-30-340-58110-00000 645.00 8/5/2017-9/4/2017 CREDIT MICHAELTAYLOR 205-30-310-53200-00000 -615.84 216681 9/27/2017 02544 JC'S PLUMBING & BACKFLOW SVC 3,848.98 10811 GENERAL PLUMBING SERVICES 100-60-620-53371-00000 75.00 10812 GENERAL PLUMBING SERVICES 100-60-620-53371-00000 75.00 10814 GENERAL PLUMBING SERVICES 100-60-620-53371-00000 75.00 10815 GENERAL PLUMBING SERVICES 100-60-620-53371-00000 163.15 10944 GENERAL PLUMBING SERVICES 100-60-620-53371-00000 264.00 10845 GENERAL PLUMBING SERVICES 100-60-620-53371-00000 1,272.34 10845 BAL GENERAL PLUMBING SERVICES 252-60-620-55371-00000 145.13 10846 GENERAL PLUMBING SERVICES 252-60-62D-53371-00000 351.44 10947 GENERAL PLUMBING SERVICES 252-60-620-53371-00000 150.00 10848 GENERAL PLUMBING SERVICES 252-60-620-53371-00000 200.00 10850 GENERAL PLUMBING SERVICES 252-60-620-53371-00000 208.05 10852 GENERAL PLUMBING SERVICES 252-60-620-53371-00000 498.37 . . . . .......... JJ)/9[201.) 1 42 ,. P�v� .. . . ....... CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 10856 GENERAL PLUMBING SERVICES 252-60-620-53371-00000 371.50 216682 9/27/2017 00628 MERCURY FENCE CO, 625.00 17035 FENCE REPAIRS AT CITY FACILITIES 100-60-620-53371-00000 200.00 17105 FENCE REPAIRS AT CITY FACILITIES 100-60-620-53371-00000 112,50 17105 BAL FENCE REPAIRS AT CITY FACILITIES 252-60-620-53371-00000 137,50 17111 FENCE REPAIRS AT CITY FACILITIES 252-60-620-53371-00000 175.00 216683 9/27/2017 00634 MILLER'S & ISHAMS FIRE EXTINGUISHERS 756.80 3018 FIRE EXTINGUISHER SERVICE 100-60-620-53371-00000 24.00 3019 FIRE EXTINGUISHER SERVICE 100-60-620-53371-00000 72.00 3020 FIRE EXTINGUISHER SERVICE 100-60-620-53371-00000 282.40 3020 BAL FIRE EXTINGUISHER SERVICE 252-60-620-53371-00000 151.38 3041 FIRE EXTINGUISHER SERVICE 252-60-620-53371-00000 227.02 216684 9/27/2017 08209 ROCHESTER MIDLAND CORP. 351.36 1340542 HANDSFREE RESTROOM DISPENSERS 100-60-620-53371-00000 175.68 1340542 HANDSFREE RESTROOM DISPENSERS 252-60-620-53371-00000 175.68 216685 9/27/2017 13554 ROYAL INDUSTRIAL ELECTRIC 94.14 1075-430459 ELECTRICAL SUPPLIES 252-60-620-53100-00000 94.14 216686 9/27/2017 13554 ROYAL INDUSTRIAL ELECTRIC 861.66 1075-426708 ELECTRICAL SUPPLIES 100-60-620-53100-00000 110.72 1075-426708 ELECTRICAL SUPPLIES 252-60-620-53100-00000 2.90 1075-428452 ELECTRICAL SUPPLIES 252-60-620-53100-00000 107.83 1075-429593 ELECTRICAL SUPPLIES 100-60-620-53100-00000 640.21 216687 9/27/2017 03932 TERMINIX INTERNATIONAL 1,801.00 366616908 EXTERMINATOR SERVICES 100-60-620-53371-00000 140.00 366617078 EXTERMINATOR SERVICES 100-60-620-53371-00000 150.00 366618560 EXTERMINATOR SERVICES 100-60-620-53371-00000 50.00 366618724 EXTERMINATOR SERVICES 100-60-620-53371-00000 53.00 366618840 EXTERMINATOR SERVICES 100-60-620-53371-00000 125.00 366619699 EXTERMINATOR SERVICES 100-60-620-53371-00000 54.00 366619853 EXTERMINATOR SERVICES 100-60-620-53371-00000 79.00 366967452 EXTERMINATOR SERVICES 100-60-620-53371-00000 70.00 366968441 EXTERMINATOR SERVICES 100-60-620-53371-00000 40.00 367014277 EXTERMINATOR SERVICES 100-60-620-53371-00000 58.50 367014277 EXTERMINATOR SERVICES 252-60-620-53371-00000 1.50 367248000 EXTERMINATOR SERVICES 252-60-620-53371-00000 45.00 367248324 EXTERMINATOR SERVICES 252-60-620-53371-00000 93.00 367381596 EXTERMINATOR SERVICES 100-60-620-53371-00000 81.00 367443162 EXTERMINATOR SERVICES 252-60-620-53371-00000 54.00 367443192 EXTERMINATOR SERVICES 252-60-620-53371-00000 79.00 367444963 EXTERMINATOR SERVICES 252-60-620-53371-00000 140.00 367445659 EXTERMINATOR SERVICES 252-60-620-53371-00000 150.00 367448814 EXTERMINATOR SERVICES 252-60-620-53371-00000 50.00 367449270 EXTERMINATOR SERVICES 252-60-620-53371-00000 53.00 367449461 EXTERMINATOR SERVICES 252-60-620-53371-00000 125.00 367452303 EXTERMINATOR SERVICES 252-60-620-53371-00000 70.00 367455076 EXTERMINATOR SERVICES 252-60-620-53371-00000 40.00 216689 9/27/2017 09098 THYSSENKRUPP ELEVATOR CORP 1,294.09 3003344947 ELEVATOR MAINTENANCE 100-60-620-53371-00000 647.04 3003344847 ELEVATOR MAINTENANCE 252-6D-620-53371-00000 561.48 3003346058 ELEVATOR MAINTENANCE 252-60-620-53371-00000 85.57 216690 9/27/2017 03797 VERIZON WIRELESS 1,811.50 9789681345 SERVICE FOR CAPTAINS, LIEUTENANTS, DETECT -IVES I00-30-310-53403-00000 1,519.23 9789681345 SERVICE FOR CAPTAINS, LIEUTENANTS, DETECTIVES 206-3D-310-53403-00000 292.27 10/9/2017 2':42A4 IPM Iffix3ftTtinw, 10/9f2017` 2:42;14 Ph1 Payment Dates: 09/25/2017 - 10/09/17 Payment Amount Item Amount 316.94 36.55 39,34 241.05 11,192.74 1,310.98 2,309.36 819.85 967.36 2,229.87 152.31 894.56 19610 1,156.17 1,058.26 97.92 9,000.00 9,000.00 32,628.01 2,505.00 30,123.01 78,669.18 33,596.30 35,166.27 9,906.61 407.81 407.81 17,768.79 7,107.52 10,661.27 4,479.50 4,479.50 175.00 175.00 27,072.19 6,910.20 10,828.88 9,333.11 2.49 2.49 6,575.01 2,191.67 728.32 1,463.35 735.00 1,456.67 1,521.31 1,250.00 271.31 Payment Date Vendor# Payment Number Payable Number Description Vendor Name Account Number 216691 9/27/2017 03797 VERIZON WIRELESS 9791430028 PHONE SERVICE FOR RECREATION, FACILITY RENTAL 100 60-610 53403-DODOO 9791430028 PHONE SERVICE FOR RECREATION, FACILITY RENTAL `.i01.-60-000-2232'7.00000 .00000 9791430028 BAL PHONE SERVICE FOR BUILDING MAINTENANCE 11.00-60-620-:5 3 4 03 00000 216692 9/27/2017 03869 WAXIE SANITARY SUPPLY 76812900 SANITARY SUPPLIES 100-60-620-53100-00000 76827792 SANITARY SUPPLIES 100-60-620-53100-00000 76842050 SANITARY SUPPLIES 100-60-620-53100-00000 76942050 SANITARY SUPPLIES 252-60-620-53100-00000 76847275 SANITARY SUPPLIES 252-60-620-53100-00000 76853742 SANITARY SUPPLIES 252-60-620-53100-00000 76859827 SANITARY SUPPLIES 252-60-620-53100-00000 76866560 SANITARY SUPPLIES 252-60-620-53100-00000 76902260 SANITARY SUPPLIES 100-60-620-53100-00000 76902260 SANITARY SUPPLIES 252-60-620-53100-00000 76908612 SANITARY SUPPLIES 252-60-620-53100-00000 216693 9/27/2017 13626 GOGOVAPPS, INC 17-070 CODE ENFORCEMENT SOFTWARE SUPPORT 100-30-391-51100-00000 216694 9/27/2017 00446 HONEYWELL INTERNATIONAL INC. 5241265442 MAINTENANCE OF HVAC SYSTEM 100-60-620-53371-16100 5241265443 MAINTENANCE OF HVAC SYSTEM 100-60-620-53371-16100 216695 9/27/2017 08689 L.A. COUNTY DEPT OF ANIMAL AUGUST 2017 ANIMAL CONTROL SERVICES 100-30-390-51100-13250 JANUARY 2017 ANIMAL CONTROL SERVICES 100-30-390-51100-13250 MAY 2017 ANIMAL CONTROL SERVICES 100-30-390-51100-13250 216696 9/27/2017 10298 MARK CAUDILLO 080317-011 PREPARE & INSTALL DECALS FOR CITY VEHICLES 402-50-590-51101-00000 216697 9/27/2017 08764 MERRIMAC ENERGY GROUP 2173154 REGULAR UNLEADED GASOLINE, 7899 GALLONS, 402-50-590-53110-16140 2173154 REGULAR UNLEADED GASOLINE, 7899 GALLONS, 402-50-591-53110-16140 216698 9/27/2017 13426 OSCAR REYES 243 -FINAL PAYMEN REHABILITATION HOME LOAN 221-40-420-53388-14865 216699 9/27/2017 06477 RODOLFO CARDENAS 11930 DJ SERVICES FOR SENIOR EVENTS 501-60-000-22328-00000 216700 9/27/2017 01014 SC FUELS 0953870 REGULAR UNLEADED GASOLINE, 11,698 GALLONS, 402-50-591-53110-16140 3391549 REGULAR UNLEADED GASOLINE, 11,698 GALLONS, 402-50-590-53110-16140 3391549 REGULAR UNLEADED GASOLINE, 11,698 GALLONS, 402-50-591-53110-16140 216701 9/27/2017 08882 TIME WARNER CABLE 0216825090417 INTERNET SERVICE 100-60-67D-51101-15100 216702 9/27/2017 03895 USA ALARM SYSTEMS, INC. 123589 ALARM EQUIPMENT LEASE & SERVICES 100-60-620-58140-00000 124068 ALARM EQUIPMENT LEASE &SERVICES 100-60-620-58140-00000 124068-BAL ALARM EQUIPMENT LEASE &SERVICES 252-60-620-58140-00000 124504 ALARM EQUIPMENT LEASE & SERVICES 100-60-620-58140-15100 124504 ALARM EQUIPMENT LEASE & SERVICES 252-60-620-58140-00000 216703 9/27/2017 05052 ACTION DESIGNZ LLC 8/15/2017 DIA DE LOS MUERTOS EVENTT-SHIRTS 100-60-680-51100-00000 8/15/2017 LOS MUERTOS EVENTT-SHIRTS 501-60-000-22328-00000 10/9f2017` 2:42;14 Ph1 Payment Dates: 09/25/2017 - 10/09/17 Payment Amount Item Amount 316.94 36.55 39,34 241.05 11,192.74 1,310.98 2,309.36 819.85 967.36 2,229.87 152.31 894.56 19610 1,156.17 1,058.26 97.92 9,000.00 9,000.00 32,628.01 2,505.00 30,123.01 78,669.18 33,596.30 35,166.27 9,906.61 407.81 407.81 17,768.79 7,107.52 10,661.27 4,479.50 4,479.50 175.00 175.00 27,072.19 6,910.20 10,828.88 9,333.11 2.49 2.49 6,575.01 2,191.67 728.32 1,463.35 735.00 1,456.67 1,521.31 1,250.00 271.31 CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number DescriptIon Vendor Name Account Number Item Amount 216704 9/27%20:1.7 1.3201 AGRISERVE PEST CON FROL INC 400.00 1020780 PESTICIDE APPLICATIONS 251-50-560-51.I00 00000 400.00 21670', 9/27/2017 00042 AIRGAS WEST 35.04 9947723140 HELIUM'TANK RENTALS 1.00-60-61.0..5.3100..00000 17.52 9947723140 HELIUM TANK RENTALS 100-60-6.30-5.3100..00000 17.52 216-106 9/27/2017 00047 ALBER'S INC. 240.00 8623 EMERGENCY REPAIRS FOR MCNEILL MANOR 905..40-410-533'71-14305 240.00 216707 9/27/2017 08091 ALL CITY MANAGEMENT SERVICES, INC 10,824.00 50129 CROSSING GUARD SERVICES 100-30-390-51100-13200 10,824.00 216708 9/27/2017 1,3059 AMERICAN EAGLE COMPUTER PROD INC. 2,366.22 82911 INK CARTRIDGES 100-30-310-53100-00000 622.42 8291.2 INK CAR FRIDGES 100-30-310-53100-00000 567.05 8291.3 INK CARTRIDGES 100-30-310-53100-00000 653.75 82914 INK CARTRIDGES 100-30-310-53100-00000 52100 216709 9/27/2017 09384 AMERICAN PAPER PLASTIC SERVICES 1,180,17 917131 TRASH LINERS 251-50-571-53100-00000 1,180.17 216710 9/27/2017 00079 ARBOR NURSERY 988.93 5940 TREE PURCHASING FOR DOWNTOWN IMPROVEMEN 254-50-520-53100-14120 988.93 216711 9/27/2017 05282 AT&T 50.31 9/7/2017 PRIVATE PHONE LINE FOR DISPATCH CENTER 100-30-310-53403-00000 50.31 216712 9/27/2017 04544 CAR QUEST 727.77 419410 CREDIT CAR QUEST 402-50-590-53100-00000 -199.63 421468 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 37.69 421476 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 30.59 421772 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 158.79 422075 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 13.70 422100 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 397.65 422174 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 195.60 422177 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 9.20 422677 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 32.40 423209 PARTS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 51.78 216713 9/27/2017 04878 HOME DEPOT 1,719.27 1091961 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 203.55 1093003 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 49.05 1561317 RE SUPPLIES FOR CITY FACILITIES 252-6D-620-53100-00000 3.26 1561328 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 28.37 1594392 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 125.06 3561225 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 13.01 4010154 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 40.27 4022134 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 37.44 5021059 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 46.06 5104289 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 15.26 5560570 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 12.63 5594757 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 53.02 560868 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 41.39 7560455 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 7.07 7561543 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53106-00000 51.43 7574449 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 61.11 8084820 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 116.83 8560950 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 21.82 8593980 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 32.19 9093270 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 70.05 9573759 HARDWARE SUPPLIES FOR CITY FACILITIES 10D-60-620-53100-00000 35.99 �)/9/201.77 2�42� 4 INI CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 9593924 HARDWARE SUPPLIES FOR CITY FACILITIES 100-60-620-53100-00000 378.58 9593924 RE SUPPLIES FOR CITY FACILITIES 252-60-620-53100-00000 275.83 216715 9/27/2017 08710 AT&T MOBILITY 452.18 870583518X091420 SERVICE FOR FRAME RELAY CIRCUIT 100-30-340-53403-00000 452.18 216716 9/27/2017 13554 ROYAL INDUSTRIAL ELECTRIC 960.31 1075-429611 ELECTRICAL SUPPLIES 100-60-620-53100-00000 207.12 1075-429611 E LECTRICAL SU PP LI ES 252-60-620-53100-00000 75119 216717 9/27/2017 00779 SOUTHERN CALIFORNIA EDISON 3,425.88 08/15-09/14/2017 ENERGY COST 251-50-530-53401-00000 45.39 8/10-9/11/17 ENERGY COST 100-60-620-53401-15882 3,380.49 216718 9/28/2017 13628 AXON ENTERPRISE, INC 47.89 511496331 TASER REPAIR 206-30-340-58110-00000 47.89 216719 9/28/2017 13629 GT GRANDSTANDS 9166 00009073 TIE DOWN ASSEMBLY FOR BENCHES MGN PK 251-50-571-53100-00000 93.66 216720 9/28/2017 01228 HDL, GOREN & CONE 29.80 0024436 -IN AUDITSERVICES 100-25-299-51100-00000 29.80 216721 9/28/2017 13305 IMAGINE PRINTING SOLUTIONS 240.35 2017-09-0008 CORRECTION NOTICE FOR BLDG INSPECTOR 100-40-450-53320-00000 240.35 216722 9/28/2017 01918 SGVCMA 55.00 7/1/17-6/30/18 MEMBERSHIP DUES FOR SHANNON 100-10-110-53330-00000 55.00 216723 9/28/2017 08540 STATE DISBURSEMENT 131.53 PP#20 PE:9/23/17-3 DEDUCTION 100-00-000-21225-00000 131.53 216724 9/28/2017 08540 STATE DISBURSEMENT 309.69 PP#20 PE:9/23/17-6 DEDUCTION 100-00-000-21225-00000 309.69 216725 9/28/2017 08540 STATE DISBURSEMENT 497.88 PP#20 PE:9/23/17-5 DEDUCTION 100 -OD -000-21225-00000 497.88 216726 9/28/2017 08540 STATE DISBURSEMENT 361.84 PP#20 PE:9/23/17-1 DEDUCTION 100-00-000-21225-00000 361.84 216727 9/28/2017 08540 STATE DISBURSEMENT 67.38 PP#20 PE:9/23/17-2 DEDUCTION 100-00-000-21225-00000 67.38 216729 9/28/2017 08540 STATE DISBURSEMENT 617.08 PP#20 PE:9/23/17-4 DEDUCTION 100-00-000-21225-00000 617.08 216730 9/28/2017 00196 FRANCHISE TAX BOARD 286.00 PP#20 PE: 9/23/17 DEDUCTION 100-00-000-21225-00000 286.00 216731 9/28/2017 12069 LYNDA C SALAS 450.00 PP#20 PE: 9/23/17 DEDUCTION 100-00-000-21225-00000 450.00 216732 9/28/2017 09992 DANIEL RODRIGUEZ 8,881.80 JUNE-AUG'17 EMERGENCY SERVICES MANAGEMENT CONSULTING 100-30-380-5110()-00000 8,881.80 216733 9/28/2017 11359 ANA VALDIVIA 346.15 PP#20 PE: 9/23/17 DEDUCTION 100 -OD -000-21225-00000 346.15 216734 9/28/2017 05062 HARRIS COMPUTER SYSTEMS 13,946.92 MN00103022 ANNUAL MAINT 10/1-12/31/17 401-10-140-51101-00000 13,946.92 216735 9/28/201.7 12533 STEVEN N SAMUELIAN 4,900.00 2375 AUG SRV OTS GRANT 100-30-310-51100-00000 2,450.00 2375-BAL MEASURE H PLANNING GRANT 100-60-610-51100-00000 2,450.00 10/9/2017 ;..12:14 PM I- 101,-V20111 1'42:14 Ilf�l Payment Dates: 09/25/Z0IL7 1.0/09/17 Payment Amount Itern Amount 735.88 735.88 200.00 200.00 121.88 121-88 1.24.28 124.28 2,135.00 2,135.00 114.37 114.37 26.09 26.09 1.6727 167.27 266.81 266,81 1,786.18 1,518.73 267.45 877.11 160.49 716.62 100.00 100.00 250.00 250.00 500.00 500.00 250.00 250.00 915.50 915.50 17.00 17.00 9,270.27 110.00 9,160.27 21,250.00 6,250.00 15,000.00 250.00 250.00 Payment Date Vendor d# Payment Number Payable Number Descrip don Vendor Name Account Number 216736 .10/2/201.7 08710 AT& F MOBILI FY 992045026X091420 SERVICE FOR MOBILE DATA COMPUTERS 100 30-310 11,34103-00000 211 6137 101212011 05934 DA FA TICKET, INC. 81596 ADMIN SERVICES FOR CODE ENFORCEMENT CITATIO 1.00-30..391...511.01.-00000 216/38 10/2/2017 12.959 FRONTIER COMMUNICA'riONS 1099 09/07/201.7 SERVICE FOR POLICE DEPARTMENT MOBILE 100-30-310-53403-00000 216739 10/2/201.7 12959 FRON] IER COMMUNICATIONS 0937 08/28/2017 SERVICE FOR POLICE DEPARTMENT 1.00-30-310-53403-00000 216740 10/2/2017 .1.3600 SARA GERTMENIAN SR PROM 10/13/20 ENTERTAINMEN F FOR SENIOR PROM 501-60..000-22328-00000 216741 10/2/2017 00779 SOUTHERN CALIFORNIA EDISON 07/1.3-08/1.1,/2017 MONTHLY SERVICE FOR MCNEILL MANOR 905-40-41.0-53401-14305 216742 1.0/2/201.7 00780 THE GAS COMPANY 07/01-09/01./17 NATURAL GAS FUEL FOR CITY VEHICLES 402-50-590-53110-1.6140 216743 10/2/2017 08882 TIME WARNER CABLE 0036959090417 09/ CABLE SERVICES FOR POLICE DEPARTMENT 100-30-310-53405-00000 216744 10/2/2017 00828 VALLEY COUNTY WATER DIST 06/24-08/23/2017 SERVICE FOR MCNEILL MANOR PUBLIC HOUSING UN 905-40-410-53402-14305 216745 10/2/2017 03797 VERIZON WIRELESS 9791430027 SERVICE FOR CAPTAINS, LIEUTENANTS, DETECTIVES 100-30-310-53403-00000 9791430027 SERVICE FOR CAPTAINS, LIEUTENANTS, DETECTIVES 206-30-310-53403-00000 216746 10/2/2017 03797 VERIZON WIRELESS 9791430026 CELLULAR SERVICE FOR PUBLIC WORKS STAFF 246-50-540-53403-15005 9791430026 FLEET STAFF 402-50-590-53403-00000 216747 10/3/2017 10412 ABEDNEGO DEL ROSARIO 286438 REFUND BARNES GRAND SHELTER ON 9/2/2017 501-60-000-22333-00000 216748 10/3/2017 13633 ANTHONY D'AMICO 78853 C&D 3367 NOLINA 246-00-000-22540-00000 216749 10/3/2017 13638 MARCELA RUIZ 288920 REFUND FOR CELEBRATION HALL 9/3/17 501-60-000-22333-00000 216750 10/3/2017 13527 MARIA AGUIRRE 076849 C&D 3655 RHODE LN 246-00-000-22540-00000 216751 10/3/2017 13635 MLADEN GRBAVAC 62245 C&D 5029 BLEECKER 246-00-000-22540-00000 216752 10/3/2017 13637 NORMA VALLE 5-28-17 METRO PARKING PERMIT REFUND TICKET 244-00-000-43900-00000 216753 10/3/2017 12965 RICHARDS, WATSON & GERSHON 213028 WALBERN DEV AGREEMENT 100-10-131-51102-14906 213029 LABOR NEGOTIATIONS 100-10-131-51102-11103 216754 10/3/2017 13634 ROBERT GRAY 76843 C&D 5018 LANTE ST 246-00-000-22540-00000 78248 C&D 5018 LANTE ST 246-00-000-22540-00000 216755 10/3/2017 13636 ROCIO MAGANA 66945 C&D 4919 ANNISTON 246-00-000-22540-00000 101,-V20111 1'42:14 Ilf�l Payment Dates: 09/25/Z0IL7 1.0/09/17 Payment Amount Itern Amount 735.88 735.88 200.00 200.00 121.88 121-88 1.24.28 124.28 2,135.00 2,135.00 114.37 114.37 26.09 26.09 1.6727 167.27 266.81 266,81 1,786.18 1,518.73 267.45 877.11 160.49 716.62 100.00 100.00 250.00 250.00 500.00 500.00 250.00 250.00 915.50 915.50 17.00 17.00 9,270.27 110.00 9,160.27 21,250.00 6,250.00 15,000.00 250.00 250.00 CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216756 10/3/2017 13632 SHIN MANAGEMENT, INC 250.00 75610 C&D 5150 RIVERGRAIDE RD 246-00 000-22540-00000 250.00 2.1..6757 1.0/3/201.7 02585 THE SHREDDERS 72.00 279926 SHREDDING SERVICES 100-20-21.0-53100-00000 40.50 279926 SHREDDING SERVICES 501..60..000.22328..00000 31.50 216758 10/3/2017 12233 TONI LARA 300,00 288109 DEPOSIT REFUND AT CELEBRATION HALL 9-9-2017 501-60-O00-2233'3 00000 300.00 216759 10/3/2017 13537 TRES ES, INC 5,000m 09-2017BP CONSULTING AND LOBBYING 501-10-000-22338-14111 5,000.00 216760 10/3/2017 08781 ARAMARK UNIFORM SERVICES 194.00 532639974 UNIFORM SERVICE 100-60-620-53371-00000 19.40 532639974 UNIFORM SERVICE 252-60-620-53371-00000 19.40 532656954 UNIFORM SERVICE 100-60-620-53371-00000 19.40 532656954 UNIFORM SERVICE 252-60-620-53371-00000 19.40 532673946 UNIFORM SERVICE 100-60-620-53371-00000 19.40 532673946 UNIFORM SERVICE 252-60-620-53371-00000 19.40 532690830 UNIFORM SERVICE 100-60-620-53371-00000 19.40 532690830 UNIFORM SERVICE 252-60-620-53371-00000 19.40 532707821 UNIFORM SERVICE 100-60-620-53371-00000 19.40 532707821 UNIFORM SERVICE 252-60-620-53371-00006 19.40 216761 10/3/2017 13602 CELL BUSINESS EQUIPMENT 303.11 1926107 MAINTENANCE FOR CANON COPIERS 401-10-141-53371-11504 168.25 1934420 MAINTENANCE FOR CANON COPIERS 401-10-141-53371-11504 168.25 CM965975 CREDIT MEMO 401-10-141-53371-11504 -33.39 216762 10/3/2017 02388 COMMUNICATIONS CENTER 5,400.00 97313 RADIO MAINTENANCE 100-30-310-53371-00000 1,350.00 97343 RADIO MAINTENANCE 100-30-310-53371-00000 1,350.00 97401 RADIO MAINTENANCE 100-30-310-53371-00000 1,350.00 97449 RADIO MAINTENANCE 100-30-310-53371-00000 1,350.00 216763 10/3/2017 00505 J.G. TUCKER & SONS 1,026.74 6071 MISCELLANEOUS SUPPLIES 251-50-571-53100-00000 195.79 6190 SAFETY SUPPLIES 251-50-560-53100-00000 42.28 6197 MISCELLANEOUS SUPPLIES 251-50-571-53100-00000 194.68 6337 SAFETY SUPPLIES 245-50-550-53100-15622 336.71 6431 SAFETY SUPPLIES 245-50-550-53100-15622 56.48 6436 SAFETY SUPPLIES 254-50-570-53100-14885 200.80 216766 10/3/2017 08882 TIME WARNER CABLE 258.62 0466776091617 CABLE LINE BETWEEN POLICE AND LA SHERIFF'S DEP 100-30-310-53403-00000 258.62 216768 10/4/2017 05427 AFLAC 1,873.74 INV0000345 AFLAC 100-00-000-21216-00000 900.04 INV0000375 AFLAC 100-00-000-21216-00000 36.83 INV0000423 AFLAC 100-00-000-21216=00000 900.04 INV0000453 AFLAC 100-00-000-21216-00000 36.83 216769 10/4/2017 00058 ALLSTATE WORKPLACE DIVISION 443.91 INV0000349 CANCER INSURANCE 100-00-000-21221-00000 203.40 INV0000384 CANCER INSURANCE 100-00-000-21221-00000 18.57 INV0000427 CANCER INSURANCE 100-00-000-21221-00000 203.37 INV0000462 CANCER INSURANCE 100-00-00D-21221-00000 18.57 216770 10/4/2017 00109 BALDWIN PARK MNGMT ASSOC. 120.00 INV0000376 MANAGEMENT DUES 100-00-000-21218-00000 60.00 INV0000454 MANAGEMENT DUES 100-00-000-21218-000DO 60.00 10/9/2017 2.42:14 PM 'I, , I Payment Date venmo # Payment Number Payable Number Description Vendor Name Account Number 216771 10/4/2017 oozs oxLovv/mPARK POLICE ASSOC /mvuouosre POLICE SWORN DUES 100-00-000-21219'00000 /wv0000yao POLICE NON -SWORN DUES 100-000002121e*0000 |wvn000457 POLICE SWORN DUES m000-000-zzzzy-00000 |wvu0000so POLICE NON -SWORN DUES 100-00-000-21219'00000 10/4/2017 12021 cL.s.A. |mvoonoyzo /wvo000*04 cuaDISABILITY POLICE SWORN 403-10-000-47130-13404 |wv000cwoz cLs^DISABILITY POLICE SWORN 403-10-000-47130-13404 10//y2017 nnzos CALIFORNIA PUBLIC EMPLOYEES' DELTA CARE FAM /wv0000uoo aL000/an 100'00-000'21210'00000 /wv000naaz ANTHEM SELECT 100'00-000'21210-00000 /wvn000saz x»oEn 100'00'000-21210-00000 /wvn000363 HEALTH NET xALuovMAS 100'00-000'21210-00000 /wvonnoso* HEALTH NET SMART CARE 100-00-000'21210'00000 /wvnnnuass PERS CARE 100'00'000'21210'00000 /wvonnnaso PERS CHOICE 100-00*00-21210-00000 /wvO000367 poxxc POLICE ONLY 100-00'000-21210-00000 /wvn000yon UNITED HEALTH CARE 100'00-000'21210'00000 /wvnoonasn PERS SELECT 100'00'000'21210-00000 /wvonooaro RETRO HEALTH 100'00'000'21210-00000 /wvnono*os oLocSx/cLo 100-00*00-21210-00000 /wv000mmo xxoEn 100-00'000'21210'00000 /wvoonn*or HEALTH NET SALouvMAS 100-00*0*21210-00000 /wvonoo*oo HEALTH NET SMART CARE 100'00'000'21210-00000 /wvoono*ns pEnScxo/cc 100'00'000'21210'00000 /wvn000*10 UNITED HEALTHCARE 100'00'00*21210'00000 /wvonno*ay oLusSx/cLo 100'00u00-21210'00000 /wvomoo*m ANTHEM SELECT 100'00-000'21210'00000 /wvo000**1 m^/scx 100-00'000'21210-00000 /wvn000**2 HEALTH NET SALoovMAS 100'00-00021210'00000 /wvnnoo**s HEALTH NET SMART CARE 100-00'000'21210-00000 /wvonnn*** PERS CARE 100-00-000'21210-00000 /mvo000445 PERS CHOICE 100'013-000'21210-00000 /mvuonn**s poxxc POLICE ONLY 100-00*00'21210-00000 /wvnoon«*r UNITED HEALTH CARE 100-00-000'21210-00000 /wvo000448 PERS SELECT 100-00-000'21210'00000 /wvnnno*us oLucs*/cLo 100'00-000'21210'00000 /wvnnnoww u^opn 100-00-000'21210-00000 |wvoonoous HEALTH NET s«Luo,MAS 100-00-000'21210-00000 |wvo000486 HEALTH NET SMART CARE 100-00-000'21210-00000 /wvm000*87 pcxscxn/cc 100*G-00*21210-00000 /wv000n«oo UNITED HEALTHCARE 100-00-000-21210'00000 uy*/zozr 11329 CITY EMPLOYEES ASSOCIATES /mvonnosuz oucscwsA 100-00*00'21226'00000 /wvonocoo* oocscomnucmTmL/ccA 10*00-000'2122/'00000 /wvn000460 uucscmsA 100-00-000'21226-00000 |wvn000461 nucscowpmcwTmVccA IuD-00-000-21227-00000 10/4/2017 02705 |mvoonoyzo DELTA CARE pm| |wvn000nsu DELTA CARE pm/ /wvnno0*01 DELTA CARE ssONLY /wvnommoz DELTA CARE cc+I |wvn000^os DELTA CARE FAM /wvononvao DELTA CARE PMI /wvn00047* DELTA CARE EcONLY /wvonnn*ao DELTA CARE cE+z 1n�/12noz'*o�/4mm DELTA DENTAL INSURANCE COMPANY 100-00-000-21211-00000 100-00-000-21211-00000 100 -00 -ono -21253-00000 100-00-00021253-00000 100-00-000'21211-00000 100-oG-000-21zS3-00000 100-00-000-21253-00000 Payment Dates: 09/25/2017 - 10/09/17 10,329,98 4,zzu«o 1,o4ssz 4,00.«a 1,uwssz 1,715.00 820.75 894.25 130,103,04 13,577.85 1,a63/m o\en15 1,055.39 1,579.25 e0.65 2,613.88 1,637.00 2,144.44 599.40 299.77 1'7aays 6,166.97 645.27 738.37 318.77 475.00 13,577.85 1,363,40 29,88836 1,055.39 1,579.25 930.65 a'sza.aa 1'sa7ou 2'14w�44 599.40 1'7sz.ee 41s&yr 645.27 7y&y7 31837 4/s.00 127.00 18.50 45.00 18.m 45.00 1,100.08 16.93 439.7« 25.m 55-84 20.64 439.61 25.41 55.84 CHECK REGISTER Payment oate,�e/z5/aoo 0/09/17 Payment Date venaorw mvmentmn^um Payment Number Payable Number Description Vendor Name Account Number Item Amount |mvoouc*oz DELTA CARE FAM 100-00-00021253-00000 20.*4 216778 10/4/2017 ozror DELTA DENTAL opCALIFORNIA r'ya^a« /wv0000szs DELTA DENTAL INDEMNITY 100-00-000-21211-00000 114.78 /mvoomossr DELTA DENTAL INDEMNITY 100-00-000-21211-00000 3'47u02 |wv0000aeo DELTA DENTAL- pxm|m 100-00-000-21253-00000 za000 /wvo000391 DELTA DENTAL smpm+1 100-00-000'21253-00000 szuo |wvu000asz DELTA DENTAL swpaomm 100-00-000-21253'00000 119.88 |mvV000435 DELTA DENTAL INDEMNITY 100-00-000'21211'00000 a'/ao.*o /wvouo0437 PETRO DENTAL 100-00'000-21211'00000 19�98 |mvo000468 DELTA DENTAL pAM|c/ 100-00-000-21253-00000 130.00 /wvo00046e DELTA DENTAL smpm+z 100'00-000'21253-00000 52u0 |wv0000wo DELTA DENTAL rmpmomu' 100-00'000'21253-00000 119.88 21677e 10/4/2017 13144 *sLcw*snwAwucz 150.00 zo/os/1rDAY opr EMPLOYEE CASH ADVANCE ToPURCHASE SUPPLIES 100-e0-680-53100'00000 150u0 216780 10/4/2017 oozuo LUIS pxcsosoAnsLLAwo 32.25 omzz/zr'ua/zs/o mAnmc*/cLASscS 501'60'000'22328-00000 32.25 216781 10/4/2017 uuroo pzs.A. 760.00 /wv0000aru PTEA DUES 100'00'000'21220'00000 294s0 /mvo000381 CLERICAL DUES 100-00-000-2122*'00000 osso /mv000xwso PTEA DUES 100-00'000-21220'00000 294.50 /mvo000459 CLERICAL DUES 100-00'000-21224'00000 85.50 216782 10/4/2017 10624 PRE -PAID LEGAL SERVICES, INC. 51.80 /wvnnnosrz PRE -PAID LEGAL SERVICES 100-00'000'21230-00000 25.90 /mvo0004*0 PRE -PAID LEGAL SERVICES 100'00'000-21230'00000 25y0 216783 10/4/2017 13589 STANDARD INSURANCE 10'636.65 /wv0000sas LIFE INS c/1o0,000 100-00'000'21254'00000 zzzm /wvommsyo LIFE INS o/su'uou 100-00'000-21254-00000 690.46 /wvu000yyy LIFE INS c/1oo'ouo 100-00000-21254-00000 35.00 /wv000m*uu LIFE INS u/o0,000 100-00-000-212s4'00000 15.75 /wvuoocwrs LIFE INS a/54000 100-00-00*21254-00000 692.04 /wvo000477 LIFE INS c/zoo'uoo 100-00-000-21254'00000 35.00 /wvonuowm LIFE INS o/oo'000 zno'oo'000'zzzs*'u0000 15.75 /wvu000493 septemue'ppw1y'zo 403'10'16*54130-00000 9'030.15 216784 10/4/2017 nrszr STANDARD INSURANCE COMPANY 1,949.85 /wvo000321 STANDARD LIFE 100*0'000'21212-00000 232.85 |wvo000348 STANDARD LIFE 100*0000-21212-00000 819.04 /wvmmo*zo STANDARD LIFE 100-00-000-21212-00000 oyr.»o 216785 10/*/201/ 11916 STARS GYMNASTICS LLC z'oyr.m 07/05/17'09/30/17 GYMNASTIC CLASSES 501'60-000-22328'00000 1,697.50 zzarno 10A/2017 ceoao VISION SERVICE PLAN (cx) 4'114y8 |wvuomozr vs, 100-0*000-21210u0000 7.02 /wvuoonssz vSp'VISION /VpAm/cv 100-0*000-21258-00000 147.16 /wvoomasp vsp 100**00*2121*00000 139.35 /wvmmosxp vsp'VISION /Vp^m/a 100-0*000-21258f0000 1,815.76 /wvo000438 vsp 100oeu00-21210-00000 139.35 /wvo000*67 vsp v/mowA/pAw|cv 100-00-000-21258-00000 1'866.34 216787 10/4/2017 08091 ALL CITY MANAGEMENT scnvIICcs'INC o'«s.m 50317 CROSSING GUARD SERVICES 100-30-39*51100-13200 x'osy.zo 216788 10/4/2017 10594 umormsssxv/cc »o.00 09/18/2017 TIRES, PARTS mLABOR FOR POLICE VEHICLES *02'so'591-53100-00000 »000 10/9/201/2�42�14 pw CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Paynrient Nurnher Payable Number Description Vendor Name Account Number Item Amount 216789 10/4/2017 07692 BARR & CLARK INDEPENDENT 270.00 44176 LEAD TESTING, RISK ASSESSMENT & CLEARANCE 220-40-420-51101-14810 270.00 216790 10/4/2017 10633 BEAR FRAME & WHEEL 52.00 30804 FRONT& REAR FRAME RAIL ARM REPLACEMENTS 402-50-590-51101-00000 52.00 21.6791 10/4/2017 00125 BENLO R.V. SERVICES 19.56 864137 MISCELLANEOUS PARTS & SUPPLIES 402-50-590-53100-00000 19,56 216792 10/4/2017 08909 CAL BLEND SOILS INC 1,900.96 61114 MISCELLANEOUS SUPPLIES FOR DOWNTOWN 254-50-520-53100-14120 120.18 61489 MISCELLANEOUS SUPPLIES FOR DOWNTOWN 254-50-520-53100-14120 1,780.78 216793 10/4/2017 00201 CALIFORNIA DISCOUNT GLASS 1,20148 0422 GLASS REPLACEMENT & ANTI -GRAFFITI FILM 100-60-620-53371-00000 58.74 0422 GLASS REPLACEMENT & ANTI -GRAFFITI FILM 252-60-620-53371-00000 5834 0507 GLASS REPLACEMENT& ANTI -GRAFFITI FILM 100-60-620-53371-00000 54100 0507 GLASS REPLACEMENT & ANTI -GRAFFITI FILM 252-60-620-53371-00000 54100 216794 10/4/2017 08784 CINTAS FIRST AID & SAFETY 103.38 5008800638 FIRST AID SUPPLIES 240-50-550-53100-15705 10338 216795 10/4/2017 03291 COMMERCIAL LANDSCAPE SUPPLY, INC 422.25 200069 MISCELLANEOUS SUPPLIES 251-50-571-53100-00000 422.25 216796 10/4/2017 11133 COMMUNITY MEDIA OF 4,88332 302 PEG CHANNEL SERVICES 270-10-140-51101-17510 4,883.32 216797 10/4/2017 12001 CRUZ'S AUTO DETAIL 5,400.00 0766 BAL MOBILE CAR WASHES FOR POLICE VEHICLES 402-50-591-51101-00000 1,528.00 0802 MOBILE CAR WASHES FOR POLICE VEHICLES 402-50-591-51101-00000 310.00 0803 MOBILE CAR WASHES FOR POLICE VEHICLES 402-50-591-51101-00000 3,562.00 216798 10/4/2017 12157 EAGLE AUTO COLLISION 3,373.45 8212017-6 REPAIRS OF CITY VEHICLES 402-50-590-53371-00000 792.35 8222017-7 REPAIRS OF CITY VEHICLES 402-50-590-53371-00000 2,581.10 216799 10/4/2017 11902 EAGLE PORTABLES INC 2,400.00 9303 PORTABLE TOILETS FOR SIX STREET MARKETS 230-60-610-51100-16101 400.00 9327 PORTABLE TOILETS FOR SIX STREET MARKETS 230-60-610-511OD-16101 400.00 9395 PORTABLE TOILETS FOR SIX STREET MARKETS 230-60-610-51100-16101 400.00 9431 PORTABLE TOILETS FOR SIX STREET MARKETS 230-60-610-51100-16101 400.00 9482 PORTABLE TOILETS FOR SIX STREET MARKETS 230-60-610-51100-16101 400.00 9483 PORTABLE TOILETS FOR SIX STREET MARKETS 230-60-610-51100-16101 400.00 216800 10/4/2017 12787 ED BUTTS FORD 1,161.51 448332 EQUIPMENT FOR POLICE VEHICLES 402-50-591-53100-00000 181.90 C67862 EQUIPMENT FOR POLICE VEHICLES 402-50-591-53100-00000 195.54 C67863 EQUIPMENT FOR POLICE VEHICLES 402-50-591-53100-00000 195.54 C67880 EQUIPMENT FOR POLICE VEHICLES 402-50-591-53100-00000 195.54 W67938 EQUIPMENT FOR POLICE VEHICLES 402-50-591-53100-00000 392.99 216801 10/4/2017 00348 FEDERAL EXPRESS CORP 125.33 5-930-77073 DELIVERY OF PACKAGES 100-30-380-53370-00000 125.33 216802 10/4/2017 11949 FIRST ADVANTAGE LNS 9.20 5515061708 BACKGROUND VERIFICATIONS FOR APPLICANTS 100-30-310-51100-00000 9.20 216803 10/4/2017 00400 GRAINGER, INC. 705.53 9495082928 SMALL TOOLS FOR FLEET DIVISION GARAGE 402-50-590-53100-00000 350.69 9518487120 SMALL TOOLS FOR FLEET DIVISION GARAGE 402-50-590-53100-00000 25.16 9518487138 SMALL TOOLS FOR FLEET DIVISION GARAGE 402-5D-590-53100-00000 223.20 9540397214 MISCELLANEOUS SUPPLIES 245-50-550-53100-15622 106.48 10/9/2017 2:42;14 PV CHECK REGISTER Payment oates�oe/2s/2o1r-1o/0e/17 10/912017 2:42:14 PM Payment Date vanau w Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216804 10/4/2017 ogoso xm/HOLDING CORP 230.00 LSzaaso SERVICE FOR wcmc/uMANOR e05'40 -*10-53371-14305 zsnoo 216805 10/4/2017 04878 HOME DEPOT 4'883.75 zozaor MISCELLANEOUS SUPPLIES 240-50'sso'53100-15705 293.86 1414145 SPECIALIZED SPRAY PAINTS 254'50-570-53100'14885 mo.m 1414146 SPECIALIZED SPRAY PAINTS 254'su'570a3100-14885 126.29 zuzszss MISCELLANEOUS SUPPLIES 251-50-560s3100-00000 530.60 uzosrm MISCELLANEOUS SUPPLIES 240-50-550-53100-15/05 13.97 zznnozr MISCELLANEOUS SUPPLIES 251-50'560-53100-00000 yrsz 2*949 MISCELLANEOUS SUPPLIES 240-50'550'53100-15705 283.42 2574180 MISCELLANEOUS SUPPLIES 251'50'560-53100'00000 243s9 3015158 MISCELLANEOUS SUPPLIES 240-50-550'53100'1570s 349.83 sozszsp MISCELLANEOUS SUPPLIES 240-50-550-53100-15705 352.87 3212004 wocSoppuEs 240-50-550-53100'15705 '15.1e 3564245 MISCELLANEOUS SUPPLIES 2*0'50-550'53100-15705 saay *ozuzys MISCELLANEOUS SUPPLIES 2*0'50-550-53100-15705 134.18 4581623 MISCELLANEOUS SUPPLIES 251-50-571-53100-00000 74u6 sozsrss MISCELLANEOUS SUPPLIES 251-50-560-53100'00000 243.46 szuoszy MISCELLANEOUS SUPPLIES 251'50-560'53100n0000 45.34 6014947 MISCELLANEOUS SUPPLIES 251-50-560-53100u0000 378.45 aozzoas MISCELLANEOUS SUPPLIES 251-50-560'53100-00000 74.80 oueoroz MISCELLANEOUS SUPPLIES 251-50'5e0-53100'00000 37.94 60e4465 MISCELLANEOUS SUPPLIES 251-50'571-53100-00000 *a.yz auynr*o MISCELLANEOUS SUPPLIES 251'50~571-53100-00000 78u4 7092479 MISCELLANEOUS SUPPLIES 251-50-571-53100-00000 yo.r* rrrzzss MISCELLANEOUS SUPPLIES 240-50-550-53100-15705 330.93 yznoa MISCELLANEOUS SUPPLIES 240-50'550-53100-15705 183.30 9240215 MISCELLANEOUS SUPPLIES 251-50'571'53100-00000 28.77 9280*14 MISCELLANEOUS SUPPLIES 251-5*5e0-53100'00000 135.16 216807 10/4/2017 oowsz xosc'wAw/mc 1'310.84 2332866'0001'02 HYDRAULIC HOSES aSUPPLIES 402'50'590'53100-00000 rsss 233379* -0001-02 HYDRAULIC HOSES aSUPPLIES 402-50ae0'53100-00000 22.83 2334254-0001-02 HYDRAULIC HOSES aSUPPLIES 402-50-590'53100-00000 236.79 233429e'0001-02 HYDRAULIC HOSES uSUPPLIES 402-50'5*0'53100-00000 410.46 2334444-0001'02 HYDRAULIC HOSES &SUPPLIES 402-50'5*0-53100o0000 182.e4 2334*73-0001-02 HYDRAULIC HOSES aSUPPLIES 402-50'590-53100'00000 22.47 2335216'0001-02 HYDRAULIC HOSES aSUPPLIES 402'50'590-53100'00000 177.36 2335650-0001-02 HYDRAULIC HOSES aSUPPLIES 402-50-590'53100-00000 129.37 2336317-0001-02 HYDRAULIC HOSES &SUPPLIES 402-50-5e0-53100'00000 55.37 216808 10/4/2017 oosoo ouwnwsrowxowo« 3'972.15 omres PARTS & LABOR FOR POLICE MOTORCYCLES *02-50'591-53371-00000 38.78 17107e6 PARTS mLABOR FOR POLICE MOTORCYCLES 402-50-5e1-53371-00000 73.25 91248 PARTS mLABOR FOR POLICE MOTORCYCLES 402'50'5e1-53371'00000 574.00 yzzso p^ms& LABOR FOR POLICE MOTORCYCLES 402'5*591'53371-00000 3'286.12 21680* 10/4/2017 manu INTERSTATE BATTERIES a'rosoe 10158036 BATTERIES mSUPPLIES FOR CITY VEHICLES 402'50'590-53100-00000 1,225.65 10158306 BATTERIES & SUPPLIES FOR CITY VEHICLES 402'50-590-53100'00000 572.61 10158569 aATrcn/csaSUPPLIES FOR POLICE VEHICLES 402-50'591'531/0-00000 62J7 10158846 BATTERIES & SUPPLIES FOR POLICE VEHICLES 402-50-591-53100-00000 499.78 50135757 BATTERIES & SUPPLIES FOR CITY VEHICLES *02-50-590-53100-00000 894.04 50135764 BATTERIES mSUPPLIES FOR CITY VEHICLES 402-5*59D-5310000000 2*7.42 50135765 m|scsuppuss *02'50-590'53100-00000 -o«.00 50135765 m/scsuppuss 402-50-591-53100-00000 '84.00 50135843 BATTERIES mSUPPLIES FOR CITY VEHICLES *02-50-5e0-53100-00000 70.28 50135843 BATTERIES mSUPPLIES FOR POLICE VEHICLES 402'50'591-s3100-00000 184.13 50136066 BATTERIES aSUPPLIES FOR POLICE VEHICLES 402'50'591-53100-00000 20*.41 10/912017 2:42:14 PM CHECK REGISVEIR Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216810 10/4/201.7 07307 IRON MOUNTAIN 505,37 PES7555 OFFSITE FILE STORAGE 901.-40..4710..51.101.1.431.0 50537 21681.1 10/4/2017 00509 J.H. MI1CHELL &SONS 2,621.83 181999 ENGINE & OIL. LUBRICANTS 402-50-590-53100-00000 83930 182443 ENGINE & OIL. LUBRICANTS 402-50-590-53100-00000 925 1.1 182709 ENGINE & OIL LUBRICANTS 402-50-590-53100-00000 170.99 1.82713 ENGINE & OIL LUBRICANTS 402-50-590-53100-00000 686.44 216812 10/4/2017 02544 JC'S PLUMBING & BACKFLOW SVC 876.41 10882 GENERAL PLUMBING SERVICES 100-60-620-53371-00000 225.00 1.0891 GENERAL. PLUMBING SERVICES 100-60-620-53371-00000 21121 10891. GENERAL PLUMBING SERVICES 252-60-620-53371-00000 363,20 1.0898 GENERAL PLUMBING SERVICES 252-60-620-53371-00000 75.00 216813 10/4/2017 10312 JEEP CHRYSLER OF ONTARIO, INC. 3,471.18 521.895 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 1,972.51 615635 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 36.46 615879 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 104.30 616530 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 289.63 617869 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 528,58 618516 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 214.64 619373 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 280.58 619729 NON -WARRANTY REPAIRS OF POLICE VEHICLES 402-50-591-53371-00000 44.48 216814 10/4/2017 00526 KEYSTONE UNIFORMS 434.78 063428 JACKETS FOR CODE ENFORCEMENT, 4/EA 100-30-340-53100-00000 434.78 216815 10/4/2017 09904 KIMBALL MIDWEST 2,909.85 5734927 SCREWS, NUTS, BOLTS & MISCELLANEOUS ITEMS 402-50-590-53100-00000 126.00 5735123 SCREWS, NUTS, BOLTS & MISCELLANEOUS ITEMS 402-50-590-53100-00000 957.18 5735208 SCREWS, NUTS, BOLTS & MISCELLANEOUS ITEMS 402-50-590-53100-00000 106.39 5744004 GRAFFITI REMOVAL CHEMICAL 244-50-581-53100-15510 311.36 5744281 GRAFFITI REMOVAL CHEMICAL 244-50-581-53100-15510 220.48 5811041 GRAFFITI REMOVAL CHEMICAL 244-50-581-53100-15510 60.96 5811083 GRAFFITI REMOVAL CHEMICAL 244-50-581-53100-15510 39.92 5811451 SCREWS, NUTS, BOLTS & MISCELLANEOUS ITEMS 402-50-590-53100-00000 575.43 5813392 GRAFFITI REMOVAL CHEMICAL 245-50-570-53100-14885 512.13 216816 10/4/2017 06328 KNIGHT COMMUNICATIONS 24,000.00 2010882 INFORMATION SERVICES SUPPORT 100-30-310-51100-00000 8,000.00 2010883 INFORMATION SERVICES SUPPORT 100-30-310-51100-00000 4,000.00 2010883 INFORMATION SERVICES SUPPORT 205-30-31D-51100-00000 4,000.00 2010884 INFORMATION SERVICES SUPPORT 205-30-310-51100-00000 8,000.00 216817 10/4/2017 00649 MONTY'S ELECTRIC 345.00 7133 ELECTRICAL SERVICE AND PARTS 100-60-620-53371-00000 172.50 7133 ELECTRICAL SERVICE AND PARTS 252-60-620-53371-00000 172.50 216818 10/4/2017 00195 CALIFORNIA PUBLIC EMPLOYEES' 69,372.87 PP#1-9-20 RETIRED PREM/ADMN FEE FOR RETIRED & ACTIVE 0 100-25-299-50220-00000 707.97 PP#1-9-20 RETIRED PREM/ADMN FEE FOR RETIRED & ACTIVE 0 100-25-299-50223-00000 68,664.90 216819 10/4/2017 10454 SUNSTATE EQUIPMENT CO 1,295.25 7063489 BAL GENERATOR/LIGHT TOWER 4TH OF JLY 501-60-000-22328-00000 760.00 7063489-002CM CREDIT MEMO 230-60-610-511OD-16145 -300.00 7063489-BAL GEN ERATOR/LIGHT TOWER 4TH OF ILY 230-60-610-51100-16145 202.56 7063564-0 GENERATOR/LIGHT TOWER 4TH OF JILY 230-60-610-51100-16145 204.95 7063565-1 GENERATOR/LGHT TOWER 4TH OF JLY' 230-60-610-5110D-16145 204.95 7063567-1 GENERATOR/LIGHT TOWER 4TH OF JLY 230-60-61D-51100-16145 204.95 7063572-1 GENERATOR/LIGHT TOWER 4TH OF JLY 230-60-610-51100-16145 213.00 CREDIT BWP 3 OVERPIVIT CREDITS 230-60-610-51100-16145 -195.16 10/9/2017 2:42.114 PM (HECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216820 10/5/2017 01767 AAEINCORPORATED 5,569.50 22572 PLAN CHECK SERVICES 100-50-510-51100-00000 5,569.50 216821 10/5/2017 01189 COUNTY OF LOS ANGELES 2,780.69 PW16091202481 ROUTINE & EXTRAORDINARY MAINTENANCE OF 240-50-530-51100-00000 907.49 PW1612305205 ROUTINE & EXTRAORDINARY MAINTENANCE OF 240-50-530-51100-00000 265,80 PW -17091201871 ROUTINE & EXTRAORDINARY MAINTENANCE OF 240-50-530-51100-00000 1,607A0 216822 10/5/2017 01189 COUNTY OF LOS ANGELES 5,53333 IN170000786 SEWER SERVICE CHARGE FOR GOVERNMENT OWNE 249-50-510-51100-15400 1,060,50 PW17041008966 ROUTINE & EXTRAORDINARY MAINTENANCE OF 240-50-530-51100-00000 916.91 SA180000053 CATCH BASIN CLEANOUT EAST AREA B 249-50-510-51100-15400 3,556.32 216823 10/5/2017 13160 RAPID 7 LLC 1,076.25 Q206548 NEXPOSE EXPRESS PERPETUAL LICENSE (256 IRS) 401-10-140-SI101-00000 1,076.25 216824 10/5/2017 04355 RED WING SHOES CO, INC 600.00 15-076 GRAFFITI STAFF 240-50-570-53100-14885 128.32 15-076 IRRIGATION STAFF 251-50-562-53100-00000 471.68 216825 10/5/2017 04355 RED WING SHOES CO, INC 240.03 5-012 WORKBOOTS & SOCKS FOR RAMON HERNANDEZ 100-60-620-53100-00000 120.01 5-012 WORKBOOTS & SOCKS FOR RAMON HERNANDEZ 252-60-620-53100-00000 120.02 216826 10/5/2017 12782 REYNOLDS BUICK INC 145.00 48796 MATERIALS & SUPPLIES FOR CITY VEHICLES 402-50-590-53100-00000 145.00 216827 10/5/2017 00956 ROADLINE PRODUCTS INC. 1,507.42 13536 PAINT TRUCK SUPPLIES 254-50-550-53100-15622 1,507.42 216828 10/5/2017 08209 ROCHESTER MIDLAND CORP. 352.99 INV00000717 HANDSFREE RESTROOM DISPENSERS 100-60-620-53371-00000 176.49 INV00000717 HANDSFREE RESTROOM DISPENSERS 252-60-620-53371-00000 176.50 216829 10/5/2017 13554 ROYAL INDUSTRIAL ELECTRIC 101.03 1075-430968 ELECTRICAL SUPPLIES 100-60-620-53100-00000 50.51 1075-430968 ELECTRICAL SUPPLIES 252-60-620-53100-00000 50.52 216830 10/5/2017 12258 SAFELITE FULFILLMENT INC 2,161.44 06091-165261 WINDSHIELD REPLACEMENTS - CITY VEHICLES 402-50-590-51101-00000 778.59 06091-165349 WINDSHIELD REPLACEMENTS -CITY VEHICLES 402-50-590-51101-00000 257.85 06091-165570 WINDSHIELD REPLACEMENTS - CITY VEHICLES 402-50-590-51101-00000 191.05 06091-165873 WINDSHIELD REPLACEMENTS - CITY VEHICLES 402-50-590-51101-00000 338.05 182903 WINDSHIELD REPLACEMENTS - CITY VEHICLES 402-50-590-51101-00000 257.85 189410 WINDSHIELD REPLACEMENTS - CITY VEHICLES 402-50-590-51101-00000 338.05 216831 10/5/2017 03860 SCHINDLER ELEVATOR CORPORATION 4,188.09 8104618176 MAINTENANCE OF CITY HALL PARKING 245-60-620-53371-15882 4,188.09 216832 10/5/2017 01099 SMART & FINAL 278.76 040241 SUPPLIES FOR TEEN CENTER 100-60-660-53100-00000 7.31 040242 SUPPLIES FOR TEEN CENTER 100-60-660-53100-00000 52.36 040536 SUPPLIES FOR SENIOR CENTER 100-60-630-53100-00000 203.13 040543 SUPPLIES FOR SENIOR CENTER 100-60-630-53100-00000 15.96 216833 10/5/2017 12587 SOUTHLAND CARWASH INC 451.64 #90 -JULY CAR WASHES - POLICE VEHICLES 402-50-591-51101-00000 212.83 #94 -AUGUST CAR WASHES - POLICE VEHICLES 402-50-591-51101-00000 238.81 216834 10/5/2017 10466 SPARKLE17S 403.68 11080898 091517 WATER AND COFFEE FOR CITY FACILITIES 100-60-620-53100-00000 403.68 216835 10/5/2017 13140 STEVEN JAY HARRIMAN 591.34 09/14/17 BELTS & MEDALS FOR STREET MARKET BOXING SHO 230-60-610-51100-16101 591.34 10/9/2017 2 42;14 PM CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor #t Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216836 10/5/2017 10157 SUNBELT RENTALS 1,719,52 71143804 RENTAL EQUIPMENT FOR DOWNTOWN IMPROVEM 254-.S0 520-5:3390-1.41..2.0 483.23 71193207 RENTAL EQUIPMENT FOR DOWNTOWN IMPROVEM 2.54-:50-52.0-53390-1.412.0 184.47 71717163 RENTAL EQUIPMENT FOR DOWNTOWN JMPROVEM 254-.":0 52Q:0-5:1390-141.20 1,051.82 2.16837 10/5/2017 03748 WASTE MANAGEMENT OF 3,05192 7012017 CNG FUEL FOR CITY VEHICLES 402-50-590-53110-16140 809.87 8012017 CNG FUEL FOR CITY VEHICLES 402-50-590-53110-16140 692.97 9012017 CNG FUEL FOR CITY VEHICLES 402-50-590-53110-16140 1,550.08 216838 10/5/2017 09902 LANDSCAPE WAREHOUSE 818.93 5002907 PLANT MATERIAL & NURSERY STOCK SUPPLIES 251-50-571-53100-00000 409.41 5002912 PLANT MATERIAL & NURSERY STOCK SUPPLIES 251-50-571-53100-00000 409.52 216839 10/5/2017 02392 LAWN MOWER CORNER 2,753.97 46015 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 196.75 46879 REPAIRS OF POWER TOOLS 251-50-560-51101-00000 131.08 47919 REPAIRS OF POWER TOOLS 251-50-560-51101-00000 170.32 48178 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 82.90 48839 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 70.98 48860 REPAIRS OF POWER TOOLS 251-50-560-51101-00000 889.99- 49229 REPAIRS OF POWER TOOLS 254-50-550-53371-15622 442.29 49281 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 67.49 49282 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 92.13 49283 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 102.08 49284 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 105.80 49285 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 213.55 49646 REPAIRS OF POWER TOOLS 251-50-571-51101-00000 150.14 49719 REPAIRS OF POWER TOOLS 254-50-550-53371-15622 38.47 216840 10/5/2017 03996 LEXISNEXIS RISK SOLUTIONS, INC 455.22 1708360890 CONTINUED UPDATES & SUPPORT 205-30-310-51100-00000 455.22 216841 10/5/2017 08805 LION EXPRESS 979.70 37777 TRANSPORTATION SERVICES FOR SENIOR TRIPS 244-60-630-51100-15540 979.70 216842 10/5/2017 12216 LOS ANGELES FREIGHTLINER 125.39 WP1348857 PARTS & REPAIRS OF STREETSWEEPER 402-50-590-53371-00000 125.39 216843 10/5/2017 12286 LOU'S GLOVES, INCORPORATED 83.00 019613 GLOVES FOR EVIDENCE 100-30-360-53100-00000 83.00 216844 10/5/2017 09355 MARCO INDUSTRIES, INC 3,905.10 144901 REPAIRS OF STREET SWEEPER 402-50-590-53371-00000 70.09 1449568 REPAIRS OF STREET SWEEPER 402-50-590-53371-00000 3,670.59 146205 REPAIRS OF STREET SWEEPER 402-50-590-53371-00000 164.42 216845 10/5/2017 07898 MARSAN TURF & IRRIGATION 3,843.33 426107 IRRIGATION SUPPLIES 251-50-571-53100-00000 429.48 426109 IRRIGATION SUPPLIES 251-50-571-53100-00000 15.12 427165 IRRIGATION SUPPLIES 251-50-562-531013-00000 349.12 427450 IRRIGATION SUPPLIES 251-50-571-53100-00000 363.39 427497 IRRIGATION SUPPLIES FOR DOWNTOWN 254-50-520-53100-14120 1,016.57 427543 IRRIGATION SUPPLIES FOR DOWNTOWN 254-50-520-53100-14120 369.57 427581 IRRIGATION SUPPLIES FOR DOWNTOWN 254-50-520:53100-14120 265.07 427796 IRRIGATION SUPPLIES FOR DOWNTOWN 254-50-520-53100-14120 49.72 427946 IRRIGATION SUPPLIES FOR DOWNTOWN 254-50-520-53100-14120 164.05 428337 IRRIGATION SUPPLIES 251-50-571-53100-00000 821.24 216846 10/5/2017 00634 MILLER'S & ISHAMS FIRE EXTINGUISHERS 138.99 3038 SERVICE FOR POLICE VEHICLE FIRE EXTINGUISHERS 402-50-591-51101-00000 138.99 10/9/2017 2:42;14 PIq CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor # Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 216847 10/5/2017 12176 NICE CLEANERS 360.00 D 100940 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 40.00 D 101061 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 40.00 D 101208 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 40.00 D 101209 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 40.00 D 101297 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 4000 D 101367 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 40.00 D 101467 UNIFORM RENTALS FOR INMATES 100-30-370-51I0I-00000 40.00 D 101531 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 40.00 D 101636 UNIFORM RENTALS FOR INMATES 100-30-370-51101-00000 40.00 216848 10/5/2017 00683 NICHOLS LUMBER & HARDWARE 323.07 154833/1 MISCELLANEOUS HARDWARE &SUPPLIES 251-50-560-53100-00000 59.32 154874/1 MISCELLANEOUS HARDWARE & SUPPLIES 254-50-571-53100-155I0 104.38 154944/1 MISCELLANEOUS HARDWARE 254-50-581-53100-15510 8,74 155023/1 MISCELLANEOUS HARDWARE & SUPPLIES 251-50-560-53100-00000 150.63 216849 10/5/2017 04107 OFFICE DEPOT INC 1,426.53 957107777001 MATERIALS AND SUPPLIES FOR DEPARTMENT 100-30-340-53100-00000 262.04 957107923001 MATERIALS AND SUPPLIES FOR DEPARTMENT 100-30-340-53100-00000 70.02 957264293001 MATERIALS AND SUPPLIES FOR DEPARTMENT 100-30-340-53100-00000 393.27 958391540001 MATERIALS AND SUPPLIES FOR DEPARTMENT 100-30-340-53100-00000 178.36 961185583001 OFFICE SUPPLIES 200-50-500-53100-00000 74.05 961185584001 OFFICE SUPPLIES 100-50-500-53100-00000 24.44 961185585001 OFFICE SUPPLIES 100-50-500-53100-00000 26.42 961185586001 OFFICE SUPPLIES 100-50-500-53100-00000 24.02 961187816001 OFFICE SUPPLIES 100-50-500-53100-00000 67.93 961189797001 MATERIALS AND SUPPLIES FOR DEPARTMENT 100-30-340-53100-00000 209.74 961272839001 MATERIALS AND SUPPLIES FOR DEPARTMENT 100-30-340-53100-00000 96.24 216850 10/5/2017 13588 OMEGA INDUSTRIAL SUPPLY INC 697.48 106283 GRAFFITI REMOVAL CHEMICAL 254-50-570-53100-14885 697.48 216851 10/5/2017 11461 PACIFIC PRODUCTS & SERVICES 1,734.56 22211-1 SIGN MAINTENANCE SUPPLIES 245-50-550-53100-15622 1,734.56 216852 10/5/2017 00086 PATTON SALES CORP 88.78 3361903 STEEL FOR WELDING 402-50-590-53100-00000 48.12 3367910 STEEL FOR WELDING 402-50-590-53100-00000 12.25 3388767 STEEL FOR WELDING 402-50-590-53100-00000 28.41 216853 10/5/2017 13283 PENSKE MOTOR GROUP LLC 252.00 1041994 MATERIALS & SUPPLIES FOR POLICE VEHICLES 402-50-591-53100-00000 252.00 216854 10/5/2017 09087 PREMIERE FUELING SERVICES INC 1,134.73 10645 MAINTENANCE & REPAIRS OF FUEL PUMPS AND 402-50-590-53110-16140 160.00 10736 MAINTENANCE & REPAIRS OF FUEL PUMPS AND 402-50-590-53110-16140 160.00 10769 MAINTENANCE & REPAIRS OF FUEL PUMPS AND 402-50-590-53110-16140 120.20 10775 MAINTENANCE & REPAIRS OF FUEL PUMPS AND 402-50-590-53110-16140 160.00 10776 MAINTENANCE & REPAIRS OF FUEL PUMPS AND 402-50-590-53110-16140 534.53 216855 10/5/2017 13078 PROMOTIONAL DESIGN CONCEPTS INC 702.40 34551 10X10 ECONO MAX STEEL FRAME TENT & TOP 501-60-000-22328-16146 702.40 216856 10/5/2017 04492 PSYCHEMEDICS CORP 109.50 496247 DRUG TESTING FOR POLICE APPLICANTS 100-30-310-51100-00000 109.50 210857 10/5/2017 11574 PUENTE HILLS CHEVROLET 728.40 132010 REPAIRS OF CITY VEHICLES 402-50-590-53371-00000 35.96 132233 REPAIRS OF CITY VEHICLES 402-50-590-53371-00000 329.88 133407 REPAIRS OF CITY VEHICLES 402-50-590-53371-00000 56.71 133449 REPAIRS OF CITY VEHICLES 402-50-590-53371-00000 5.85 14.1/9/2017 0/9/20 17 2 .21 2 : 14, PM CHECK REGISTER Payment Dates: 09/25/2017 - 10/09/17 Payment Date Vendor# Payment Amount Payment Number Payable Number Description Vendor Name Account Number Item Amount 83019 REPAIRS OF CITY VEHICLES 402-50-590-53371-00000 300.00 216858 10/5/2017 00779 SOUTHERN CALIFORNIA EDISON 159.67 08/23-09/22/17 ENERGY COST 251-50-530-53401-00000 80.36 08/23-09/22/2017 ENERGY COST 251-50-530-53401-00000 79.31 216859 10/5/2017 10699 CARLOS ORDONEZ 182.72 9/11/17-9/15/17 REIMB MILEAGE/PRKG AJ282 100-30-391-53200-00000 182.72 216860 10/5/2017 12859 MELISSA GALCERAN 278.84 9/11/17-9/15/17 LNCH/MILEAGE/PRKG CODE ENF TRNG 100-30-391-53200-00000 278.84 216861 10/5/2017 01328 EZEQUIEL CONTRERAS 2,473.25 07/31/17-09/07/17 TAEKWONDO CLASSES 501-60-000-22328-00000 1,199.25 6/19/17-7/27/17 TAlfkWONDO CLASSES 501-60-000-22328-00000 1,274.00 216862 10/5/2017 13103 THE GEO GROUP INC 27,674.08 236170801 JAIL OPERATIONS 100-30-370-51100-00000 27,674.08 216863 10/9/2017, 08865 DAVID LEON 2,000.00 ED REIMB FY16/17 EDUCATION PRG FY 16/2017 100-30-310-53210-00000 2,000.00 216864 10/9/2017 12046 TAFOYA AND GARCIA, LLP 66,156.83 JUNE 2017 CITY ATTORNEY JUNE 2017 BILLING 100-10-130-51102-11060 1,890.00 JUNE 2017 CITY ATTORNEY JUNE 2017 BILLING 100-10-130-51102-11102 18,112.50 JUNE 2017 CITY ATTORNEYJUNE 2017 BILLING 100-10-130-51102-11105 1,172.50 JUNE 2017 CITY ATTORNEYJUNE 2017 BILLING 100-10-130-51102-11105 725.23 JUNE 2017 CITY ATTORNEYJUNE 2017 BILLING 100-10-130-51102-12002 3,045.00 JUNE 2017 CITY ATTORNEYJUNE 2017 BILLING 100-10-130-51102-13405 2,450.00 JUNE 2017 CITY ATTORNEY JUNE 2017 BILLING 100-10-130-51102-14200 3,377.50 JUNE 2017 CITY ATTORNEY JUNE 2017 BILLING 100-10-130-51102-15080 1,837.50 JUNE 2017 CITY ATTORNEY JUNE 2017 BILLING 100-10-130-51102-16175 17.50 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-130-51102-11060 1,295.00 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-130-51102-11102 20,492.50 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-130-51102-11103 262.50 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-130-51102-11105 226.60 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-130-51102-11105 2,135.00 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-130-51102-12002 787.50 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-130-51102-13405 3,097.50 MAY 2017 CITY ATTORNEY MAY 2017 BILLING 100-10-13G-51102-14200 5,232.50 216865 10/9/2017 13053 TYLER TECHNOLOGIES INC 27,361.00 025-168638 PROJECT MANAGEMENT FINANCIALS 200-10-140-58105-00000 12,361.00 025-194359 FINANCIALS CONVERSION FEE 200-10-140-58105-00000 15,000.00 Grand Totaf'-.$59"T7-,-886.60 MINUTES ITEM NO. BALDWIN PARK CITY COUNCIL STUDY SESSION AND SPECIAL MEETING OCTOBER 4, 2017, 5:30 P.M. COUNCIL CHAMBER -14403 E. Pacific Avenue, Baldwin Park, 91706 , CALL TO ORDER The meeting was called to order at 5:35 p.m. by Mayor Lozano, ROLL CALL PRESENT: Council Member Cruz Baca Council Member Monica Garcia Council Member Ricardo Pacheco Mayor Manuel Lozano ABSENT: Mayor Pro Tem Susan Rubio PUBLIC COMMUNICATIONS Mayor Lozano opened Public Communications at 5:35 p.m. Greg 'Tuttle, Baldwin Park business owner, opined that Code Enforcement is doing'very well and should remain in under the police department; noted that Interim Chief of Police Taylor is doing a very good job. Juan Rios, Baldwin Park resident, expressed his support for keeping Code Enforcement under the police department, noting that they are doing a very good job and he has received positive feedback from his neighbors. Seeing no one wishing to speak, Public Communications closed at 5:39 p.m. OPEN SESSION 1. CODE ENFORCEMENT ORGANIZATION Presentation by Community Development Director Gus Romo regarding the organizational status of the Code Enforcement Division Community Development Director Gus Romo and Interim Chief of Police Mike Taylor narrated a PowerPoint presentation; Chief Taylor pointed out that the changes in uniforms for Code Enforcement has provided a "softer" appearance to reduce a sense of intimidation; noted that moving Code Enforcement back into Community Development would require additional personnel resources (supervisor) and restructuring of office space to accommodate the move of staff; discussed strategies for executing better code enforcement practices throughout the city. In response to discussion, staff suggested that the city could be divided into "neighborhood improvement zones" and define prioritized violation types; noted that reports that illustrate enforcement trends and patterns will be provided to Council. Special Meeting of 10/4/17 Page 1 of 3 RECESS TO CLOSED SESSION 2. PUBLIC EMPLOYMENT (GC §54957): Chief of Police 3. CONFERENCE WITH LABOR NEGOTIATORS (GC §54957.6) Pursuant to Government Code Section 54957.6: Acl�r�,d rigLe_mmr rest v : Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney E l _e... r Lnrz tin : General Unit of Maintenance Employees, SEIU Local 721; Police Officer Association; Professional and Technical Employees Association; Clerical Employees Association; Police Management Employees Association; Classified Confidential Employees Association; Classified Management Employees Association 9mrrrrseats a.ployg): City Planner; Housing Authority Manager; Community Development Director; Human Resource Manager; Police Chief; Finance Director; Public Works Director; Recreation and Community Services Director 4. REAL PROPERTY NEGOTIATIONS Pursuant to Government Code §54956.8: A. Property: 14551 Joanbridge Street Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Lih Ping Henry Liou, Baldwin Park TALE Corp. Under Negotiation: Price and terms of payment B. Property: 4145 Puente Street Agency Negotiators: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Negotiating Parties: Edward Avakyan, Jenome Research Under Negotiation: Price and terms of payment 5. CONFERENCE WITH LEGAL COUNSEL—EXISTING LITIGATION Pursuant to paragraph (1) of subdivision (d) of Government Code Section 54956.9: Case Name: Tuttle v City of Baldwin Park Case No. 2:16 cv 09167 CAS GJS Case Name: Casimiro v City of Baldwin Park Case No. 16CV03454-SVW-JPR Case Name: City of Baldwin Park v City of Irwindale Case No. BS163400 6. 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): Two (2) ADJOURNMENT There being no further business, motion was made by Lozano, seconded by Pacheco, to adjourn the meeting at 7:10 p.m. Special Meeting of 10/4/17 Page 2 of 3 REPORT ON CLOSED SESSION* Mayor Lozano reported that no action was taken on items discussed in Closed Session. Mayor ATTEST: City Clerk APPROVED: Special Meeting of 10/4/17 Page 3 of 3 MINUTES BALDWIN PARK CITY COUNCIL REGULAR MEETING OCTOBER 4, 2017, 7:00 P.M. COUNCIL CHAMBER - 14403 E. Pacific Avenue, Baldwin Park, 91706 These minutes are presented in Agenda order. Various announcements or discussions may have occurred before or after the title under which they are presented. CALL TO ORDER The meeting was called to order by Mayor Lozano at 7:10 p.m. INVOCATION The invocation was provided jointly by Pastor Jackson and Pastor Flores, PLEDGE OF ALLEGIANCE The Pledge of Allegiance was led by Mayor Lozano. ROLL CALL MEMBERS PRESENT: Council Member Cruz Baca Council Member Monica Garcia Council Member Ricardo Pacheco Mayor Manuel Lozano MEMBERS ABSENT: Mayor Pro Tem Susan Rubio REPORT ON CLOSED SESSION Mayor Lozano reported that no action was taken on items discussed in Closed Session. ANNOUNCEMENTS Mayor Lozano extended condolences to all those affected by the tragic shooting in Las Vegas, Nevada, on October 1, 2017; also extended prayers to those still recovering in Puerto Rica from the ravages of Hurricanes Irma and Maria. Council member Pacheco extended condolences to those who were victims of the horrific event in Las Vegas extended prayer for the entire country. Council member Garcia asked that this evening's meeting be closed in memory of Jordyn Rivera, who lost her life along with more than 50 others in the recent shooting in Las Vegas, Nevada; highlighted the domestic violence program and Domestic Violence Awareness month. Mayor Lozano asked that the meeting also be closed in memory of Tony Rodriguez, a long time Baldwin Park senior who was appreciated by him friends and neighbors; extended condolences to his family. PROCLAMATIONS COMMENDATIONS & PRESENTATIONS • None PUBLIC COMMUNICATIONS Mayor Lozano opened Public Communications at 7:20 p.m. and noted that each speaker is permitted a total of three (3) minutes to speak. GreR.Tuttl, Baldwin Park business owner, inquired as to where the playground equipment from Walnut Creek Nature Park has gone and who now has it; commented on the Walbern DDA contracts; commented on Sid Mousavi; asserted that videos of the Council meetings that appear online are not edited. ,Lqan Rios, Baldwin Park resident, commented on videos of Council meetings that appear online and the Mayor raising his voice and banging the gavel; asserted that people being disruptive in the audience are evicted from the meeting and same should apply to those on the dais. Christina Larios, Baldwin Park Library Manager, reported that the sprinkler pipes for the library landscape have been replaced and that the foliage should be recovering very soon. Mara rita Va,rqas, Baldwin Park resident, inquired as to whether Council will be addressing Robert's Rules or some other set of rules for conducting meetings; pointed out that audience speakers should only be permitted to address Council as a whole and not to call on any specific member. Vicki Martinez, EI Monte Council member, announced that the City of EI Monte would be hosting a Pajama Drive to donate sleep and lounge attire to shelters for victims of domestic violence; invited Council and the community to participate in the Domestic Violence Awareness Walk scheduled for October 19 beginning at EI Monte City Hall. Devin Rooney, Baldwin Park resident, expressed frustration on behalf of parents who take their children to school campuses for basketball practice; noted that parents were originally told they had to be cleared as "Class B" which includes a TB test but are not being told they have to pass the "Class C" background, including fingerprinting. Teri Muse, Baldwin Park Business Association President, announced that the Business Association would be hosting a meeting on October 12 at the EI Vie Cake Shop and that November 9 would be Member Appreciation Day with an event being held at the Marriott. Unidentified Baldwin Park resident spoke of the need to stand up against domestic violence and child abuse; asked that people treat each other with kindness and respect. Ana Esteve, Baldwin Park resident, stated that she is the grieving mother of Aramazd Andressian, Jr., her child whose life was taken by his paternal father; spoke of a resolution she has brought to the members of the State Legislature; asked for support from City Council in the form of a letter being sent to all California State and Federal Legislators urging adoption of House Resolution No. 72. Seeing no others wishing to speak, Public Communications closed at 7:48 p.m. CONSENT CALENDAR 1. WARRANTS AND DEMANDS Staff recommends City Council ratify the attached Warrants and Demands Register. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to ratify the Warrants and Demands Register. AYES: NOES: ABSENT: ABSTAIN Baca, Garcia, Lozano, Pacheco None. Rubio. None. Regular Meeting of 10/4/17 Page 2 of 8 2. 3 APPROVAL OF MEETING MINUTES Receive and file: A. Meeting Minutes of the Special City Council Meeting held on August 10, 2017. B. Meeting Minutes of the Housing Authority, Finance Authority, Special and Regular City Council Meetings held on August 16, 2017. C. Meeting Minutes of the Housing Authority, Finance Authority, Special and Regular City Council Meetings held on September 20, 2017 A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to receive and file the minutes. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. APPROVAL OF EMPLOYMENT AGREEMENT FOR THE POSITION OF HUMAN RESOURCES & RISK MANAGER Staff recommends that Council approve the Employment Contract with Laura Thomas for the position of Human Resources & Risk Manager. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 —1; Rubio absent) to approve the Employment Contract with Laura Thomas for the position of Human Resources & Risk Manager. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 4. APPROVE PARCEL MAP NO. 1429,13460-13462 BROOKS DRIVE Staff recommends that Council accept Parcel Map No 1429 and authorize the City Clerk and staff to sign the final map. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to accept Parcel Map No 1429 and authorize the City Clerk and staff to sign the final map. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 5. ADOPTION OF SALARY RESOLUTION NO. 2017-204 TO UPDATE THE COMPREHENSIVE PAY SCHEDULE TO ADJUST THE SALARY FOR DIRECTOR OF FINANCE IN ACCORDANCE WITH CALPERS GUIDELINES Staff recommends that Council approve Resolution No. 2017-204, a resolution of the City Council of the City of Baldwin Park, to update and adopt the revised comprehensive Pay Schedule. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to approve Resolution No. 2017-204, a resolution of the City Council of the City of Baldwin Park, to update and adopt the revised comprehensive Pay Schedule. Regular Meeting of 10/4/17 Page 3 of 8 AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 6. APPROVAL OF AMENDED EMPLOYMENT AGREEMENT WITH ROSE TAM FOR THE POSITION OF DIRECTOR OF FINANCE Staff recommends that Council approve the amended Agreement with Rose Tam for the position of Director of Finance. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to approve the amended Agreement with Rose Tam for the position of Director of Finance. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 7. APPROVE OF PURCHASE OF TWO COMPRESSED NATURAL GAS (CNG) TROLLEY BUSES FOR THE BALDWIN PARK COMMUTER CONNECTOR EXPRESS LINE Staff recommends that Council: 1. Authorize the Mayor to sign a purchase agreement with Creative Bus Sales for the purchase of two transit trolley buses in the amount of $503,732.02; and 2. Authorize the Director of Finance to appropriate $503,732.02 from Acct #270-50-520- 58100-1550 for the purchase of the two transit trolley buses; and 3. Authorize the Interim Director of Public Works signature authority to amend contracts as deemed necessary to comply with procurement requirements. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to: Authorize the Mayor to sign a purchase agreement with Creative Bus Sales for the purchase of two transit trolley buses in the amount of $503,732.02; and 2. Authorize the Director of Finance to appropriate $503,732.02 from Acct #270- 50-520-58100-1550 for the purchase of the two transit trolley buses; and 3. Authorize the Interim Director of Public Works signature authority to amend contracts as deemed necessary to comply with procurement requirements. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 8. APPROVE THE PROCUREMENT AND PURCHASE OF A REPLACEMENT COMPRESS NATURAL GAS (CNG) STREET SWEEPER AND AUTHORIZATION TO PROCESS A PURCHASE ORDER FOR THE PURCHASE Staff recommends that Council: 1. Approve the purchase of the TYMCO 600 — CNG/Freightliner M-2/112, in the amount not -to exceed $331,687.50; and Regular Meeting of 10/4/17 Page 4 of 8 2. Authorize the Finance Director to appropriate FY 2017-2018 budgeted funds in the amount of $131,687.50 from Acct.# 231-50-520-58110-1534 and $200,000 from Acct.# 254-50-520-58110-1534; and 3. Instruct staff to proceed with the development and submittal of a purchase order and begin the process to move forward with the purchase and delivery of the TYMCO 600 — CNG/Freightliner M-2/112, regenerative air CNG street sweeper in a timely manner; and 4. Authorize the Director of Public Works to follow the disposal process to remove existing street sweeper from the City's vehicle fleet. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to: 1. Approve the purchase of the TYMCO 600 — CNG/Freightliner M-2/112, in the amount not -to exceed $331,687.50; and 2. Authorize the Finance Director to appropriate FY 2017-2018 budgeted funds in the amount of $131,687.50 from Acct.# 231-50-520-58110-1534 and $200,000 from Acct.# 254-50-520-58110-1534; and 3. Instruct staff to proceed with the development and submittal of a purchase order and begin the process to move forward with the purchase and delivery of the TYMCO 600 — CNG/Freightliner M-2/112, regenerative air CNG street sweeper in a timely manner; and 4. Authorize the Director of Public Works to follow the disposal process to remove existing street sweeper from the City's vehicle fleet. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 9. ADOPTION OF RESOLUTION NO. 2017-203, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK AMENDING THE CAPITAL IMPROVEMENT PROGRAM (CIP) BUDGET TO INCORPORATE A PROJECT IMPROVEMENTS LIST IN CONFORMANCE WITH SENATE BILL 1 (SB1) — THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017 Staff recommends that Council 1. Adopt Resolution No. 2017-203, "A Resolution of the City Council of the City of Baldwin Park, California Amending the Capital Improvement Program (CIP) Budget to Incorporate a Project Improvements List in Conformance with Senate Bill.1 — "The Road Repair And Accountability Act Of 2017;" and 2. Authorize the Finance Director to appropriate SB1 funds in the amount of $425,961 and authorize the creation of a restricted fund for SB1 funds; and 3. Authorize the Director of Public Works to file necessary documentation to satisfy Senate Bill1 funding requirements and act as the signature authority. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to: 1. Adopt Resolution No. 2017-203, "A Resolution of the City Council of the City of Baldwin Park, California Amending the Capital Improvement Program Regular Meeting of 10/4/17 Page 5 of 8 (CIP) Budget to Incorporate a Project Improvements List in Conformance with Senate Bill 1 — "The Road Repair And Accountability Act Of 2017;" and 2. Authorize the Finance Director to appropriate SB1 funds in the amount of $425,961 and authorize the creation of a restricted fund for SB1 funds; and 3. Authorize the Director of Public Works to file necessary documentation to satisfy Senate Bill1 funding requirements and act as the signature authority. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. REPORTS OF OFFICERS 10. AUTHORIZATION TO REDUCE FEES CHARGED FOR THE RELEASE OF POLICE REPORTS Staff recommends that Council Staff recommends that Council give further direction as to how much the City will charge to obtain police reports. Chief Taylor narrated the staff report and discussed the options provided for Council consideration. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to selection Option 2, "Council may elect not to charge Baldwin Park residents that are victims of crimes" when a copy of a police report is requested. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 11. REVIEW OF APPLICATIONS AND CONSIDERATION OF APPOINTMENT FOR THE VACANT SEATS ON THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK Staff recommends that Council review the submitted Commission application(s), accept nominations, authorize staff to initiate the appropriate background checks through the Department of Justice (DOJ) and, contingent upon satisfactory clearance by the DOJ, appoint individuals to the respective City Commissions and adopt Resolution No. 2017- 166, entitled, "A Resolution Of The City Council Of The City Of Baldwin Park Appointing Qualified Individuals To The Housing Commission Of The City Of Baldwin Park For Office Seat Numbers 1, 2, 3, 4, 5, 6 And 7." Council member Pacheco requested that this item be brought back at the next regularly scheduled Council meeting. A motion was made by Lozano, seconded by Pacheco, and carried (4 — 0 — 1; Rubio absent) to bring this item back at the October 18, 2017, Council meeting. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 12. REVIEW OF APPLICATIONS AND CONSIDERATION OF APPOINTMENT FOR THE VACANT SEATS ON THE PLANNING COMMISSION OF THE CITY OF BALDWIN PARK Staff recommends that Council review the submitted Commission application(s), accept nominations, authorize staff to initiate the appropriate background checks through the Regular Meeting of 10/4/17 Page 6 of 8 Department of Justice (DOJ) and, contingent upon satisfactory clearance by the DOJ, appoint individuals to the respective City Commissions and adopt Resolution No. 2017- 183, entitled, "A Resolution Of The City Council Of The City Of Baldwin Park Appointing Qualified Individuals To The Planning Commission Of The City Of Baldwin Park For Office Seat Numbers 1, 2 And 3." Council member Pacheco nominated Christopher Saenz for appointment to vacant Office No. 3, and the reappointment of Edwin Borques and Kevin Rooney, incumbents to Office Nos. 1 and 2, to the Baldwin Park Planning Commission. A motion was made by Lozano, seconded by Baca, and carried (4 — 0 — 1; Rubio absent) to appoint Christopher Saenz to vacant Office No. 3, and the reappointment of Edwin Borques and Kevin Rooney, incumbents to Office Nos. 1 and 2, to the Baldwin Park Planning Commission. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. 13. REVIEW OF APPLICATIONS AND CONSIDERATION OF APPOINTMENT FOR THE VACANT SEATS ON THE RECREATION AND COMMUNITY SERVICES COMMISSION OF THE CITY OF BALDWIN PARK Staff recommends that Council review the submitted Commission application(s), accept nominations, authorize staff to initiate the appropriate background checks through the Department of Justice (DOJ) and, contingent upon satisfactory clearance by the DOJ, appoint individuals to the respective City Commissions and adopt Resolution No. 2017- 199, entitled, "A Resolution Of The City Council Of The City Of Baldwin Park Appointing Qualified Individuals To The Recreation and Community Services Commission Of The City Of Baldwin Park For Office Seat Numbers 1 And 2." Council member Pacheco requested that this item be brought back at the next regularly scheduled Council meeting. A motion was made by Lozano, seconded by Pacheco, and carried (4 — 0 — 1; Rubio absent) to bring this item back at the October 18, 2017, Council meeting. AYES: Baca, Garcia, Lozano, Pacheco NOES: None. ABSENT: Rubio. ABSTAIN: None. CITY COUNCIL / CITY CLERK / CITY TREASURER / STAFF REQUESTS & COMMUNICATIONS Request by Council member Pacheco for discussion and consideration: Council member Pacheco would like to discuss how the City might support recent disaster relief efforts due to the latest natural disasters. Council member Pacheco asked that his discussion item be carried to the next regularly scheduled meeting. Regular Meeting of 10/4/17 Page 7 of 8 ADJOURNMENT There being no other business to discuss, and motion was made by Lozano, seconded by Garcia, Alejandra Avila, City Clerk U122091T/491 all other matters having been addressed, a to adjourn the meeting at 8:22 p.m. Mayor Manuel Lozano, Mayor Regular Meeting of 10/4/17 Page 8 of 8 ITEM NO. STAFF REPORT TO: Honorable Mayor and City Councilmembers HUB OF THE FROM: Shannon Yauchzee, Chief Executive Officer SAN GAiMEd. � Robert Tafoya, City Attorney VALLCY ,� �raJ�0`� DATE: October 18, 2017 SUBJECT: RATIFY THE RETENTION OF ATTORNEY SERVICES SUMMARY It is recommended that City Council ratify the retention of Coleman Frost LLP and Willoughby & Associates, to provide legal advice, representation, negotiations and investigations for the City of Baldwin Park, and add these firms to City's panel of approved attorneys and consultants. FISCAL IMPACT There is no fiscal impact to add these legal firms to the City's panel, however, the municipal code requires City Council approval for any agreements that may exceed $24,999. The cost of legal services will depend on time spent on legal matters. RECOMMENDATION It is recommended the City Council: 1) ratify the retention of Coleman Frost LLP and Willoughby & Associates and add them to the City's panel of approved attorneys; 2) direct the City Attorney to draft a standard retention agreement with these firms and 3) authorize the Mayor to execute such agreements. BACKGROUND The City maintains a list of approved attorneys/law firms under contract who specialize in certain matters such as Litigation, Labor, Land Use, and Environmental Law. From time to time it is necessary to update the list. 1) Coleman Frost LLP The Law firm of Coleman Frost LLP specializes in labor law and negotiations for the City and has already been retained up to an amount not to exceed $24,999 and is assisting the City with negotiations with the POA and the SEIU groups. Coleman Frost LLP specializes in Labor and a broad array of municipal matters and has represented both public and private sector clients The hourly rates proposed by Coleman Frost LLP is: Partners $330 per hour. 2) Willoughby & Associates The demands of ongoing litigation labor matters require specialized and independent firms to conduct investigations from time to time. The firm of Willoughby & Associates specializes in these matters and has a wide array of experience. The hourly rates proposed are as follows: Partners $275 per hour, Senior Associates $200 per hour. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ALTERNATIVES The alternative is to not add the firms and/or choose alternate firms. However, these firms have already provided successful background work for the City in these areas. ITEM NO STAFFREPORT OGABRIEL TO: Honorable arrcl�"` "ouncilmembers FROM: Michael`1lny 0 Fief of Police DATE: October 18, , 1 7 ' ivy SUBJECT: REQUEST TO IMPLEMENT SOCIAL MEDIA PROGRAM SUMMARY This report requests that City Council authorize staff to implement social media platforms for the Baldwin Park Police Department starting with Facebook, and to enter a subscription or contract agreement with an archive service provider to archive its content. FISCAL IMPACT There will be no negative impact to the general fund. The cost will be paid from an existing police department consultant account. RECOMMENDATION Staff recommends that City Council authorize the Chief of Police or his designee to create and manage relevant social media accounts and to execute all relevant contractual documents to establish service with PageFreezer, Inc. to archive all content on the social media accounts. PageFreezer will allow police staff to comply with police department policy as well as state document and communication retention requirements making it easy for staff to produce data or information from our social media platforms to satisfy any Public Records Act (PRA) request. BACKGROUND Many police organizations across the nation have turned to the use of social media platforms to improve the delivery and quality of public service. Social media platforms have helped police organizations create and maintain trustworthy relationships with community members by allowing the engagement with each other through these means. Social media platforms provide a forum for community members to ask questions and for police organizations to share safety tips, knowledge or information pertinent to the community. Public safety information can also be disseminated to the public quickly and with minimal effort through social media platforms. Police departments continuously use social media platforms for the dissemination of press releases that have helped locate missing persons, find wanted suspects, inform the public about road or traffic hazards, inform neighbors of suspicious activity or current crime trends, alert and educate the public regarding natural disasters, etc. Social media platforms are currently being used as investigative tools by many law enforcement agencies as well. Since most people currently have social media accounts or spend their time creating new accounts and profiles, social media networking is one of the valuable investigation and intelligence -gathering tools for law enforcement investigators. Additionally, it can be a source of related evidence that investigators look for to support their cases and get convictions. These are some of the positive impacts social media platforms have on police organizations and intelligence agencies. Page 2 Staff has researched and obtained annual price quotes from the following archive service providers; 1. ArchiveSocial $4,776.00 2. Smarsh $1,548.00 + $500.00 Setup fee 3. PageFreezer Inc. $900.00 + 100.00 Setup fee LEGAL REVIEW The social media terms of use have been reviewed by the City Attorney as to form and content. ALTERNATIVES City Council may direct staff to one of the following alternatives: 1. To allow the Chief of Police approval to create and manage relevant social media accounts, 2. Search for an alternate archive service provider. 3. Do nothing. ATTACHMENTS 1. ArchiveSocial price quote. 2. Smarsh price quote. 3. PageFreezer price quote. 1„„„ IIIA E ArchiveSocial PO Box 3330 Durham, NC 27702 US (888) 558-6032 invoicing@archivesocial.com http://archivesocial.com ADDRESS QUOTE # 2097 Yuriko Ruizesparza DATE 01/27/2017 City of Baldwin Park, CA EXPIRATION DATE 03/01/2017 C i" ViTY QTY FIATE AMOUNT Archive - Economy -199 12 199.00 2,388.00 One month of ArchiveSocial Economy package. Archiving of up to 1000 new records per month and 10 social media accounts. RMA Standard 12 199.00 2,388.00 One month of ArchiveSocial Risk Management & Analytics Formal Quote for 1 year of ArchiveSocial Service TOTAL K776.00 (Economy + RMA - Annual invoicing rate) *All quotes and invoices are issued in USD Accepted By Accepted Date Order WQ023588'(C'0� Osmarsh. Client Information Company Name City of Baldwin Park, CA Address 14403 Pacific Ave _ ..... State California Primary Contact Name David Leon (Authorized User) Phone (626) 665-0130 Technical Contact Name (if different) Phone Billing Contact Name David Leon (if different) Phone (626) 665-0130 Address State California Quote Date 09/26/2017 09:11:19 Smarsh Sales Executive Jordan Haxby city Baldwin Park Zip 91706-4297 ............ Title . on@ba Email dle a ldwinpark.com Title Email Title Email dleon@baldwinpark.com city Zip ......._.... Quote Expiration 10/31/2017 Term of Agreement 12 Notes Rate per Minimum Minimum Quantity Quantity .............. Starter Package - 5 Connections Annual ............. $1,548.00 �... 1 $1,548.00 Setup Fee - Starter $500.00 1 $500.00 Bundle - Supervision Module Annual $300.00 1 $0.00 Bundle - Social Bundle Annual $120.00 1 $0.00 Recurring Subtotal $1,548.00 One -Time Subtotal $ 500.00 Notes 1 fJPagelFreezer City of Baldwin Park PD Prepared For Chris Hofford City of Baldwin Park (CA) Police Department 14403 E PACIFIC BALDWIN PARK CA 91706 United States Created By Nate Dempsey PageFreezer Software, Inc. (604) 800 0631 nate @ pagefreezer. com 6. tWi J—Mwwmfmo,LL,dc*e zpr.a::+�dm Salesperson: Nate Dempsey Email: nate@pagefreezer.com PageFreezerPuNNc[Records $75.00 i $75lX0 C0ynpHamce for Sm/.AdUIII Sooim| MedimAroUiving for up to 3APU- baaedaooia|nmadieaccounts Add'on moybeobtalnodod. �15/monlhoach' |ndudesnonUnuouaacoouwno, nitoIng onJnn:h�0ngot|he&P| Uon P/mvamm|nQkcnv andrap|ay cfarchiveo on Opan Reourdoomp|�n�1 adm|n��mhvn occounisnnoIndxdedvVUh ihe F mu,m�AP�aooe��mp�ns h�homFnudn��.�w��orLmkadon. |n�agram.YouTubeGooO\o+.Piotapaai Se\upanUco'If r'jureihowsbm|Vaond 000|e|madbuucou1, 0zroruhivinQ�end up uoaroccounincJuding ums/ ond rda |niUa| aomms[raxvanexupmroapmveen8mn� tootrap�uma cop8na opUm|rodonl QA oyde inb*rnet()A*ithnUent� ddUpdesk S�aMdarci $0.00 1 $0.00 VVcaKd"'�ym.Sam-5pm P8T.nxr|' ho�"'-�ym. email, [)II wnbouppo¢ on|inaU("kst oys�em. knmwkmdgaIuamr donumentaUon Set-up: $100 This ioaquotation onthe goods named, subject 0othe following conditions: i}All prices inUGDand excluding sales tax ii) PegaFrmezerSubscription Agreement iii) Payment per year up -front Ciiyu|OoNvxinP� rkPO ITEM NO. STAFF REPORT ind����'��G�,!��� YYYYYYYYYYYYYI "~ TO: Honorable Mayor and Members of the City Council �' weslow FROM: Rose Tam, Director of Finance wG..... '`.' DATE: October 18, 2017 SUBJECT: REFINANCING 2004 LEASE REVENUE BONDS 9AW�. SUMMARY The City Council authorized preparation of documents required to refinance the outstanding Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds. This item approves the form of the documents required to complete the refinancing, and sets parameters for the interest rate on the refinancing. FISCAL IMPACT The refinancing will reduce the City's annual debt service and associated costs to be paid from the General Fund by an estimated net amount of $1.7 Million over 17 years. RECOMMENDATION Staff recommends that the City Council approve and adopt Resolution No. 2017-206 entitled "A Resolution of the City Council of the City of Baldwin Park, California, Approving the Form and Authorizing the Execution of Certain Lease Financing Documents in Connection with the Refunding of the Outstanding Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds (Community Center Project) and Authorizing and Directing Certain Actions with Respect Thereto." BACKGROUND/DISCUSSION In 2004, the Baldwin Park Finance Authority issued 2004 Lease Revenue Refunding Bonds (2004 Bonds) for the purpose of refinancing outstanding 1994 Lease Revenue Bonds issued in connection with the original funding of the Community Center construction and to raise another $3.8 million for funding construction of the improvements to the Senior Center and the City Auditorium and other miscellaneous capital improvements. Payment of the 2004 Bonds are secured by lease payments to be made by the City to the Baldwin Park Finance Authority (FA). There is currently $7,700,000 of the 2004 Bonds outstanding, which mature in 2034-35 and bear interest at an average 5.0%. The property securing the existing lease payments consists of the Community Center and Senior Center in Morgan Park. The City has an opportunity the refinance the 2004 Bonds at an average interest cost of approximately 3%. A refinancing at this rate produces a present value savings to the City of approximately 17% of the outstanding balance and a total estimated $1.7 million reduction in debt service payments over 17 years. This averages to $70,000 annually for 15 years with one final year savings of $670,000 due to anticipated shortening the final payment on the Bonds by a year. The City's proposed method of financing the acquisition is through the execution of a Lease Agreement with the Baldwin Park Municipal Financing Authority (Authority). The Lease 2004 Bonds Refinancing October 18, 2017 Paae 2 Agreement will be secured by lease payments paid by the General Fund. The Authority will assign the lease payments to a lender. Because of the time commitments required of staff and the desire to lock in low interest rates under current market conditions, the financial advisor recommended that a public sale of bonds would not be the most effective method of refinancing the 2004 Bonds. Rather, the financing would be accomplished by selecting one lender to accept the lease payments in exchange for refinancing the 2004 Bonds. This financing mechanism is called a "private placement." The City used this same process to refinance the Successor Agency's tax allocation bonds earlier this year. However, private placement lenders typically require that the financing matures in 15 years to get the lowest possible rate, so the private placement sale method is expected require a shortening of the existing repayment to get the best interest rate. The private placement sale method will also reduce issuance costs by approximately $60,000 because there is no official statement to be prepared or printed and no credit rating required. These cost savings are have been factored in to the analysis. Approval of the financing requires that the City adopt a resolution authorizing the Lease Agreement and the execution of various documents in connection with the financing by the Chief Executive Officer. The resolution establishes the following parameters for the Lease Agreement: (1) the present value savings must be at least 6% and (2) the final maturity is not later than August 1, 2034. The lender (Purchaser) will be determined based on the lowest bid received scheduled for the end of October, and the interest rate would be locked shortly thereafter. The City Council resolution also approves the form of the following documents: • A Lease Agreement between the City and the Authority; • A Site and Facility Lease between the City and the Authority; • An Escrow Agreement between the City and the Trustee; • A Costs of Issuance Custodian Agreement between the City and the Trustee; • A Termination Agreement between the City, the Trustee and the FA; and • A Letter Agreement for Purchase and Rate Lock between the Purchaser and the City. LEGAL REVIEW This report has been reviewed by the City Attorney and has been approved as to form. ALTERNATIVES 1. Do not undertake the refinancing at this time. 2. Determine to sell Refunding Bonds at public sale and direct staff to return with revised documentation for approval. ATTACHMENTS 1. Resolution No. 2017-206 2. Site and Facility Lease 3. Lease Agreement 4. Escrow Agreement 5. Costs of Issuance Custodian Agreement 6. Termination Agreement 7. Letter Agreement for Purchase and Rate Lock Attachment # RESOLUTION NO. 2017-206 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, CALIFORNIA, APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS IN CONNECTION WITH THE REFUNDING OF THE OUTSTANDING BALDWIN PARK FINANCE AUTHORITY 2004 LEASE REVENUE REFUNDING BONDS (COMMUNITY CENTER PROJECT) AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO , RESOLVED, by City Council (the "Council") of the City of Baldwin Park (the "City") as follows: WHEREAS, the Baldwin Park Finance Authority (the "Finance Authority"), has heretofore issued its Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds (Community Center Project) (the "2004 Bonds"), to finance and refinance the costs of the certain capital improvements within the geographic boundaries of the City; WHEREAS, the 2004 Bonds are currently outstanding in the principal amount of $7,700,000; WHEREAS, the payment of debt service on the 2004 Bonds is derived from lease payment made by the City to the Baldwin Park Finance Authority under a lease agreement, by and between the Finance Authority and the City (the "2004 Lease"), payable from the City's general fund; . WHEREAS, the City has determined that, due to prevailing interest rates in the municipal bond market and for other reasons, the 2004 Bonds can be refunded for savings which will reduce the City's payment obligations under the 2004 Lease and the City has determined to implement a lease financing for such purposes; WHEREAS, it is in the public interest and for the public benefit that the City authorize and direct execution of the Lease Agreement (hereinafter defined) and certain other financing documents in connection therewith; and WHEREAS, the documents below specified have been filed with the Council and the members of the Council, with the aid of its staff, have reviewed said documents; NOW, THEREFORE, it is hereby DECLARED and ORDERED, as follows: Section 1, The Council hereby approves the refinancing of the 2004 Lease Agreement and the defeasance of the 2004 Bonds. Section 2. The below -enumerated documents, in the forms on file with the City Clerk, be and are hereby approved, and the Mayor, the Chief Executive Officer or the Director of Finance, or the designee thereof (each, a "Designated Officer"), are hereby individually authorized and directed to execute said documents, with such changes, insertions and omissions as may be Resolution No. 2017-206 Page 2 approved by such officials, and the City Clerk is hereby authorized and directed to attest to such official's signature: (a) a letter agreement for purchase and rate lock, by and between an institutional investor to be selected pursuant to a competitive process, as purchaser (the "Purchaser"), and the City, whereby the Purchaser agrees to acquire certain rights of the Authority, including but limited to the lease payments to be made by the City under the Lease Agreement and the rights of the Authority under the Site and Facility Lease (hereinafter defined); (b) a site and facility lease, by and between the City, as lessor, and the Baldwin Park Municipal Financing Authority (the "Authority"), as lessee (the "Site and Facility Lease"), pursuant to which the City will lease certain real property and improvements (the "Property") to the Authority; and (c) a lease agreement, by and between the Authority, as lessor, and the City, as lessee (the "Lease Agreement"), pursuant to which the Authority will lease the Property back to the City and pursuant to which the City will agree to make semi-annual lease payments (the "Lease Payments"), so long as the term of the Lease Agreement does not extend beyond August 1, 2034, and the Lease Payments, as compared to the lease payments under the 2004 Lease Agreement, provide present value savings to the City of 6% of refunded par; (d) an escrow agreement, by and between the City and U.S. Bank National Association, providing for the prepayment of the 2004 Lease and redemption of the 2004 Bonds; (e) a costs of issuance custodian agreement, by and between the City and U.S. Bank National Association, providing for the payment of the costs of the financing; and (f) a termination agreement, by and among the City, the Baldwin Park Authority and U.S. Bank National Association, as assignee of the 2004 Lease, terminating the 2004 Lease and associated documents from the Los Angeles County records. Section 3. The designation of Harrell & Company Advisors, LLC, as municipal advisor to the City, of Quint & Thimmig LLP, as special legal counsel to the City, and of Samuel A. Ramirez & Co., Inc., as placement agent to the City, are hereby approved.. Section 4. The Mayor, the Chief Executive Officer, the Director of Finance, the City Clerk and all other appropriate officials of the Council and the City are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this resolution and the financing herein authorized. Section 5. This Resolution shall take effect upon its adoption by the Council. PASSED, APPROVED and ADOPTED this day of 2017. MANUEL LOZANO, MAYOR Resolution No. 2017-206 Page 3 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 2017-206 was duly and regularly approved and adopted by the City Council of the City of Baldwin Park at a regular meeting of the City Council held on _..m..m.....,W,W... ......... ..... ,, 2017, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ALEJANDRA AVILA, CITY CLERK Attachment #2 THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUA EXEMPTTO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT GOVERNMENTCODE. SITE AND FACILITY LEASE Dated as of November 1, 2017 by and between the CITY OF BALDWIN PARK, as Lessor and the BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, as Lessee SITE AND FACILITY LEASE THIS SITE AND FACfLITY LEASE (this "Site and Facility Lease"), dated as of November 1, 2017, is by and between the CITY OF BALDWIN PARK, a murkipal corporation and general law city organized and existing under and by virtue of the hiws of the State of, California(the "City"), as lessor, and the BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, a joint exercise of powers entity organized and existing under and by virtue of the laws of the State of California (the "Atithority"), as lessee; WITNESSETH: WHEREAS, pursuarit to this Site and Facility Lease, the City proposes to lease those certain parcels of real property sitt-tated in Los Angeles County, State of California, more particularly described, in Exhibit A attached hereto and made a, part hereof (the "Site"), and those certain improverne'nts thereon, n-iore particularly described hi. Exl-dbit B herett.) (the "Facility" and, with the Site, the "Property"), to the Authority, all for the purpose of, enabling the City to refund the outstanding }Baldwin Park Financing Authority 2004 Lease Reventle Ref t'indingBonds (Community Center Prqject); WHEREAS, the Authority proposes to lease the Property back to the City pursuant to that certain Lease Agreement, dated as of November 1, 2017, a memorandum of which is recorded concurrently- herewith (the "Lease Agreement") and to assign all of its rights, title and interest in, to and under this Site and Facility Lease and the Lease Agreement, including its right to receiver lease payments, under the Lease Agreement (the "Lease Payments"), its right! to enforce payment of the Lease Payluents and otherwise to enforce its intenvst and rights cknder the Lease Agreement, iii the event of a default thereander by the City, to (the "Assignee"), pursuant to that certain assigmnent agreement, dated as of November 1, 2017, by and between the, Authority and the Assignee (the "Assigrunent Agreement"), and recorded concurrently herewith; NOW, THEREFORE, IT IS HEREBY MUTUALLY AGREED, as follows: Section 1. ID-effiAtims. Capitalized terms used, but not otherwise defined, in this Site and Facility Lease shall have the meanings ascribed to them in the Lease Agreement. , Section 2. ;'Jite am�'L—Eic�flfty.Leas e. The City hereby leases to the Authority and the Authority hereby leases from the City, on the terms and conditions hereinafter set forth, the Property. Section 3. Term. The term of this Site and Facility Lease shall commence on the date of recordation of this Site and Facility Lease in the City of the County Recorder of Los Angeles County, State of California,, and shall end on Augi.ist 1, 2032, unless such tenni is extended or, sooner terminated as hereinafter provided. If, on August 1., 2032, the aggregate amount of Lease Payments (as clefined in and as payable under the Lease Agreement) shall not have bet"'n paid by reason of abatemeart, default or otherwise, or provision shall not have been, made for their payment in accordance with the Lease Agreement, then the term of this Site and Facility Lease shall be extended 'until such Lease Payments shall be fully paid or provision made for such payment, but in no event later thanAugust 1, 2042. If, prior to August 1, 2032, all Lease Payments shall be fully paid or provision macle for such paymentin accordance with theLease Ag.reement, the term of this Site and Facility Lease shall end. Seel.ion l''lne City agrees to leasc! the Property to the Authority in consideration of the paynnemt by the Authority of an adarance rental payment of The City and they Authority agree that by reason of the assignment of the Lease Payments to the Assignee and pursuant to the Assignment Agrea nae�it, the advance* rental payinent referenced in the prewe°e:diing �,rcantencar shall becicseriie^e.l t:o heave tneela paid, Section ,,fise. The Aa:athority shall use the Property solely for thelniar'l,asaae of ltiawing, the Property to the CitypaLasaiiaiit to the� l'rir' Ayieeinneint and for ue�l�°� piaaaose°s ars rn ay be: hicidental thereto; lat°auvi(MdftA)UYCVOt a, thaat in the event of defau t lay the City under the Lease Agreement, the Authofity and its assigns rn ay exercise the rr.an edi.es provided in tae Lease Agreement. Section 6. si tn:i�� tl' l'x'u :la f'4e'z4y• The City covenants that it is the owner in fee of the Property. Section %. The City hereby certifies and represents, warrants, covenants and agrees as follows. (a) ""t'Iris Site and Facility Lease is in full force and effect, and there have been no amendments, modifications, changes or additions since its execution. (b) To the best of the City's knowledge, the Authority is not and will riot be, in any respect, in default under the teprnis and provisions of this Site and Facility Lease. Further,, to the best of the City's knowledge, t:liei City knows of no event which wcnild, currently or with the passage of tinne or giving.of notice, or both, constitute a default under the ternas of this Site and facility Lease by either the .Authority or the City. (c) The City has not currently encuanabered its tee interest in the Property to any lender or financial institution, whether by wady of nioitgagci, deed of trust or other security instruments, except: for this Site: and Facility Lease and the Lease Agreement which is being recorded concurr'en'tly herewith and. Pe.miftted Encumbrances (as defined in the Trust Agreement). (d) The City acknowledges hereby consents to the Lease Agreement. (e) Upon the Event of Default under they Lease Agreement, the City, will standstill and allow the Authority or the Assignee to pursue any brad all remedies available to the Authorit'y' or Assignee nude"r either N -s, Site and Facility Lease or the Lease Agreement. (f) Except for the rental, payment referenced in Section 4, no additional rcnit is of will be due under this Site and Facility Lease 'fey the Authority through the ter iof this Site and Facility Lease and the Authority has satisfied all of its ol.al.igations under this Site and Facility Lease. (g) ''During the term of the Site and Facility Lease, the City will not consent to any amendment, modification or termination of this Site and Facility Lease without the prior written consent of the Assignee. (h) Luang the term of this Site and Facility Lease, the City will not encumber its interest in the Site °without the prior written consent of the Assignee. (i) The City acknowledges that this Site and Facility Lease cannot be terminated by the City for any reason, except according to Section 3. -2- (l) Notwithstanding arty Site and Facility Lease provisions to the Contrary, policies Of' fire, cxasualty, arnd extended, coverage insurance sNall be carried and rnaintained by the City in the Lease A accorda;nce� Witir the terms of g-�rre�Ment swc'avea'au'up� the bunnlciaaap or buildings constructed arra the Site, with a loris payable clause to Assi riee.. Section 41 A y�aura��a�t�. �ataal � ta�rl� a� . Tlu�l�,s thea t aty ml��a�1 tai is �lr�f�ttiilt aaat�le the; Lease A rerernent, the Authority may not assip,,n its rights turadr r thus Site and '1 Facility �Le ase or sublettther:ohe°t't r, except as provided in the lease Agreement �r.n the Assi, aantc:nt� s Agreement, eement, ithou t the oawritt arch r mos t aaa;a,of the City ti ac� Assignee. The as � a � a If tlae�C City, w ntrncl assup,raranerat o y Site and Facility a l t a re to the Assignee. is un default under the ease Agr�reena.ent,, the Assr nee (uracludrru their sa:aaersse.ars anad ass' aas�, a.uracler the Lease p r.cena t.ru.t) araay fully and, freely assign ara.d sublease fire Property or any portion thereof, sanl)tect to this Site and Facility Lease. ase;.. Section 9, It '�.aty,. 'l"lee Crty reserves flue un'lat for ary, of its duly authorized represa��a-Ltatives to enter u.perau tilea�� Property at any reasonable time to ins ewet alae sarrae or to make any repairs, isrr'a.provernemts oa' changes es necessary dear tlae parescrvation thereof. nd aeetacaar ltl. r _ tt cast.. 11a Authority l"rc to aaakhe s-Ine j"ood order sand condition on the termination of this tuasatl e t and h x w,a Facility Lease,e inatrthe time ofar a nmence� inn 1 reasonable wear .,airier c, and agrees that; an �ebrinaane..nt irnparovleaments and s xi,tiupon�deaa� Site exa a:p.�tc.d, � y l this � rl str-ucture..� e:xrstaar a at the time of the 'terr iruation of this Site anti Facility Lease ,hall r.er.nain thereon and tatle thereto shall vest in the City. Section 11.M'jLtlh, In tl'ae event the Authority shall be in defaual�t: in, thea praformance of any cabli ation ora its pa-rt to lie performed under the texaaas of this Site and. Facility Lease, which default continues for thirty (30) days following notice and deralaara.d for corutewtrearr thereof to the Authority, the City may exercise any and all remedies granted by lawn, except that no merger of this Site and Facility Lease and of the Lease Agreement shall be deerned to occur as a result thereof and true City shall have no right to termia"uaate this Site and facility, lease as a rerned:y for suacla de.fauh- Notwvid-tstandrrng the fo'regoir-19, so long as the 'Lease Ap reenleu'a't rerrnains in effect., the City will continue to pay the Lease 1 ayrnents to thea A ssignee. lint the event of the occurrence of am Event of Default under the Lease Ag eenlerat or as breach or default of the certifications and representation , warranties and covenants of the City contained in. Section 1, the Authority and/or the Assignee rnary (i) exercise the remedies provided in the Lea .se Agreement, (ii) use the Property for any lawvfuxl purpose, subject to any applicable legal limitations or restrict'.iorus, and (iii) exercise all options provided herein. Section 12. �afel�Et��!v�r�t Tile Authority, at all trraae�s dur�iaaf, the term of this Site and Facility Lease, shall peaceably and quietly have, hold and enjoy all. of the ,Property subject to the provisions, of the Lease Agreernen.t. Section -13. "wa l ewr aaf p L ate , All liabilities under tl s Site and Facility Lease ra the part of flee Authority a solely laabl hies of the Authorityand the City hereby releases each and every Boarclmernbe r, director, officer, employee andagent of the Authority of and from any personal or individual liability under tUs Site and Facility Lease,No hoardinerr, ber, director, officer, euaaployear gar° ,�agerrut of the Au,athority shall at any time or under any circumstances be individually or personally liable under this Site and Facility Lease for �anytl�inag doaae or orni,tted to be done by the Authority hereunder. Section 14. 3 a eE,. All assessments of any kind or character and all taxes, uae laaci.irnp possessory interest taxs, levied or assessed upon the Property or the Authority's .nterrst in -3- the property created by this Site and Facility Lease (including both land and improvements) will 'tae paid by the City in accordance with the Lease Agreement. Sec°kirrrn ') S l rt.rir a'k�p? rn r t%tt lin the eveill. tjie whole or ,a ny part of the Property is taken by ininr rrt rla.irraaarrr proceedings, cl.irng�s, themerest of t1te Authority shall be recogr rr''e�d sand isthereby etetcrrxairne.ai to be lire arraoi.axet of the then rrrnlraid priaaciparl component of tbe� Lease Payments, any then urnprarcl ninterc'st c:orsnponerit of the, Le,ise Panynriernts and any prerrniurn arse with rn n:t of Lease PaayarWnts to the date such tiai:riouints are remitted to the respect to kite:" prepay Authority cr its assignee, arid, srrl7rytothepr wtsrers of theLeaseeasrAgreenrent, the e of theawarel, it any, shall be paid to the i:y. ''lle City hereby waives, to the: extent rcrrrnitted. by law, any sand all rights that it hair or" c-ri�ay Irc�ra^lifter have to ae:grr3r�e the interest of tlnc AtlneneCity ill and to then h"iolaerty tlu�oregln t�lne e-�innin nt doranairn Power; gal the t ity However, lrcxc>by rgrces, to the extent permitted by law, that kineCOM,pensation to be p�rdc� in any condezr rrnm proc.er�elr�rgsle s kln��nk the totaor rn behalf of tile tl unpaid prulc'T ltc.oanl.alone n +�nf tLeaset ati to a.rratre � brrara �; y shall be in an arnnonant slue Payments, the irnkere�st c�omponetnt of Lease Payments �act:rraed to the cl�nt��w of laayinner�n cat all Le�ase� %'ayrnents and any prcctnnium due with, respect to the lire>payinrent of Lease Payrne—uts winder* the Lease Agaere.rrreant. Section 16 tom_ f�lnu' i"te��e��� The City and the Authority hereby agree that they tease to the Authority of the City's right: andinterest in the Property pursuant to Section 2 serves the put"alic prarlrio.wes of the CRY . Section ] 2l civil tt� F rnct pacrlity C,eas o a .p wty's per�fornnalnce urndion or erethis d Site arising train's car relating to and Facility Lease, the prevailing party shalt'be awarded its reasonable attorneys fees, costs and expenses, inclridixng the reasonable attor.rneys' lees, costs Wand expenses incrarrecl in collecting or execrating upon any judgnnnent, order or award. Section S ): aWhal, lr valid. ky,, if any one or snore of the tel'rns, provisiorasr c Quern=ants or conditions of this Site and. Facility Lease shall, 'to any extent, be declared invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, tale finding, order or decree of which becomes firial, none of the rernairdng terms, provisions, covenants conditaorns of this Site and Facility Lease shall be affected thereby, permitted b law.1iis Site and Facility Lease shall be val.iei, and enforceable to the fullest and. each provision of extent 1, y Section 19 I t A-11 notices, statements, dernand.s, consents, approvals, authoriaatioins, offers, designations, requests or other comranunications, hereunder Try either Jiand shall be sufficiently given and sezrved a eon the other party to tyre other shalt be in i aWiti party if delivered personally or of mailed ley United States registered snail, retrain receipt requested, postage prepaid, at the addresses set forth in the Leaser Agreement, or to such other addresses as the respective pa.r~t.ies may from time totime e` ", ig,nrate by notice in writing Section 2t1. 13..r tt ff l "I his `rite' arnd facility Lease shall inti,re to the benefit of and shall be binding upon the City and the uthon . andtheir respective successors and assigrns. The Assignee are hereby rnn.ade" third party 'beneficiaries hereunder with all rights of a third. party beneficiary. Section 21. A-LIUA nnLMt, This Site and Facility Lease may not be amended except as permitted under the Lease Agreement. M ,-;� All section heaclings coritained herein are for convenience Section 21. ' of reference only and &re rjot intended to define or limit 1,11e scope 0f any provision of this Site and Facility Lease. Section 22A:1lk This Site arid Facility Lease shall be goverrwd by and .,aA;?j—eLaw. TI . pr) ------ -1, 2 construed in accordallice with flie laws of the State of California applicable to contracts rriade and performed in California. Section 23. N - lie Lease grf ATnient nor ,sLM-,k-,r9C!T. Neither this Site and Facility Lease, 1. any provisions, hereof or thereof' shall be constnied to effect a ITkeq.,,,,et c)f the title Of the. (`4 the Property ander this Site and Facility Lease and the City's leasehold interest Ljierein under the 1,,ea,.;e greerrtent. Section 24. E- - This Site and Facility Lease may be executed in any raunber of c(,,)un,tery)ar(s, each Of which shall be deemed to be an Original but all together shall constitt'ite but one and tfie same instrument. [Remainder of page intentionally left blank] M IN WITNESS WHEREOF, the City and the Ai:abority have caused this Site and Facility Lease to be execiated by f.heir respective officers theu,,�,mito duly authorized, all as of the day and year first above written. Vinv- 0 By Shannon Yauchzee Chief Executive Officer Alejandra Avila City Clerk BALDWIN PARK MUNICIPAL FINANCING AUTHORITY Mrse .1 �-Izlo 04 fill m- By. ..... a chz Shannon Y lu Z Executive Direct ] [NOTARY ACKNOWLEDGMENTS TO BE ATTACHED] All that certain real property situated in Los Angeles County, State of California, described as follows: Lots I to-97inchisive offract, No. 7541 in tj,jc-e -orn C i ty of 13,,j Id,wi n Park, County ofLars A:i i,g el es, Sta I , oft if as I-Iler inal) recorded in B(xak' 90 Pages 93 and 94 of MaIDS, ill the Office of the County Recorder of said Courity, together with the pol-fil)" of Landis Avemie (now, vacated) as show-xt on Ule Map of said tract lying between the Easterly py-oloylgatioil of the NortherlY line of the I,ot 31 of said Tract I and the Easterly proloaq,,ation Offll(" SID"therly J��:jjeof Lot 32 afsaid'Fract also 11iosie certain alleys(mlw '? - , extending fram the Northerly prolongation aro the Westerly B'r'ae vacatecl),js s1lown on the rnap of said tract of I,ot 1.1 of said to to a -Le Westerly hne of said Landis, Averlllfarld from the Easterly line of said Uindis Avenue to the Westerly line of Fobi.nAverme asshown on said map. I-',xcept therefrom all oil, gas, hy drocarb oils, or other mineiTals in alld under above da scTibed parcel of land -'e eight of surface entry for developrnent thereaf, as reserved in the reed from tI,ie County of Los Angeles, recorded September I, `1971 as Iristrument No. 2600, of Offid al R ecords. FIIARM�. *� FM—MM' WMITNAIM The Facility cWoxisists oftlmce city'scommunity 4. enter, construucted in 1990, a 53, 00 scluaoe. fiat muulti use center b.,w~uted in the City's 'Morgan Park, "l°lue Fadlity includes a gy,ftllla:aiuuuuw, a weigl. Gt roorn, a, judo/ athlrrre tanlprooms, pan arts a nd c raffs, center, r, clay care artd attcu c renal cl-ti:l.d care fadlitues, an activity center and administrative offices- Turn child care fadluties include das roorn and rneeti.ng space, two outdoor play years, flay equipinent and cuutdoor eating tlacilibes aiid< can g�°cra°uuuu�uocha�k:<,,; up to 1 () chuldrenItis alsous d for cAaeu recreation and social services in the evening. l r`r Facility coribains a kitehen as well as several offices which are shared by varjourus mra nuunitY scIsauce augendes Idch provide services through the community center complex. Attachment #3 LEASE AGREEMENT Dated as of November 1, 2017 by and between the BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, as Sublessor and the CITY OF BALDWIN PARK, as Sublessee TABLE OF CONTENTS ARTICLE I DEFINITIONS; RULES OF INTERPRETATION Section1.1. Definitions......................................................................................................................................................................................2 Section1.2. Interpretation................................................................................................................................................................................5 ARTICLE II COVENANTS, REPRESENTATIONS AND WARRANTIES Section 2.1. Covenants, Representations and Warranties of the City ......... ....... .... 1111..... 11,11....., 6 Section 2.2. Covenants, Representations and Warranties of the Authority..........................................................................8 ARTICLE III DEPOSIT AND APPLICATION OF FUNDS Section 3.1. Deposit of and Application of Funds..............................................................................................................................10 ARTICLE IV LEASE OF PROPERTY; LEASE PAYMENTS Section 4.1. Sublease of Property by the Authority Back to the City ... .... ....11 Section4.2. Term ......... 1111......... ,,, .......... 11. .....,....... ...... .,--........ --..... 11,.,.1.,.,.1 ,.,.1.1 Section 4.3. Lease Payments......................................................... ........ . . ...... .- 1111...., ,... ........ ................... i l Section 4.4. Quiet Enjoyment ............................... 13 Section 4.5. Title 13 Section 4.6. Release of Excess Property .............................................................................1.4 p Section 4.7. Substitution of Property ..... ..,. --... .... ......... ----........... .................... 1111.,... ......... 1.4 ARTICLE V MAINTENANCE; TAXES; INSURANCE; AND OTHER MATTERS Section 5.1. Maintenance, U(ilit°ies,Taxes and Assessna,cntrs......... .................. ................ 1111.. 6 Section 5.2. Modification of Property ....... ... --- ....................... 1111,., . ... ..,,,., .,.1.6 Section 5.3. Public Liability Trisus ance..... ............... .1111.,..., .... - ........... .111,1.,.. ...1111., .....'16 Section 5.4. Casualty Iaasurance . --- ............. .......... ..........,..... .. .1111..... 11,.11. .................... .............. 17 Section 5.5. Reaital biterruption Insurance.......... ......... ... .111,1,................ .........,1..7 Section 5.6. Worker's Compensation Insurance .... ,...... ...................... ............ ....,...,.,......... ...,.... .......,,17' Section 5.7. Recordation Flereof;Title lrasurance..... ........................................... ---- .......... .............. 17 Section 5,8, Insurance :Net Proceeds; Form of Policies .............. .---.. .. ............... ..... ..... ,..18 Section 5.. Installation of City's Personal Property ---- ... ..........., ....... .. 111.......1....... 18 Section5,10, Liens ................ . .... ..1111... ,...... --- .... --- ... ............. ................... ll1 Section 5,11.. Advances,.. . -.... ........... . .....;.......,.. .....„a......... ...... .... .,., ,.r---- .................. .................... ... ......., Section 5.12. Environmental Covenants- .1,111... ............. .„.... 1- .,, .... ..... 18 Section 5.1..3, City Consents to Anssignment Agreement-...... r' .......... , 1111.,., .. , ., ... 1,1,,11., ., 1111... .......,.1.1 ARTICLE VI EMINENT DOMAIN; USE OF NET PROCEEDS Section6.1. Eminent Domain ..... ............... . ......... . ............, ,.... 1111,.,,, ......... ....... ...,....20 Section 6.2. Application of Net Proceeds... ........ .......,,,„ ,. -- ...... ...............20 Section 6.3. Abatement of Lease Payments in the Event of Damage or Destruction ............ --........... ... 21, ARTICLE VII OTHER COVENANTS OF THE DISTRICT Section7.1. Disclaimer of Warranties......................................................................................................................................................23 -i- Section 7.2. Access to the Property; Grant and Conveyance of Right of Entry..................................................................23 Section 7.3. Release and Indemnification Covenants............................................................................................................. Section 7.4. Assignment yl ........ Authority................................................24 Section 7.5. Assignment andSub leasing by the City .............. ......... .................................................................24 Section7.6. Amendment of Lease Agreement...................................................................................................................................24 Section7.7. Tax Covenants................................................................................................--....,.......--........,..........,.,...,.................,.............25 Section 7.8. Financial Statements; Budgets; Other Information..................................................................................................2,5 Section7.9. Records and Accounts......................................................................................................................................... 25 Section 7.10. Observance or Laws and Regulations ........................ ........... ...... .,...................... ,....,..,,., .6 Section7.11. Notices—.... ...................... ...-....-„,............... ..... ........,....... ...,....,..............26 ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section 8.1. Events of Default Defined.................................................................... 27 Section8.2. Remedies on Default................................................................................................................................................... .....27 Section 8.3, No RemedyExclusive ....... ...... . 29 Section 8.4. Agreement to Pay Attorneys' Exl nse s...a... --..... ---- .............. ............. .....• 29 Section 8.5. Nc,)Addittional Waiver I plied by One 'Waiver ... --..,................. ........... ..... ............ ..... ,. ,........29 Section8.6. Assignee to Exercise Rights....................................................................................................- ....... --- ............. .,......29 ARTICLE DC PREPAYMENT OF LEASE PAYMENTS Section9.1. Security Deposit........ .......,.... ... .. ......... ......... .........--... ........ ...... -,- .... --.... .......30 Section 9.2. Optional Prepayment ............ ................. ......... .-..........--.... 30 Section 9.3. Maa° da.tory Prepayment From Net Proceeds of Insurance or Eminent Domain.....................................30 ARTICLE X MISCELLANEOUS Section10.1. Notices......... ......•, . ..,..., .....--............ ............ ................... .... -............... ...,...a.. ...,....,............. - 32 Section10.2. Binding Effect,........ , - .......-- ............... ........... ...................... ......, ,. ........,.,, 32 Section10.3. Seg*en ab ll;ty .... ............. ......................... ............. .......... ....,.., ..'32 Section 10.4. Net -net -net Lease........... .......... .............. ..,................... .. 32 Section 10.5. Further AssuranCes and Corrective Instrunionts...,........... .. ... ........ . ...., .. „.......32 Section 10.6. judicial Reference ...... -- .. . - ...... ..................... ---- ....... . ...........,,...,.,..32 Section10.7. Execution in Counterparts............ .. .........• ..........•••.. ........ ................. ,,,.,....... .....,33 Section10.8. A'pplicab'le Law.,- --- ....... ........................ ........... ......... .......... ....... ............... ...... ...- 33 Section10.9. Captions.......... ---- ...... ............... ............. ..-....,............ .....-.........................................................33 EXHIBIT A DESCRIPTION OF THE SITE EXHIBIT B DESCRIPTION OF THE FACILITY EXHIBIT C SCHEDULE OF LEASE PAYMENTS LEASE AGREEMENT THIS LEASE AGREEMEN,r (this "Lease Agreement"), dated as of November 1., 2017, is by and between the BALDWIN PKRK MUNICIPAI., FINANCING AUTHOMITY, a joint exercise of powers entity 0:rgauized and existing under the laws of the State of California, as sublessor (the "A athority"), and the CITY OF BALDWINPARK, a municipal coxpora Lion and general law city organized artd existing under and by virtue of the laws of the State of California, as city they "City"); WITNESSETH: WHEREAS 'PUTSUant 10 that certain Site arid Facility Lease, dated as of Noveinber I., 2017 (the "Site and Facility L,ease"), the City has ]eased those certain parcels of real property situated in Los Angeles Coulity, State of Califon -da, oriore particularly described in Exhibit A attached hest -to and ritade a part hereof (the "Site"), and, those certain finproventents thereon, rnore particularly described in. Exhibit B hereto (the "Facility" and, with the Site, the "Property"), to the Authority, all for t1le purpose Of enabling the City tri refund the outstandirig Baldwin Park Financing Authority 2004 1 -,ease Revenue 'Refunding Bonds (C(!)In Intl 1-tity Center Project) (the, "2004 Bonds""); WHEREAS, the Authority proposes to lease the Property back to the City pursuant to this 'Lease Agreement arid. to assign all of its rights, title and interest in, to and tinder this 'Lease Agreement, including its riglht to receive lease payi.nents tinder this Lease Agreement (the "Lease Payments"), its right to enforce payinent of the Lease Payments and otherwise to enforce its interest and rights urtcler this Lease Agreernent 41, the event of a default hereunder by the City and its rights uto nder the Site and Facility Lease, (the "Assignee"), pursuant to that certain assignment agreement, dated as of November 1, 2017, by and between the Authority and the Assignee; and WFTEREAS, the City and the Authority have agreed to enter into this Lease Agreement providing for Lease Payments with an aggregate principal component in the amount of for the purpose of implementing the financing transactions described above. AGREEMENT: NOW, THEREFORE, for and in consideration of the premises and the covenants hereinafter contained, the parties hereto hereby formally covenant, agree and bind thernselves as follows: ARTICLE I DEFINITIONS; RULES OF INTERPRETATION Section 1.1.1)j&41JJdm,5. All terms defined in this Section 1.1 have the meanings herein specified for all purposes of this Lease Agreement. "Additional Payments" means the amounts specified as such in Section 4.3(b) of this Lease Agreement. "Applimble Environniental Lau,W' ineans and shall include, but shall not be limited to, the Comprehensive Environinental Response, COrnpensation, arid Liability Act ("CERCLA"), 42 USC Sections 960"t et seq.; the Resource Conservation arid Recovery Act (11RCT1,A11), 42, USC Sections 6901 et .se q.,the Federal WItej• Pollution Control Act, 33 USC Sections 1251, et sefj,; the Clean Air Act, 42 USC Sections 7401 el seq.; the Califorriia Hazardous Wast�e Control Law ("HWCL"), California Health & Safety Code Sections 25100 et seal.; the llazardous Substance Account Act ("HSAA"), California Health & Safety Code Sections 25300 et seq.; the Porter - Cologne Water Quality Control Act (the, "Porter -Cologne Act"), California Water Code Sections 1300 et seq.; the Air Resources Act, California Health & Safety Code Sections 3900 et seq.; the Safe Drinking Water &- Toxic Enforcement Act, California Health & Safety Code Sections 25249.5 et seq,; and the regulations under each thereof; and any other local, state, and/or federal laws or regulations, whether currently in existence or hereafter enacted, that govern: (a) the existence, cleanup, and/or remedy of contamination on property; (b) the protection of the environment from spilled, deposited, or otherwise emplaced contamination; (c) the control of hazardous wastes; or (d) the use, generation, transport, treatment, removal, or recovery of Hazardous Substances, including building inaterials. "'Applicable faze" means (a) all applicable common law and principles of equity and (b) ,all applicable provisions of all (i) constitutions, statutes, rules, regulations and orders of all Governmental Authorities, (ii) Applicable Environmental Laws, (iii)applicable seismic building code requirements at the time of construction, and (iv) orders, decisions, judgments, writs, injunctions and decrees of all courts (whether at law or in equity) and arbitrators. "Assignee" means initially, ----------- . as assignees, of all rights, title and interests of the Authority • hereunder, and (b) any other entity to whom the rights of the Authority hereunder are assi p- ,, ied, including subsequent assignees of the Assignee. "Assignment Agreement" means the Assignment Agivement, dated as of November 1, 2017, by andbetween the Authority, as assignor, and the Assignee, as originally executed oras thereafter amended under any duly authorized and execute -d amendments thereto. "Authority" means the Baldwin Park, Municipal Financing Authority, a joint exercise of powers entity, organized and existing under the laws of the State. "Authority Representative" means the President, the Vice President, the Executive Director or the Treasurer or the designee of any such official, or any other person authorized by 7 resolution of the Authority delivered to the Assig-vee to act on behalf of the Authority under or -2- with respect to the Site and Facility Lease, the Lease Agreement and the Assignment Agreement. " &nrl Counsel" means (a) Quint & l"h:irnrrnig LLP; or (la) any other attorney or firm of attorneys of nationally recognized expertise with respect to legal nraatters relating to obligations Hie interest ora which is excludable from gross .income under Section 103 of the rax Code. "Business Day" means a day other: than a Saturday, Sunday or legal holiday, on which banking institut�ic)ns are not closed in the State. "City" means the City of Baldwin Park, a municipal corporation and general law city organized and existing under the laws of the State. "Closin Date" means the date this Lease Agreement or a memorandum thereof is recorded in the office of the. County .Recorder of Los Angeles County. ""t�r�nrrtract"" mearbs any indenture, trust agreement, contract, agreement (other than this Lease Agreement), other contractual restriction, lease, mortgage or instrumer,at. "Costs of l ssnr.arn x A reerrrernt" nnea.rts the Costs of lssrrance Custodian Agreement, dated the Closing, Date by and between the City and the Custodian,, together with any duly authorized and executed amcmdments thereto, "Custodian" means U.S. Bank National Association, as custodian under the Costs of Issuance Agreement. "City Representative" means the Mayor, the Chief Executive Officer, the Director of Finance or the deusigr°ree of any such, official, or any other person authorized by rrwsolution delivered to the Authority and the Assignee to act: on behalf of the City under or with respect to the Site and Facility Lease and this Lease Agreement. "Escrow Agreerrnent" means the Escrow Agreement, dated the Closing Date, by and. between the City and the Escrow Batik, providing for the payrnewnt and redemption of the 2004 Bonds, together with any duly authorized and executed amendments thereto. "Escrow Bank" means U.S. Bank National Association, or any successor thereto, acting as escrow bank under the Escrow Agreement. "Escrow Fund" means the fund by that name established and held by the Escrow Bank pursuant to Section 3 of the Escrow Agreement. "Event of Default" means any of the events of default as defined in Section 8.1. Facility means those certain existing facilities more particularly described in Exhibit B to the Site and Facility Lease and in Exhibit B to the Lease Agreement. "Federal Securities" means any direct general anon -callable obligations of the United States of Arrrerica (including obligations issued or held in book entryform on the books of the Department of the Treasury of the United States of America), or obligations the timely payment of principal of and interest on which are directly guaranteed by the Urnited. States of America. "Fiscal Year" means each twelve-month period during the Term of this Lease Agreement connmencing on July 1 inany calendar year and ending can June 30 in the next -3- succeeding calendar year, or any other twelve-month period selected by the City as its fiscal year period. "Governmental Authority" means any govertunental or qua si-gm vernmenta I entity, including any court, department, commission, board, bureau, agency, administration, central bank, service, city or other instrumentality of any goverrunental entity or other entity exercisirig executive, legislative, judicial, taxing, regulatory, fiscal, monetary or administrative,bowers or functions of or pertaining to governryient, or any arbitrator, inediator or other person with authority to bind a party at law. "Hazardous Substance" means any substance that shall, at any time, be listed as "hazardous" or "toxic" in any Applicable Environt-nental Law or that has been or shall be detennined at any time'by any agency or court to be a hazardous or toxic substance regulated under Applicable 141rivironmental Laws; and also means, without limitation, raw materials, building cornponents, the products of any manufacturing, or other activities on the Property, VVastes, petroleum, and source, special nuclear, or by-product material as defined by the Atomic Energy Act of 1954, as amended (42 USC Sections 3011 et seq.). "Lease Agreernent " means this Lease Agreement, dated as of November 1, 2017, between the Authority and the City. "Lease Payment Date" means February 1 and August 1 in each year, commencing February 1, 2018, and continuing to and including the date on which the Lease Payments are paid in full. "Lease Payments" means a& 11 payi,nents required to be paid by the City under Section 4.3, including any prepayment thereof under Sections 9.2 or 9.3. "Material Adverse, Effect" meams an event or occurrence which adversely affects in a material niartner (a) the assets, liabilities, condition (firtancial or otherwise), business, facilities or operations of the City, (b) the ability of the City to carry out its business in the manner conducted as of the date of this Lease Agreement or to meet or 'perform its obligations under this I,ease Agreerrient on a timely basis, (c) the validity or enforceability of this Lease Agreement, or (d) the exemption of the interest component of the Lease Payments for state income tax purposes. "Material Litigation" means any action, suit, proceeding, inquiry or investigation against, the City in any court or before any arbitrator of any kind or before or by any Governmental Authority, (a) if determined adversely to the City, may have a 'Material Adverse Effect, (b) seek to restrain or en ' join any of the transactions contemplated by this Lease Agreement, or (c) may adversely affect (i) the exemption of the interest component of the Lease Payments for state income tax purposes or (ii) the ability of the City to perforin its obligations tinder this Lease Agreerneill. "Net Proceeds" means any insurance or eminent domain award (including any proceeds of sale to a governmental entity under threat of the exercise of eminent domain powers), paid with respect to the `Property, to the extent remaining after payment therefrom of all expenses inctured in the collection thereof. "Permitted Encumbrances" means, as of any time: (a) liens for general ad valorem taxes and assessments, if any, not then delinquent, or which the City may permit to remain unpaid tinder Article VI of this Lease Agreement; (b) the Site and Facility Lease, this Lease Agreement ,and the Assignment Agreement; (c) any right oj,- claim of any mechanic, laborer, materialman, SUlTher or vendor not filed or perfected in the manner prescribed by law; (d) the exceptions -4- disclosed in the title insurance policy received by the City in connection with its acquisition With respect to the Property issued as of the Closing Date; and (e) any easernents, rights of way, inineral rights, drilling rights and other rights, reservations, covenants, conditions or restrictions Much exist of record ecor I d arid which the City certifies in writing will tiot, ri,,iaterially impair the use of the Property for its intended purposes. "Property" means, collectively, the Site and the Facility. "R,ental Period" means each period during the Tenn, of the Lease commencing on and including August 2 in each year arid extending to and including the next succeeding August 1. The first Trental Period begins on the Closing Date and ends on August 1, 2018. " Site" means that certain real property more particularly described in Exhibit A to the Site and Facility Lease and in Exhibit A to the Lease Agreement. "'Site and Facility Lease" means tlu,� Site and Facility Lease, dated as of November 1, 2017, by and, between the City, as lessor, and. the Authority, as lessee, together with any duly authorized and executed amendments thereto, "State" means the State of California. "Tax Code" means the Internal Revenue Code of 1986 as in effect on the Closing Date or (except as otherwise referenced herein) as it may be "amended to apply to obligations issued on the Closing Date, together with applicable proposed, temporary and final regulations promulgated, and applicable official public guidance ptiblished, under the Tax Code. Tem of this Lease Agreernertt" or "Term" means the time during which this Lease Agreement is in effect, as provid(-ad in Section 4.2. "2004, Bonds" means the Baldwin Park Financing Authority 2004 Lease Revenue Refunding Bonds (Cornritunity Center Proje<, , " t) (the "2004 Bonds"), issued to finance and refinance the costs, of the certain capital improvements within the geographic boundaries of the City. Section 1.2. intgrpmtati-0-12. (a) Unless the context otherwise indicates, words expressed in the singular include the plural and vice versa arid the use of the neuter, masculine, or feminine gender is for convenience only and include the neuter, masculine or feminine gender, as appropriate. (b) Headings of articles and sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and do not affect the meaning, construction or effect hereof. (c) All references herein to "Articles," "Sections" and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Lease Agreement; the words "herein," "hereof," "hereby," "hereunder" and other words of similar import refer to t!his Lease Agreement as a whole and not to any particular Article, Section or subdivision hereof. -5- ARTICLE II COVENANTS, REPRESENTATIONS AND WARRANTIES Setion Lh i of ty. The City makes the following ccovenants, representations and warranties to the Authority and the Assignee as of the date of the execution and delivery of this Lease Agreement: (a) Dtee Organization and Existence. The City is a murdCipal corporation and general law city, organized and existing under and by virtue of ti -le laws of the State, has full legal right, power and and authority'LITICIer the laws of theSitate to enter into the Escrow Agreement, the Site and Facility Lease and this Lease Agreement and tel carry out and consummate all transactions on its part contemplated hereby and thereby, and by proper action the City has, duly authorized the execution and delivery by the City of the Escrow Agreement, the Site and, Facility Lease and this Lease Agreement. t r1g reen-tent, he (1,,)) Due Exeoition_ The representative of the City execu i the Escrow Ag : t Site and Facility Lease and this Lease Agreement has been fully authorized to execute the same by a resolution duly adopted by the City hoard of the City. (c) Valid, Binding and Eruforceable Obligations. The Escrow Agreement, the Site and Facility Lease arid this Lease Agreetnent have been duly authorized" executed and delivered by the City and constitute the legal, valid and binding agreements of the City enforceable against the City in accordance With their respective terms. (d) No Conflicts. The execution and delivery of the, Escrow Ag ,reernent, the Site and Facility Lease and this Lease Agreement, the consummation of the transactions therein and herein contemplated and the fulfillment of or compliance with the teens and conditions thereof and hereof, do not and will not conflictwith or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture., mortgage, deed of trust,lease, contract or other agreement or instrument to which the City is a party, or lay which it or its properties are otherwise subject or bound, or result in the creation or imposition of any, prohibited lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the City, which conflict, violation, breach, default, lien, charge or, encunibrance would have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Escrow Agreement, the Site and. Facility Lease or this Lease Agreement or the financial condition, assets, properties or operations of the City. (e) Consents and Approvals. No consent or approval of any trustee or holder of any indebtedness of the City or of the voters of the City, and no consent, permission, authorization, order or license of, or filing or registration with, any Governmental Authority is necessary in connection with the execution and delivery of the Escrow Agreement, the Site and Facility Lease and this Lease Agreement, or the consummation of any transaction therein and herein contemp I a ted, except as have been obtained or made and as are in fit I I force and effect. (f) No Litigation. There is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, murdeipal or other Ce verrunental Authority pending and notice of which has been served. on the City or, to the knowledge of the City after reasonable investigation, threatened against or affecting the City or the assets, properties or operations of the City which, if cletennined adversely to the City or its interests, would have a Material Adverse Effect upon the consummation of the transactions conternplated by or the validity of the Escrow Agreement, the Site and Facility Lease and this Lease Agreement or upon the -6- financial condition, assets, properties or Operations of the City, alld, ti -ie City is not in default With respect to any order or decree of any court or any order, regulation or demand Of any federal, statee municipal or other Governmental Authority, which default rnight have consequences fluit: would have a Material Adverse Effect on the consunimation of the transactions contem])Iated by this Lease Agreement, or the financial condition, assets, properties or operations of the City. (g) Sufficient Funds. The City reasonably believes that sufficient, funds can be obtained to make all Lease Payments and all other amounts required to be paid pursuant to this Lease Agreement. (h) No Defimits. The City has never rion-appropriated or defaulted underarly Of its payment or performance obligations or covenants, either under any financing lease (if the same general nature as this, 'Lease Agreement, or under any of its bonds, notes, or other debt obligations. (i) Fee Title. The City is the owner in fee of title to the Property. No lien or encumbrance on the Property ma teria I ly impairs the City's use of the Property .for the purposes for which it is, or may reasonably be expected to be, .held. (j) Use of the Property� During the terns of this I -ease Agreement, the Property will be used by the City only for the purpose of performing one or more goverru-nental or proprietary functions of the City consistent: with the perrnissible scope of the City's authority. (k) Change in Financial Condition. The City has experienced no material change in its financial condition since fune 30, 2011.6. (1) Hazardous, Substances. The Property is free of all Hazardous Substances, and the City is in full compliance with all Applicable Environmental Laws. (m) Flooding Risk. The Property is not located in a 100 -year flood zone and has never been subject to rn a terial damage from flooding, (n) Value of Property. The value of the Property (real property replacement cost) is not less than (o) Essential to City Operations. The Property is essential to the City's efficient and economic operations and the lease thereof for use by the City is in the best interest of the City. (p) Financial Statenien.ts. The statement of financial position of the City as of June 30, 2016, and the related statement of activities and statement of cash flows and changes in financial position for the year then ended and the auditors' reports with respect thereto, copies of which have heretofore been furnished to the Assignee, are complete and correct and fairly present the firiancial condition, changes in financial position and results of operations of the City at such date and for such period, and, were prepared in accordance with generally accepted accounting principles. Since the period of such statements, there has been no (i) change which would have a Material Adverse Effect and (ii) no material increase in the indebtedness of the City, -7- (q) No Material Adverse Change. Since the niost current date of the information, financial or otherwise, supplied by the City to the Assigpiee: (i) There has been no change in the assets, liabilities, financial position or results of operations of the City which might reasonably be anticipated to cause a Material Adverse Effect. (ii) The City has not incurred any obligations or liabilities which might reasonably be anticipated to cause a Material Adverse Effect. (iii) The City has not (A) incurred any material indebtedriess, other than the Lease Payments, rand trade accounts payable arising in the, ordinary course of tine City's business and not past due, or (B) guaranteed the indebtedness of any other. persona,. (r) Accuracy of Information. All information, reports and other papers and data furnished by the City to the As i.gnee were, at the time the same were so furnished, complete and, accurate in allmaterial respects and insofar as necessary to give the Assignee a true and accurate knowledge of the subject matter and were provided in expectation of the Assignee's reliance thereonin entering into the transactions contemplated by this Lease Agreement. No fact is known to the City which has had or, so fear as the ( - 'ity can now reasonably foresee, may in the future have a Material Adverse Effect, which has, not been set forth in the financial statements previously f urnished to the A ssignee or in other Brach inform a tion, reports, p a p ers and data or otherwise disclosed in writing to the Assignee prior to the Closing Date. Any financial, budget and other projections furnished to the Assignee by the City or its or their agents were prepared in good faith on the basis of the assurnptions stated therein, which assumptions were fair and reasonable in light of the conditions existing a e L the tanof delivery, of such financial, budget or other project , ions, and rel -.)resented, and as of the date of this representation, represent the City's best estiniate of its future financial performance. No document furnished nor any representation, warranty or other written statement made to the Assignee in connection with the negotiation, preparation or execution of this Lease Agreement contains orwill contain any untrue statement of as material, fact or omits or will omit to sta,te (as of the date made, or furnished) any material fact necessary in order to make the statements contained herehi or therein, in light of the circumstances under which they were or will be made, not misleading. (s) facility. The Facility cornplies with all applicable restrictive covenants, zoning ordinances, building laws and other' Applicable Laws (including without limitation, the Americans with Disabilities Act, as amencled). (t) Sovereign linniunity. TI -ie City does not enjoy any rights of immunity on the grounds of sovereign immunity in respect of its obligations under this Lease Agreement, To the extent the City has or hereafter may acquire under any applicable law any right-, to immunity from legal proceedings on the grounds of sovereignty. the City hereby waives, to the extent permitted by law, such rights to immunity for itself in respect of its obligations arising under or related to this Lease Agreement. ab nd a Section 2.2. Ita iQI --A— --WkLclrltigstII---A ijbprit, . The L_.Qf:g –1 � Authority makes the following covenants, representations and warranties to, the City and the Assignee as of the date of the execution and delivery of this Lease Agreement: (a) Due Organization and Existence. The Authority is a joint exercise of powers entity, duly organized and existing under the laws of the State, has full legal right, power and, authority to enter into the Site and Facility Lease, this Lease Agreement and the Assignment Agreement and to carry out and consunirnate all transactions on its part contemplated ber6by 191 and . thereby, and by proper action the Authority has duly authorized the execution and delivery by the Authority of the Site and Facility Lease, this Lease Agreernent and the Assignment Agreement. (b) Due Execution, The representative of the Authority executirug the Site and Facility Leese, this Lease Agreement arid the As,sigru-hent Agreernent is frilly authorized to execute the sarrie uracler official action taken by the Board of Directors of the. Authority, (c) Valid, Srndin and Enforceable Obligations. The Site and Facility Lease, this Lease Agreenra.ent and the Assigru-hent Agreement have been duly authorired, executed and delivered by the Authority and constitute the legal, valid anal binding agreements of theAuthority, enforceable against the Authority in accordance with their respective terms. (d) No Conflicts. The execution and delivery of the Site and Facility Lease, this Lease Agreement and the Aa,srgnnaarr t Agreement, the consurnination of the transactions herein and therein contemplated and the fulfillment of or conapliaance with the terms and conditioi°is hereof and thereof, do not and will riot conflict with or constitute a violation or breach of or default (with clue notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indentrare, rno.rtgaage, cl.eed of trust, lease, contract or other agreement or instrurnent to which the Authority is a party or by which it or its properties are otherwise subject or bound, or result: in. the creation or imposition of any prohibited lien, charge or encurnbra ace of any nature whatsoever upon any of the property or assets of the Authority, Which conflict, violation, breach, default, lien„ charge or earicumbraiice would have consequences that would inateriarlly, and adversely affect the consummation of the transactions contemplated by the Site and Facility, 'Lease, this Lease Agreement and the Assigrinaent Agreement or the finzincial condition, assets, properties or operations of the Authority. (e) Consents and Aj,,i arov als, No consent or approval of any trustee or holder of any indebtedness of the Authority, and no consent, permission., authorization, order or license of, or filing or registration with, any Governmental Authority is necessary in connection with the execution and delivery of the Site and Facility Lease, this Lease Agreement or the Assignment Agreement, or the consuanmation of any transaction herein or therein contemplated, except as have been obtained or anad.e and as are in frill force and effect. (f) No Lifig a°tiers. °1"1-rere is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, i urtcipaa:l or other Governmental Authority pending and notice of which has been served on the Authority or, to the knowledge of the Authority after reasonableinvestigation, threatened against or affecting, the Authority or the assets, properties or opera tions of flue Authority wlvch, if determined adversely to the Authority or its interests,, would have a niaterial and adverse effect upon the cons run enation of the transactions contemplated by or the validity of the Site and .Facility Lease, this Lease Agreement or the Assign cent Agreement, or upon the financial condition, assets, properties or operations of the Authority, and the A uthority is not in, default with respect to any order or decree of any court or any order, regulation or demand of any .federal, state, municipal or other Governmental Authority, which default might have consequences that would materially and adversely affect the consu rnmation of the transactions conterriplated by the Site and Facility Lease, this Lease Agreement or the Assignment Agreement or the financial condition, assets, properties or operations of the Authority. -9- ARTICLE III DEPOSIT AND APPLICATION OF FUNDS Section ..1., gpsn t of xr� d—AP�2—IN ,�b�a_ g `�a�� ' , 1, MIS Closing Date, from the anaocants 1 -.)aid by the Assignee of $ (which represents they principal are vent of this Leases Agreenaen ), the City shall cause (a) the aniount of "��_.. _ _ to be transferred to the Escrow Batik for deposit in the Escrow Fund to provide for the defeasance of the 2001 Bonds, and (h) the artioaarnt of 'tea be transferred, to the Custodian to pay financing costes of the transaction. -10- ARTICLE IV LEASE OF PROPERTY; LEASE PAYMENTS Section 4.1. S—W—Jma -U1J3Q—dtY-"L. ikck Lo (a) The Authority hereby subleases the Property to the City, and the City hereby subleases the Property from the Authority, upon the terms and coliditicn-is set forth in this Lease Agreement. (b) The leasing of the Pro "rt by the City to the Authority pursuant to the Site and Facility Lease shall, not. effect or result in a merger of the City's subleasehold estate Pursuant to this Lease Agreenient and its fee estate as lessor under the Site, and Facility Leaser. Section 4.2. Term. The Term of this Lease Agreement commences Oil the date of recordation of this Lease Agreement or a memorandum hereof and ends on August 1, 2032, or, the date on which all of the Lease Pay-Ments have been paid in full pursuant to the ternis of this Lease Agreell-l-ent. If oil August 1, 2032, the Lease Payments payable heretinder shall have been abated at any tirne and for any reason and, not otherwise paid froni—iental interruption insurance or other sources, or the City shall have defaulted in its payment of Lease Payments hereunder or any Event of Default has occurred and continues without cure by the City, then the term, of this Lease Agreement shall be extended for, the actual period of abaterrient or for so long as the default remains uncured, as necessary to accommodate the final payn'tent of all Lease Payments du,e hereunder, not to exceed ten (10) years. The provisiorts of this Section 41.2, are subject to the provisioms of Section 6.1 relating to the taking in eminent domain of the Property or any portion thereof. Section 4.3. (a) Obligation to Pay. Subject to the provisions of, Sections 6.1 and 6.3 and the 'provisions of Article IX, the City agrees to pay to the Authority, its successors and assigns, the Lease P;ayrnents (denominated into components of principal and interest) in the amounts specified in Exhibit C attached hereto (iricludi-rig any supplements thereto) and by this reference incorporated, herein, to be, due and payable in immediately available funds on each of the respective Lease Payrnent Dates specified in Exhibit C; provided, liowever, that if any Lease Payment Date is not a Business Day, such Lease Payment shall be due oil the next succeeding, Business Day. The Lease Payments payable in any Rental Period with respect to the Property shall be for the use of the Property during such Rental Pe-dod. The interest component of the Lease Payments shall be calculated based on an interest rate of ____% per annum. If, by action or inaction of the City, the interest component of the Lease, Payments becomes includable in the gross income of the Assignee for federal income tax purposes under the Code based upon a final determination thereof by the Internal Revenue Service (the "L ate of Taxability"), the interest component of the Lease Payments from and after the Date of Taxability, shall be an interest rate sufficient such that the total interest to be paid to the Assignee oil any Lease I'layinent Date would, after such interest was red aced by the amount of any U.S. federal, state and local income tax (including any interest or penalties) actually imposed thereon, equal the amount of interest due ono the then unpaid principal amount (if the Lease Payments; provided, however, that in no event shall such, rate exceed twelve percent (12%) per annum. -11- (b) Additional Payinents. In addition to the Lease Payments set forth herein, the City agrees to pay as Additional Payments all of the following: (i) all taxes and assessments of any nature whatsoever, including, but not limited to excise taxes, ad valorem taxes, ad valorem and, specific lien special assessn'lents arid, gross receipts taxes, if any,, levied upon the property or upon any interest of the Authority ther-ein or in this Lease Agreement; provided, however, the City n-tay, at the City's expense and in its narne, in good faith contest any such taxes and assessments and, in the event of such contest, may pern-tit siich taxes and assessments to remain unpaid during the period of such contest and appeal therefrom unless the Authority shall notify the City that, 'in the opinion of Bond Counsel, by nonpayment of ally st.1ch, items, the interest of the Authority in the Property will be inaterially endangered (,)I- the Property, or any portion thereof, will be subject to loss or forfeiture, iaz which event the City shall promptly pay such taxes and assessments or provide the Authority with full security against any loss which may result from nonpayrnelit, in form satisfactory to the Authority; (ii) insurance premiums, if any, on all insurance required under the provisions of Article V hereof; and (iii) any other reasonable fees, costs or expenses incurred by the Authority in connection with the execution, performance or enforcement of this Lease Agreenient or any of the transactions contemplated hereby or related to the property, including, witliout Ifinitation, any amounts which may become, due, provided, however, the City shall not be responsible for ally costs incurred by the Authority associated with any assignment made by the Assignee. Amounts constituting Additional Payments payable hereunder shall 'be paid by the City directly to the person or persons to whom such amounts shall be payable. The City shall pay all such amounts when due or at such later tomeas such amounts array be paid without penalty or, in any other case, within 60 days after notice in writing from the Authority to the City stating the amount of Additional Payments then due and payable and the purpose thereof. (c) Lf -ayments in part but not in 'IM of Prepayment. If the City prepays the Lease P whole under Section 9.3, the principal components of the remaining Lease Payments will be reduced on a pro rata basis; and the interest component of each remaining Lease Payment will be reduced on a pro rata basis. (d) Rate on Upon Event of Default. If the City fails to make any of the payments required in this Section 43 formore than ten clays after the due date for payment, the payment in, default will continue as an obligation of the City until the arnount in default has been fully paid, and the City agrees to pay a Tate equal to the rates specified in paragraph (a) above, plus 6% from the date of default to the date of payment. (e) Fair Rental Value. The Lease Payments coming d Lie and payable during each Rental Period constitute the total rental for the Property for. such Rental Period, and will be paid by the City in each Rental Period for and in consideration of the right of the use and occupancy of, and the continued quiet use and enjoyment of the Property during each Rental Period. The parties hereto have agreed and determined that the total I.,ease I'layrnents due during each, kental Period are not in excess of the fair rental value of the Property during such Rental Periods. In making this determination, consideration has been given to the estimated fair market value of the Property, the estimated replacement cost of the Prc)l-,)erty, the uses and -12- purposes whicli naay be served by the Property and the benefits therefrom which will accrue to the City and t:lie general public. (f) Sotirc°e ems` Paym.erds Budget and, pap roprrlradmon, The Lease Payments are payable frona any source of legally available funds of the City, subject to the provisions:, of Sections 6.1 and 91. The City covenants to take such action as mnay be necessary to include all Lease. Payments in each of its annual budgets louring theTerm of this Lease Agmay-Lnnent anct to make the necessary annual a appropriatiors for al] sucli Lease Payments. Tlie covenants on the; part of the City herein c ontained constitute dailies imposed by la w and it is the duty of each and every public off icial. of the (-iter to take such action and do sdich things aas are required by law in the pemtorrnance of the official deity of such officials to enable the City to carry out and perforin the covenants and agreements in. this Lease Agreement agreed to be carried Out and performed by the City. (g) Allocation of Leaser Ray'nients.Al] Lease Payments received shall be applied first to the interest components of the Lease Payments due��hereUnder, then to the principal components of the Lease Payments due heivii.nder, but no saaclj. application of any payments that are less thann the total rental clue and owing shall be deemed a waiver of any default hereunder. (h) No t�the ofcaman disnute nla. ,oaAssignee as n Authority's assignee, and the City, the City shall make all ease Payments when clue without cl.eduction or offset: of any kind arid shall not withhold any Lease Payments pending the final resolution of such dispute. (i) Assignment Agreement. The City understands and agrees that all Lease Payments have beenassigned by the Authority to the Assignee under they assignment Agreement executed concurrently herewith, and the City hereby assents to such assignmaaent. The ,Authority hereby directs the City, and the Cita hereby agrees, to pay to the Assignee, all payments payable by the City under this Section 4.3 and all amounts payables by the City under article . Le=ase Payments shall be paid to the Assigi,ee. (f) No Abatement, As the City is not a debt lix°nit entity under the State Constitution, its obligations to make Lease Payments hereunder are not subject to abatement. Section 4.4. " ui -. a ?—W.Aae � Throughout the Term of fl -tis Lease Agreement, the Authority will provide the City with elu: et use and enjoyment of the Property and the City will. peaceably and quietly have and hold and enjoy the Property, without suit, trouble or hindraance. frena the authority, except as expressly set forth in this Lease Agreement.The authority will, at the request of the City and at the City's cost, join in any legal action in which the City asserts its right to such possession and enjoyment to the extent the authority may lawfully do so. Notwithstanding the foregoing, th *A uthority and the Assignee have the right to inspect the Property Wertyma s provided in Sections 5.'12 e and 7.2. Section 4.5. Dt1g, at alltinges during they Term of this Lease Agreement, the City shall hold title to the Property, including all additions which comprise fixtures, repairs, replac;eamnents or modifications thereto, subject to Permitted l aacumbrances and subject to the provisions of Section. 7.2. Upon the ternnination of this Lease Agreement (tither than under Section 8.2(b) hereof), all right, title and interest of the authority ire and to the Property shall be transferred to and. vested in the City. Upon the payment iia full of all Lease Payixmera:ts allocable to the Property, or upon the deposit by the City of security for such lease Payments as provided in Section 9.1, all right, title and interest of the authority in and to the; property shall be transferred to and -13- vested in the City. The Authority agrees to take any and all steps and execute and record any and all documents reasonably required by the City to consummate any such transfer. Section 4,6. The City may, at any time ai,-id from tirne to time, release any portion of the Property (tlie "Released Property") from the 'Lease, with, the g prior written consent of the Assignee, which consent shall be at the assignee's sole discretion and upon, szitisf action of all of the following requirements which are conditions precedent to such release: (a) The City shall certify to the Authority and the Assignee that no Event of Default has I occurred and is continuing, and no event giving rise to an abatement of Lease Payments tinder Section 6.3 has OCCUrred, or is continuing with respect to the Property to be remaining following release of the Released Property; (b) The City shall file with the Authority and the Assignee, and cause to be recorded in the office of the Los Angeles County Recorder, an amendment to this Lease Agreement which deletes the Released, Property f rorn the description of the Property; (c) The City shall vile with tile Authority and the Assignee a written certificate of the City stating the City's determination that the estimated value of the real property which will, remain leased under this Lease Agreement following such release is at least equal to the original. principal components of the Lease Payment .% and upon request of the Assignee, the City shall provide to the Assignee additional information and doctirnerlts to evidence the value of tile remaining portion of the Property; (d) The City shall file with the Authority and the Assignee a written certificate of the City stating the City's determination that the estimated fair rental value, for each remaining Rental Period and in the aggregate, of the Property remaining after release of the 'Released Pro I perty is at least equal to the remaining Lease Payments for each remaining Rental, Period andin, file aggregate; and (e) The City shall file with the Authority and the Assignee such other information, documents and instruments as the Authority or the Assignee shall reasonably request, including (if requested by the Assignee) evidence of the insurable value of the Property to be remaining following release of the Released Property, indicating that such value is in excess of the then unpaid Principal cornportent of the Lease Payments and such endorsements to the title policy delivered on the Closing Date. Upou the satisfaction of all such conditions precedent, the Term. of this Lease Agreement will thereupon end as to the Released Property, The City is not entitled to any reduction, dinnh-motion, extension or other modification of the Lease Payments whatsoever as a result of such release. The Authority and the. City shall execute, deliver and cause to be recorded all documents required to discharge this Lease Agreement of record against the Released Property. Section 4.7. (a) In the event of damage or destruction of the Property due to earthquake or other uninsured casualty for whicli, rental intern -option insurance is not available or in the event that following the condemnation of all or a portion of the Property the fair rental value of the Property remaining after such condemnation is less than the remaining Lease Payments due under t1lis Lease Agreement, the City shall substitute, under the Site and Facility Lease and this Lease Agreement one or more parcels of unimpaired and unencunibered real. property, the fair -14- rental value of which, for each remaining Rental Period and in the aggregate, shall be at least equal to the remaining Lease Payments hereunder. (b) If ftxr any reason the City is in.laale to +eta substitute real property fear• they Property with a fair rental value at least equal to the rerrraining, Lease Payrneiits hereunder, they City shall use its best efforts to obtain other financing in ars aniount i'lecessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. -15- ARTICLE V MAINTENANCE; TAXES; INSURANCE; AND OTHER MATTERS Section 5.1. a rete t . c 3 a ', �n e 11�r ou ho�.� t the Term of tal of the ins ease rovernent grepair an���a �a ntenance of theProperty are �s part of the cons id era tion �the �sole�rc�Slr xI sbility of Property, heC t and the City will pay for or otherwise arrange for the payrne.nt of all utility services sr.rpplied to the Property, whrcla° may inchide, without limitation, janitor service, security, power, gas, telephone, light, heating, water and all other iitility services, and shall pay for or otherwise arrange for the l` ayIne nt: of the cost of the repair and replacement of the Property resulting frorra ordinary wear and gear or want of care on the part of the City or any assignee or sarlalessee thereof. In exchange fortile. Lease Payments herekin provided, the Authority agrees to provide only the Prol-,rerty, as hereinbefore rrrore specifically set forth.. The Cite waives the benefits of subsections 1 and, of Section 1932, Section 1933(4.) and `�ec:tioras 19411941 and 1942 of r. the California Civil Code, but such waiver does not limit any of the rights of the City under the terms of this Lease Agreement. ''l"lie City will p«ay or." ca use to be paid all taxes and assessments of any type or nature, if any, charged to the. Authority or the City affecting the Property or the respective interests or estates therein; provided that with respect to special assessments or other governmental charges that n:tay lawfully be paid in irtstallnaents over a period of years, the City is obligated A r e•�,ryraent only w°lata brientsres are required. to be paid d.tiring the Term of this 'Lease to pay onl si,atla r�r�rstal.l�rnents rr. . g Become due. The City may, at the City's expense and in its name, in good faith contest any such taxes, assessments, utility and other~ charges and, in the event of any sucli contest, may permit the taxes, assessments or other charges sea contested to remain unpaid during the period of such contest and any appeal therefrom. unless the Authority shall notify the City that, in its reasonable opinion, by nonpaymentof any such items the interest of the Authority in the Property will be materially endangered or the property or any part thereof will be subject to loss or forfeiture, in which event the Citywill promptly pay such taxes, assessments or charges orp rovide the Authority with full security againt any loss which may result from,, e.. nonpaymnt, era form. satisfactoryto the Authority,"Ihc-. City shall promptly notify the Assi piee of any tax, assessinent, utility or other charge it elects to contest. Section 5.2. y. The City I°acts the right, at its own expe=nse, to additions, modifications and improvements to the Propertywillthereafter e l -r comprise part of the make additions, modifications and improvements to the I Property and becorne subject to the provisions of this Lease Agreement, Such additions, modifications and irnprovements may not in any way damage the Property, or cause the Property to be used for purposes other than those authorised under the provisions of state and federal law; and the Property, upon completion of any additions, modifications and improvements rn.ade thereto under this Section, must be of a value which is not substantially less than the value thereof imn-tecliately prior to the making of such additions, modifications and improvements. Section 5.3. l a lal ._I. i ' i1it ti°tr�a . The City shall maintain or cause to be n°aaintained throughout the Terme of this Lease Agreement a standard comprehensive general liability hTsurance policy or Policies in protection of the City, the Assignee and their respective inembers, officers, agents, employees and assigns. Said policy or policies shall provide for indemnification of said parties against direct or contingent loss or liability for damages for beadily and personal injury, death or property damage occasioned by reason of the operation of the Property. 'Stich policy or policies must provide coverage with limits of at least 1,000,000 -16- per occurrence, $3,000,00O :inn the aggreglaa te, fon- bodily injury and proper"ty dean nage coverage, zrr•brella coverage of �t leaf $5,000,000, and i L all events in formand aiucl excess liability u � y tunes) ati.sfactor to the Assignee. Such cainsurance maa be maintained as part of cur, r.nu � � Cher itisunrance coverage by the City amount (including uu�u deductibles) t 1 conjunction `� wutl'�n any o (including, with ssignees prior written consent, a self -insurance pao;raruu), and may be maintained in whole or in part in the form of the participationby the City in a joaaut powers authority or other pro, grarn providing pooled insurance, The City will aipply the proceeds of such liability insurance toward extinfuisluna;ent or satisfaction of tlue liability with respect to which sucl.a proceeds have been parict. Section 5A. The City will procure and maintain, or cause to be procured and maintaaaaed, throughout the f"erni of this Lease Agreement, casualty insurance against toss or damal,e to all buildings situated ora tlue property and owned by the City, in, an. amount at least equal to the greater of the replacement value of the insured buildings and, the aggregate prinarlrarl arnount of the Lease Payments outstanding, with a. lender's loss payable endor^senne,ot. Such insurance must, as nearly as practicable, cover loss or darnag,c by all "'special form" pedlsSuch insurance shall be subject to a deductible ofnot to exceed $250,000. Such insunince inay be maintained as part of or in conjunction with any gather insurance coverage carried by the City (including, With the .Assignee"s prior written consent, a self-insurance program), and may be rnairntained in whole or in ,part in the form of the participation. by the Gly in a joint powers authority on other program. providing pooled insurance. `rile City will apply the Net Proceeds of such insurance as provided in Section 6.2.. Section 5,5. T etall:ru t'_--tf?Lunar e. The City will procure andmaintain, or cause to be procured arid maintained, throughout the Terra of this Lease Agreement, rental, interruption or use and occupancy insurance to cover loss, total on° partial, 'of the use of the Property and the irnprovements situated thereon as a naasult of any of alae hazards covered in the: insurance required by Section 5.4, in an amount at least equal to the maximum Lease Payments coming due and payable during any future 24 month period. Such insurance may be maintained as part of or ira conjunction with any other insurance coverage carried by the City, and may be rn.aintained in whole or in part in the form of the participation, by the City in. a joint powers authority or other, program providing pooled insuumnce; provided that such rental .interruption insurance shall not be self-"insured by the city. "f"l"ue City will apply the Net Proceeds of such insurance towards the payment of the Lease payments its the same become due and payable. Section 5.6. W--Ql-kpaey applicable Calif on-da law, the City shall carry worker's compensation insurance cov riag all employees ori, in, near or about the property and., upon request, shall furIA511 to the Autl urity certificates evidencing such coverage throughout the Term of this Leal. e agreement, Stich insurance may b anaintained as part of or in conjunction with any other insurance coverage carried by the City (including a self-insurance program), and rnay be maintained in whole on in part in the forma of the participation by the City ina joint powers authority or other program providing pooled. insurance. Section 5.7. f?r�f"t_itl_ rF ,+. Cin on before tlae Closing, Tate, flue City Shall, at its expense, (a,� cause flats l:.aease panneuat, the Site graFacility Lease and the ssignurnent ,agreement, or as menuoraiadumherik thereof in form grad substance approved. by Special Couurusel, to lac recorded in the office of tyre 1 os rneles Couuntty Recorder with respect to the property, aurid (b) obtairu a Cl"f" title irasuurarrce policy insuring Chaussif,�ne°s interests in the leasehold estate estaabl shed under the. Site and Facility lease and hereunder an the property, subject only to permitted Encumbrances, in an amount equal to the original principal components .of the. Lease Payments. The. City will apply'the Net proceeds of Stich. insurance as provided in Section 6.7. -17- -- Section 5.8. hfaLiw�! au'NP- t ---p lmc me oijil Qf 1-1 olig ' Jes, All inridsurance policies (ol rs) required, by this Article V and provided by third party insurance carriers shall be taken out and maintairied with responsible insurance companies organized under the laws of one of the states of tlie United States and, qualified to do business in the State, arid shall contain a provision that the insurer shall not cancel or revise coverage thereunder without giving written notice to the insured parties at least ten days before the cancellation or revision becomes effective. Each insurance policy or rider required by Sections 5.3, 5.4 and 5.5 arid provided by thirc] party insurance carriers shall name the City and the Assi,l,;nee as insvired parties arid the Assignee as loss payees and shall include a tender's loss payable endorsement for the benefit of the AssiSqiee. Prior to the Closing Date, the City will deposit with the Assignee policies (arid riders, and endorsernetits, if applicable) evidencing any such insurance procured by it, or a certificate or certificates of the respective insurers stating that such insurance is in full force 7 1 al,,(], effect. Before the expiration of any Such policy (CM7 rider), the City will furnish to the Assignee evidence that the policy has been renewed or mplaced by another policy conforming to the provisions of this Article V unless such insurance is no longer obtainable, in which event the City shall notify theMsignee of such fact. Section 5.9. -IIisJAI!-4t -ty time and, from i -an 's ',eraso-DAJ-I�rA.I(trty. The City may a I at -sif—City P time to time, in its sole discretion and at its own expense, install or permit to be installed other items of eqL14"nent or other personal property in or upon the Property. All such items shall rernain, the sole property of the City, in which the Authority has no interest, and, may be modified or removed by the City at any time. The City must repair and restore any and all darnage to the Property resulting from the installation, modification or removal of any such iterns. Nothing in 11 -'is Lease Agreement prevents the City from purchasing or leasing items to lie ii -stalled under this Section under a lease or conditional sale agreernent, or subject to a vendor's lien or security agreement, as security for the unpaid, portion of the purchase price thereof, provided that no such lien or security interest may attach to any part of the Property. Section 5.10. Liens. The City will not, directly or indirectly, create, incur, assume or stiffer to exist any mortgage, pledge, lien, charge, encumbrance or claim on or with respect to the Property, other than as herein contern,pla ted and except for such encumbrances as the City certifies in writing to the Assignee do not in atericilly and adversely affect the leasehold estate in the Property hereunder and for which the Assignee provides its prior written approval, which approva I shall be at Assignee's sole discretion. lExcept as expressly provided in this Article V, the City will promptly, at its own expense, take such action, as may be necessary to duly discharge or remove any such mortgage,, pledge, lien, charge,, ericumbrance or claim, for which it is responsible, if the same shall arise at any time. 'rhe city will iviniburse the Assignee for any expense incurred by it in order to discharge or, remove any such mortgage, pledge, lien, charge, encumbrance or claim, Section 5.11. A_dygtn�- t , cgs. if the City fails to perform any of its obligatiol ts under der this Article V, the Authority may 'take such action as may be necessary to cure such failure, including the advancement of money, and the City shall be obligated to repay all such advances as additional rental hereunder, with interest: at the rate set forth in Section 43(c), Section 5.12. (a) Coin -,Bance with Uws; No Hazardous Substances. The City will comply with all Applicable Envi-ront-nental Laws with respect to the Property and will not use, store, generate, treat, transport, or dispose of any Hazardous Substance thereon or in a mariner that would cause any Hazardous Substance to later flow, migrate, leak, leach, or otherwise come to rest on or in the Property. -18- (b) Note cation of Assignee. the City will trans,, i t copies of all notices, orders, or statements received from any govennuntental entity co;rtcernning violatio" or �wss���nted violations of Applicable Environmental Laws wr4ritil respect to file Property and any operations c:onduc;ted. thereon or any conditions existing thereon to the Assignee, and the City will notify the Assignee in ill, or ce that writing occurredaaor is occurof ring that in any, way ays�ffects orethreate any affecttdous hee Prop Property, r the �V r �ne people, stain tures,, or other property thereon, provided that no such notification shall create arty liability or obligation on the part of the Assignee. (c) Arc ss firs hasp ectitrn. The City will pe nnit the Assignee, its agents, or any experts designated by the Assignee to have fall access to the Property during reasonable business honors for purposes of such independent investigation of compliance with all Applicable Environmental Laws, provided that the Assignee hags no obligation to do so, or any liability for any faiture to do son, or any liability should it do so. Section 5.13 —ty-Umnsrt to 1 s dna nt ", e w "T"he Authority"s rights under this Lease Agreement (excluding the right to receive notices, the rig lnt to a°el'p l.ran°rsenwent of costs and to indemnification), including the right to receive and enforce payn ent of the [,ease Payment->, and the Site and Facility Lease, are being assigned to theAssignee pursuant to the Assngrnnlent Agreement, The City hereby consents to sanch. assignment and to any additional assignment of such rights by the Assignee on its assignees. ',lie City agrees to execrate all documents, including nnotice$ of assignment and chattel mortgages or financing statetne�nts,, which away be reasonably requested by the Assignee or its assignees to protect their interests ill the property and in this lease Agreement.. -19- ARTICLE VI EMINENT DOMAIN; USE OF NET PROCEEDS Section 6.1. Emi=LD_(2rnaiij. If all of the Property shall be taken Permanently under the power of eminent dornain or sold to a goVern.rn I ental entity threatertuig to exercise the power of eminent domairt, the Terni of this Lease Agreement shall cease as of the day possession shall be so taken. if less than all of the Property shall be taken permanently, or if all. of the Property or any part thereof shall be taken temporarily under the power of emblent dornain, (1) this Lease Agreement shall COj1t:i11U(-' in full force and effect and shall not be terminated by virtue of such taking and the parties waive the benefit of any law to the conLrary, and (2) there shall be a partial ab,atement of Lease Payments in an amount equal to file application of the Net Proceeds of any eminent dornain award to the prepayn"Ient Of the, 'Lease Payments hereunder, in an amount to be agreed upon by the City and the Assignee such that the resulting Lease Payn-tents represent fair consid era tion for the ease and occupancy of the remaining usable portion, of the Property. Section 6.2.ApphwatLffl —C)f 99T-dli- (a) Froin Insurance Award. (i) Any Net Proceeds of insurance against darnage to or destruction of any part: of the Property collected by the City in the event of any such damage or destruction shall be deposited by the City promptly til -.)on receipt thereof in a special fund with the Assignee designated as the "Insurance and Condernna Lion Fund." (ii) Within ninety (90) days following the date of such deposit, the City shall: determine and notify the Authority and the Assignee in writing of its determination either (A) that the wplacement,:repair, restoration, I mod ifica tion or improvement of the Property is, not economically feasible or in the best interest of the City and the Net Proceeds, together with other moneys available therefor, are sufficient to cause the prepayment: of the principal components of all unpaid Lease Payments pursuant to Section 9.3 hereof, or (B) that all or a port -ion of such Net Proceeds are to be applied to the prompt replacern.ent, repair, restoration, modification or improvement of the damaged, or destroyed. portions of the Property and the fair rental value of the Property following such repair, restoration, wl-Aacement, modification or improveinent will at least equal the unpaid principal comj,.)onent of the Lease Payments. (iii) In the event the City's determination is as set forth in clause (A) of subparagraph (ii) above, such Net Proceeds shall be promptly applied to the prepayment of Lease Payments and other amounts pursuant to Section 93 of this Lease Agreement; provided, however, that in the event of damage or destruction of the Property in full, such Net Proceeds may be so applied only if sufficient, together with, other moneys available therefor, to cause the prepayment of the principal components of all uripaid Lease Payments, all accnied and, unpaid interest, Prepayrrient Premituris described in Section 9.2, and all other costs related to such prepayments prarsuant to Section 9.3 of this Lease Agreement and otherwise such Net 'Proceeds shall be applied to the prompt replacement, repair, restoration, modification or improvemetit of tile Property;, provided further, hove v er, that in the event of damage or destruction of the Property in part, such Net Proceeds may be applied to tile, prepayn-tent of Lease Payments only if the resulting Lease Payments following such prepaylnent from Net Proceeds represent fair consideration :for the remaining portions of the, Property perty and otherwise such Net Proceeds shall be applied, to the prompt replacement, repair, -20- restoration, modification or improvement of the Property, evidenced by a certificate signed by a City Representative. (iv) iii like event alae City's deterrninaation is ars set forth in clause (b) of the City �i ai�aoriklas, sracli Net Assignee that w alp cir° subparagraph (ri) above and tl certifies to the As such repair replacement can be cornp�le.ted within �2 � Proceeds shall Lien applied to tine prornpt replacement, repair, restoration, rnod.ification or rnaprovcnaent of the damaged or destroyed portions of the Property by the City, anduntil the Property has been restored to its prior condition, the City shall racrt place any lien or encumbrance on the Property that is senior to this l ease Agree;nien:t without the prior written conscnt of the t ssigrice, at its sole discretion. (b) Froni Eminent arrraiia. Award. if all or any hart of the Property shall betaken by eminent clornain proceedings (or sold to a govenunent threatening to exercise the power of eminent dornairi) the ,Net: Proceeds therefrom" shall be deposited by the City in the Insurance and Condemnation Fund and sliall be applied and disbursed as follows. (i) if the City has given written notice to the .Authority and. the Assignee of its determaraawation that (A) such ern:inent domain proceedings have not rnateMrially affected the operation of the Property or the ability of the City to meet any of its obligations with respect to they Property under this Lease Agreement, and (B) such proceeds ar°e not needed for repair or rehabilitation of the Property, tiie City shall so certify to the Authority rand the Assignee, Qaad the City Shall credit such proceeds towards the prepayment of theLease Payments pursuant to Section 9.3 of thisLease Agreement. (ii) If the City has given written notice to the Authority and the Assignee of its detenrli aat.ion that: (A) such eminent domain proceedings have not ,materially affected the operation of the Properrty or the ability of tiie City to meet any of its obligations with respect to the Property under flies LeaseAgue ement, and (l) such proceeds are needed for repair, rehabilitation or replac.enient of the Property, City shall so certify, the to the Authority and the Assignee, and the City shall apply such amounts for such repair or rehabilitation. (iii) If (.A) less than all of the Property shall have been. taken in such eininent domain, proceedings or sold to a government threatening the use of eminent domain powers, and if the City h as given wri n notice to the Authority arae alae Assignee of its deterrinination that such eminent domain proceedings have materially affected the operation of the property or the ability of they City to meet any of its obligations with respect to the .Property under the tease .Agreenient or (l1) all of the Property shall have been taken in such ein nent domain piroceedings, then, the City shall credit such proceeds towards the prepayment of the Lease Payrataents pursuant to Section e.3 of this Lease Agreement. (iv) in making any determination under this Section 6,2(b), the City may, but shall not be required to obtainat its expense, tiie report of an independent engineer or other independent professional consultant„ a copy of which shall be filed with the Authority and the .Assignee, Any such determination by the City shall be final. (c) Froin Title* Insurance.The Net Proceeds from a title insurance award shall be applied by the City towards the prepayment of Lease Payments required to be paid pursuant to Section 9.3 of this Lease Agreement. Section 6.3. las ltif Tia )rz�°:i a�.1 fLlrarrie or - esCrr.lta. Lease Payments shall be abated during any period in which, by reason of damage or -21- destruction, tfieer°e is substantial interference with the rise and occupancy by the City of the Property or any pca.lion thereof to the extent to be agreed upon by the City and the assignee.. The parties agree [haat the amounts of the T.ease Payments under such circumstances shall not be less trate the arnerrrats of the unpaic'l l ease PayMents as are thein set forth rn Exhibit C, ana.less such Uripaid amounts are dcteranined. to be greater than the fair rental value of �the portions taf they Property not damaged car destroyed, based capon an al;spreapaiaate method of valraaticrn., in which event the Lease Payments shall be abated such that they represent said fair rental value. Such abatement shall continue for the period ccananaeaacing with such daarraaa e or destruction and ending, with the substantial completion, of the weary of repair or reconstruction as evidenced by a. Certificate of a City Representative to the Authority and thew Assignee, In the event oaf any snch d.a,inage czar destructlon, this Lease shall continue in full force and effect and the City waives arty right to terininatew this Lease Agreement by virtue of arty such ��arn�°a�e and clestrthlsrec nNotwithstanding axteaatotda�taa{�there tl�y�f~a�C�ll be e~dsneafa�C l�aarNaintear interruption c ent of Lease payments under insurance or (b) amounts In the Insurance and Condemnation ation and are available to pay Lease ld that nents wilich saacla rracc�eaels �arlotherwise amounts constitute under Section ce.ans9.itespc�csafa.rnsfear ��aea tad�caahereby cdc�clarc�c:d. yr ent of the L(--!ase Payments. -22- ARTICLE VII OTHER COVENANTS OF THE DISTRICT Section 7.1. .I r l iraa t.taf _wp KES NO AG14,�',E WMNT, _v:m wa, TI IE AUTHORITY MA WARRANTY OR REPRES'EXI"ATION, EITHER EXPRESS OR IMPLIED, AS TO it VALUE, DESIGN, CON61TION, MERCHANTABILITY OR FITNESS FOR ANY PARrICULAR PUR11OSE OR FITNESS FOR THE USE CONTE�OR LATED BY THE DISTRICT OF THE PROPERJ'Y OR ANY PORTION THEREOFANY OTHER REPRESENTATION OR WARRANTY WITH RESPECT TO Ulf, I PROPERTY OR ANY POKFION r THEREOR THE DISTRICT ACKNOWLEDGESTHAT THEDISTRICT LEASES THE PROPEwrY AS, -IS, IT BEING AGI�EED THAT ALI, OF '17HE AFOREMENTIONED RISKS ARE TO BE BORNE BY THE DISTIUCI I , In no event is the Authority lialfle for incidental, indirect, Special or consequential daniages, ,lar , counection with or arising out of this Lease Agreenient for the existence, furnishingfLlctiolliji or use of alae Property by tI e City. Section 7.2. A&f_oi? -ia , -- City _t_Lf_Eijtjr _y , The s__h agrees that the Authority, and _ - the Authority's successors or assigns, has the right at all reasonable times, following at least 48 hours written notice provided to the City, to enter upon and to examine and inspect (to the extent permitted by law and public policy) the Property or 5 Authority's successors or any part thereof. The City further agree t -tat the Authority, and the Authon, assigns shall have such rights of access to the Property or any component thereof, following at least 48 hours written notice provided to the City, as may be reasonably necessary to cause the proper maintenance of the Property if the City fails to perform its obligations hereunder. Neither the Authority nor any of its assigms has any obligation to cause such proper maintenance. The City further grants, conveys arid confirms to the Authority, for the use, benefit arid enjoyment of the Authority, its successors and assigns in interest to the Property, including the Assignee, and its sublessees, and their respective employees, invitees, agents, independent contractors, patrortS, customer's, guests and members of the public visiting the Property, a right of entry which shall be ilTeVOcable for the Term of this Lease Agreement over, across and. under the property of the City adjacent to the Property to and from the Property for the purpose of: (a) ingress, egress, passage or access to and from the Property by pedestrian Or vehicular. traffic; (b) installation, maintenance and replaceTnent of utility wires, cables, conduits and pipes,, and (c) other purposes and, uses necessary or desirable for access to and from, and for operation and maintel�iance of the Property. Ldo,m jific _ _ Section 7.3. R_Qlga�o md_ 11 en , _rjgAtioXLCQywants. The City hereby indeninifies the Authority, the Assignee and their respective directors, officers, agents, employees, successors and assigris against all claims, losses and damages, including legal fees and expenses, arising out of (a) the use, maintenance, condition or management of, or from any work or thing done on the Property by the, City or the City's employees, agents, contractors, invitees or licensees, (b) any breach or default on the part, of the City in the performance of any of its obligations Wider this Lease Agreement, (c) any negligence or willful misconduct, of the City or of any of its agent,,,, contractors, servants, employees or licensees with respect to the, Property, (d) any intentional misconduct or negligence of any sublessee of the City with respect to the Property, (e) the acquisition, construction, improvement and,ing of the Property, (f) the clean-up of any, Hazardous Substances or toxic wastes from or (g) any claim alleging violation of any Applicable Environmental Laws, or the authorization of payment of the costs thereof. No indeninification is made under:- this Section 73 or elsewhere in this Lease Agreement for willful misconduct or gross negligence under this Lease Ag-reenlent by tilt! Authority, the Assignee, or their respective officers, agents, employees, successors or assigns. -23- The City and the Authority each agree to pl: omptly give notice to each other and the Assignee of any claim orliability hereby indemnified against following learning thereof, Section 7.4,AlgaII!P-U�a _b t, . AAAij-iodty. T'he Authority's rights, title and interests under this Lease Agree men:at, including they right to te. e eve and enforce payment of the Tease Payments to be made by the City hereunder, l:aiave been assignees to they Arsrgrcee; pa'ov ded Haat the Authority's rights to indemnification and payment or reimbursement for any costs or expenses hereunder have been retained by the Authority to the extent such rights accrue to the Authority and shall have been assigned, to the Assignee to they extent such rights accrue, to the Assignee'. The City hereby consents to such assignment. Whenever lin this [,,,ease Agreenlent any reference is made to [lie Authority, such reference shall be deemed to safer to the Assignee (including its assignees). The Assignee naay make additional assignments of its rights, title and interests herein, but no such assngnineyrat will be effective as against the City unless and until the Assignee has filed with the City lDrsor written notice thereof and all executed copy of an investor's letter addressed, to the City and the Aa;;rthority substantially nus tlae form of the letter delivered by the Assignee on alae Closing hate. The City shall pay all Lease Payments hereunder to the Assigg�nee, as provided in Section 4.3(h) hereof, or under the written dire -lie it ,Dthe ar During the named in the most recent assignment or notice of assignment filed with tlae City. l7uariaag the Term of this Lease Agreement,, tine City will keep a coinplete and accurate record of all such notices of assignment. Section 7.5. AN�i�a. .Mt e q! igg b Ile 't . This Lease A ffeyement may not be assigned, niortgag,,emd, pledged or transferred by the City. The City may sublease the Property, or any portion thereof, with the prior written consent of the Assignee, at the Assignee's sole discretion, subject to all of the f+ol.]owing conditions; (a) This Lease Agreement and the obligation of the Cavity to make Lease Payments hereunder shall remain obligations of the City, and any sublease shall be subject and subordinate to this Lease Agreement. (b) The City shall, within 30 days after the delivery thereof, furnish or cause to be furnished to the Authority and the Assignee a true and complete copy of such sublease. (c) No such sublease by the City may cause the Property to be used for a purpose other than as may be authorized under the provisions of the laws of the State. (d) The City shall furnish the Authority and the Assignee with a wa"tten opinion of Bond Counsel stating that such sublease does not cause the interest components of the Lease Payments to become subject to personal incomes taxation by the State. (e) Any such sublease shall be subject and subordinate in all respects to the Site and Facility Lease and this Lease Agreement. Notwithstanding the foregoing, in connection with any sublease entered into for financing purposes, the principal component of the then remaining Lease Payments flus the principal component of the sublease payments shall not exceed the fair market valise of the Property Section 7. rrr t to t L -o _qt t. This Lease Agreement may be amended with tine prior writtenconsent of the Authority and thea Assignee (at the Assignee's scale discretion) provided such amendment does not, in the Assignee's sole jud.grnent, adversely affect the Assignee. -24- Section 7.7. (a) Geiierally. The City will 'lot take any action or permit to be taken any action witIlin its control which would cause or which, with tlie passage of time if not cured, would cause, the interest cornporie'rits of tile Lease payments to become includable in gross income Of tile Assignee fors federal income tax Purposes and will deliver a tax certificate on tile Closing Date. (b) Private Activity florid Lirriitafiott The City will ensure that the proceeds of the 'Lease Payrnerits are not so used as to cause the City's obligations hereunder to satisfy the private business tests of Section 141(b) of the Tax Code or the private loan financing test of Section 141 (c) of the Tax Cole. (c) Federal Guaratitee Prohibitiolj, 'rju,., City will not take any action or PeTinit or suffer any action to be taken if the, result of the Sanie would be to cause the Lease Payments to be "federally guaranteed" within the meaning of Section 149(b) of the Tax Code. A No Arbitrage, The City will not take, or permit or suffer to be taken, any action with respect to the proceeds of the Lease Payrnents which, if such action had been reasonably tar ken, or Ila d been delibera tel y and irjtejjtioj�,a Ily taken,, on the Closing expected to have been Date would have caused the Lease Payments to be "arbitrage bonds" within the meaning of Section 148(a) of the Tax Code. (e) Arbitrage Rebate. The City will take any and all actions necessary, to a,,;sure compliance with Section 148(f) of the Tax Code, relating to the rebate of excess investment earnings, if any, to the federal govenunent, to the extent tha t such section is applicable to the Lease Payments. J) Barik Qualificatiori, The City hereby -eby designates this Lease Agreement for pus -poses of paragrap'll (3 ) of section 265(b) of the Tax Code and represents that not snore than $10,00C,000 aggregate principal amount of obligations the interest oil which is excludable (under section 103(a) of the Tax Code) from, gross income for federal incorne tax purposes (exchiding (i) private activity bonds, as defined in section 141 of the Tax Code, except qualified. 501(c)�(3) bonds as defined in section 1,45 of theTax Code and (ii,) current refunding obligation-, to the extent the amount of the refunding obligation does not exceed the outstanding amount of the refunded obligation), tbis Lease Agreement', has been or will be issued by the City, including all subordin;ate entities of the City, during the calendar year 2017. Section 7.8. _I -D j3CL Within two hundred hm (210) days followifig the end of each Fiscal, Year of the City during the Term of this Lease Agreement, tile City will provide the Authority and the Assignee with a copy of its audited financial statements for such Fiscal Year. Such audited fbiancial statements shall include the City's Comprehensive Annual Financial Report ("CAFR")� including such information as is required by applicable Government Accounting Standards Board pronouncements and applicable State law. Within thirty (30) days of the end of each fiscal year, the City will provide the Assignee with a copy of its annual budget. The City hereby agrees to provide the assignee with such other information as may be reasonably requested by the A ssignee. Section 7.9cod -d—A--C—CQquL,;. The Cit�yr covenants and agrees that it shall keep proper books of record and accounts of its operations in accordai ce with GASB,, in which complete and convect entries shall be made of all transactions relating to the City. Said books and, records shall at all reasonable times be subject to the inspection of the, Assignee upon 72 hours' prior notice. -25- Section tl. �s v;� f �� cN^ � kja ions . The City will well and truly keep, observe and perform or carast to be kept., observed and performed all valid and lawful obligations, regulations or Applicable Laws now or hereafter imposed on it by contract, or prescribed by any law of aw United States, or° of thr�s State, or fey any officer, board, conrrrais Torr or C.lovc'rrra omental r r.rilrcrrity lravirag jurisdiction or control, as a condition of the co,11ti sued enjoyment of any and every right, privilege or franchise now owned or hereafter acquired sntl e:ra)oycrf by the City, including the City's right to exist acrd carry° on business aas a County uir office of education,ti t, end that such rights, privileges and franchises shall, be maintained, and preserved., and shall not become abandoned, forfeited or in array° rrraJuler impaired. Section 7.11.r - ice ,., During the Term of this Lease Agreement, the City shall provide to the Assignee: (a) immediate notice by telephone, promptly confirmed in writing, of any event, action orfailure to tale any action which, constitutes an Event of Default r. oder this Leas Agreement, together with a detailed statement by a City Representative of ti -se steps being taken by the City to care the effect: of such Event of "Default. (b) prompt written notice of any Material Litigation, or any investigation, inquiry or similar proc.eedin.gby any Govern -trental Authority. (c) with reasonable promptness, such other information respecting the Comity,, and the operations, affairs and financial condition of the City as the Assignee may from time to time reasonably request:. (d) Notices of filings with the Municipal Securities Regulatory Board's EMIVIA system, other than regular annual filings. (e) Notice of an event that could cause a Material Adverse Effect. -26- ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section 8.1. Any one or more of the following events constitutes an Event of Default hereunder: (a) Failure by the (-Jty to pay any l ease Payment or other payment required to be paid hereunder at the titne, specified herein, including the failure to prepay the Lease Payments if requested by the Assignee pursuant to Section 9.4 hereof. (b) Failure by tate City to observe and Perform any covenant,, condition or agreement oil its part to be observed or performed hereunder, other than as referred to in the l;)recedi.ng clause (a) of this Section, for a period of 30 days after written nonce specif'yirag such failure and 'requesting that it be remedied has been given to the City by the Assignee, However, if in the reasonable opinion of the City the failure stated in the notice can be corrected, but not within. such 30 -day period, the Authority and the Assignee sha;la not unreasonably witlihold their consent to an extension of such time (tor as period not to exceed 60 days) if corrective action is, instituted by the City within such 30 -day period and diligently pursued until the default is corrected. (c) The filing by the City of a voluntary laetition in bankruptcy, or taaihire by the city promptly to lift any execution, garnishment car attaclarnent, or adjudication of the :ity as a bankrupt, or assignment by the City for the benefit. of credit:ons, or the entry by the City into an agreement of composition with creditors, or the approval by a court of competent ju°nsdiction. of a petition applicable to the City an any proceedings instituted tinder the provisions of the Federal Bankruptcy Code, as amended., or under any similar federal or State act now existing or which may hereafter be en acted. (d) Any statement, representation ori' warranty made by the City in or pursuant to this Lease Agreement or its execution, delivery or performance shall have been false, iaacorrect, misleading or breached in any ra°aaterial respect on the date when arcade" (e) Any default occurs underany other agreement for borrowing raaoney, lease financing of property or otherwise receiving credit under which the City is an obligor, if such default (i) as rises under any other agreement. for borrowing money, lease financing of property or provision of credit provided by the Assignee or any affiliate of the assignee, or (ii) ,arises under any obligation under whichthere is outstanding, owing or committed an aggregated amount in excess of $300,000. (f) Any default by the City to observe any covenant, condition or agreement on its part to be observed or perforrraed under the Site and Facility Lease. (g) Any court of cornpetent jurisdiction shall find or male that the Site and Facility Lease or this Lease Agreement is not validor binding against the City (h) The City abandons any part of the Property. Section 8.2. l -era ag._oi Lefat lt.. Whenever any Event of Default has happened and is continuing, the Authority may exercise any and all remedies available under law or granted. lander this Lease Agreement, provided, however, that notwithstanding anything herein to the contrary, there shall be no right under any circumstances to accelerate the Lease Payments or otherwise declare any Lease Payments not then in default to be immediately slue and payable. Each and every covenant hereof to be Dept and performed by the City is expressly made aa. -27- condition and upon the breach thereof the Authority may exercise any and all rights granted heretander, provided., that no termination of this lease shall be effected either by operation of law or acts of the parties hereto, except ()Illy art the manner herein expressly provided, Upon the occurrence and alining the continuance of any Event of IDefaault, the Authority may exercise ally one or inore of time following remedies: (a) i,�raforcenierat o f ,Payrraerrfw Without i"`errrainatioii if the Authority does not elect to terminate this 'Lease Agre eirient in manlier hereinafter provided for ria subparagraph (b) hereof, the City agrees to and shall remain liable for the l:raynaent Of all Lease Payments and the perforn"ialice of all conditions herein contained and shall reirraburse the Authority for any deficiency arising out of the re-leasing oaf the Property, or, if the Authority is unable to re -lease the property, then for the full amount of all Lease Pay rents to the end of the 1"erre othis Lease Agreement, but said l case Payments and/or deficiency shall be payable only at the sante tune, and in the same manner as hereinabove provided for the payment of Lease Paynients hereunder, a otwitlistariding, such entry or re-entry by the Authority or any suit in unlawful detainer, or other vise, I:arough:t by the Authority for the purl:rose of effecting, Stich re- entry, or obtaining possession of the Property or the exercise of airy other remedy by the Atatlatarity. 'The City iter°eby iireveicably appoints the Authority as the agent and attorney -in- fact of the City to enter upon and re -lease the property upon the occurrence and continuation of an Event of I)efault and to remove all personal property whatsoever situated upon the Property, to place such property in stor..age or other suitable place in Lora Angeles County for. the account of and at the expanse of the City, and. the City 'hereby exempts and, agrees to salve harmless the Authority, from any costs, loss or damage whatsoever arising or occasioned by any such enntry upoand re-leasing of the Property and the removal and storage of such. property by they Authority or its duly authorized agents in accordance with the provisiorLS herein contained. l'laei City agrees that the terms of this Lease Agreement constitute fall and. stAfic:ient notice of the right of the Authority to re -lease the Property in the event of such re- entry without effecting a surrender of this Lease Agreement, and :frartli -i agrees tluit no acts of the Au:thoiity in effecting str.ch,, rer.lea sing shall constitute a surrender or termination of this Lease Agreement irrespective of the term for which such, re-leasing is made or the terms and conditions of such re leasing, orotherwise, but than, on the contrary, lir the event of such default by the City the right to terniinate this Lease Agreetrient shall vest in the Authority to be effected in the sole and exchaSive manner hereinafter provided for in subparagraph (b) hereof. The City aa,gives to surrender and quit possession of the Property upon derna:nd of the Authority for the purpose of enabling the Property to ire re -let under this paragraph. Any rental obtained by the Authority in excess of the suns of Lease Payments plus costs and expenses incurred by the Authority for its services in re-leasing the Property shall be paid to the City. (b) Tertiiinarfion of Lease. If an Event of Default occurs and is continuing hereunder; the Authority at its option may terminate this Leasco A.greenient and re lease all or any portion of the Property, subject to the Site and Facility Lease if the Authority terminates this Lease Agreement at its option and in the manner hereinafter provided due to a default by the City (and notwithstanding any re-entry upon the property by the Authority in arry manner whatsoever or the re-leasing of the property), the City nevertheless agrees to pay to the Authority all costs,, loss or damages howsoever arising oa' occurring payable at the same time and in, the sarin manner as is herein provided in the case; of payment of Lease Payments and Additional Payments. Any surphis received by the Authority front such re-leasing shall. °lie applied by the Authority to lease Payments due under° this Lease Agreement Neither notice to pay rent or to deliver up possession of the premises given under law nor ally prcrce�eding in unlawful detainer taken by the Authority shall of itself olaerate, to terminate this Lease Agreement, and no terminationof this 'Lease .Agreernent on accor:tnt of default by the City sharp be or become effective by operation of law, or otherwise, unless and until the Authority shall have given written notice to the City of the election on the part of t1te Autliority to terniinate -28- this Lease Agreernent. The City covenants and agrees that: no surrender of the Property, or of therernairader of the `l'ernk hereof or any to nninatrora of (,I -ds Lease Agreement shall be valid in any rnarmer or- for any put -pose whatsoever a rdess stated or accepted by the Authority by such written notice. (c) Proceediri s (it . Cara or In &Itrityn If an Event of Default occurs and continues hereunder, the Authority nray tale whatever action at law or in equity may appear necessary or desirable to collect the anaou.nts thein due and thereafter to become due hereuncler or to enforce any other of its rights herearnden (d) Remedies under the Site and Facility Lease. If an. Event of Default occurs and continues hereuunder:, the Authority may exercise its rights under the Site and Facility Lease. section 8.3, No niecw�.y <jc_ps iso r°cmec° y � err reserved to the I lre.reira conferred a on Authority is intended to be exclusive sand every such remedy shall be cumulative and shall be in addition to every either remedy given under this Lease Agreement or now or hereafter existing at law or in equity'. No delay or omission to exercise any right or lower accruing upon the Occurrence of any: Event of Default shall impair any such right or power or shall � 'be corLstrued to be a waiver thereof, but any such right and power may b, exercised from time to time and as often as may be deemed expedient. In order to entitle the Authority to exercise any remedy reserved to it in this Article VIII it shall not be necessary to give any notice, other than such notice as may be required in this Article VIII or by law. Lease Agreement def lts under Garay of tlae l ovisaoras Iaerc ofp seslue auonde�faualtia gt party y 'Section g l4. _ eearr e O . _-ec c car3 t If either hurt its should employ attorneys (includerag ia-lrouuse Iegurl couuasel} ou. ,urrcuMuu other expenses for the collection of raroraeys or flue euuforeeMent or frerforrnar c.e ear olaser arwce of any obligation or on the dart of tl:'ue defaarltg laarty hearen� conta�inecl, alae elcfarr.ltirug laa�y �agrc"es that it will on, deuaraaad therefor, pay to the raondefaultiag party (including the Assignee) the reasonable fees of such attorneys (including- allocable costs and expenses of in-house legal counsel, if any) and such other expenses so incurred by the nond.efault'ing party. Section g.S. N Ad itirrrtal arm" d p db.: r ; If any agreement contair°ued, in this Lease Agreement is broached by either Darty and thereafter waived by the other party, such waiver is limited to the particular breach so waived andwill not be deemed to waive any other breach hereunder. Section S to �s �� 'r 11 11 w a , Such rights and remedies as are given to the Authority under this Article VIII. have been assigned by the Authority to the Assignee, to which assignment the City hereby consents. -29- ARTICLE 'f' REPAYMEN"d" OF LEASE PAY'MLNl,S Section .1, cam"eaatrit ll f r t 11"Mllcatwitlastandin any other provision o this Lease A reenaent, the City raaay on any date secure, the payment of the Lease Payments aaa whole Or in part by depositing with the. Assignee ora fiduciaary reasonably satisfactory to tlae Assignee, in trust, an amount of cash, wloac.h shall be held in a segregated trust or escrow fund under a trust or escrow as recaa ent that is in form and content tent acceptable to [he Assignee, which cash so held is either (a)sufficient to pay such Lease ase Payments, including the principal and interest conapca.nents thereof, in accordance with the Lease Payment schedule set forth, in Exhibit C, or (Ls) invested in whole in nova callable Federal Securities maturing not later thaara the dates such funds will be required to n°aaake Leases Flaym gats or any repayrraent inan a.a ount which is scrffici.ent, in the opiradon of all independent certified public accountant (which opinion must be in form and substance, and with such as as accountant, acceptable to the ssi�aaee azar sed and ether with anyeash which is so deposited,ttt,r accrue sulch�T tand without hereon Payments addres�. ad. delivered to tlac. Assignee), together with interest rearavcstrarcaat caul tog' when dire tinder Section 4.3(,a) or when due on any optional prepayment date under Section e�. , as the City instructs as t: the tixnt, rat" said, deposit; r;'01)idled, however, that at Or prior to the date on which any such security deposit is established, the City shall deliver to the Assignee an opinion of Bond Counsel (iia form and substance acceptable to the Assn. nrxe) to the effect that any such security deposit will not adversely affect the excludability of the interest component of Lease payments from gross income of the Assignee for federal income tax purposes. In the event of a security deposit under this Section with respect to ra'ld. unpaidLease C�aayraarnts, (i) the Term of this Lease Agreement rrrera�t shall continue, (ii) all obligations of the City under this Lease AAgreemLent, and all security provided by this T.ac-rase A greernent for said obligations, shall theretapon cease and, terminate, excepting only (,A) the obligation of the City to tnalce, or cause to be made, all of the Lease payments faorn such security deposit and, to the extent of any deficiency, as rent payable frorn other legally available faarads of the City, and (d) the releasee and indemnification obligations of the City under subparagraphs (f) and (g,) of Section 7.3, and (iii) under Section 4.5, the Authority's leasehold interest in the Property will vest in the City the cd on t Tate of said deposit automatically and without further action by the City or the Authority. The City hereby grants a first priority security interest is and the lien ora said.. security deposit and all proceeds thereof in favor of the Assignee, Said security deposit shall be deemed to be and shall constitaa.te a special fund for the pays ent of Leease payments in accordance with the provisions of this Lease Agreement and, notwithstanding anything to the contrary herein, Lease Payments therefrom shall not be subject to abatement sander Section 6.3 hereof to the extent payable frorn the funds held by the Assignee or the lidarciary as described. in the first sentence of t1lis Section ct.T . Section 9.2. J ton@ Pr -A_W. a zu. The City may prepay the principal component of the Lease Payments in full or in part, on any date on and after August 1, __ ,capon at least 30 days' notice to the Assignee, at a prepayment amount equal to the principal amount of Lease Payments to be prepaid, together with accrued interest to the date fixed for prepayment, witl.aout premium Section .3.�cd� Yaa rhe .r�1 ..1._a �m ldae City shall be erd ligated to prepay' the unpaid principal. componentsnts of the Lease Payments in whole or in part in such order of prepayment as shall be selected by the City on any date, together with. any accrued and unpaid interest, and any other costs related to such prepoperty to be rased for such purpose unayment, from and to the extent of any proceeds of insurance award or condemnation. aI 1v 'r with respect to the Payment, 'Section 6.2. 'rhe City and the Authority hereby` agree that sash proceeds, to the extent aen~aa.rnirag after payment, of -30- any delinquent Lease Payments, shall be credited towards the City's obligations under this Section 9.3. -31- ARTICLE X MISCELLANEOUS Section, 10-L N_oj� ,q, Any notice, request, complaint, demand or other conlirtunication iuider this Lease Agreerrient shall be givell -nail or personal delivery to the party by first class 1 ' In (), f entitled thereto at its address set forth below, or btry facsimile all-smissic" or other for teleconnnunicatioll, It its number set forth 1,)elow. Notice shall be effective either (a) upon transmission, by facsimile transmission or other form of tetecommurtication, (b) 48 hours after deposit in the United States of America first class Mail, postage prepaid, or (c) in the case of upon actual rmeipt,The Autl-tority, the City and the Assi�n, iee personal delivery to an,y person, er t `io the other I-,)arties, from tirne to time modify the address or riumb 0 may, by written notice Wilicl-, communications are to be given hereunder. If to the Authority: Baldwin Park Municipal Financing Authority c/o City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Director of Finance Phone: (626) 960-4011 X 254 If to the City: City of B,-fldwhi Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Director of Finance Phone: (626) 960-4011 X 254 If to the Assignee: Attention: Telephone: Section 102. This Lease Agreement inures to the benefit of and is binding upon the Authority, the City and their respective successors and assigns. Section 103- SkaffUl &Y• If my provision of this Lease Agreement is held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other. provision llereof. Section 10A. N_et-,n_eLncLLMe_- This Lease Agreement is a "net -net -net lease" and the City hereby agrees that the Lease Payments are an absolute net return to the Authority, free and clear of any expenses, charges or set -offs whatsoever, Section 10.5. EurtLt1,Vy_A_*.qur tMnLeLit,,,;, The Authority and the City agree that they will, from time to tirne, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments .7 � I incorrect description of the as may reasonably be required for correcting ally inadequate or Property hereby leased or intended to be so or for carrying out the expressed intention of this [.,ease Agreement. Section 10.61&fkEQncg To the extent permitted by law, the, parties to this _ lease Agreement hereby irrevocably waive any and all right to trial by jury in any, legal proceeding arising out of or relating to this Lease Agreement or any of tile, related documents or the transaction contemplated hereby or thereby. if and to the extent that the foregoing -32- waiver of the right to as jury trial is unenforceable for any reasun in such forum, the parties hereby consent to the adjudicationof any and all. claims plirsuartt to judicial refererice as provided ij, California Code of Civil Procedure Section 6381 and the judicial referee shall be empowered to hear and determine any and all issues in such refererice whether fact or law. T he' parties represent that, each has reviewed this waiver arid consent arid each knowingly iind voluntarily waives its jury trial rights and. consents to judicial reference following the opportunity to coristilt with, legal coul-Lsel of its choice on such matters, 11, the event of t may be filed as a written r litigation, a copy of this, agreemen itteti consent to judicial reference unde Ca lifornia Code of Civil Procedure section 638 as provided herein. Lata IIt,:,p Section 10.7. EX "!-UtJ-(A!JM' _Arts. This Lease Agreement may be executed in several counterparts, each of which is an original, and all of which constitutes one and the same instrument. Section 10-8-Iica?le Uw. This Lease Agreement is governed by and construed in accordance with the laws of the State. Section 10-9.CA1,1_CI(IIIS 111(� captions or heading,, in this Lease Agreeirient are for __, ' coriverdence only and in no way define, limit or describe the scope or intent of ally provisions or section of this lease Agreenient. [Remainder of page intentionally left blank] -33- IN WITNESS WHEREOF, the Authority and the City have caused this Lease Agreement to be executed in them: respective names by their duly authorized officers, all as of the date first above written Attest: Attest: BALDWIN PARI MUNICIPAL FINANCING AUTHORITY Bymmmm Shannon Yauchzee Executive Director Alejandra Avila Secretary CITY OF BALDWIN PARK Alejandra Avila City Clerk -34- By Shannon Yauchzee Chief Executive Officer EXHIBIT A DESCRIPTION OF THE SITE All that certain real property situated in Los Angeles County, State of California, described as follows: Lots 1 to 57 inclusive ofTract No. 7541 in the City of Baldwin bark, County of'Lcrs Angeles, State of Califcmlia, as per nial~a recorded iri Boob 90 Pages 93 and 94 of Maps, in the Office of the County l�eccarder of said County, together with the portion of Landis Avenue (r -tow vacated) as shown on the rrnap of saidtract ly lr.rg between the Easterly Prolongation of the northerly line of the Lot 31 of said Tract and, the Easterly prolongation of tlae Sorlthen°ly line of Lot 32 of said. Tract also f1lose certain al"leys (snow vacated) as shown can the map of said tract, extending, from the Northerly prolongation of the Westerly linea of loot i'1 of said tract to the Westerly lime of said Landis Avenue and from the Easterly lime of said Landis Avenue to the "Westerly blae of Robin Avenue as shown on saidmap. Except therefrom all nail, gas, by drocara,bons, or other minerals in and a ider above described parcel of land without tee right of surface entry for developmernt thereof,, as reserved in the. Deec1. frorn the County Of Las Angeles,, recorded September 7,1971as lnstr'urnent No. 2000, of Official Rewrds. APN: 8544-022-902 Exhibit A EXHIBIT B DESCRIPTION OF THE FACILITY 'Me Facility consists sts of the City's Con nrunity Center, constructed i:ri 1990, a 53,500 square foot multi- use center located in the City's Morgan Park. The facility includes a gymnasiurn, a weight room, a rurdo%affilctrc roorr~r,locicers, slaowc rs, rr'rc.etxng roox ns, an arts and crafts center, day care and alter schcxrl c°la.ild care facilities, an activity center and administrative offices. The ai'ld care facilities include dassrooxra and meeting space, two outdoor play years, play equipmentand outdoor eating facilities and can accommodate up to 120 diildren. It is also used for other recreation and smi al services in a-te evening. The Facility c.oritains a kitdien as well as several offices which are shared by various community service agencies which provide services through the community center complex. Exhibit B Lease Payment Date 2/i718 8/1/18 2/1/19 8/1/19 2/1/20 8/1/20 2/1/21 8/1/21 2/1/22 8/1/22 2/1/23 8/1/23 2/1/24 8/1/24 2/1/25 8/1/25 2/1/26 8/1/26 2/1/27 8/1/27 2/1/28 8/1/28 2/1/29 8/1/29 2/1/30 8/1/30 2/1/31 8/1/31 2/1/32 8/1/32 EXHIBIT C SCHEDULE OF LEASE PAYMENTS Total Principal Interest Lease Com op Hent Component Payment The interest component of the Lease Payments is based on an interest rate of Exhibit C % per annum. i' ESCROW AGREEMENT by and between the CITY OF BALDWIN PARK and U.S. BANK NATIONAL ASSOCIATION, as Escrow Bank Dated November 16, 2017 Relating to the refin-afing of Ifie Baldwin Park Fmandng authority 2004 Lease Revenue Ref.andin g Bond,, (Community Center Project) ESCROW AGREEMENT 'rkms ESCROW AGREEMENT (this "Escrow Agreen'tent"), dated November i , 01I, is by and between the CITY OF BALDWINPARK, a mutnicipal corl,)oration and general law city organized and cxastinrg tinder and I)y virtaae of the laaws of iiia; State of California ornia (the "City"), and Iq S. BANK NAJ-'ONAL ASSOC.IAI"ION,, �a national barilcin association ottg�arl:il and existing tinder the .laws of the United States of ,America, as escrow bank (alae Escrow Bank"), WITNESSETH: WFIER SAS, the Bal.dwita Park Financing Authority(the "Baldwin Park Authority") has heretofore issued its $10,840,000 Baldwin ['ark Financing Authority 2004 Lease Revenue Refunding Fonds (Coanmunity Center Project), of which $7,700,000 remains or:atstanding (the ""2004 l3orads""), the proceeds of wfuc:.h were used to finances and, refinance flee costs of flee certain capital improvements within the geographic burr.r�clarwies of they City (flee "2004 Project"); W[4PREAS, the 2004 Bonds were issued parrsuant to the terms of an indenture, dated as of October 1, 2004 (the "2004 Indenture"), by and between the Baldwha Park Authority and U.S. Bark National. Association, as trustee therearnder (the "2004 Trustee"); WFIEREAS, in order to provide for the repayment of the 2004 Bonds, the Baldwin Park Authority leased certain real Property and mproven et -its (the "2004 Property") to the City' pursuant to a lease agreement, datedas of October 1, 2004 (the "2II04 Lease Agrees -tent"), under which the City agreed. to male lease payments to the Baldwin Park Autlaority (the. ""2004 Lease payments") horn. moneys in its General Fund and.. the City has budgeted and. appropriated sufficient amounts in each year to pay the full amount of principal of and interest on the 2004 Bonds; WI.-iEREAS, the City has determined that it is in the best interests, of the City at this tirne to provide for the payment and prepayment of they 2004 Lease Payments and, as a result thereof, to provide for the payinent and reIdernption of the 2004 Bonds and, to that end, the City proposes to enter into a new lease agreement, dated as of November 1, 2016, by and between the Baldwin ParkMunicipal financing Authority (the "Authority") and the City (the "Lease Agreement"); WI]EREAS, the City proposes to provide for the payrarent described above and to appoint the Escrow Bank as their agent for the purpose of applying said deposit to provide for tlae prepayment of the 2004 Lease Payments in accordance with the instructions provided by this Escrow Agreement and of applying said prepaid 2004 Lease Payrxa.ents to the redemption of the 2004 Bonds and the Escrow Banl< desires to accept said appointment; WHEREAS, the City wishes to provide for the payment described above and to enter into this Escrow Agreement for the purpose of providing the terms and conditions for the deposit and application of amounts so deposited; WI IEREAS, to obtain moneys to make such deposit, and for certain other purposes, the Authority proposes to assign and transfer certain of its rights under the lease Agreement to (the "Assignee"), pursuant to that certain Assignnaent Agreement, dated as of Novembers 1, 2017, by and between the Authority and the Assignee; WHEREAS, the Escrow Bank has full powers to act with respect to the irrevocable escrow and trList created herein and to perform the duties and obligations to be undertaken pursuant to fl-iis Escrow Agreement. NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants herein set forth, the parties hereto do hereby agree as follows: Section 1. UN&nibions. Capitalized terms used, but not otherwise defined, herein, shall have the meanings ascribed thereto in the 2004 Indenture. Seclion 2, –A, ik, The City hereby appoints the Escrow Bank as escrow bank for all pm -poses of this Escrow Agreernerit and in accordance with the terms andnt provisions of this Escrow Agreenient, and the Escrow Bank hereby accept such appointment. - Section 3. eta Q_fLq � -ke City with, and, cM:w gDd. There is hereby created by (I to be lield by, the, Escrow Bank, as security for the pret:)ayrnent of the 2004 Lease Payments and the redemption of the 2004: Bonds, as hereinafter I yet forth, an irrorocable escrow to be maintained by the Escrow Bartle, on behalf of the City (the Escrow Fund"). The Escrow Fund, shall be held separate and apart from other funds and moneys of, or held by, the Escrow Bmik. All rnoneys deposited in the Escrow Fund shall be held as a special fxuid for the prepayrnent of the 2004 Lease Paymants and the payment and redemption, of the 2004 Bonds, if at any time the Escrow Bank shall ivceive actual knowledge that the moneys in the Escrow Pand will not be Section 5 hereof, the Escrow Bank shall. notify the sLifficient to make any payment required by S ' City of such fact and the City shall i-frimediately cure such deficiency. 'Ihe Escrow Bank shall have no liability for such deficiency. Section 4. UD -j.) Qjs1in t vLtern D -u -I JI -5 tp, (a) Concurrently with delivery of the 'Lease Agreement, the City shall cause to be transferred to the Escrow Bank for deposit into the Escrow Fund the amount of $1,741,977.55 in immediately available funds, derived, as follows: (i) $____—____ from the proceeds of the assignment of the Lease Agreement to the Assignee; and (ii) $ from the reserve fund established for the 2004 Bonds (the "2004 Reserve Fund"). ---- (b) The Escrow Bank shall hold all moneys deposited in the Escrow Fund in cash, uninvested. Such moneys shall be held by the Escrow Bank in the Escrow Fund solely for the uses and purposes set forth herein. (c) The Escrow Bank shall not be liable or responsible for any loss resulting from its full compliance with the provisiolv-3 of this Escrow Agreenient. (d) Any rnoney left on deposit in the Escrow Fund after payment in full of the 2004 Bonds, and the payment of all amounts due to the 'Escrow Barik hereunder, shall be transferred to the City to be applied to the payment of principal and interest with respect to the Lease Agreement. -2- Section 5. U - (a) The moneys deposited in the Escrow Fund purst,jailt to Section 4 shall be applied by the Escrow Bank for the sole purpose of redeeniing the 2004 Bonds on December --, 2017, at a redemption price equal, to the principal amount of the 2004 Bonds plus accrued interest such date, as set forth inExl . ,iibit B attached hereto and t )y this rcrference incorp ora ted herci n. (t,)) The Escrow Bank, in its capacity as 2004 Trustee has previously been requested to give ilniy notc,e lprovisednempn 2fh 2004Bono'De cerber , 2017, in accordance Tur withttheeappliciabofthe rofthe00IndenturedasndntheEscnrow Bank, as 2004 Tnislee, has done so. Section 6gy*. Oil the date of deposit of arnounts, il:lthe , nt to Section 4, the 2004Trustee will be directed to withdraw all arnounts Escrow Fund pursua Bank for on del.)osit in the 2004 Reserve Fund and transfer such sum to the Escrow deposit ill the Escrow Fluid, Any amounts rernaining on deposit in any fund or account established under the 20I04 Indenture for the 2004 Bonds, including ally investmemt: earnings received after the date of original delivery of the Lease Agreement, shall be transferred by the Escrow Bank to the City and applied as a credit against Payments of principal and interest with respect to the Lease Agreement. Section 7. The City shall pay the Escrow Bank full compensation for its duties under this Escrow Agreement, including out-of-pocket costs suchi as publication, costs, prepayment or redemption expenses, legal fees and, other costs and expenses relating hereto, Under no circumstances shall amounts deposited in the Escrow Fund be deemed to be available for said purposes, Section ojla-- 5MW Tl -te Escrow Bank shall have no 8. QLEcl obligation to make any payment or disbursement of any type or risk or incur any financial liability in the performance of its duties under this Escrow Agreernent unless the City shall have deposited sufficient funds with the Escrow Bank. The Escrow Bards. may rely and shall lie Protected in acting upon the written instructions of the City or its agents relating to any matter or action as Escrow Bank under this Escrow Agreement. The Escrow Bank and its respective successors, assigns, agents, and servants Shall not be held to any personal liability whatsoever,, in tort, contract, or oillerwise, in connection with the execution and delivery of this Escrow Ngre.e-ment, the establishment of the Escrow Fund, - deposited therein, the purchase the acceptance of the muneys or any securities of the securities to be purchased pursuantproceeds thereof, the hereto, the retention of such securities or the the sufficiency of the securities or any unuivested moneys held hL 'hereunder to accomplish purposes set fortrut, transfer or other application of moneys forth:.in Section 5 hereof, car any payrriL or securities by the Escrow Bank in accordance with the provisions of this Escrow Agreement or by, reason of any, non -negligent act, noxi -negligent omission or non -negligent error of the Escrow Bank made in good faith in the conduct of its duties. The recitals of fact contained in the "whereas" clauses herein shall be taken as the statement of the City, and the Escrow Bank assumes no responsibility for the correctness tjlc-reof, 'The Escrow Bank makes no representations as to the sufficiency of the securities to be purchased pttrsuant hereto and any uninvested money$ to accomplish tlle purposes set forth in Section 5 hereof or to the validity of this Escrow Agreement as to the City and, except as otheiwise provided herein, the Escrow Bank shallyncur no liability in respect thereof. The Escrow Bank shall not be liable in connection with the performance of its duties under this Escrow Agreement except for its own negligence or willful misconduct, and the duties and obligations of flee 'Escrow Bank shall be deterntined -3- by the express provisions of this Escrow Agreement, and no implied covenants or obligations shall be read into this Escrow Agreement against the Escrow Bank. The Escrow Bank may consult be counsel to e City, and in pon wtthe ittent opinion pth courisel, who may o of such coup-sel� shall ve�full and corxIpletle authorization anl:d pr ectio in respect of an action f... n accordance therewith. + p rw o;n tatkeu', suffered .r �c y it in goc7�l aiitla r' Whenever the Escrow Bank shall del o.. t necessary a under a n atter be proved or y r e clecaxi at ncc. or desirable a established prior to taking, suffering, o of titting any action a �dct tl 'a Escrow Agreeiraen, such inatter (except the matters set ;forth herein as specifically requiring a certificate of a nationally recognized fir a of independent certified public accountants or an opinion of counsel) maybe deerned to be conclusively established by a written certification of the City. "Ihe Escrow Bank may conclusively rely and shall be fully protected in acting or refraining from acting upon any resolution, certificate, stateriuent, instrtunuent, opinion, report, notice, reeluest, consent, order, approval or other paper or docur ent° believed by it to be genuine and to have been signed or presented by the proper party or parties. The Escrow Bank inay execute any of the trusts or powers hereunder or perfci.rn°u any duties hereunder either directly or by or throughagents, attorneys, custodians or nominees appointed with dine care, and shall not be responsible for: any willful, inisconduct or negligence on the part of any agent;, attorney, custodian or nominee so appointed. Anything in this Escrow Agreement to the contrary notwithstanding, in no event shall the Escrow Bank be liable for special, indirect, punitive or consequential' loss or damage of any kind whatsoever (including, but not limited to lost profits), even if the Escrow Bank has beeri. advised of the likelihood of such loss or damage and regardless of the form, of action.. The Escrow Bank shallhave the right to accept and, act upon instructions, including funds transfer ainstructionWs ("Instructiori~s") given pursuant to this Escrow Agreement and delivered using Electronic Means ("Electroriac Means" means inean the following comintinicatlons methods: e-mail, facsimile transmission, secure electronic transmission containing applicable author at;ion codes, passwords and'/"or authentication keys issued by the Escrow Bank, or another method or system specified by the Escrow Bank as available for use in connection with its services hereunder); provided, however", that the City shall provideto the Escrow Bank an incumbency certificate lasting officers with the authority to provide such Inst.ructioris ("Authorized Officers") and containing specimen sifriatti.res of such. Authorized Officers, which incumbency certificate shall be amended by [lie City whenever a person is to be added or deleted from the. listin& If the City elects to give the Escrow Bank Imstructions using Electronic M,earis; and the Escrow Bank in its discretion elects toact upon such Instructions,tine Escrow Bank's understanding of such Instruactioris shall be deemed controlling. The City understands and agrees that the Escrow Bank cannot determine the identity of the actual sender of such instructions and that the Escrow Bank shall conclusively presume that directions that purport to have been sent by an Authorized Officer listed on the incumbency certificate provided to the Escrow Bunk have been sent by such Authorized Officer. The City shrill be responsible for ensuring that only Authorized Officers transmit such Instructions to the Escrow Bank and that the City and all. Authorized Officers are solely responsible to safeguard the use and confidentiality of applicable Laser and autliorization codes, passwords and/or authentication keys upon receipt by the City. The Escrow Bank shall not be liable ..for any losses, costs or expenses ansing directly or indirectly from the Escrow Bank's reliance upon and compliarice with such Instructions notwithstanding such directions conflict or are inconsistent with a subsequent written instruction. The City agrees® i) to assume all rusks arising out of the use of Electronic Means to submit Instructions to the Escrow Bank, including without lirni:itation the risk of the Escrow Bank acting on unauthorized Instructions, and the risk of interception and misuse by third parties; (ii) that it is fully informed of the protections and risks associated with the various methods of traunsinitting I"nstru"ctions to the Escrow Bank -4- and that there nlay L,)e more secttre rnethods of translnitthl lY' Instructions than the j"nethod(s) selec Led, by the City; GO that the security procedures (if any) to be followed in connection with � its transtnission of Instrucni tions provide to it a cornercially rcasonable degree of protection ill light of its particular needs and circumstances; and (iv) to notify the Escrow Bank inimediately upon learning of any compromise or unauthorized use of the security procedures. The Escrow Bank niay at any ffine resignby giving days written notice of resignation to the City and the 2004,Trustee. Upon receiving such 11otice of resignation, the City shall promptly appoint a successor, and, upon the acceptance by the successor of such appoiritnient, release the resigning, Escrow Bank from its obligations hereunder by written instrument, a copy of which instrument shall be delivered to each of the City', the 2004 Trustee, the resigning Escrow Bank and the successor, if no successor shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Escrow Bank may petition any court of competent jurisdiction for the appointment of a successor. The City hereby assumes liability for, and hereby agrees (,whether or not any of the transactions contemplated hereby are consummated), to the extent permitted by law, to iridemnify, pt-otect, save and hold harmless the 17,scrow BanR and its respective directors, officers, exuployees, successors, assi6ps, agents and servants from and against any arid all liabilities, o, -s, perases arid bligations, losses, damages, penalties, clairns, actions, suit costs, ex disbursements (including legal fees and disbursernents) of whatsoever kind and nature which may beiril.poi 0 -, E osed on,, incurred by or asserted against, at array time, the scrow Bank (whether or not also indemnified against by any other person tulder a.ny other agreement or instrurnent) and in any way relating to or arising out of the execution and delivery of this Escrow Agreement, the establisluxient of the Escrow Mucid, the retention of the moneys therein and any payment, transfer or other application of moneys or securities by the Escrow Bank in accordance with the provisions of this Escrow Agreement, or as may arise by reason of any act, omission or error of the Escrow Bank made in good faith in the conduct of its du ties; provided, however, that the City ;hall not be required to indemnify the Escrow Bank against its own negligence or willful misconduct. The indeninities contained in this Section 10 shall survive the terni ina tion of this Escrow Agreement or the resignation or removal of the Escrow Bank. Section .9, AmnObIM-t- This Escrow Agreement may be inodifiedor amended kit any time by a supplemental agreement which shall, become, effective when the written consent of the 2004 Trustee shall have been filed with the Escrow Bank. This Escrow Agreement maybe i°nodified or amended at any time by a supplemental agreenic-Mt, without the consent of the 2004 Trustee, but only (1) to add to ti -le covenants and agreements of any party, other covenants to be observed, or to suiTender any right or power -herein or therein reserved to the City, (2) to cure, correct or stipplement any ambiguous or defective provision contained herein, provided any such cure, correction or supplement does not adversely affect the interests of the 2004 Trustee, (3) in regard to questions arising hereunder or thereunder, as the parties hereto or thereto may deem necessary or desirable and which, in the opinion of counsel reasonably acceptable to the 2004 Trustee shall not materially adversely affect the interests of the holders of the 2.004 Bonds, andthat such amendment will not cause interest with respect to the 2.004 Bonds to become subject to federal income taxation. Section 10. ` yeraty. bilW. If any section, paragraph, sentence, clause or provision of this it Escrow Agreement shall for any reason be held to be invalid or uncmforceable, the invalidity or unenforceability of such section, paragraph, sentence clause or provision shall not affect any of the remaining provisions of this Escrow Agreement. Section 11,alid-Distrid-. Any notice to or demand upon the Escrow Bank may be served and presented, and such demand may bei made, at the Principal -5- Corporate Trust Office of the Escrow Bank, Any notice to or dernand tApon the City shall be deerned to Ilave been silfficiently given or served for all purposes by being mailed by fh�st class r1lail, and deposited, postage 1.,)repaid, in a post office letter box, addressed to such party as provided in the 2004 Indenture (or such other address as may have been filed in writing by the City with the Escrow Bank), -he Section 12. M kLr_QjLC,0n__QLIA�I —tioll._-Qf- S J-7 'pW B A. A & :qny colyiparly into which t Escrow Bank may be merged or convertedor with which it 'nay be consolidated or any company resulting from any Merger, conversion or consolidation to which it shall be a party or any Colnj..) arly to which the Escrow Bank may sell or transfer all or sLibst�antially all of its corporate trtist bnsirOss, Provided stich cornl'.)any is reasonably acceptable to the City, shall be the successor hereunder to the Escrow Bank wit�hotit the execution Or filing of any paper or ally further act. Section 13. (,Ovt-igoverned is Escrow Agreement shall be goveed by the laws of M'a& LThis _11 r, I iw. the State of California. [Remainder of page intentionally left blank] -6- IN WITNESS WHEREOF, the City and the Escrow Bank have each caused this Escrow Agreement to be executed by their duly authorized officers all as of the date first above written. Attest: CITY OF BALDWIN PARK By Shannon Yauchzee Chief Executive Officer Alejandra Avila City Clerk U.S. BANK NATIONAL ASSOCIATION, as Escrow Bank -7- By.�.�..-. ..... Bradley E. Scarbrough Vice President EXHIBIT A REDEMPTION SCHEDULE Maturing Called Redemption Date Principal Principal Interest Premium 12/_/17 $7,700,000 Exhibit A Total Payment - Attachment #5 Lease Agreement, dated as of November 1, 2017, by and between the Baldwin Park Municipal Financing Authority and the CITY OF BALDWIN PARK, assigned to O LOF T—ISS_A C-ECU!j]ODI".AC-RL' �jf his Agreement dated Novernber 16, 2017, has been entered into by and between the C'IT) OF BALDWIN PARK (the "City") and U.S.13ANK NATIONAL ASSOCIATION, as costs of issuance castodian (the "Custodian") in connectiou with the payinent of the costs of issuance relating, to the captioned Lease Agreernent (the "Lease"). 1. 'The Custodian will, recei�re, on the, date hereof, frox-n (the "Purchaser"), the sum of representing a portion, of the acquisition price of interests in the Lease Agreement acquired by the 'Purchaser, deposited in a costs of issuance fund created by the Custodian (the "Costs of Issuance Fund"), Following receipt, the Custodian is hereby directed to make the following payntents: . . ...... ...^..m ...... Amount . . ... . ........ . Wire fjistrudioiis ilea,rell k —Compmiy Advisor�,, c/oUnion Bank of Califorxda,N-A� (Municipal Advisory fee) Tustin Ranch #619 ABA No. 122000496 A/CNo. 61.90008728 . . ..... . A. Ramirez & Co., Inc, (Placement Agent) —Qui nT—&T—hhna F irst Republic Barik ABA # 321081,669 (Special Counsel fee) Account# 80001849724 Ac(m=t Name: Quint (Purchaser's Counsel Fee) --iTG7B�—nkN�t—ional lnttmial transfer (Escrow Bank and COI Custodian fees i— Stewart Title Guaranty Company Wells Far go Bank critie rwicy and Fees) ABA #121000248 Account # 4121035190 For credit to: Stewart Title Guaranty Company Title Officer: Leah Deffenbaugh Escrow No.: /InvoicLl 0-1 City of Baldwin Park (CD AC fee and miscellaneous fees) TOTAL . The liability of the Custodian is limited to the duties listed above, which shall be deemed purely ministerial in character. '°l" ue Custodian will not be liable for any action taken or neglected to be taken by it in good faith in any exercise of reasonable care and believed. by it to be within, the discretion of power conferred upon it by the Agreement. If the deposit proves insufficient to pay ally Costs of Issuaance the. "Town shall be respoaasible for payment of any arnoun:t renaaining unpaid, The Custodian shall have no obligation to invest and reinvest any cash held by it in the absence of timely and specific written direction from the City. 3. The Cost of issuance funds shall remain in said accournt until s:uclu account is closed. The Costs Of Issuance Fund shall be closed can the earlier to occur of (a) the date which all invoices listed in section.. I are paid in full; (b) the date which is six months following the date hereof. 4. No iniplied covenants Or obligations shall be read into this Agreeanent agiairot the Custodiarn. The Custodian will not be liable for any action taken or Omitted to be taken by it under this Agreement or in connection herewith except to the extent caused by the Custodian's gross negligence or willful misconduct. Anything in thus Agreement to the contrary g punitive or notwithstanding, in no went shall the Custodian be laal.�le�. for special indirect, consequential loss or damage of any kind. whatsoever (ixnchiding but not limited to least profits'), even if tine Custodian has been advised of the Likelihood of such loss or damage and regardless of the form of action. y liability, financial or otherwise, in, the performance of f None of tine provisions of this Agreement shall require the Custodian o expend or r a y clausivel rel" f its own fund,-, or otlnciwnrasc°, to incur am a� � ca ally of its du hereunder. The Custodian may con y � and shall be fully protected in acting or refraining from acting upon ally resolution, certificate, statement, instrument, opinion,, report, notice, request, consent, order, approval or other paper or document believed. by it to be geunuine and to have been signed or presented by the proper party or pasties, The Custodian rnaay consult with counsel and the advice or any opinion of counsel shall be full and complete authorization and protection in respect of any action taken or omitted by it hereunder in good faith and in accordmice with such advice or opinion of counsel. The Custodian nay execute any of tine trusts or powers hereunder or perforin, any duties hereunder either directly or by or through agents, attorneys, custodians or nomblees appointed with due care, and shall not be responsible for any willful misconduct or negligence on the part of any agent, attorney, custodian or nonn.inee so appointed. The Custodian shall have the right to accept and acct upon instructions, including funds transfer instructions ("lnstruc,tions") given pursuant to this Agreement and delivered using Electronic Means ("Electronic Means" shall mean tine following communications methods: e- mail, facsimile transmission, secure electronic transmission containing applicable authorization codes, passwords anal/or authentication. keys issued by the Custodian, or another method or system specified by the Custodian as available for use in connection with its services liereu.under,); provided, however, that the City shall provide to the Custodian an incumbencycertificate lasting officers with the authority to provide such Instructions ("Authorized. Officers"") and, containing specimen signatures of such Acathorized officers, which incumbency certificate shall be amended by the City whenever a person is to be added or deleted fromthe listing. If the City elects to give the Ccustodian Instructions using Electronic Means and the Custodian in its discretion elects to act upon such Instructions, the Custodian's understanding of such Instructions shall be deemed controlling, The- City understands and agrees that the Custodian cannot determine the identity of the actual sender of such Instructions and that tile Custodian shall conclusively presume that directions that purport to have been sent by an Authorized officer listed; oil the incumbency certificate provided to tine Custodian have been. :sent by utlsuch Authorized Officen The City shall be, responsible for ensuring that only nocar.°reed officers transmit such Instructions to flue Custodi�a�►n arael� Haat the City and, <all. Authorized Officers are, solely responsible to safeguard the rise and confidentiality of -2- applicable user and autlaori.rat.io'n coales, passwords and/or authentication keys uPo'n, receilat by the f �ity. L'lae Custodian ;hall not be liable for any losses, costs or expenses arising directly or rw dir�ectl fa°orn the C ir�stodra�r'r's reli rrace� upon arid, coml,aha�nce with such Instructions notwithstanding such directions conflict or arc' aricorT istea�t withsrrlaseclrierrt writter'a. instruction, The City agrees. (i) to assrrrne all risks arising cram of the use of Electronic: Means to submit Iristrraa tions to the Custodian, including without limi4it-ion the risk of the Cost ocli, n acting on unauthorized lraatrrrr:tir ris, and alae risk of interception and misuse by third parties; iated . be l e various Methods of (ii) that it is fully formdofLillproctiosnassoc naay beirlore secure r� ethods of transmittingl os' et nd thrl transmitting In ptirtctrcaitis than the inethod(s) selected by the Cityy (iii) that the security procedures (if any) to be followed in coraraectioia withits transmission ofInstrai.ctions provide to it a co inercially reasonable degree of protect'.iora in light of its particular nerds and circurnstarices and (iv) to notify the Custodian ini.n ediatel'y upon learning of any compromise or unauthorized rise of the security procedures. To the extent permitted by law, the City hereby "agrees to .indern ify and hold bar• ~rlesrs the Custodian arad its officers, directors, agents, arad crrral�rloyees f'rorn and against any and all ble costs, claims, liabilities, losses, or damages whatsoever (including rearsonacosts and fees of counsel, auditors or other experts), asserted or arising oirt of or in connection with the acceptance or a adMinistraiion of this Agreement, except costs, clahus, liabilities, losses, or damages resulting from the gross negligence or willful n-tisconduct of the Custodian including the reasonable costs and expenses ca (ir cluding the reasonable fees and expi r es of its counsel) of defending itself against any such c.laira,~a or liability in connection with its exercise, or performance of «any of its dirties heieurider• and of cnforcinf, this indemnification 'provision, The indemnifications set: forth herein shall survive the termination of this Agreement and/or the resignation or removal of the Custodian. Attest. 5. This Agreement shall be governed under the laws of the state of California. CITY OF BALDWIN PARK By. .. ..... � .._�_...._ Shannon Yauchzee Chief Executive Officer Alejandra Avila City Clerk U.S. BANK NATIONAL ASSOCIATION, as Custodian -3- By Bradley E. Scarbrough Vice President THIS "FRAIS, CTION 13SEXTMYrf FROM CALIF'ORNIA DOCI'I?AE-,NT'l�.R.�°f'RANSFER TAX PtlR,.JAiqr TO SI-3c"'110N 1,19 OF THE CA LIF ORN"Lk RE 'NUE A ND TAXA1710N CODE, THIS DOCUMENT IS EXENVT FROM REC'ORDING FE'F PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. TERMINATION AGREEMENT Dated as of November 1, 2017 by and among the CITY OF BALDWIN -PARK the BALDWIN PARK FINANCING AUTHORITY and U.S. BANK NATIONAL ASSOCIATION, as 2004 Trustee and Assignee :Relating to the Defeasan(:,e of the Baldi)6n Park Financing A u flionty 2004 Lease Reveime Refunding Bonds (Community Center Project), TERMINATION AGREEMENT "I"hts "FERMINA 11ON ACI: EEE EN"l° is dated as of November 1, 2017, and is by and " TTY OF BAL WI.N PARK (the "City"), the BA L WIN PARK FINANCING between the �:�.,�m AUTHORITY (file "Baldwin Paark Authority") and U.S. BANK NATIONAL ASSOCIATION, as 2004 Trusteeand. Assignee (the "2.004 Trustee") WITNESSETH: WI lhTth°AS" the Baldwin Park Authority has heretofore issued, its $10,540,000 laldwin. Park l i°ruaureAang Authority 2004.Lease Revenue Bonds (Cornnanr:unity Center Project), of which $7'700,000reraaains outs tandh�r, (tire: ""2004 Bonds"), the proceeds of which were used to finance the cresta of the "a luisutiora, rehabilitation, constr cti.r.nrn, installation and equipping of civic center irraprove,uaents in the. City (the "2004 Project"); WHEREAS, the 2004 Bonds were issued pursuant to the terms of an indenture of trust, dated as October 1, 2004 (tl-ae "2004 Indenture"), by and between the Baldwin Park Authority and the 2004 Trustee; WHEREAS, in, order to provide for the repayment of the 200f 4 Bonds, the Baldwin I -lark. ,Authority leased certaua real property and. improvements (the "2.004 Property") to the City pursuant: to a lease aagreernewnat, dated as of October 1, 2004 (the `2004 Lease Agreement"), under which the City agreed to make cleanse payrn ntx to the Baldwin bark Autlrority (the "2004 Lease Payments") . "yam y y s budgeted and I'a drat s frrrrsr moneys rr-u rt:s General h rurad and the Cit has appropriated sufficient arnounats in each year to a the full anlounL of principal of and interest on the 2004 Bonds; WHEREAS,, thr? City has deetennined that, as a result of favorable financial Market conditions and for othrer reasons, it is ':iiathe burst interests of the City at this tinle to refinance y y t provide for the City's obligation to make the 2004 Lease I a nwents anud." as a result thereof, o cro the redemption of all 2.004 Bonds on December , 2017, at the zealcaxraption pace equal to, h date, and to Haat end, the of the principal arnount thereof plus accrued antererst to suc City proposes to center into a uaew ie,,ase agreement, dated as of November '1, 2017, by and. between the Baldwin Park Municipal Financing Authority (the "Authority") and the City; WHERE"AS" the 2004 Lease Agreement provides that in the event that. the City deposits, or causes the deposit ori As behalf of moneys forthe pr - aaynar-nt of the 2004 Lease Paynients, then all of the obligations of the City under the 2004 Lease.Agreement and all of the security prodded by the City, for such obligations, excepting only the obligation of thae City to make the 2004 Lease Payments from said deposit, shall cease and terminate, and r:unerryacu;rnbered title to the 2004 Project shrall be vested in the City without further action lay the City or the Authority; WI-MRLAS, to obtaia.n moneys to make such deposit, the Authority proposes to assign and trara"nfer certain, of its rights under the Lease Agreement to (the "Assignee"), pursuant to that certain Assignment A.greera:n.ent" dated as of November 1, 201.7, by and, between the A trthority and the .Assignee (the "Assignment Ay.� verner-ut"), whereby the Assignee will make a payment of to or to the order of the City; WHEREAS, upon the deposit of a portion of the proceeds of the Assignee's payment for prepayment of the 2004 'Lease Payments, the 2004 Lease A.greerrre.ru:t: and the agreements related thereto need not be maintained (except as otherwise 1:,arovided below), and the parties hereto now desire to provide forthe terminationof $j.jClj eJocurnervLs as provided herein. NOW, 'I'HF'].',.Y,-,FORE, ill consideration of the foregoing and for other consideration the receipts and siifficiency of whichiare 1:ierel:)y acknowledged, the parties hereto do hereby agree as to the document or docui-neryts to WI-dch stich party is a party or assignee: Section 1 - Ienn VNIUM - (x") By virtue of the deposit of as portion of tine proceeds of the Assignee's paynient for prepayrnent of the '2004 Lease Payrrierits, all obligations of the City under the 2004 Lease excepting only the obligation of the City to i:nake, or Agreement shall cease and tertninate, cartse to be made, all payrnerits froln such deposit and title to tlie 2004 Pro)ect shall vest in the City auton-iatically and vithout fvirther action by the City or the Authority. Said deposit and. interest earnings thereori shall be deerned to be and, shall constitute as special flind for the prepayment of the 2004 Lease Payments, (b) In accordance with the foregoing, the following agreements are hereby terminated and are of no further force or effect except for such provision,; of the 2004 Lease Agree''rnent wl-dch, by their te.nns, stirvive but do not affect real property: 1. 2004 Lease Agreement, recorded byrnernorandurn on October 27, 2004, as Document No. 04-2776454, Official lZecoids of Los Angeles County; and 2. Memorandum of Indenture and Termination of Assignment, recorded on October 27, 2004, as Document No. 04-2776458, Official Records of Los Angeles County. , "gluts (c) That frorn and after the date hereof, none of the parties shall'have any f'0 1-tI r le "g tS or obligations thereunder except for such rights arid oblip 11 terms of the 2004 rations which, byt e Lease Agreement, sarvive but do not affect real property. Section 2. Ese LThis Tenriinatioi -i Agreernent array be executed in h t ii t one several counterparts, each of wl-dc shall be an original and all of which shall constit i.te b and the same instrument. Section 3. _C&)vg 1-dctg Law �sL. This Termination Agreement shall be governed by the laws of the State of California. -2- IN WITNESS WHEREOF, the parties hereto have duly executed this Termination Agreement. Attest: Attest: Alejandra Avila Secretary Alejandra Avila City Clerk -3- BALDWIN PARK FINANCING AUTHORITY By W� Shannon Yauchze e Executive Director CITY OF BALDWIN PARK Byw ... _ ........ _ _..._..._ Shannon•Yauchzee Chief Executive Officer U.S. BANK NATIONAL ASSOCIATION, as 2004 Trustee and Assignee By_..... ..._ .... �.............. Bradley E, Scarbrough Vice President EXHIBIT A DESCRIPTION OF THE SITE The land referred to herein is situated in the City of Baldwin Park, County of Los Angeles, State of California, and is described as follows: Lots, 4 to 57 inclusive of Tract No 541 in tire, City of 13111rlwin Park, County of l vs .ngelcs, Stag of California, as per 111ap recorded in. Book 90 Pages 93 ,and 94 of Maps, in the office, of the County Recorder of said C.ountyr, together with the l�ortion of Landis Avenue (crow vracated) as shown rest the Inap of'said tract lying between die Easterly prc)loxugation of the Nord@rerly line of tl°re Lot 31 of said Tract and the Easterly prolongatiorw of UIL Southerly line of Lot 32 of said Tract also those certain alleys (now vacated) as show" ctrl the ntrap of said tract, extruding frmn the Ncartberly 'prolongation of the Westerly line of Lot 11 of said trach to the Westerly line of said Landis Avenues and froin the, Easterly line of said Landis Avenue to the Westerly liner of Robin Ave:raue as shovnni on said map. Excecl�1oil, gas, hy aSod-ker minerals.in rder above described parcel o f land winrttee right of urtaar erit y fordevelo raent thereof; areserved the Deed frcnn he County of Los Angeles, r ecord.ed September 7,1971 as Instrr:rrnerrt.No. 2600, of Official Records. APN: 8544-022-902 Exhibit A Page 1 Attachment #7 LETTER AGREEMENT FOR PURCHASE ,2017 City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Chief Executive Officer Re: $Lease Agreement, dated as of November 1, 2017, by and between the Baldwin Park Municipal Financing Authority and the City of Baldwin Park, assigned to Ladies and Gentlemen: The undersigned, (including its successors and. assigns, the "Purchaser"), offers, upon the following terms, to acquire (i) the rigbts, title and interest of Baldwin Park Municipal I ' "inancing Authority (the "'.Authority") under the Lease Agreement (hereinafter defined), including its fights to receive Lease Payments to be made by the City of Baldwin Park (the "City") under the Lease Agre�ement, dated as of November 1, 2.017 (the "Lease Agreement"), by and between the City and the Authority; provided that the. Authority's right's to indemnification and payrne-nt or reimbursement for any costs or expenses thereunder have been retained by the Authority to the extent such rights accrue to the Authority and shall have been assigned to the Purchaser, as assignee, to the extent such, rights accrue to the Purchaser, by entering into an assignment agreement, dated as of Novernber 1, 2017 (the "Assignuient Agreement"), with the Authority, and (ii) except for the Authority's obligation under Section 4 thereof, the rights, title and, interest of the Authonty under the Site and Facility Lease, dated as of November 1, 2017.(the "Site and Facility Lease")by and between the City and the Authority. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Lease Agreement. 1. Purchase and Purchase Price; Terms of Authority's Obligations. The City and the Authority agree to execute and deliver the Site and Facility Lease and the Lease Agreement, and the Purchaser agrees to purchase the Authority's rights, title and interest under the Lease Agreement, as described more specifically above and in the Assignment Agreement, at an aggregate purchase price of $— . The Lease Payments under the Lease Agreement and the interest rates applicable &—reto shall be as shown in Exhibits A hereto. The City acknowledges that: (a) The Purchaser is acting in this transaction'sole.1y for its own loan account and not as a fidLICiary for the City or M, the capacity of broker, dealer, municipal securities underwriter, placement agent, or municipal advisor; (b) The Purchaser has not provided, and will not provide, financial, legal (including securities law), tax, accot'inting or other advice to or on behalf of the , City (including the municipal advisor engaged by the City) with respect to the structuring of the financing or the execution and delivery of the Lea .se Agreement; (c° The Purchaser has no fiduciary duty paarsuarit to section,, 1513of the Securities Exchange Act, of 1934, as amended, to the City will' respect to the transactions aelati:r-19 to the structti.ring of the financing or the e ecutioia unci delivery of the Lease Agi.vement aaaad the disc t.assions, undertakings, and procedii.res leading thereto; (d,) Each of the City and its raaunicipal advisor has sought and shall seek and obtain financial, legal (,iricluding securities law), tax, accounting and other advice (inchiding as it relates to structure, drilling, ternis and siaaailaa matters) with respect to the lease financing transaction from its financial, legal, and other advisors (and not t' >r or its affiliates) the Purchaser rclaa s+ to the extent that the Cityun , its rni,cipal advisor desires to, slacaa:ald, or needs to obtain such advice; e) The purchaser has expressed no view regarding the legal sufficiency of its representations for purposes of compliance with any legal requirements applicable to any other party, including but not limited to the City's naunicipal advisor, or the correctness of any legal interpretation made by counsel to any other party, including'but not li,inited to counsel to the City's inunicipal advisor, with respect "pect to any such matters; and and the Purchase is an aarin':s length, (f) the traaasactioias between the City g commercial trans action in which the Ptirchasei is acting arid. has acted solely as as principal rand for its own interest, and the Purchaser has not made recommendations to the City with respect to the transactions relating to the Lease Agreernent. false of Funds. The purchase price paid by the Pur haler shah be used by he Authority to pay the City an aani,ount equal to an advance recital of prirsuant to Section 4 of the Site aaad Facility Leaase. "The City shall use such �advaiaa e ar*ratal. payment received from the Authority to (a) refund the outstanding Baldwwin. Park Financing, Authority 2004 Lease :revenue Refunding Bonds (CorranariaQity Center project) (the "� 004 Bonds"), and (b) pay the costs related to the preparation, execution and delivery of the Lease Agreement, the Site and Facility Leaser, the Assignment Agreement. 3. Disposition of Proceeds. (a) Ora the Closing Date,, the Purchaser shall transfer, via wire transfer, to U.S. Bank National .Association, as escrow bank (the "Escrow Bank"), the amount of ~ --------- to provide for the defeasance of the 2004 Bonds pursuant to arra escrow agreement, dated the Closing Date, by and between the City arid the Escrow Bank (the "Escrow Agreement"). Wire information will be provided prior to the Closing Date. (c) on, the Closing Date, the Purchaser shall transfer, via Swire transfer, to U.S. Bank National Association, as costs of issuance custodian, the amount of _ to provide for the payment of the costs of the financing transaction. 4. Closing. at 8:00 am, Pacific Daylight tiin.e, on November 16, 2017, or at such other time or on such earlier or later date as the Purchaser, the Authority and the City mutually agree upon (the -Closing l.)ate"'), the City will deliver (or cause to be delivered) this Site and Facility Lease and the lease Agreement executed by the City anal the Authority, the Assignment Agreement executed by the Authority and the Purchaser and the Escrow Agreement, executed by the City and the Escrow Bank, and till Purchaser will pay the purchase price for the Authority's rights, title and interest in the Site and facility Lease and the n Lease Agreement as set forth in Section 1 hereof in federal or other immediately available funds. 5. Representations and Warranties of the City. The City represents and warrants to the Purchaser that: (a) The City is a municipal corporation and ,general law city organized and, existing under the Constitution and the laws of the State of California (the "State"), and has all necessary power and authority to enter into and perforin its duties, under this Agreement, the Site and Facility Lease, the Lease Agreement and the Escrow Agreement (collectively, the "District Documents"). (b) To tlae be -est knowledge of the City, neither the execution and delivery of the City Docurn.ents, nor the execution of this Agreement, and compliance with, the l)rovisions on the City's part contained then -"fin" nor this consummation of any other of the traiasactieins herein and t�I1r,rciia contemplated, nor the fii�lfiihnent of the tertris hereof and thereof, materially Conflicts with or constitutes a material breach of or default, under nor materially contravenes any law, administrative reg ulatioi.i., judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the City is a party or is otherwise subject, nor does any such execution, delivery, adoption, or complianceresult in the security interest or encumbrance of any nature whatsoever upon any cal° the properties or assets of the City under the tenns of any such law, administrative regulation, judgment,, decree, loan agreement, indenture, bond, nate, resolution, agreement or other instrument, except as provided by the City Documents. (c) The City Docriinents have been duly authorized by the City, and, assurning clue authorization, execution and delivery 'by the other parties thereto, will constitute legal, valid. and binding agreements of they City enforct'aaable in accordance with, their respective tears, except as the enforcerraen thercrof may be limited 'by bankruptcy, insolvency, ianoratoriuira, reorganization, fraudulent conveyance or other laws affecting the eratoi°ceiraeiat of creditors' rights generally and. by the application of equitable principles if sought and by the limitations on legal remedies imposed on actions against cities in the State of California. (d) There is no consent, approval, authorization or other order of, or filing with, or certification by, any regulatory agency having jurisdiction over the City required for the execution and delivery of the City Deica.irr 'cents or the consrimmaatiori by the City of the other transactions contemplated by the City Documents. (e) To the best lcnowl.ed.ge of the City, there is, and on the Closing Date (as hereinafter defined) there will be, no action., suit, proceeding or investigation at law or in equity before or by any court or governmental agency or body pending or threatened against the City to restrain or enjoin tlae payments to be made pursuant to the Lease Agreement, or in any way contesting City powers Cityto approve pr ove this or affecting ilia validity of the City Documents or the authority e 1 t. Agreement, or enter into the Cit Documents or contesting the po f the enter into or perform its obligations under any of the foregoing or in any wiry contesting the powers of the City in connection with any action contemplated by this Agreement or to restrain or enjoin the payment of Lease Payments, nor is there any basis for any such action, suit, proceeding or investigation. (f) By official action of the City prior to or concurrently with the execution hereof, the City has duly authorized and ~approved the execution and delivery of, and the performance by the City of the obligaa tions on its part contained in the City Documents andthe consummation by it of all other transactions contemplated by this Agreement. -3- ult under ariy inaterial applicable law or (g) The City is not in breach of or fault of the State of Califol-Ilia or the United Statex or any material adrnh.-Listrative regulation. agreemetit, indenture, bond, note, . resolution, applicable jUdglnent or decree or arty loan City is a party or is otherwise subject and. in a.€:n"eerneiit or other instrument to which the - I' ated to make payments from its own funds, and no, connection with which the City is oblig, event has occurred and is continuing which, with the passagec,)f time or the giving of notice, or both, would constitute a default (yr art event of default tinder any such instrUnIent the consequence ()f which could be to Inat(TiallY R11i adversely affect the Pel-formance of the City tinder the City DocunILM-Tts. (h) The City will deliver all opinions, certificates, letters and other instruments and documents reasonably required by the flurchaser and this Agreement. (i) Any certificate of the City delivered to the Purchaser shall be deemed a representation and warranty by the City to the Purchaser as to the sta ternents made tI -ierein. (j) As of the time of acceptance hereof and as of the Closing Date the City does not and will not have otttstanding any indebtedness which is secured by a lien on the City's general fund except, as disclosed to the Ptirchaser. (k-) The financial staterrients of, and other financial information regarding the City delivered to the Purchaser fairly present the financial position and results of the operations of t1w I -periods therein set forth and the audited financial , City as of the dates and for the statements have been prepared in accordance with generally accepted accounffi-tg principles consistently applied. (1) Between the date of this Agreement and the date of Closing Date, the City will not, without the prior written consent of the Purchaser, offer or issue any certificates, notes or other obligations for borrowed money, or incur any material liabilities, direct or contingent, secured by alien on the City's general ftcrid, (in) The City does not enjoy any rights of immuirity on the grounds of sovereign Hinder the City Agreements or the Assignment immunity in respect of its obligations un Agreement To the extent the City has or hereafter may acquire under any applicable law any rights to immunity froni legal proceedings on the grounds of sovereignty, the City hereby waives, to the extent perinitted by law, such rights to irnmunity for itself in respect of its obligations arising under orrelated 'Lo the City A greem ents or the Assignment Agreement.. 6. Conditions Precedent to the Closing. Other conditions precedent to the Closing are: (a) The delivery by the City of an certified copy of (i) the resolution of the City Council authorizing the execution and delivery by the City of the Site and Facility Lease, the Lease Agreement and the Escrow Agreement, togetl-vey with an incurnbency certificate of the City, arid (i) the resolution of the Board, of Directors of the Authority authorizing the execution and delivery by the Authority of the Site and Facility Lease, the Lease Agreement and the, Assigrunent Agreement, together with an incumbency certificate of the A u thority; (b) The delivery by the City of fully executed copies of the Site and Facility Lease, the Lease Agreeruent, the Escrow Agreement and Assignment Agreement in form and substance acceptable to the Purchaser; (c) Dehvery of a legal opinion addressed to the City,with a reliance letter to the Closing Date, of Quint & Thinimig LLP, as Spoacj,aj Counsel, with respect Purchaser, dated the ility of the Lease Agreement, the Site and Facility Lease, I and to (i) the validity and ed-orceab -4- the r'�ssigni.ne�� t Agreement by and�ag�auist the ity and lige Authority (as applicable), (ii) t�1:�e tax exerrapt stataas of the interest cornlaonent of the Lease Payments, and (iii) such other matters as may be requested. by the Purchaser in form and substance acceptable to the Purchaser; (d) The delivery of a certificate dated the Closing Date and signed by the Chief Executive Officer, or such other officer of the City as the City Council of the City may approve, to the effect that: (r) to the best rnowlr dl,e of the City, there are no actions or proceedings ag�airrst. the City pendirng and notice of which Inas been served o n the City or^ threatened that rnaterially adversely affect thc: City's ability �to pay the Lease Payments or to perform its obligations under the Site anal. Facility Lease and Lease Agreement; (ii) the representations and warranties of the Citycontained in this agreement and the Lease Agreement Marc. true and correct in all material respects on and as of the ry Agreement f S Closing lute with the same effect as if made on the Closing Date; and (iii) that the City acknowledges receipt from, the Purchaser haser of the purchase price for the City's obligations under the Lease Agreement, including than Lease Payments; (e) The delivery by the City of a title policy for the property that is the subject of the Site and Facility Lease and Lease Agreement in form acceptable to the Purchaser; (f) The delivery by the Purchaser of an investor letter in form and substance as attached hereto as Exhibit B; and (g) Such other documents as may be reasonably requested by the Purchaser. 7. Everrts Persaatting the Purchaserto Term rrrate. The Purchaser may terminate its obligation to purchaase the' thority's rights, title and interest under the Site and Facility Lease and the Lease Agreement before the Closing "Date if any of the following occurs: (a) any legislative, executive or regulatory action (including the introduction of legislation) or any court decision that, in the judgment of the Purchaser, casts sufficient doubt on the legality of or the tax-exempt stratus of the interest component of obligations such as those rcpresea°atecl by the Lease Agreement and they Lease l aynnents so as to materially impair the naarketiability or to materially reduce the rraarl�et price of such calaligations, in the reasonable opinion of the Purchaser; (b) any action by the Securities and Exchange Commission or a court that would require registration of the Lease Agreement render the Securities Act of 1933, as amended; (c) any event occurs or becomes lcnowrm that has a material adverse effect on the financial condition of the City or on the ability of the City or the Authority to perform under the Site and Facility Lease, the Lease Agreement or the Assignment Agreement; or (d) any of the representations or warranties of the City made in this Letter Agreement for Purchase are determined by the Purchaser to be untrue or materially inaccurate.. 3. Expenses, The fees and disbursements of Special Counsel, the fees and, disbursements of the murnicipal, advisor to tlne City, CDIAt.. fees, fees of Purchaser's Counsel '1 and otlncrm miscellaneous exper°uses of tine City incurred in connection with the offering arad, delivery, of llae City eons nerve o.r the Assignment Agrrkc�rrnncmt shall all be the obligation of the -5- City The Purchaser shall have no responsibility for any expenses associated with the City Documents or the Assignment Agreement, including, but not limited to, the expenses identified above as khc obligation of the City. 9. Applicable Law. "This Agreement shall be governed by the laws of the State of California, exclusive of the choice of law provisions thereof. Its. (a) TO THE MAXIMUM EXTENT P17R.MII I'ED BY LAW, EACH CSI T IE OFFICE ANIS TL IE pURCI.JASI;R klZl�.t�VOCA.BLY WAl` 1 S ANY ANT. ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDINGS .ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY, , TH OFFICE FL JC IER AGREES THAT, INTHE EVENT OF LITIGATION, N, IT WILL, , Nie l" PE16ONAL L Y OR THROIJ'GH L"IS AGENTS OR A LTORNEYS SEEKTO REL'UDIATI: IHE VALIDITY OF THIS SECTION 10, AND, IT ACI I" OWLIZ1 G S THAT IT FREELY AND VOLUNTARILY ARILY ENTERED INTO THIS AGREEMENT TO WAIVE TWAL BY JLrLIaY IN ORDER TO INDUCE CE THE PURCl1ASE71Z TO ENTER INTO THIS AGREEMENT. (b) 'r(:) the extent the foregoing waiver of a jury trial is unenforceable under applicable California Law, time parties agree to refer, For a complete and final adjudication, any and all issues of fact or law involved in any litigation or proceeding (including all discovery and law and motionmatters, pretrial aamotions, trial matter and h)cast trial notions up to and including finaljudgmcnit), brought to resolve any dispute(whether based on contract, tort or otherwise) between the parties .hereto arising ocrt of, ism connection with oa otherwise related or incidental to this Agreement to a judicial referee who shall be appointed under a general reference pursuant to California Code of Civil Procedure Section 638, which referee's decision will stand s the decision of the court. Such judgment will be entered on the referee's statement of judgment in the sarrae manner as if the action had, been tried by the court. The parties shall. select a single neutral referee, who s1lall. be a retired statute or federal fudge with at least five years of judicial experience in cavil matters; provided that the event the panties cannot agree upon a referee, the referee willbe appointed by the court. The City shall be solely responsible to pay all fees and expense of any referee appointed in such action or proceeding. [Remainder of page intentionally left blank] -6- IN WITNESS WHEREOF, the parties hereto have executed arid entered into this Letter Agreen-tent for Parc Haase by fl-teir officers thereunto duly authorized as of the day and year first above written. T he foregoing is hereby agreed to and accepted as of the date first above written: CITY OF BALDWIN PARK By Chief Executive Officer lm By----.-.. - Authorized Officer Lease Payment Date 2/1/18 8/1/18 2/1/19 8/1/19 2/1/20 8/1/20 2/1/21 8/1/21 2/1/22 8/1/22 2/1/23 8/1/23 2/1/24 8/1/24 2/1/25 8/1/25 2/1/26 8/1/26 2/1/27 8/1/27 2/1/28 8/1/28 2/1/29 8/1/29 2/1/30 8/1/30 2/1/31 8/1/31 2/1/32 8/1/32 EXHIBIT A SCHEDULE OF LEASE PAYMENTS Total Principal Interest Lease Componentt�za�a�e4t Payment 1 The inter ° per ( ) est component of the Lease Payments is based on an interest rate of ____ a annum. Exhibit A EXHIBIT B FORM OF PURCHASER'S LETTER City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Chief Executive Officer Re: $ Lease Agreement, dated as of November 1, 2017, by and between the Baldwin Park Municipal Financing Authority and the City of Baldwin Park, assigned to Ladies and Gentlemen: The undersigned, ________________ (the "Purchaser"), has agreed to acquire (i) the rights, title and interest of Baldwin Park Municipal Financ:irng Authority (the "Authority") under the Lease Agreement, dated as of November 1, 2017 (the "Lease Agreement") by and. between the City of Baldwin lark (the "City") arid the Authority, including its rights to receive lease payments to 'lae made by the City under the Lease Agreement, In connection with such. purchase, the Purchaser hereby agrees and certifies to the Authority and the City that: (a) The Purchaser has sufficient knowledge and experience in financial and business matters, including purchase and ownership of municipal and other obligations of a nature sinnilar to the Lease Agreement to be able to evaluate the risks and merits of the investment represented by the purchase of the rights, title and interest of the Authority under the Lease Agreement. (b) The Purchaser is acquiring the rights, title and interest of the Authority under the Lease Agreement for its own account- and riot with a view to, or for sale in cormection with, any distnibu tion thereof or any pail, thereof. The Purchaser has not offered to sell, solicited offers to Hazy, or agreedto sell the rights, title and interest of the Authority under the Lease Agreement or any part thereof', and the Purchaser has no current intention of reselling or otherwise disposing of such rights, title and interest under the Lease Agreement provided, however, such representation shall not preclude the Purchaser from transferring or selling of the rights, title and interest under the Lease Agreement in accordance with the Lease Agreement. The Purchaser is not acting in a broker-dealer capacity in connection with its purchase of the rights, title and interest of the Authority under the Lease Agreement. (c) As a sophisticated investor, the Purchaser has made its own credit inquiry and analysis with respect to the City and the Lease Agreement and has made an independent credit decision based upon such inquiry and analysis and in reliance on the truth, accuracy, and completeness of the representations and warranties of the City set forth in the Lease Agreernent and in the information set forth in any materials submitted to the Purchaser by the City. T'he City has funAished to the Purchaser all the information which the Purchaser, as a reasonable investor, has requested of the City as a result of the Purchaser having attached significance thereto in making its investment decision with respect to the Lease Agreement, and the Purchaser has had the opportunity to ask questions, of and receive answers from knowledgeable individuals concerning the City and the Lease Agreement. The Purchaser is able and willing to bear the economic riskof the purchase and ownerslntap of the rights, title and interest of the Authority under the Lease Agreement. Exhibit B Page 1 (d) The Purchaser understands that the Lease Agreement has not been registered under the United States Securities Act of 1933 or under any state securities laws. The Purchaser agrees that it will comply with any applicable state and federal securities laws then in effect with respect to any disposition of the Lease Agreement by it, and further acknowledges that any cuiTent exemption froni registration of the Lease Agreement does not affect or dit'ninish such requirements. (e) The Purchaser has authority to purchase the rights, title and interest of the Authority under the Lease Agreement and to execute any instruments and documents required to be executed by the Purchaser in connection with the purchase of the rights, title and interest of the Authority under the Lease Agreement. The undersigned is a duly appointed, qualified, and acting officer of the Purchaser and is authorized to catise the Purchaser to make the, representations and warranties contained I-kerein, on behalf of the Purchaser. (f) The Purchaser acknowledges that rights, title and interest of the Authority under the Lease Agreement are transferable with certain requirements, as described in the Lease Agreement. (g) The Purchaser acknowledges that the Lease Agreement is exempt from the requirements of Rule 15c2-12 of the Securities and Exchange Commission and that the City has not undertaken to provide any continuing disclosure with respect to the Lease Agreement but that the City has agreed to provide other ongoing information to the Purchaser. By .._ acne ame Title Exhibit B Page 2 STAFF REPORT ITEM NO. a TO: Honorable Mayor and City Councilmembers FROM: Rose Tam, Director of Finance DATE: October 18, 2017 SUBJECT: SUCCESSOR AGENCY TO THE DISSOLVED COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF BALDWIN PARK WARRANTS AND DEMANDS SUMMARY Attached is the Warrant and Demand Register for the Successor Agency to the Dissolved Community Development Commission of the City of Baldwin to be ratified by the City Council. FISCAL IMPACT The attached Warrant Register for Successor Agency of the City of Baldwin Park in the total amount of $40,090.17 LEGAL REVIEW None required. RECOMMENDATION Staff recommends that the City Council ratify the attached Warrants and Demands Register.. BACKGROUND The attached Claim and Demand 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 does 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 September 10 to October 9, 2017 Successor Agency Warrant with check numbers 13527 to 13528 in the total amount of $40,090.17 were made on behalf of Successor Agency of the City of Baldwin Park constituting of claim and demand against the Successor Agency of the City of Baldwin Park, are herewith presented to the City Council as required by law, and hereby ratified. o City of Baldwin Park, CA Payment Date Vendor #1 Payment Number Payable Number Description Vendor Name 13527 9/14/2017 12440 UNITED STATES TREASURY 09/13/2017 FINAL REBATE FOR 1990 SERIES A & B 13528 10/9/2017 12046 TAFOYA AND GARCIA, LLP JUNE 2017 BILLING CITY ATTORNEY JUNE 2017 BILLING MAY 2017 BILLING CITY ATTORNEY MAY 2017 BILLING CHECK REGISTER By Payment Number Payment Dates 09/10/2017 - 10/09/17 Payment Amount Account Number Item Amount 39,372.67 834-00-000-51101-14900 39,372.67 717.50 836-10-130-51102-14900 35.00 836-10-130-51102-14900 682.50 Grand Total: 40,090.17 1.0/9/2017 5:00;20 PM Page 1 of 2 ITEM NO. j Jul q u�VVVVVVVVVV „� STAFF REQ. RT IL TO: Honorable Mayor and City Councilmembers TH o F 0010 FROM: Shannon Yauchzee, Chief Executive Officer Gustavo Romo, Director of Community Development SAN.GABRIE . V A L LEY DATE: October 18, 2017 NkD J��gJba�" ��•, -- SUBJECT: CONSIDERATION OF TECHNICAL STUDY PREPARATION TO CREATE THE BALDWIN PARK COMMUNITY CHOICE AGGREGATION SUMMARY This report seeks City Council consideration and direction to prepare a technical study for the creation of the "Baldwin Park Community Choice Aggregation" (BPCCA). FISCAL IMPACT The cost of $63,000 for the technical study would be funded by the City's Future Development Fund. This cost would be recovered through any realized energy savings only if the City decides to establish the CCA. RECOMMENDATION Staff recommends that Council: 1. Approve and adopt Resolution No. 2017-202, entitled "Resolution of the City Council of the City of Baldwin Park to Conduct a Technical Study to Evaluate a Community Choice Aggregation with California Choice Energy Authority (CCEA);" and 2. Authorize the Chief Executive Officer to engage California Choice Energy Authority to conduct a Community Choice Aggregation Technical Study for a cost not to exceed $63,000; and 3. Authorize the Chief Executive Officer, or his designee, to request the release of load data from Southern California Edison (SCE); and 4. Authorize the Finance Director to appropriate a loan of $63,000 from the Future Development Fund (Fund 200) and perform the required budget adjustments for this project to be paid back out of future Energy Authority proceeds. BACKGROUND The City of Baldwin Park has been investigating the benefits and costs of establishing a Community Choice Aggregation (CCA) that would not only assist the City in achieving its environmental goals but could also create new energy revenues and provide the City with greater control over the electricity supply for the city of Baldwin Park The potential benefits in creating a CCA include the pursuit of reducing greenhouse gas (GHG) emissions, increasing local renewable energy generation, and increasing local job creation as compared to continuing service with current electricity provider Southern California Company (SCE). CCAs are local, not-for-profit governmental programs that procure electrical power on behalf of its residents, businesses, and governmental entities. The primary objective of a CCA is to give communities a choice in energy providers and provide a way for local governments to offer a greater proportion of renewable energy, thereby reducing GHG emissions. The City of Lancaster, the City of Apple Valley, and the City of Pico Rivera are currently operating CCAs in Southern California Edison territory. The City of Lancaster CCA, called "Lancaster Choice Community Choice Aggregation October 18, 2017 Page 2 Energy," has been operated by the California Choice Energy Authority (CCEA) since 2015, and the City of Pico Rivera, operating as the "Pico Rivera Innovative Municipal Energy" or "PRIME," joined in September 2017. In addition to Lancaster and Pico Rivera, the City of San Jacinto is an Associate Member of CCEA. San Jacinto completed its technical study and California Public Utilities Commission filings, and expects to be online by April 2018. The cities of Rancho Mirage, Palmdale and Santa Monica have also engaged CCEA to perform a CCA technical study. The benefits of establishing a CCA are: City energy revenues: The City of Lancaster is projected to yield $2M+ in net energy revenues from their CCA. These CCA funds have assisted the City of Lancaster in installation of clean natural gas metro buses, solar charging stations, and many other energy projects throughout the City. 2. Control over the energy content: The CCA will provide the City with the opportunity to establish the renewable energy content mix of the City's energy supply. More renewables means lower GHG emissions. 3. Control over energy rates (tariffs): The City will be able to create special energy tariffs for certain industries that can be used as an economic development tool to attract or retain new business to the City. For example, the City can reduce the energy rates for a certain class of energy users/businesses to encourage businesses to relocate to Baldwin Park. To establish a CCA, the City of Baldwin Park will should first conduct a technical study to determine how much energy load the city has and calculate the estimated annual costs and revenues of operating the proposed CCA. The cost of the technical study with the CCEA is $63,000. At the conclusion of the technical study, the City will be prepared to file with the California Public Utilities Commission to establish the City as a Community Choice Aggregate. The initial step of the technical study requires the City to request the aggregate energy data from SCE. Specific non -disclosure and energy request forms are required to be completed and submitted to SCE are attached to this staff report. The feasibility study proposed would provide all of the studies, resolutions, and reports necessary to file with the CPUC to "certify" the Community Choice Aggregation for the City of Baldwin Park. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ALTERNATIVES Council may choose to not to move forward with the technical study and, therefore, not create a CCA. ATTACHMENTS #1. Southern California Edison Community Choice Aggregator Non -Disclosure Agreement (Form 14- 769) #2. Southern California Edison Community Choice Aggregator Service Declaration (Form 14-770) #3. California Choice Energy Authority Professional Services Agreement #4. Resolution No. 2017-202 Attachment #1 �� r�il'y ourrww cntlFowwva EIDISON Southern California Edison Revised Cal. PUC Sheet No. 59526-E Rosemead, California (U 338-E) Cancelling Revised Cal. PUC Sheet No. 57117-E (To be inserted by utility) Advice 3419-E Decision 1c7 COMMUNITY CHOICE AGGREGATOR NON -DISCLOSURE AGREEMENT Form 14-769 Issued by Caroline Choi. Senior Vice President Sheet 1 (To be inserted by Cal. PUC) Date Filed Jun 9, 2016 Effective Jul 9, 2016 ...... Resolution ki% i!o SOUTHERN CALIFORNIA I S 0 N An EDISON INTERNATIONAL Company NON -DISCLOSURE AGREEMENT This Non -Disclosure Agreement ("Agreement") is entered into by and between Southern California Edison Company (SCE) ("Utility") and a ❑ City, ❑County, or ❑ Joint Powers Authority who is (Check only one option) ❑ a Community Choice Aggregator ("CCA") as of ("Effective Date"); or ❑ an eligible entity under California Public Utilities Code ("PU Code") Section 331.1 who is actively investigating delivery of electric service to custorners located within the geographic territory of the CCA This Agreement is executed pursuant to California Public Utilities Commission ("CPUC") Order Instituted Rulemaking ("OIR") 03-10-003, PU Code Section 366.2 et seq., and applicable Utility tariffs (as modified hereafter from time to time). As used herein the Utility and CCA may each be referred to individually as a "Party" and collectively as "Parties." The CPUC has determined that CCA may obtain specified confidential customer information from Utility pursuant to Tariff Schedules Community Choice Aggregation — Information Fees ("CCA -INFO") and Community Choice Aggregation — Service Fees ("CCA - SF") (as modified hereafter from time to time) as a CCA, as defined by PU Code Section 331.1, solely in order to investigate, pursue or implement Community Choice Aggregation Services pursuant to PU Code Section 366.2, et seq. or solely to administer energy efficiency programs in the CCA's geographic territory upon CPUC authorization pursuant to PU Code Section 381.1 ("CCA Service"). The provisions of this Agreement and Schedules CCA -INFO and CCA -SF govern the disclosure of Utility's confidential customer information to CCA ("Disclosure Provisions"). Form 14-769 6/2016 Page 1 (T) (L) The Parties hereby mutually agree that: Subject to the terms and conditions of this Agreement, current proprietary and confidential information of Utility regarding customers of Utility ("Utility Customers") may be disclosed to CCA from time to time in connection herewith as provided by the Disclosure Provisions and solely for the purpose of CCA Service. Such disclosure is subject to the following legal continuing representations and warranties by CCA: (a) CCA represents and warrants that, pursuant to PU Code Section 331.1, (1) it is either (i) a city, county, or other entity as defined in PU Code Section 331.1 whose governing board has elected to combine the loads of its residents, businesses, and municipal facilities in a community wide electricity buyers, or (ii) a city, county, or other entity as defined in PU Code Section 331.1 that intends to actively investigate or pursue delivery of electric service to customers located within the geographic territory of the CCA; and (2) that to investigate, pursue or implement CCA Service, it requires certain Confidential Information, as defined in Section 2, below; (L) (b) CCA represents and warrants that it has all necessary authority to enter into this Agreement, and that it is a binding enforceable Agreement G according to its terms; I (c) CCA represents and warrants that the authorized representative(s) n executing this Agreement is authorized to execute this Agreement on behalf of the CCA; and G r (d) CCA confirms its understanding that the information of Utility Customers is of a highly sensitive confidential and proprietary nature, and that such information will be used as contemplated under the Disclosure Provisions N solely for the purposes of investigating, pursing or implementing CCA Service, and that any other use of the information may permit Utility to N suspend providing further information hereunder.' (L) Form 14-769 6/2016 Page 2 (e) CCA represents and warrants that it will implement and maintain (L) reasonable security procedures and practices appropriate to the nature of the information, to protect the Confidential Information from unauthorized access, destruction, use, modification, or disclosure, and prohibits the use of the data for a secondary commercial purpose not related to CCA y Service or energy efficiency purposes without the customer's prior consent to that use. 0 2. The confidential and proprietary information disclosed to CCA in connection herewith may upon request include, without limitation, the following billing d information about Utility Customers: Customer -specific information from the current billing periods as well as prior 12 months consisting of: service account number, name on service account, service address with zip code, mailing address with zip code, email address, telephone number, meter number, monthly kWh usage, monthly maximum demand where available, d electrical or gas consumption data as defined in PU Code Section 8380, other 9 data detailing electricity or needs and patterns of usage, Baseline Zone, CARE participation, End Use Code (Heat Source) Service Voltage, Medical N Baseline, Meter Cycle, Bill Cycle, Level Pay Plan and/or other plans, Horse Power Load and Number of Units and monthly rate schedule for all accounts I within the CCA's geographic territory (collectively, "Confidential Information"). I Confidential Information shall also include specifically any copies, drafts,' revisions, analyses, summaries, extracts, memoranda, reports and other materials prepared by CCA or its representatives that are derived from or N based on Confidential Information disclosed by Utility, regardless of the form I of media in which it is prepared, recorded or retained. d 3. Except for electric usage information provided to CCA pursuant to' this Agreement, Confidential Information does not include information that CCA proves (a) was properly in the possession of CCA at the time of disclosure; (b) M is or becomes publicly known through no fault of CCA, its employees or V representatives; or (c) was independently developed by CCA, its employees or representatives without access to any Confidential Information. �I 4. From the Effective Date, no portion of the Confidential Information may be disclosed, disseminated or appropriated by CCA, or used for any purpose I other than for CCA Service as permitted under this Agreement and the A Disclosure Provisions. (L) Form 14.769 6/2016 Page 3 5. CCA shall, at all times and in perpetuity, keep the Confidential Information in (L) the strictest confidence and shall take all reasonable measures to prevent unauthorized or improper disclosure or use of Confidential Information. CCA } shall implement and maintain reasonable security procedures and practices appropriate to the nature of the information, to protect the Confidential Information from unauthorized access, destruction, use, modification, or I disclosure and prohibits the use of the data for a secondary commercial purpose not related to CCA Service. Specifically, CCA shall restrict access to Confidential Information, and to materials prepared in connection therewith, to Q those employees or representatives of CCA who have a "need to know" such Confidential Information in the course of their duties with respect to the CCA Service and who agree to be bound by the nondisclosure and confidentiality obligations of this Agreement, provided, however, that, an Energy Service Provider, agent, or any other entity, including entities that provide both direct N access (as codified in Assembly Bill No. 1890, Stats. 1996, ch. 854) and CCA N Service shall limit their utilization of the information provided to the purposes for which it has been provided and shall not utilize such information, directly or indirectly, in providing other services, including but not limited to Direct Access services, in order to effectuate the obligations of this Agreement. Prior to I disclosing any Confidential Information to its employees or representatives, N CCA shall require such employees or representatives to whom Confidential Information is to be disclosed to review this Agreement and to agree in writing to be bound by the terms of this Agreement by signing the "Non -Disclosure I Agreement for CCA Employees or Representatives" form attached as Exhibit I A hereto. CCA shall provide Utility with copies of the signed Exhibit A forms at Utility request. CCA shall also provide Utility with a list of the names, titles, and addresses for all persons or entities to which Confidential Information is N disclosed in connection herewith ("Disclosure List"). This Disclosure List shall be updated by CCA on a regular basis, and will be provided to Utility once N each quarter at a minimum. d CCA shall be liable for the actions of, or any disclosure or use by, its employees or representatives contrary to this Agreement; however, such I liability shall not limit or prevent any actions by Utility directly against .such employees or representatives for improper disclosure and/or use. In no event shall CCA or its employees or representatives take any actions related to Confidential Information that are inconsistent with holding Confidential Information in strict confidence. CCA shall immediately notify Utility in writing if it becomes aware of the possibility of any misuse or misappropriation of the Confidential Information by CCA or any of its employees or representatives. However, nothing in this Agreement shall obligate Utility to monitor or enforce CCA's compliance with the terms of this Agreement. (L) Form 14-769 6/2016 Page 4 7. CCA shall comply with the consumer protections and requirements concerning (t subsequent disclosure and use of Confidential Information pursuant to CPUC Decision No. 12-08-045. N 8. CCA acknowledges that disclosure or misappropriation of any Confidential Information could cause irreparable harm to Utility and/or Utility Customers, the amount of which may be difficult to assess. Accordingly, CCA hereby confirms that Utility shall be entitled to apply to a court of competent I jurisdiction or the CPUC for an injunction, specific performance or such other relief (without posting bond) as may be appropriate in the event of improper N disclosure or misuse of its Confidential Information by CCA or its employees a or representatives. Such right shall, however, be construed to be in addition p to any other remedies available to Utility, in law or equity., 9. In addition to all other remedies, CCA shall indemnify and hold harmless Utility, its affiliates, subsidiaries, parent company, officers, employees, or I agents from and against and claims, actions, suits, liabilities, damages, losses, expenses and costs (including reasonable attorneys' fees, costs and disbursements) attributable to actions or non -actions of CCA and/or its V employees and/or its representatives in connection with the use or disclosure N of Confidential Information. d 10. If, at any time, CCA ceases its investigation, pursuit or implementation of, community choice aggregation pursuant to PU Code Section 366.2 et seq., I CCA shall promptly return or destroy (with written notice to Utility itemizing the materials destroyed) all Confidential Information then in its possession at the request of Utility. Notwithstanding the foregoing, the nondisclosure obligations A of this Agreement shall survive any termination of this Agreement. q 11. This Agreement shall be binding on and inure to the benefit of the successors and permitted assigns of the Parties hereto. This Agreement shall not be assigned, however, without the prior written consent of the non -assigning Party, which consent may be withheld due to the confidential nature of the information, data and materials covered. 12. This Agreement sets forth the entire understanding of the Parties with respect to the subject matter hereof, and supersedes all prior discussions, G negotiations, understandings, communications, correspondence and N representations, whether oral or written. This Agreement shall not be amended, modified or waived except by an instrument in writing, signed by both Parties, and, specifically, shall not be modified or waived by course of performance, course of dealing or usage of trade. Any waiver of a right under this Agreement shall be in writing, but no such writing shall be deemed a I subsequent waiver of that right, or any other right or remedy. (t-) Form 14-769 6/201Q Page 5 13. This Agreement shall be interpreted and enforced in accordance with the laws (L) of the State of California, without reference to its principles on conflicts of laws. I 14. This Agreement shall, at all times, be subject to such changes or modifications by the CPUC as it may from time to time direct in the exercise of its jurisdiction. IN WITNESS WHEREOF, the authorized representatives of the Parties have executed this Agreement as of the Effective Date. SOUTHERN CALIFORNIA EDISON COMPANY BY: TITLE:. [CCA name] BY: TITLE: Form 14-769 6/2016 Page 6 (L) EXHIBIT A (L) NON -DISCLOSURE AGREEMENT FOR CCA EMPLOYEES OR REPRESENTATIVES declare under penalty of perjury that (1) I am employed as ............ ,_(title) at ...m (employer and address); and city, NON- DISCLOSURE AGREEMENT as executed b 2 1 have personallyreviewed the attached COMMUNITY CHOICE AGGREGATOR N ❑ County, or ❑ Joint Powers Authority (check only one) relating to disclosure and use of (N) Confidential Information (as defined therein) and I agree to be bound by its provisions. Signed: Print Name: Dated: Form 14-769 6/2016 Page 7 Attachment # riNNrl Nlwry#'a,Fwi sww"wWX ED SON Southern California Edison Revised Cal. PUC Sheet No. 49644-E Rosemead, Californla (U 338-E) Cancelling Original Cal. PUC Sheet No. 37970-E"" (To be inserted by utility) Advice 2705-E Decision res Sheet 1 COMMUNITY CHOICE AGGREGATION SERVICE DECLARATION Form 14-770 Issued by (To be inserted by Cal. PUC) -A%04r, Date Filed Mar 2, 2012 - Vi P°° �pt Effective Mays, 2012 Resolution .._._......��.m�..._......... ...... ...-......... [name], state as follows: 1. I am the mayor or chief administrator and authorized to make this (T) declaration on behalf ofw.�ma�.R [pante of city, county or other entity(ies) that may become a community choice aggregator as defined in Public Utilities Code Section 331.11. (T) (D) 2. I understand that all of the confidential information provided by Southern California Edison Company to_._,g.... (entity named above) is subject to the terms and conditions of the Nondisclosure Agreement between these two entities and is provided for the sole purpose of enabling ,. �......m... .,.. _..m_._ (entity panted above) to investigate, pursue or implement (T) community choice aggregation under Section 366.2 of the California Public (T) Utilities Code. I declare under penalty of perjury under the laws of the State of California (T) that the foregoing is true and correct. Executed this day of , ,. .�.ww.._...._..... at .�._�.�.�..._...�.� (city, state). [signature] Rev 3112 Form 14-770 . Attachment #3 AGREEMENT FOR CONSULTING SERVICES BY AND BETWEEN THE CITY OF BALDWIN PARK AND THE CALIFORNIA CHOICE ENERGY AUTHORITY THIS AGREEMENT FOR CONSULTING SERVICES (this "Agreement") is made and entered into this 18th day of October, 2017, by and between the City of Baldwin Park, a municipal corporation located in the County of Los Angeles, State of California ("Baldwin Park"), and the California Choice Energy Authority, created pursuant to the Joint Exercise of Powers Act (Cal. Gov't. Code Sections 6500 et seq.) ("CCEA") (Collectively, the "Parties" and singularly, sometimes, a "party"). RECITALS WHEREAS, Baldwin Park desires to engage CCEA to perform certain consulting services relating to the potential development of a Community Choice Aggregation ("CCA") program to provide energy to its residents and businesses, as more particularly described in the "Scope of Services and Payment Schedule," (sometimes, "Scope of Services") attached hereto and incorporated herein by this reference as Exhibit "A" and the Schedule of Performance attached as Exhibit `B;" and WHEREAS, CCEA desires to undertake said consulting services and represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees. NOW, THEREFORE, IN CONSIDERATION OF THE COVENANTS, CONDITIONS AND PROMISES CONTAINED HEREIN, THE PARTIES AGREE AS FOLLOWS: 1. Recitals. The Recitals set forth above are true and correct and are hereby incorporated into this Agreement by this reference, as though set forth in full herein. 2. Description of Work. CCEA shall perform or facilitate the performance of the services set forth in the Scope of Services (sometimes, "Services"). 3. Obligations of Baldwin Park. Baldwin Park shall pay to CCEA an amount not to exceed Sixty -Three Thousand Dollars ($63,000) for and in consideration of the faithful performance of the Services. Baldwin Park shall pay CCEA no later than thirty (30) days after approval by Baldwin Park staff of the invoice for the Services rendered. 4. Obligations of the CCEA. Except as otherwise provided in this Agreement, the CCEA's Board of Directors or its designee shall determine which CCEA employees, contractors and/or consultants shall perform the Services. 5. Effective Date. This Agreement shall become effective and binding upon the Parties at such time as all of the signatories hereto have signed the original or a counterpart original of this Agreement ("Effective Date"). - 1 - 6. Term• Termination. The term of this Agreement shall commence as of the Effective Date and expire upon the completion of all phases of CCA formation and final payment for the services, or upon the termination of the Agreement as set forth herein. Either party may terminate this Agreement at any time without cause by giving thirty (30) days written notice to the other party of such termination and specifying the effective date thereof. In the event of termination of this Agreement by the City, CCEA shall be paid on a prorated basis for work completed on the Phase in progress at time of termination. In the event of termination of this Agreement by the CCEA, no monies shall be paid by Baldwin Park. 7. Indemnification. a. Baldwin Park agrees to indemnify, defend and hold harmless CCEA, its board of directors, officers, members, consultants and members' employees, contractors and/or consultants from and against any and all claims, demands, actions, losses, damage, injuries, and liability, direct or indirect (including any and all costs of investigation and defense, settlement and awards, and attorney's fees, in connection therewith), based or asserted upon any negligent or willful misconduct of Baldwin Park, its officers, employees, agents or representatives, arising out of or in any way relating to this Agreement. b. CCEA agrees to indemnify, defend and hold harmless Baldwin Park from and against any and all claims, demands, actions, losses, damage, injuries, and liability, direct or indirect (including any and all costs of investigation and defense, settlement and awards, and attorney's fees, in connection therewith), based or asserted upon any negligent or willful misconduct of CCEA, its officers, employees, agents or representatives, arising out of or in any way relating to this Agreement or the performance of Services pursuant hereto. C. Baldwin Park does not, and shall not, waive any rights that it may have against CCEA under this Section because of the acceptance by Baldwin Park, or the deposit with Baldwin Park, of any insurance policy or certificate required pursuant to this Agreement. The hold harmless, indemnification and duty to defend provisions of this Section shall apply regardless of whether or not said insurance policies are determined to be applicable to the claim, demand, action, damage, liability, loss, cost or expense described herein. d. Notwithstanding the provisions of this section, CCEA shall not be responsible for damages or be in default or deemed to be in default by reason of delay caused by strikes, lockouts, accidents, or acts of God, or the failure of Baldwin Park to furnish timely information or to approve or disapprove CCEA's work promptly, or by reason of delay or faulty performance by Baldwin Park, its contractors, governmental agencies, or Southern California Edison, or by reason of any other delays beyond CCEA's control, or for which CCEA is without fault. 8. Ownership of Documents. All reports, studies and other documents that are prepared by CCEA, its employees, contractors and/or consultants in the course of performing the work required by this Agreement, and are specific to Baldwin Park's CCA, shall be the property of Baldwin Park. 9. Data Provided to CCEA. Baldwin Park shall provide to the CCEA all data, including reports, records and other information, in Baldwin Park's possession, custody or control, which is reasonably requested by CCEA and which is required to facilitate the timely performance of the Services. 10. Insurance Lierrirements. a. Policies. Prior to CCEA's commencement of any Services, CCEA, at CCEA's own cost and expense, shall procure and maintain, for the duration of this Agreement, the following insurance policies: (1) General Liability Coverage. CCEA shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence, and two million dollars ($2,000,000) in the aggregate, for bodily injury, personal injury and property damage. CCEA shall provide insurance on an occurrence, not claims -made basis. (2) Automobile Liability Coverage. CCEA shall maintain commercial automobile liability insurance covering bodily injury, personal injury and property damage for all activities of the CCEA arising out or of in connection with the Services, including coverage for owned, hired and non -owned vehicles, in an amount of not less than one million dollars ($1,000,000) combined single limit for each occurrence, and one million dollars (1,000,000) in the aggregate. b. Certificates of Insurance. As of the execution of this Agreement, Baldwin Park has reviewed the coverages secured by CCEA from Special District Risk Management Authority and has determined such coverages to be satisfactory to Baldwin Park. CCEA agrees to ensure that the most current certification of coverage is on file with the City at all times during the term of this Agreement. 11. Independent Contractor's Status of CCEA. CCEA shall at all times during the term of this Agreement remain, as to Baldwin Park, a wholly independent contractor and shall perform the services described in this Agreement as an independent contractor and further, hereby waives any claims for any compensation or benefits afforded to City employees and not to independent contractors. Neither Baldwin Park nor any of its agents shall have control over the conduct of CCEA or any of CCEA's employees or agents, except as herein set forth. Nothing contained in this Agreement shall be deemed, construed or represented by Baldwin Park or CCEA or by any third person to create the relationship of principal and agent and CCEA shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of Baldwin Park. CCEA shall have no authority, expressed or implied, to act on behalf of Baldwin Park in any capacity whatsoever as an agent, nor shall CCEA have any authority, expressed or implied, to bind Baldwin Park to any obligation whatsoever. 12. Civil Code Section 1542 Waiver. CCEA expressly waives any and all rights and benefits conferred upon it by the provisions of section 1542 of the California Civil Code which reads as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." M This waiver shall be effective as a bar to any and all actions, fees, damages, losses, claims, liabilities and demands of whatsoever character, nature and kind, that are known or unknown, or suspected or unsuspected, including, without limitation, claims of entitlements under the California Public Employees' Retirement System (Ca1PERS) that are only afforded to employees and not independent contractors. CCEA further represents and warrants that it understands this waiver and that if it does not understand this waiver, it shall seek the advice of a qualified attorney before executing this Agreement. Initials 13. Professional Ability of CCLA•'Vt rant Famfliarily with Work; Permits And Licenses. a. CCEA warrants that all Services will be performed in a competent, professional and satisfactory manner in accordance with the standards prevalent in the industry for such services. b. By executing this Agreement, CCEA warrants that: (1) it has thoroughly investigated and considered the work to be performed; (2) it has investigated the issues regarding the Scope of Services; (3) it has carefully considered how the work should be performed; and C. CCEA represents that it has obtained and will maintain at all times during the term of this Agreement all professional and/or business licenses, certifications and/or permits necessary for performing the services described in this Agreement. The Parties agree that CCEA shall not be required to obtain a City of Baldwin Park business license. 14. Notices. Any notice or communication required or permitted under this Agreement shall be sufficiently given if delivered in person or by certified mail, return receipt requested, and addressed as listed below. All notices required by this Agreement are effective on the day of receipt, unless otherwise indicated herein. CCEA Mark Bozigian, Executive Director California Choice Energy Authority c/o City of Lancaster 44933 North Fern Avenue Lancaster, California 93534 BALDWIN PARK Shannon Yauchzee, Chief Executive Officer City of Baldwin Park 14403 E. Pacific Avenue Baldwin Park, CA 91706 15. Resolution of :Dis Utes. Disputes regarding the interpretation or application of any provision of this Agreement shall, to the extent reasonably feasible, be resolved through good faith negotiations between the Parties. 16. Confidentiality. a. All ideas, memoranda, specifications, plans, procedures, drawings, photographs, descriptions, computer program data, input record data, written information, and other documents and data either created by or provided to CCEA in connection with the performance of this Agreement shall be held confidential by CCEA to the maximum extent permitted by law. Except to the extent that such information constitutes a public record pursuant to the California Public Records Act, such materials shall not, without prior written consent of Baldwin Park, be used by CCEA for any purposes other than the performance of the Services under this Agreement, nor shall such materials be disclosed to any person or entity not connected with the performance of the Services. Nothing furnished to CCEA which is otherwise known to CCEA or is generally known, or has become known, to the related industry shall be deemed confidential. b. CCEA shall not use Baldwin Park's insignia or photographs relating to the project for which CCEA's Services are rendered without the prior written consent of Baldwin Park. 17. CCEA's Books and Records. a. CCEA shall maintain all documents and records which demonstrate performance under this Agreement for a minimum of three years, or for any longer period required by law, from the date of termination or completion of this Agreement. b. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at reasonable times during regular business hours, upon written request by Baldwin Park's Chief Executive Officer, City Attorney, City Auditor or a designated representative of these officers. Copies of such documents shall be provided to Baldwin Park for inspection at Baldwin Park's address indicated for receipt of notices in this Agreement when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at CCEA's address indicated for receipt of notices in this Agreement. 18. Severability. If any provisions of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited. 19. Amendment. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon mutual written approval by the CCEA and Baldwin Park. 20. Waiver. No waiver of any provision of this Agreement shall be binding, unless executed in writing by the party making the waiver. No waiver of any provision of this Agreement shall - 5 - be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any such waiver constitute a continuing or subsequent waiver of the same provision. Failure of either party to enforce any provision of this Agreement shall not constitute a waiver of the right to compel enforcement of the remaining provisions of this Agreement. 21. Govej2i�r aid ens e, This Agreement shall be construed in accordance with the laws of the State of California. All proceedings involving disputes over the terms, provisions, covenants or conditions contained in this Agreement and all proceedings involving any enforcement action related to this Agreement shall be initiated and conducted in the applicable court or forum in Los Angeles County, California. 22. Liti atiou Ex enses and Attorne s Fees. In the event any action, suit or proceeding is brought for the enforcement of, or the declaration of any right or obligation pursuant to this Agreement or as a result of any alleged breach of any provision of this Agreement, the prevailing party in such suit or proceeding shall be entitled to recover its costs and expenses, including reasonable attorney's fees, from the losing party, and any judgment or decree rendered in such a proceeding shall include an award thereof. 23. Entire Agreement. This Agreement supersedes any and all other agreements, either oral or written, between Baldwin Park and CCEA with respect to the subject matter of this Agreement. This Agreement contains all of the covenants and agreements between the Parties with respect to the subject matter of this Agreement, and each party to this Agreement acknowledges that no representations, inducements, promises, or agreements have been made by or on behalf of any party except those covenants and agreements embodied in this Agreement. No agreement, statement, or promise not contained in this Agreement shall be valid or binding. 24. Non -Liability of City Officers and Eng llo ees, No officer or employee of Baldwin Park shall be personally liable to CCEA, or any successor in interest, in the event of any default or breach by Baldwin Park or for any amount which may become due to CCEA or to its successor, or for any breach of any obligation of the terms of this Agreement. 25. C"a tions anal Headings. The captions and headings contained in this Agreement are provided for identification purposes only and shall not be interpreted to limit or define the content of the provisions described under the respective caption or heading. 26. C'otinter arts. This Agreement may be executed in counterparts by each of the Parties. Each such counterpart shall constitute an original and all such counterparts so executed shall constitute one Agreement, binding upon the Parties, notwithstanding that all of the Parties are or may not be a signatory to the original or the same counterpart. Each counterpart shall have the same force and effect as if all such signatures were contained in one instrument. A facsimile copy shall be considered an original for the purposes of this Agreement. Facsimile or e-mail transmissions shall be deemed effective as originals. 27 No Third 'Partv beneficiaries. The Parties do not intend the benefits of this Agreement to inure to any third party, nor shall any provision of this Agreement be so construed. M 28. Assiganinent and Subcontractin ". a. The experience, knowledge, capability and reputation of CCEA, its principals and employees were a substantial inducement for Baldwin Park to enter into this Agreement. Assignments of any or all rights, duties or obligations of CCEA under this Agreement will be permitted only with the written consent of Baldwin Park. b. CCEA shall not subcontract any portion of the work to be performed under this Agreement without the written consent of Baldwin Park. If Baldwin Park consents to such subcontract, CCEA shall be fully responsible to Baldwin Park for all acts or omissions of the subcontractor. Nothing in this Agreement shall create any contractual relationship between Baldwin Park and subcontractor nor shall it create any obligation on the part of Baldwin Park to pay or to see to the payment of any monies due to any such subcontractor other than as required by law. Baldwin Park expressly acknowledges that: i. CCEA is staffed by employees of the City of Lancaster. ii. CCEA contracts with Pacific Energy Advisors for compiling data, load forecasting, and preparation of pro formas. iii. CCEA contracts with Bayshore Consulting Group Inc. for the preparation of implementation plans. Baldwin Park hereby expressly consents to performance of the Services pursuant to this Agreement by the persons and/or entities identified in the immediately preceding paragraphs. 29. Principal Representatives. a. Jason Caudle is designated as CCEA's Principal Representative and is the person responsible for undertaking, managing and supervising the performance of all of the services set forth in the Scope of Services. CCEA's designated Principal Representative's experience, knowledge, capability and reputation were a substantial inducement for Baldwin Park to enter into this Agreement, and as such, for the purposes of performing the Scope of Services of this Agreement, the duties of CCEA's designated Principal Representative shall not be reassigned, without the express written consent of both parties. b. Shannon Yachuzee, Chief Executive Officer, shall be the Principal Representative of Baldwin Park for purposes of communicating with CCEA on any matter associated with the performance of the services set forth in this Agreement. 30. Representations of Parties and Persons Eecutin Areenieijt. a. Each of the Parties hereby represents that all necessary and appropriate actions of its governing body have been taken to make this Agreement a binding obligation of each of the Parties. b. The persons executing this Agreement warrant that they are duly authorized to execute this Agreement on behalf of and bind the party each purports to represent. -7- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their respective officers thereunto duly authorized. CITY OF BALDWIN PARK BALDWIN PARK, CALIFORNIA Manual Lozano, Mayor Dated: ATTEST: Alejandra Avila, City Clerk i"s � APPROVED AS TO FORM: Robert Tafoya, City Attorney CALIFORNIA CHOICE ENERGY AUTHORITY Mark Bozigian, Executive Director Dated: F.1wilm- Britt Avrit, Lancaster City Clerk / CCEA Secretary APPROVED AS TO FORM: Allison Burns, Lancaster City Attorney / Counsel for CCEA Board of Directors EXHIBIT "A" SCOPE OF SERVICES AND PAYMENT SCHEDULE Load Forecasting, Data Analysis, and Pro -forma Development $33,000 Aggregate load data requested from SCE. Once in receipt of the load data, a third party consultant, Pacific Energy Advisors (PEA), will provide the technical expertise to analyze the data, determine a load profile, estimate total usage, compare that to current market conditions, and prepare a pro -forma. Note that this is the initial pro - forma to submit in the Implementation Plan and only provides an estimate. The CCA cannot get the detailed load data from SCE until the Implementation Plan is certified by the CPUC. Pro Forma will be completed no later than 10 weeks after data is received from SCE. Preparation of the Implementation Plan, Ordinance and Statement of Intent to Form a CCA $20,000 An Implementation Plan and Ordinance must be prepared and adopted declaring a city's intent to form a CCA. This is a relatively straightforward process and does not commit Baldwin Park to any risk. The Implementation Plan will identify specific duties, address how Baldwin Park will interface with consultants and other third parties, and develop organizational structures which outline the operational functions and duties. This phase also includes incorporating and synthesizing all information created and obtained, and preparing the final Implementation Plan to be reviewed and approved by your City Council and thereafter submitted to the CPUC. Again, note that when approved, Baldwin Park still has no obligation to procure, sell or deliver energy. As with all Ordinances, it requires a public hearing with two readings. The ordinance is non-specific to the price, terms and operations of the CCA. Proposal includes attendance at meetings with staff, City Council Study Sessions and City Council meetings as needed for a successful outcome. Administrative Support $10,000 CCEA staff support throughout the formation process including interfacing with Southern California Edison, Public Utilities Commission and technical consultants, coordination of meetings with staff and City Council, maintaining project schedule and ensuring that all deliverables are met according to CCA launch timeline. Total Costs for Formation Work..................................................................... $63,000.00 EXHIBIT "B" SCHEDULE OF PERFORMANCE Payment is due within thirty (30) days following completion of a Phase and issuance of an invoice by CCEA. -10- �l � �, I;. RESOLUTION NO. 2017-202 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK TO CONDUCT A TECHNICAL STUDY TO EVALUATE A COMMUNITY CHOICE AGGREGATION WITH CALIFORNIA CHOICE ENERGY AUTHORITY ("CCEA") WHEREAS, Community Choice Aggregation (CCA) is a mechanism by which local governments assume responsibility for purchasing and providing electrical power for residential and commercial customers in their jurisdiction in partnership with Southern California Edison (SCE); WHEREAS, CCA, if determined to be technically and financially feasible, may procure energy from renewable sources and reduce greenhouse gas emissions generated by the Baldwin Park community; WHEREAS, CCA could provide substantial environmental and economic co -benefits to all residents and businesses in the City of Baldwin Park; WHEREAS, CCA provides the opportunity to fund and implement a wide variety of energy related programs of interest to the community; and WHEREAS, determining the technical and financial feasibility of CCA requires obtaining and analyzing Southern California Edison energy load data and conducting a Technical Feasibility Study. NOW THEREFORE, IT IS HEARBY RESOLVED AS FOLLOWS: SECTION 1. The City Council of the City of Baldwin Park authorizes the Chief Executive Officer, or her designee, to develop a CCA Technical Feasibility Study through an agreement with California Choice Energy Authority, with a total cost of the study not -to -exceed $63,000. SECTION 2. The City Council of the City of Baldwin Park authorizes the Chief Executive Officer, or her designee, to request energy load data from SCE for the purposes of preparing a CCA Technical Feasibility Study; and adoption of this resolution in no way binds or otherwise obligates the City of Baldwin Park to participate in a Community Choice Aggregation Program, unless it so chooses by passage of a City Resolution. PASSED, APPROVED, AND ADOPTED this 18th day of October 2017. MANUEL LOZANO MAYOR ATTEST: _ STATE OF CALIFORNIA COUNTY OF LOS ANGELES �'�-� SS. CITY OF BALDWIN PARK J I, ALEJANDRA AVILA, Deputy City Clerk of the City of Baldwin Park do hereby certify that the foregoing Resolution No. 2017-202 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on October 18, 2017 and that the same was adopted by the following vote to wit: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ALEJANDA AVILA CITY CLERK ITEM NO. STAFF" El O. %%f f 1 (l y Tum iimtl uuuVVV iiipumuuu iiimiiiiipuum�� �� mollllllllll 1111 1L 0 TO: Honorable Mayor and City Councilmembers uF FROM: Gus Romo, Director of Community Developmei • AN rassNL DATE: October 18, 2017 VALLEY . SUBJECT: REVIEW OF CURRENT APPLICATIONS AND CONSIDERATION OF APPOINTMENT OF MEMBERS FOR THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK SUMMARY This report requests that Council review the submitted applications for appointment to serve on the Housing Commission to fill the currently vacant Office Numbers 1 through 6. FISCAL IMPACT Commissioners serving on City Commissions receive a stipend of $50 for each Commission meeting attended. RECOMMENDATION Staff recommends that Council review the submitted Commission applications, accept nominations, authorize staff to initiate the appropriate background checks through the Department of Justice (DOJ) and, contingent upon satisfactory clearance by the DOJ, appoint individuals to the respective City Commissions and adopt Resolution No. 2017-166, entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING QUALIFIED INDIVIDUALS TO THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NUMBERS 1, 2, 3, 4, 5 and 6." LEGAL REVIEW This report and the associated Resolution has been reviewed and approved by the City Attorney as to legal form and content. BACKGROUND Pttrstu,,int to Chapter 32 of the Baldwin Park Municipal Code and in response to the vacant office seats of the Housing Commissions, staff advertised vacant office seats in the following locations throughout the city: City hall, J'talia McNeill Senior Center, Esther Snyder C0111a11u11ity Center„ L aldwiai Park Library and Baldwin P'xa.rl� Arts & Recreation ;"enter, as well as ati interactive batmer oai the City web site. Staff has been accepting applications on an oai-going basis sand leas a•eceived eight applications for consideration and selection to fill the seats on the Housing Commission. The applications for the Housing Commission were received and reviewed for completion of required information, residency was confirmed and voter registration was verified as applicable. Copies of the applications were also provided to the departments for review and to further qualify applicants. Staff respectfully request that Council review the applications and select those individuals they wish to appoint to the Housing Commission. ALTERNATIVE NATIVE Council may choose to not select either applicant and allow the seats to remain vacant until additional applications are received and presented for consideration. ATTACHMENTS #1 — Summary of Applicants #2 — Commissioner Applicants #3 — Resolution No. 2017-166 Attachment # Baldwin Park Housing Commission Current ositions: Position ,,,,,,,�...__.......Term. Nam..........e�.. �.. Commissioner ..... �.. _ing End_.. .. 1. Commissioner w.___n.._.�m__......m.. ...,,,,�,��,,,.,..e.,.�...... Open Commissioner 06/30/18 2. Commissioner .. Open CommissionerLuz .............. ---... ... � .,� 06/30/18 ... .-..... 3. Commissioner Open Commissioner 06/30/19 �_......_....... -.. ........... .............�.....��.�._ 4. Commissioner Open m. 06/30/19 _ �....._...e� ._.. ... 5. Commissioner Open 06/30/19 6. Commissioner (Section 8) ....... Open w 06/30/19�� u7. Commissioner (Section 8 over 62 yrs) Open 06/3 0/ 18 Applicants for vacantpositions: Position..._..___._ _ . ..._ .............. Name —_..,_ ......... �.. Commissioner ..... �.. Adrian Arreola 111-11---- ..""..-. Commissioner.Alice .n ............. ._..�__...- Ting .Leon������.. Commissioner John De Commissioner (Section 8 qualified) ontano ..Luis , -Montano CommissionerLuz .............. ---... ... � .,� . Dajero Commissioner ._____,.� Marvin Lara Commissioner Peter Ho Commissioner Rene Lara Attachment #2 ADRIAN ARREOLA 4 PLEASE ATTACH A, CITY OF BALDWIN PARKztN�a�t;�ttttrl0),Ada CURRENT COPY OF',�a�NivdNtMir+<t 1v�t hlto A U7'UATY RILL AND APPLICATION FOR CITY COMMISSION A COPY OF YOUR And PHOTt IDSTATEMENT OF QUALIFICATIONS _ FOLLOWING THE COMMISSION: _— ti 0,j r �� s h 5�. I cv) _ J`A : P*vf APPLICATION ll rr� r r s r e foeach 1c9 .-!,n1j �sic,rt1 PERSONAL INFORMATION: Name LACgC�q✓a"�f��4a Residence Address Length of time at this Address: I E-mail addross;: _,_.µ � ,,_�W_, Vill, r„y„inti t A.a __..._ ._...� 9 Home Phone No._ � �.� - �� Cell/Massa a Phone No. Y Y 9 Y g Y � Are you 18 ears of age or older? r S ; �,� Are you registered to vole in the Cit of Baldwin Park? Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? If yes, name of agency and position:,, EDUCATION: Circle Highest grade you completed: 1 2 3 4 6 6 7 8 9 10 11 d2j High School Graduate? t a _ G.E,D,? � �^ �rUr+” �. � � � �. � �':; � u @ ��:�:, � / �:;� yet w � � w' „� u � ^-�„ d, a u�'��„t�° i � � �✓urdQ � �� EMPLOYMENT INFORMATION / EXPERIENCE: � �ID� �"�' �..t.t!'ti� ���� Q:bTM°PiAtl•�r�✓u2� 'wC 'e"r�fq .w.a” �� d1� ,�¢ Y �. "� `,' ✓ -Yw �,�=+.rn V"d. +4' F�"J7 w+. W 14" 'AvN 8'� �I �. M Y'M f C.,d' 4p, rc Y:s ✓.t,✓g + T vvv d REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officlals and who can comment on your capabilities and character, Address �t c; T,�v Iii IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: G Date ACKNOWLEDGEMENT/CERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under prtritilt of perjury under Me daWs of the State of California that the foregoing Is true arad orract r , Signature Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes Residency verification: Yes Ik e t�atc ._... __-_�..._... Appointment date: � _ ,. Residency verification: 0 Yes 0 No Date. Term empire[[: e _ ❑ No Name Commission Requested; STATEMENT OF lfmIW.'IFICATIwNS: Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. �} p r � �Y "✓„ ( f"�� fIk *�� .... i t� "tir1 •.' aJ. Po.�i 0J�V 'ter e! �, � �.�� �,� ,�, ..::�„�u�_ ,,v, � �.i �� �w........_ �� �� � `�'� ..vada, ..,�.,.�.�...�.�.....�� ,.:F��.r a.'.�;) F "'" PN "V r„�^"o.i i.�•� t:+�� i �Yr 7 �y �� �' ����.V�1.•�'• 'q �, a �. � {'.. ::'.:, 4 �" �.,m�: ti•9 � ! s �� °"i � °; �1 ff' � 4 „�...., �..�..,+. � �I " 4 ¢.°m a �' ! w p � ,, ___ f Wu, 6."� ��" "'��;',� ��n ¢",A,.�,...q t.,,✓b,,-d ��4.,. �"`i�d'u.�:�y ae�be;u �.ny..� .�'�-u ,,� °'B".n ��® e -- _.... c ..�_ C: r r I p. a ��,.,,�."•, •x av f 4 y �? 4u% I .�r"' n. tw;� �, ✓" ...�.d,.._ ✓tea 0 Date• Signature Notice; Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment will invalidate this application. 3 � i tl n "' uTMwp� .� COMMUNICATIONS ACCOUNT NUMBER,. PIN NUMBERt 626-338- I PAGE UF5 Billing Date Now Charges Due Date Previous Balance Payments Received Thru 12/02/16 Balance Forward New Charges TOTAL AMOUNfDu9 .Pay Your Bill J Online: Frontler.com M Pay by Mail MyFrontier App 1.800.801.6652 Pay In Person, Frontier.com/walkinpay for locations 12/10/16 1/03/17 344.07 •341,77 2.30 171.72 $174.09 To Contact CJs 00 Chat: Frontler.com fh, Online: Frontiercom/heipcenter 0, 11.$00.921.8101 ; For the hearing Impaired �" TTY. 1.877 A62,6606 ' 1 8 0 0 PA HENT STUB Total Ar>nvunt Due $174.02 COMMUNICATIONG New Charges Due bate 1/03/17 P.O. Box 5157, Tampa, FL 33675 Account Number 626 -338 - Please do not send correspondence with your payment. Make checks payable to Frontler. Amount Enclosed To change your bllling address, call 1.800.921.8101 AV 02 024456 810618115 A"GIOGT In�IIIInInI ItIlnlnil IIIIIrIIInlllitllnlliliin��nll���li CORNELIO ARREOLA CLYDEWOOD 5T FRONTIER BALDWIN PARK, CA 91706-6422 PO BOX 740407 CINCINNATI OH 45274.0407 " rilinrll�htlllllntrlilnlilrltllullliltt�Itltlitlllltlltllln 2 420396263383914073096nDOUDUU2300000174022 Adrian rreoa Clydewood St. Baldwin Park, CA 91706 Email: Ogmail.com Tel: (626) SKILLS & ABILITIES: • Work well alone and with others in any task given • Fluent in English, and speak Spanish • Outstanding Attitude and Motivation to succeed • Goal Driven • Eager to Learn and Progress with knowledge given EDUCATION: • Baldwin Park High School. Graduate. • Citrus College 2011 -Present: Working on A.S Kinesiology and A.A in Business Administration. EXPERIENCE: Champ Sports. Sales Associate (November 2011 -June 2013) • Received 100% on a Mystery Shop for great customer service and communication. • I have contributed to great sales goals for the store and have had great reviews from customers to the manager on numerous occasions. • Managed registers, completed end of day cash wraps for store. Finishline/Macys. Sales Associate (June 2013- May 2015) • Contributing stellar numbers in sales to boost the productivity of the store. • Came in 13i place for having highest sales percentage of accessories for multiple weeks • Managed registers, completed end of day cash wraps for store. Conexion. Community Manager and Blogger (February 2014- May 2015) • Manage social media pages for California chambers and other small businesses in LA • Part of social media team for the America's Small Business Summit in Washington D.0 in the US Chamber of Commerce. • Attend networking events in LA, Orange County, etc. SCE Federal Credit Union. Bank Teller (May 2015- Present) • Perform full service banking transactions while in compliance with credit union policies and procedures. • Provide accurate and friendly customer service in a timely fashion. • Achieve and exceed required sales goals Esther Snyder Community Center and Teen Center 1 participated in Keep Baldwin Park Beautiful to rid the streets of debris, and helped clean a house for a disabled woman. (2008) Volunteered to set up and take Thanksgiving baskets for the homeless on Skid Row. (2008-2009) Volunteered for the Tree Lighting Ceremony to set up the equipment. (2009) 0 Santa Clothes Program (2016) LUZ DA JERO RECIFIVED PLEASE ATTACH A CITY OF BALDWIN PARK APR 19 2p17 CURRENT COPY OF APPLICATION -FOR CITY COMMISSION A UTILITY BILL AN And CITY OF 0ALOWiN A COPY'STATEMENT OF QUALIFICATIONS OF YOUR:� CM CLERKS j�L4pArCrMLN-r PHOTO ID APPLICATION IS FOR THE FOLLOWING COMMISSION: 1A uni-paratt? armitention Is reauhed for each coenittissior?) -7= . . ....... . .. PERSONAL INFORMATION, -4- Reeldence . ..... . L�'... '. - 4 �i Name . ................... - - — -------------------- 5 jo Length of time at this Address:��SL�mall Co uMo� 7 oo Home Phone No,y ;)hone N Are you 18 years Of age or otder?,_..__Y Are you registered to vote In the City of Baldwin Park? Do yoLt ourrenily serve as an elected ora ppointed Official for any board and/or agency within the City of Baldwin Park? If you, name of agency and poa EDUCATfON., Circle Highest grade you completed: 1 2 3 4 6 6 7 0 9 10 11 12 High School Graduate? EMPLOYMENT INFORMATION I EXPERIENCE: a A,, ry 09-ve4le- I IMY- '716 -0Af7_t- rCr ;Iected or Appointed Offlolals and who RCC RNC Sr Pno o /1AIdc�Arfja'mou of two (@) persons, who are not City of Baldwin Park r can comment on your capablIltles and character, IMPORTANT: Rand the following carefully and answer completely, A conviction is not an autorpullo bar to appointmont, Etwfi vaso I$ considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFMC VIOLATIOW.At. If yes, please list all offenses, date and place of offense(s), and sentence/fine received: Date ACKNOWLEDGEMENT/CERTIFICATION: I understand that upon fillno, this appflratlon Wmarnes a public WOW, I W(I(ly under penalty of ljoijury wider the laws of IhoSolato of 041110mla (hat the foregoing Is Irue and correct. ttire Rosidency vorificatl= El Yvs F1 No Date: Residency vorIncation: 0 Yes El NO Dalv.. . ...... verification: El Yes L]''No Voter Registration Verification: El Yes 0 No Appol"tmont dato; ------ Torin expiro.i, Nana Commission Requested:_ ....... .° A)�ALEMCYILQL9—IJALAFS MINA-. tise tills space to list your goals and objectives and why you foot you should be appointed to the oominisslon for which you are appiytrr . please Irtcludo any Wdlflonrai Information you feel will be benettcial to the Council In consideration of your appointment to this commission, 7"D -/ Cl;rrsat . Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. "l"f7ls Application and "tatolnei'il of a.aallfimalion wlil be kept o17 file for tt o (2)1 yeofst)(iririg this tfi77e, should ai va70a1)s.y occair 117 the cornrialssfon for Which you leave ioquested consideration of alppointmont, your applIvoliciri will be lnclardod N the pool of applicants provided howevor; deal you submit oormnl proof of residency at the Urne Of said recruitinotit, Faiilaiie to provide current proo[ofresidency willi each morultmont will invalidate this application. IF) VVT il`)('A'�ION gfi w, DAJERO FN UtJZVIMINnA PA,Mr)' 1 14; Upki'DwOl PARK. CA , ot QUO 5 IVAN, UT, *,"011" 'MY r .106 Itj 4R 'It WOO Go paperless: at . ,c / illing. it's fast, easy and secure. Rosemead, Your electricitybill Rasomead, GA fi 177'1.0001 wWVU,sCe.Cvm r % DA•1ER0, LUZ VIMINDA l Page 1 of ti a For billing and service Inquiries call 1-800.684-8123, Date bill prepared: Mar 1817 Your account summary Customer account 2»23-757-7885 Service account BALDWIN PARK, GA 91706 Rotating outage Group N001 Balance SOUTHERN CALIFORNIA I►u Marr m... _. .._ .rr.._ E D I S0N� An RAISON INTRRNATIONAG0 Company Go paperless: at . ,c / illing. it's fast, easy and secure. Rosemead, Your electricitybill Rasomead, GA fi 177'1.0001 wWVU,sCe.Cvm r % DA•1ER0, LUZ VIMINDA l Page 1 of ti a For billing and service Inquiries call 1-800.684-8123, Date bill prepared: Mar 1817 Your account summary Customer account 2»23-757-7885 Service account BALDWIN PARK, GA 91706 Rotating outage Group N001 Balance 60.i I►u Marr m... _. .._ .rr.._ 8il.il a forward l.t3ci YO anew s � �e�� _ �. � � X43.95 i otal amount you owe by Alar 0 '17 $43.95 Compare the electricity you are using For motor 222010-346642 from Feb 1517 to Mar 17'17 Total electricity you used this month In kWh 360 Your daily average electricity usage (kWh) 2 Years ago: 6.09 Last year: 8,00 This yoar:12.00 Your next Wiling cycle will and on or about Apr 98'17, your araorallaly (mage may be lalghar thane usuid— t`3aased on your tllstorlcaal usnue paatletra, your monthly usago Is kondlng highor than normal, els ar rust4l, you naaay notivu an looroase In yotor blit, if you mould Mice InlOr777011011 an tips and prograrns that can hello you lower your energy usago and your bill, please 00 www.ace.com/blllhelpar, JOHN DE LEON PLEASE ATTACH A CURRENT COPY OF A,UITILITY BILL AND A COPY OF YOUR PHOTO, ID CITY OF BALDWIN PARK L..�,I APPLICATION FOR CITY COMMIS i I,I r And l. a STATEMENT OF QUALIFICATION$..... APPLICATION IS FOR THE FOLLOWING COMMISSION: tlon..ls rggpired for each commisskirt . PERSONAL INFORMATION: d, e, L eoA Name "'CAAA ........... � .__. Residence Address W 1 ✓� J'�"/oF� 9 dress:_ ��._._._ ` t I I � ._ _...... Len th of time at this Address: E-mail ad Home Phone No. Cell/Message Phone No. ----.... _ .... . _ Are you 18 years of age or older? Are you registered to vote in the City of Baldwin Park? Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? Ifyes, name of agency and Iositlon:.....__._ .W., ......._ .. .......... . .. . _. _. w...__._.... EDUCATION: _ ..__..............._ Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? y� G,E,D, MAR'7 "ro Z✓t G f • A LA EMPLOYMENT INFORMATION I EXPERIENCE: ��n�� w, t ' Tt Lc� A t C l0o^- LAlo.vl C.vrn��ssl� t 12 tkA, t -e-5 + 4 . A j - to . �jt-" A" "ir�.4 e -I W,tA4— Vi'µ rH C,W 41'V44\ REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. vW�'i ✓� Lt �! M41 ®1..-A 'Vnt"k- /_Ki - Phonn No. IMPORTANT: Read the following carefully and answer completely, A conviction is not an automatic bar to appointment. Each case is considered on Its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION?_ If yes, Please list all offenses, date and place of offense(s), and sentence/fine received; Date . ACKNOWLEDGE=MENT/CERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the State of California that the foregoing Is truV"', Sii tai re Residency verification: ❑ Yes ❑ No Date:, Voter Registration Verification: ❑ ,Yes ❑ No Residency verification: ❑ Yes ❑ No Date, _ „w a Appointment date: Ros'itivncy verification: ❑ Yes 0 No Dale; Term exvi es: Name �0 4 ._��� �-t%o��mm _ Commission Requested', STATEMENT CI -QUALIFICATIONS: Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. g " /� ^"P_..�_...r 1V\Q' :: ;✓pre .. !,.,,,.,, t�'' �! .. d www �/ " 4w .yC + " , A4 t,✓i .1 l lirin�k5 a r `rJdt�� T r c , .. c ..M.... w. __ ..........__. _ _..._ .......�. _.. �.�. �._. �...a�µ i� �ai'a' (a a ._ 1 7'1 "� _ ?Tm ate" R w ✓1 4mm 0 ` T.:. ly,, _'.. C'. lw N GoMv��ss;�ne,r WtorkWc +0 (�� � ��� o� u �.���...��_._._.. �. __.....��I Com ............... CA �. ..t AAD,/- Notice; Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, yoar application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment.' Failure to provide current proof of residency with each recruitment will invalidate this application. -eJA w P . 6 j � � i� �ai'a' (a a ._ 1 7'1 "� _ ?Tm ate" R w ✓1 4mm 0 ` T.:. ly,, _'.. C'. lw N GoMv��ss;�ne,r WtorkWc +0 (�� � ��� o� u �.���...��_._._.. �. __.....��I Com ............... CA �. ..t AAD,/- Notice; Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, yoar application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment.' Failure to provide current proof of residency with each recruitment will invalidate this application. Page 3 of 4 i e Customerservice Accountnumber Call us anytime 1-888-892-2253 844830 Warner Vislt us at twc.com Cablee Due date Service period Amount due Mar 24, 2016 03114- 04/13 $34.99 Service address John B. DE Leon Baldwin Park CA 91706.2906 You are an AUTOPAY customer. Thank you! Your Automatic Payment Will Be Made 03/21/16 84483002UQ46869900034991 Previous balance 6t payments Balance last statement 34,99 Payments received as of Mar 4, 2016 34.99 Current month Monthly services 34.99 Total due by q_ _.......-.�.............._�. UTOPAY $34.99 ENJOY TWC BETTER Now upgraded services are Installed at your convenience with a 1 -hour appointment window. Access over 450,000 free TWC WIFI° hotspots nationwide, Use our WIFI Finder app wherever you are. Upgrade and Save with limited time offersl From premium content to blazing fast Internet. Time Warner Cable can help you Enjoy Better, Call 1-855.236-0993 today to get more and save every month. M„ w„--- -- .._..a.m_ _.._.._w_ i'itT1e _....,,, .,MN„,...., wµ.,. _ _. ........... _.__W._ ..„,. Please en Gose this coupon with your payment. Warner 4ax�tiy Cable- CITY OF INDUSTRY CA 91745.1130 Payment due date Total amount due 9440 3000 NO RP 04 03052010 YNNYNNNN 01 005730 0021 Mar 24, 2016 $34,99 JOHN B. DE LEON BALDWIN PARK, CA 91706-2946 _.-_...._.......-._ Account number —""-”] Amounclosed nt e I��t1111t111��llllllll,III�II''Ity�����lltttlll�ll'lll�ll'll"' 844830 AUTO PAY You are an AUTOPAY customer. Thank you! Your Automatic Payment Will Be Made 03/21/16 84483002UQ46869900034991 PETER HO PLEASE ATTACH A CITY OF BAL©WIN PARK A UTILITY, ANDNT COPY OF APPLICATION FOR CITY COMMISSION A';I�TILI A COPY OF YOUR. And PHOTO 10 STATEMENT OF QUALIFICATIONS APPLICATION IS FOR THE FOLLOWING COMMISSION: HOUSING COMMISSION .... .....I .....f�..._!q t is re raged_" for each con ttrsa lar m_ Ase area=s a a 1ic... _ . mm. _a _._. _ .. _ ...._..... PERSONAL INFORMATION: Name peter J. Ho Residence Address E. Pacific Ave. Length of time at this Address. 6 year E-mail addr s f@gmaii.COm Home Phone No. (626) Cell/Message Phone No.(626) Are you 18 years of age or older? !eS_mmmm� ., Are you registered to vole in the City of Baldwin Park? YeS Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? n0 If yes, name of agency and position _...w _ _....... Circle Highest rade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? ,r GED 7, g 9 Y p g �— ... . California State U., L.B.. California State U., L.B. EMPLOYMENT INFORMATION ! EXPERIENCE: City of Baldwin Park City of Baldwin Park Civil Engineering Civil Engineering Pian Check Engineer Plan Check Engineer 19 H�&e E 3/06/90 - 3/2006 3/06/90 - 3/2006 REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed officials and who can comment on your capabilities and character. Harbin Michael Teran E. Pacific Ave. E. Pacific Ave. Phone IMPORTANT: Read the following carefully and answer completely. A conviction Is not an automatic bar to appointment, Each case Is considered on its individual merits, HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? n0 If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT/CERTIFICATION; I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of Shr�ta of G':.rrlllcwrro ldat the foregoing Is true and correct,, Crate jY1 ettlf"It3 ® rile N C}I VUt ire 6 1a tttlf Iwtlie -,Fd_r try a�Sr? til . Residency verification: ❑ Yes ❑ No Dale: m ,e a , ,,___ _.m Voter Registration Verilicalians R y El Yes ❑ No Rosidoney verification: ❑ Yes ❑ No Dale:._,_.___...,_ Appointment date: Name Peter J. Ho TFrory Commission Requested COMMISSION HOUSING CO STATE I --NT QF QUA,LAFICATIQ_N:: Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. I am extremely familiar with the housing situation in the City of Baldwin Park and I am a long time resident of the City of Baldwin Park. Besides, I have been working in the City of Baldwin Park for 16 years with the Building Division. My goal is to improve Baldwin Park's housing affordability and availability and to beautify the City's environment. My objective is to advance our City into a model city for the rest of San Gabriel Valley city. Date:'. Signature !Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of oniri rnnrrrifmanf %oilrrrca fn nrnif;AQ o-rrrronf nrnnf of roorrinn,-u reiifh nooh rnnrrrifmnnf Will In1101irl0f4 fhio N I 0) (3) CO 00 Lf) C3 CO U) UP m LAo 4 to UI h U) ti 0 if) 0 c W C4 X x x a ippa V; U) to 0 a E E �Q co co IA ^M r (9 x 4) E N N a.— C, V) co L9 (V co 46 E To C%4 Coo T- 2wi U - U) LO Go 0 Q1, L14 (D ft 0 M U) U. 0 0) 0.— vp co(0 (L (190 (0 E E U) 4, 0 '0 'D L9 co u x;0012 z E4 P 9 T 0) (3) CO 00 Lf) C3 CO U) UP m LAo 4 to UI h U) ti 0 if) 0 c W C4 X x x a ippa V; U) to 0 a E E �Q co co IA ^M r (9 x 4) E N N a.— C, V) co L9 (V co 46 E To C%4 Coo T- 2wi U - U) LO Go 0 Q1, L14 (D ft 0 M U) U. 0 0) 0.— vp co(0 (L (190 (0 E E 4, 0 '0 C) u x;0012 0) (3) CO 00 Lf) C3 CO U) UP m LAo 4 to UI h U) ti 0 if) 0 c W C4 X x x a ippa V; U) to 0 a E E �Q co co IA ^M r (9 x 4) E N N a.— C, V) co L9 (V co 46 E To C%4 Coo T- 2wi U - U) LO Go 0 Q1, L14 (D ft 0 M U) U. 0 0) 0.— vp co(0 (L (190 +4 MARVIN LARA PLEASIi A _ ACHA CITY OF BALDWIN PARK cuR ENTUTILITY 3ILL OF AND APPLICATION FOR CITY COMMISSION A UTILITY 11<. �Nla A C0'PY C YOUR And PHOTO ID�_ � � STATEMENT OF QUALIFICATIONS APPLICATION rate l FOR is luired" oFOLLOWlr�each COMMISSION: c�c ..........._-_ __�a'�Y �lJYylr►� r ��1�� PERSONAL INFORMATION: I�iampr�...-_w_ww....... �_ _.�_ ........... • ResldenceAddress.,, Length of time at this Address: W 4 r_� E-mail address: Home Phone No. Coll/Message Phone hitt ,..W, Are you 18 years of age or older? Are Are you registered to vote in the City of Baldwin Park"�, Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? VICE If yes, name of agency and position: EDUCATION: Circle Highest grade you completed: 1 Z 3 4 6 6 7 8 9 10 110 High School Graduate? EMPLOYMENT INFORMATION I EXPERIENCE: .:�A r ':r.)'iq "I °)f pr, r"" REFERENCES: Please provide the names of two (@) persona, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION?_PQ Q If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOW LEDGEMENTICERTIFICATION: understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the Slate of Calllornla that the foregoing Is true and correct. G t Signature y Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑Yes ❑ No Date: ^ Residency verification: ❑ Yes ❑ No Date:n Appointment date: Rusidettcv verification: ❑ Yes 0 No matte:.,. . _.. Term ex frir'W au, J_RM�I• 0 1 1 Use this space to list your goals and objectives and why you feel YOU should be appointed to the commission for which you are applying. Pleaso include any additional information you feel' will be beneficial to the Council in consideration of your appointment to this commission. lloeio Pet r.? I's, (' , I CJ + A V16 .3 for VW, M NSE1 . fimgjlv-,� COYVV�Wolsov,- Date:_j 7- A - __tk .......... jut �"r Vpp"-O�O Signature IR, Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years, During this time, should a a,acancy ocoter in Iho cy)tnmiaslon (01. Which you 1,10VO lvqtiosted ronsidoration of,9ppo#7Ivw?I, YOW OP0006017 will be included In the pool of applicants provided however, that You s0b"Rit cul Ont Proof of residency at ttle time of said recruitment. Failure to provide current proof of residency with each recruitment will invalidate this application. MACY'S STAR PASSES ARE HERE ")OWo OFF 15% off select items "Nkcs�aida are capco'�ted at 'tliN�s of your Met I`urthasrs o1 a%doled atdl�Ihle I�errtkumrhse."tht Ihle Me�haxxse" tarxssps4s of pwnh�iw� art xo nxx lchandq�se the rxteol lm n made on ats brol ed Algal a1 atyls stone, ortill 1114cyiiisall,Inn cAtfilan thir X15wrlolhsrernfill: and purchasosofInrrr41ure„rtrvwdngs,frultressrrdnes toxrw �,aitu�a.?r�p s�stwrgx.11sldaq �Vurop. uritra�aroskp�rr4Cx�ax¢�x eCxdruisp�lraaxrd,rsaxrri�tlr¢t arrr�a�currsw rrrWu'gal arrc es well as all Pa�ir,dx�rs xrpaule oat�de uk Cr4aay's. "tYe6 N"uwrhau�s"axe 'srdeasea � Cdldghlr MerrJhandlse rnada�. flrrsrRa youw erscwa9lxnent siau� xVuvny9x rcert�er Sl, Epth less afll 3a1o's t redorn dtlsfxsts and addurowtrrrenrs asrwal roo rrxxr itu�xnx horn y�,r rwurolisxserrol daaexlnnlrnNb Janoary �„ zp la; esadt dl Iht retunrc� l�lrl �nkd pGpld�e erckinn�ac sra prrxakuascd prtlox trr y�cw�enrod4urtxlxl. �tlrep ktxwxs airttl cwtddEpops ap�rd��axtk�c^e attauuls s laaro sce a sails I'll- xsIasaoe Il" mat s.cotharlts oradetalls. boor lhants Inr Sh�xr n 1&ewanB hard, nth wRtw�7�rN�udC; aalWatlue,wNGYqu arou� c pakalmx9fagdttoat19ptlpesmaat4lh IMpaath2Pii,WlPbeaxlCCtess3pxowllhp � �o, Ln -pled As ,"1 tircalsb, lhax s 1'1 ` xaxtxrrp Tharrr talds rlr It he Deed as payment a ctedU on arorty lucy s tre�ta�ard au�ruteaeafs rinrd C"orrsshz " �Prciult is a p:"r. rawvdurns�xrctarrol otlered Cxy tf.5„ Loy�pp. a dpvkstu a1Atrttvharp taprest iraaed ,steel Sflwps toruprany Inc, d" rstl�pnnpEsareaa��tr alrwloAilletottoE'eatltryrgUylnh6lc frxA�pxxxrha .xerkura�dI rrrs*s nint rax,coupinlW"IsonPwlsawdxxt�salrpP4talxlerrotrafheln.PkaopoGntstannnGlrecarriedonpxsrtlrasrsof eyS(A(I Cal ds oxpayrrsenrsandttt,d4tsorsalaydatysattnrwrx POlndstarinotP,ewalruedtparMarysdeesanxdserv9s.i3t�wtpp ww++usins ill001 1r°aomd,ylp�rt6 sestwo0karti xle ddr�rlrrredsl aisYrdttl tC�wtylnrw roe and flrwt^tonx wwiawo r r n tsntdl i tit*W Wwod ',rrrr diY tlpanagarikwl x rivet a j nkl p reshlexns tall anlop a nxartys,cnaxaNlx4elrlY Points haul no monetary oc^, n laa�ernhet .ld �srh yell, any polirm 0W are at l", two yxnrs old wllil otpde. Nor 10Pd hal rs & ndxdhorts, seo pPclxtN trsrnypelins and for a c nupkcleIM04fC ckuswrr%wvaSagesAs rdoleorvisit llutys.cnln p�mll 'Exduslom apply and are disclosed on each Macy's Star Pass. rm , Advertm Crar murikations, Inc. 151 West 34th Street New York, NY 10001 PRESORTED STANDARD U.S. POSTAGE PAID ADVERTEX II�l�jl�l�lllll�ll,.,11111,1,11�dlllllllll�lhldll�l�ll��q�lll S926 AUTOS -DIGIT 91706 F1R4A-0873762 213 68/1864/2392 Marvin Lara Bresee PI Baldwin Park, CA 91706-5469 NOV16PP IlJdlnrlll11111t1n1r1(11rlrrlt111i1tlllllylll"II IIIIJ11111 *********R*******`***AUTD"*3-DIGIT 917 MARVIN LARA BRESEE PL BALDWIN PARK CA 91706-5469 T149 P1 -28909 — �... _ Non -Profit Org. (6c U.S. Postage Paid _11 Detroit, MI American Concrete Institute Permit No. 4924 ' Always odvancNag RA American Concrete Institute 3$800 Country Club Drive Farmington Hills, M148331 USA If addressee Is no longer with your organization, please route to his or her replacement or supervisor. IlJdlnrlll11111t1n1r1(11rlrrlt111i1tlllllylll"II IIIIJ11111 *********R*******`***AUTD"*3-DIGIT 917 MARVIN LARA BRESEE PL BALDWIN PARK CA 91706-5469 T149 P1 -28909 R E N E LA RA PLEASE ATTACH A CITY OF BALDWIN PARK CURRENT COPY OF APPLICATION FOR CITY COMMISSION A UTILITY BILL AND fI COPY OF YOUR And PHOTO ID STATEMENT OF QUALIFICATIONS APPLICATION 15 FOR THE FOLLOWING COMMISSION: fA sooarata a1upfic rtion is required for each corrrrraismkg) Ntamo ' V'1 "...... . _.nm. 1 .. Residence Address':...... _ ._ )'Vie Length of time at this Address:"�M- E-mail Home Phone No,-- Cell/Message Phone hlo j � Are you 18 years of age or older? gs Are you registered to vote in the City of Baldwin Park?_ Do you currently servo as an elected or appointed ofticlal for any board and/or agency within the City of Baldwin Park? (ryes, name of agency and EDUCATION: � Clrcle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 I) High School Graduate? 2S G.E.D.?_ �,A EMPLOYMENT INFORMATION I EXPERIENCE: REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION?Ylps If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: r ACKNOW LEDGEMENTICERTIFICATION: understand that upon filing, this appllcatlon bowines a paabtic record. I covill'y under penalty of perjury under the taws of the,late of Calkwi to 11701 1h luregoing is true and correct. Date S dnature " " "1115�f rNaIT 1!C �Ic Residency verification: ❑ Yes ❑ No Date, Residency verification: ❑ Yes ❑ No Iaatc:q„ verification: ❑ Yes ❑ No Irate: Voter Registration Verification: ❑ Yes ❑ No Appointment date: Term elrnires: e" Commission l e uestod:A _...� STATEMENT OF A IFI 'ATt'ONS: Use this space to list your goals and objectives and why you feel you should be appointed,to the commission for which you are applying. Please include any additional Information you feel will be beneficial to the Council in consideration of your appointment to this commission. Conte _ ��- � �� �...__......... � !Notice, Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment will invalidate this application. p I `911/1-0001 An ROISON INTRRNATIONAL's Company WvdW.8Cf3.CpY17 LARA, RENE ADRIAN I Page 1 of 6 M Dec Doc Jan Fab Mar Apr May Jun Jul Auo Sep Oct Nov Dec 114 '15 '16 '16 '16 '16 16 116 116 'i6 '18 '16 '18 '16 Please return 1110 payment stun Wow wish your paymont onrt make your chock paysbte, to SOUthirra r 06140100 Edison. +(14-574) « ^ ^ ®Tear here ®� ®« if you w ant to pay In po won, call 14100-741®6908 for locations, or you call pyy®n11110 al v waw.ac ®com. ^ ^ ®r Tear here .......r........ sourncaN CArn'aa7tMA Customer account 2-36- E D 6 S please write this number on your check. Make your check payable to Southern California Edison. An BMW WITHNA7rUNAAa C -P+ny STMT 12172016 P1 CO3 T0080 014941 01 AV 0.3730 0030 �irl�llr'hlillilnllIlr1111111111I��1'�1"1�I1�11'��I�Ill�r'llll LARA, RENE ADRIAN VINELAND AVE APT BALDWIN PARK, CA 91706-5030 Amount due by Jan 5 '17 $36.14 Amount enclosed P.O. BOX 600 ROSEMEAD, CA 91771-0001 36 30L 4429 09000067 gQ00000000001303614000003614 Go paperless at www.ace.com/ebilling. It's fast, easy and secure. LUIS MONTANO (Section 8 Qualified) DECEIVED PLEASE ATTACH A CITY OF BALDWIN PARK CURRENT COPY OF APPLICATION FOR CITY COMMISSION JAN 2`3 2011 A UTILITY BILL AND A COPY OF YOUR And CITY OF BALDWIN PARK PHOTO ID STATEMENT OF QUALIFICATIONS CTrY CLERKS DEPARTMENT APPLICATION IS FOR THE FOLLOWING COMMISSION: . !A anarate ai3iolication Is rerauired" for each co irrf s on) PERSONAL INFORMATION: Residence Address'"' _?.�� ....... _w_...... Length of time at this Address: a.__ E-mail ad'dross _ ........ Home Phone No,_,��/di _ _..... _...... _ Cell/Message Phone Are you 18 years of age or older? Vflim,. Are you registered to vote in the City of Baldwin Park?�� Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? 11 _ If yes, name of agency and position:.... _ Circle Highest grade you completed: 1 2 3 x 5 6 7 8 9 10 11 1 High School Graduate? w_.. .,.�.. to . EDUCATION: (? ? __ G.E.D.?m m EMPLOYMENT INFORMATION I EXPERIENCE: REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. IMPORTANT: Read the following carefully and answer completely. A conviction is not an automatic bar to appointment, Each case Is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION?LL If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOW LEDGEMENTICERTIFICATION: I understand that upon filing, this application becomes a public record. I certify under penalty of perjury under the laws of the State of California that the foregoing Is true and Correc„ � Date Signature Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date: Appointment date: _ Ntcsidvncy verification: ❑ Yes ❑ No Date._ — _. Term expires: Narne _. ..... — Commission Requested Ho' STATEMENT OF QUALIFICATIONS: Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council In consideration of your appointment to this commission. w Irate: Signature Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment will invalidate this application. Go paperless at www.sce.com/ebilling. It's fast, easy and secure. SOUTHERN CALIFORNIA F.G. Box 600 Rosemead, CA tj 91771-0001 An EDISON INTERNAhONAL® Company www.sce.com MONTANO, LUIS 1 Page 1 of 6 For billing and service Inquiries Call 1 800-255-2365, Date bill prepared: Dec 3'16 Deposit receipt - Do notpay Deposit requested amount Payment Received 11113 Payment Received 12101 Deposit customer account 2-39- RAMONA BLVD BALDWIN PARK, CA 91706-3763 $100.00 -$50.00 -$50.00 This receipt Is for your Information. Your deposit will be held as security for your account in accordance to the terms described In the following paragraphs. Residential customer deposits are refunded when all bills are paid before the past due date for 12 months or you close all your customer accounts. Non-residential customer deposits will be refunded when all bills are paid before the past due date for 12 months, and/or In the opinion of the Company, the conditions of service or basis which credit was originally established has not materially changed, or you close all your customer accounts. The deposit will not earn Interest until the deposit Is paid In full. Your cash deposit, Including Interest, will be refunded by applying it to your unpaid bills and/or by check. Interest on the deposit will be earned for each month the bill is paid before becoming past due. Endorsement of a refund check will acknowledge receipt of refund and will release Southern California Edison from further claims against the deposit. (14 659} Tear here Tear here SOUTHERN CALIFORNIA Lj EDI'SON° An EOISON INTF.RNATIONAL0 Commay DEPO 12032016 P5 C01 T0002 000249 01 AT 0.3960 C016 I" Ii 1 111111111101111111111111111111111111111111111111111111111 Is MONTANO, LUIS RAMONA BLVD I BALDWIN PARK, CA 91706-3763 Go DaDerless at www.sce.com/obillina. It's fast. easv and secure. ALICE TING A CITY OF BALDWIN PARK � APPLICATION FOR CITY COMMISSION And STATEMENT OF QUALIFICATIONS APPLICATION IS FOR THE FOLLOWING COMMISSION: ----� ararte �1af�P► !s rhe rrd for each crrrrirr ...... PERSONAL INFORMATION: Residence Address ........ AP_Z_ WV\-—tAV_ . _WA . W�"'y'P_ Length of time at this Addfess:._ E -mall address:.W Home Phone No, �.' w ...... _ —. &1111) essage'Phone DECEIVED DEC 2 9 2016 ^C'ff�' "Dt` Et'�r~�iitt�tUtt�ilt�allt�t� Are you 1$ ears of age or older? _ �, Are you registered ' 0 _.�_. y y g y g ed to vote in the City of Baldwin Park?_ 4 Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? .„ If yes, name of agency and posltlon: _.,._... 012" EDUCATION: Circle Highest grade you completed: 1 2 3 45 6 7 8 9 10 111High School Graduate? G.E.D.?__ __._......_ C14nm_v i mr-rvi nvrvn1v1r%1 wi,, REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. IMPORTANT: Read the following carefully and answer completely. A conviction Is not an automatic bar to appoint;nont, Each case Is considered on Its Individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY l) MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? .�,,. v.... If es Please list all offenses date and lace of offenses , and sentence/fine received; Residency verification: ❑ Yes ❑ No Date: e Appointment date; t esidencv verification; ❑ Yes ❑ No Tial'a :__._. Term Name a Commission Requested:, _ ... .— .._.wn... , �.� �.p. _.mm._ M Use this space to list your goals and objectives and why you feet you should be appointed to the commission for which you are applying. Please include any additional Information you feel will be beneficial to the Council in consideration of your appointment to this commission. 1 Signature Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This t:alicatdon and Statement ofQualification will be kept on file dor two (2) years. Curing this time,, should a vacancy occur in the corrirnission, for which you have requester) consideration of appointment, ,your application will be included in the pool of applicants provided how aver, Herat your submit current proof of residency at the time of said recruitment. Fallure to provide current proof of residency with each recruitment Will invalidate this application. an �I Valley County Water District 14521 Ramona Boulevard BALDWIN PARK, CA 91706 BillingInquiries (626) 338-7301 Office Hours: Monday - Fridays y8am-5pm III IIIIIIIJIIIIIIIIIIIIIIIIIIIIIIIIIII q AMOUNT PAID: _$. Div BALAwF Crick VC31214A AUTO 5—DIGIT 91706 7000000053 00.0003.0243 649/1 OEMIII Valli Al ICF_ H TING VINELAND AVE BALDWIN PARK CA 91706-5000 MN " Valley County Water District 14521 Ramona Boulevard ;- BALDWIN PARK, CA 91706 ��111�111i1�I'I'I�I'I��I���lI�'fl��illl�lllu�glrlrllll'�'Il�ll VALLEY COUNTY WATER DISTRICT PO BOX 7806 BALDWIN PARK, CA 917067806 5 �� NAE�S�,RWdCrADDRESS — ACCOUNTNUMBER __ '° ALICE H TING 308 VINELAND AVE METER Na: METER S 12E s PREVIOUS READ: CURRENT READ: CONSUMPTION: DAYS IN BILLING CYCLE: USAGE SAME PERIOD LAST YEAR: *** DO NOT PAY - CREDIT BALANCE *** PRE VINOE: CREDIT BALANCE: WATER CONSUMPTION CHARGE: READY TO SERVE CHARGE: CAPITAL IMPROVEMENT CHARGE: UTILITY TAX: SUB -TOTAL CHARGES $59.80- 59. 80- 2, 34 21 . 54 9, 22 1.00 $ 34. 10 TOTAL AMOUNT DUE: $25 .70- IMPORTANT: 70 IMPORTANT: Valley County Water District's new utility rates became effective September 1, 2016" For a complete list of the rates, please call the District office during our normal business hours, or you can visit our website at www,vewd.org and click on Services to download the Water Service Rates (Resolution 07-12-717) in English. 24 HOUR EMERGENCY PHONE: (626) 336-7301 READINGS AND USAGE ARE MEASURED IN CUBIC FEET 1 UNIT = 100 CUBIC FEET = 748 GAL 203E- VINELrAND AVEDDRess ACCOUNTNUMBER . DATE DUE 308- 12/30/16 �y B��.k.1NC� PERIOD � �„°FTAL AMOUNTDUE � 10/04/16 to 12/07/16 25.70-p BillingInquiries (626) 338-7301 Office Hours: Monday - Fridays y8am-5pm III IIIIIIIJIIIIIIIIIIIIIIIIIIIIIIIIIII q AMOUNT PAID: _$. Div BALAwF Crick VC31214A AUTO 5—DIGIT 91706 7000000053 00.0003.0243 649/1 OEMIII Valli Al ICF_ H TING VINELAND AVE BALDWIN PARK CA 91706-5000 MN " Valley County Water District 14521 Ramona Boulevard ;- BALDWIN PARK, CA 91706 ��111�111i1�I'I'I�I'I��I���lI�'fl��illl�lllu�glrlrllll'�'Il�ll VALLEY COUNTY WATER DISTRICT PO BOX 7806 BALDWIN PARK, CA 917067806 5 �� NAE�S�,RWdCrADDRESS — ACCOUNTNUMBER __ '° ALICE H TING 308 VINELAND AVE METER Na: METER S 12E s PREVIOUS READ: CURRENT READ: CONSUMPTION: DAYS IN BILLING CYCLE: USAGE SAME PERIOD LAST YEAR: *** DO NOT PAY - CREDIT BALANCE *** PRE VINOE: CREDIT BALANCE: WATER CONSUMPTION CHARGE: READY TO SERVE CHARGE: CAPITAL IMPROVEMENT CHARGE: UTILITY TAX: SUB -TOTAL CHARGES $59.80- 59. 80- 2, 34 21 . 54 9, 22 1.00 $ 34. 10 TOTAL AMOUNT DUE: $25 .70- IMPORTANT: 70 IMPORTANT: Valley County Water District's new utility rates became effective September 1, 2016" For a complete list of the rates, please call the District office during our normal business hours, or you can visit our website at www,vewd.org and click on Services to download the Water Service Rates (Resolution 07-12-717) in English. 24 HOUR EMERGENCY PHONE: (626) 336-7301 READINGS AND USAGE ARE MEASURED IN CUBIC FEET 1 UNIT = 100 CUBIC FEET = 748 GAL Attachment #3 RESOLUTION NO. 2017-166 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING QUALIFIED INDIVIDUALS TO THE HOUSING COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE NUMBERS 1, 2, 3, 4, 5, 6 AND 7 WHEREAS, Baldwin Park Housing Commission consists of seven (7) members and Office Numbers 1 through 5 are appointed for a two-year term, Office Number 6 (Section 8 Tenant) is appointed for a two-year term and Office Number 7 (Section 8 Tenant over the age of 62) is appointed for a one-year term; and WHEREAS, the application process for all City Commissions is ongoing; and WHEREAS, a Notice of Vacancies on the Housing Commission was posted at the following locations: City Hall, Esther Snyder Senior Center, Morgan Park Community Center, Baldwin Park Public Library, Baldwin Park Arts & Recreation Center and on the City of Baldwin Park website, and the City Clerk's Office is accepting applications from the date of advertisement until all seats are filled; and WHEREAS, the City Council desires to fill vacant Offices 1, 2, 3, 4, 5, 6 and 7 due to the vacancies of each office; and WHEREAS, in accordance with Baldwin Park Municipal Code Section 32.08, appointments to Office Number 1, 2, 3, 4, 5, 6 and 7, are made and entered onto this resolution for terms expiring in accordance to the respective term for each office. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK HEREBY RESOLVES AS FOLLOWS: Section 1. On February 17, 2016, City Council voted for the termination of all commissioners from the Housing Commission Office Numbers 1, 2, 3, 4, 5, 6 and 7, and directed staff to advertise for the vacancies. Section 2. All Commissioners serve at the pleasure of and are subject to Council discretion. Pursuant to BPMC Section 32.09 if a Commissioner is removed, it is standard to advertise and accept applications to fill the position. With the advertisement of the existing vacancies, applications were received and presented to the City Council for consideration to appoint applicants for Office Numbers 1, 2, 3, 4, 5, 6 and 7 of the Housing Commission and such appointees shall hold office at the pleasure of the City Council and serve for the term as follows: Resolution No. 2017-166 Page 2 Section 3. That the City Clerk shall certify to the adoption of this Resolution and forward a copy to this resolution to all appointees and to the Housing Commission Secretary. PASSED, APPROVED and ADOPTED this day of .. 2017. 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 2017-166 was duly and regularly approved and adopted by the City Council of the City of Baldwin Park at a regular meeting of the City Council held on ®..... , 2017, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS; ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ALEJANDRA AVILA, CITY CLERK ITEM NO. /f� �Ia x(10«riouuoomi ij'IBI19101 io, I'�I STAFF REPORT F °,;�%'��°, � ti IIIIIIIIIIIIIIIIIIIIIIIIIIIIIII TO: Honorable Mayor and City Councilmembers Al (SAWGAMEL eo FROM: Manuel Carrillo, Director of Recreation and Community Services HE DATE: October 18,2017//4f LLEYSUBJECT: REVIEW OF APPLICATIONS AND CONSIDERATION OF '�� APPOINTMENT OF QUALIFIED INDIVIDUALS FOR THE EXPIRING TERMS FOR OFFICE SEATS 1 AND 2 ON THE CITY OF BALDWIN PARK RECREATION AND COMMUNITY SERVICES COMMISSION SUMMARY This report requests that Council review the submitted application(s) for appointment or reappointment to serve on the Recreation and Community Services Commission to fill the expiring terms of Office Seat Numbers 1 and 2. FISCAL IMPACT Commissioners serving on City Commissions receive a stipend of $50 for each Commission meeting attended. RECOMMENDATION Staff recommends that Council review the submitted Commission application(s), accept nominations, authorize staff to initiate the appropriate background checks through the Department of Justice (DOJ) and, contingent upon satisfactory clearance by the DOJ, appoint individuals to the respective City Commissions and adopt Resolution No. 2017-199, entitled, "A Resolution Of The City Council Of The City Of Baldwin Park Appointing Qualified Individuals To The Recreation And Community Services Commission Of The City Of Baldwin Park For Office Seat Numbers 1 And 2." LEGAL REVIEW This report and the associated Resolution has been reviewed and approved by the City Attorney as to legal form and content. BACKGROUND l'Llr stunt to C"h�,lpter 32 of the Baldwin Park Municipal Code and in response to the expiring term of oil -ice scats 1 Morel 2 arra the Recreation and (o r'rrlarrnity Services Com missioils, stafT adverlised oftice seats in the Iollowing locations tlrr•oeGglrOL11, the City: City Hall, Julia McNeill Senior Centro, ldsdier Snyder Commranity Center Baldwin Park library and Baldwin Park Arts & l ecrmition Center, as well as an interactive banner on the City website. Staff` has been accepted applications on an on-going basis and has received applications for consideration and selection or reappointment to Seats 1 and 2 on the Recreation and Community Services Commission. The applications for the Commission were received and reviewed for completion of required information, residency and voter registration requirements, A copy of the applications were also provided to the department for review and to further qualify the applicant. Staff respectfully request that Council review the applications and select the individuals they wish to appoint/reappoint to the Recreation and Community Services Commission Office Seats 1 and 2. ALTERNATIVE Council may choose to not select any applicants and allow two seat terms to expire until additional applications are received and presented for consideration. ATTACHMENTS #1 — Summary of Applicants #2 — Commissioner Applications #3 — Resolution No. 2017-199 Baldwin Park Recreation and Community Services Commission Current posifions., StudentCommissioner ! Vacant Student Commissioner Vacant - - �mm - Student Commissioner Vacant Applicants for vacantpositions: JEAN AYALA PLEA ,E ATTACH A CITY OF BALDWIN PARK UTILITY' ITY RILL ANIS COPY F A APPLICATION FOR CITY COMMISSION A �NTi A COPY" OF YOUR And PHOTO 1!0 STATEMENT OF QUALIFICATIONS APPLICATION IS FOR THE FOLLOWING COMMISSION: --� ae p/ /a rerftrfae for each otttarl alo a) t►tie a ,aiicalr�rt .... PERSONAL INFORMATION: Residence 0 M1 Length of time at this Addi°ess: , E-mail address;,._ . . Home Phone No.�, Cell/Message Phone No. Are you 18 years of age or older? _ "r Are you registered to vote in the City of Baldwin Park?_, 'Y Y Y Baldwin Park'? Do you cif yes, name of agency and logs appointed official for board a ort within t it of B SY pp y g Y Y...�,... EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 6 8 10 11 12 High School Graduate?,� G.ED.?,_ EMPLOYMENT INFORMATION ! EXPERIENCE: REFEkNCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabillties and character, IMPORTANT: Read the following carefully and answer completely, A conviction is not an automatic bar to appointment. Each case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? nD If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT/CERTIFICATION„ I understand that upon filing, this applicatlon b000rnes a public record, I certify under penalt0-rimi y under thea laws of the State of California that the foregoing is truenl Date SNI tat Residency verification: ❑ Yes ❑ No Date:, Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date:----..---,,,-, Appointment date verification: O Yes ❑ No Date: Term r Name wR ' Commission Requested: � "( �� I,it IJ Ohy) 11�0vt4"L., STATEMENT OF U, LIPIq7 CNNS , 4 V1 Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. a I U oily iv &Wvm�Vo Cate: Signature 1 Notice: Please be advised that you and your qualifications may 606 discussed by the City Council at an open meeting, This Application and Statement of Qualification will be kept on file for two (2) years. During this time, should a vacancy occur in the commission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. failure to provide current proof of residency with each recruitment will invalidate this application. " ryy P ITi � I y t 9 { 4 MXw A�i�fy P M Iy j� ¢ ALEJANDRA CERVANTES RECEIVED PLEASE ATTACH A� CITY OF BALDWIN PARK CV11RENT COPY' APPLICATION FOR CITY COMMISSION MAY 4 2017 A UTILITY ILII L AND And A COPY O YOUR CI Y OF QALDWIN PARK PHOTO 10 STATEMENT OF QUALIFICATIONS CITY CLERKS DEPARTMENT APPLICATION IS FOR THE FOLLOWING COMMISSION: — PA seriarafe ars ikation is required) for each con linIssPorr) PERSONAL INFORMATION, Residence rM t this Address:/ E-mail Length of time a Cell /Message 4f Phone t`�to. '. :,J...�a..�,�,�m..: Message Phone No..�._._....��w _ Are18 ou ears of age or older? Are y y g �„� .._..�. � e you registered to vote in the City of Baldwin Park? name of agency arid position:,--,, ITµe City of Baldwin Park? ........� _._._ Do you currently tly serve asanel clod or appointed official for any board and/or agencywithin the m 'm EDUCATION: Circle Highest grade you completed: 1 2 3 4 5 6 7 8 9 10 11 12 High School Graduate? ...,., G.E.D.?, EMPLOYMENT INFORMATION / EXPERIENCE: REFERENCES: Please prou vide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character, IMPORTANT: Read the following carefully and answer completely, A conviction Is not an automatic bar to appointment, tacn case is considered on its individual merits. HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? If yes, Please list all offenses, date and place of offense(s), and sentence/fine received: ACKNOWLEDGEMENT/CERTIFICATION: I understand that upon Ming, this application becomes a public recd(d. I certify under penalty of perjury uncler the laws of Ilse "tate of Calitoirlto I f the foregoing Is true ani c$recB ) 6 ,,.'f Date _ Sight Residency... _........_..._.m._� verification: ❑ Yes ❑ No Dtfles,__.,_ ..... Voter Registration Verification: ElYes ElNo Residency verification; 171Yes Elt No ate: Appointment date: __ ------ _------- _.__ Residencv verification: 0 Yes ❑ No Date,_ ...__ _.. _ _ Term C I-�'p mvlvh�- eilvh8arme m:�(Ail Commission Re(juested:B-(�, �,00A nl-cd Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. wan I' o1f)10 0/- s-trie-11 Date 1,3 1 g n at uj k - Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Qualification will be kept on file for two (2) years, During this time, should a vacancy occur In the C0MMiSSi0rj for whkh you have requested consideration of appointniont, your application will be included in the pool of applicfants providod however, that you submit culTent proof Of residency at the tittle ofsaid recrultment. Failure to provide current proof of residency with each recruilment will invalidate this application. «Vse a Q Fr'onatier, COMMUNICATIONS ul' ACCOUNT NUMBER: PIN NUMBER: � nk today.091 Enroll now. Visit frontler.com/outop to set up Fronfler COMMUNICATIONS P.O. Box 5157, Tampa, FL 33675 AV 01 023313 826768 99 A'*5DGT n111sill 111111111Jill ItIIIIIIt1111111111UIIIt,111111111goelIII ALEJANDRA CERVANTES VINELAND AVE BALDWIN PARK, CA 91706-5018 PAGE 1 OF 4 Billing pate New Charges Due Date Previous Balance Payments Received Thru 2/05/17 Balance Forward New Charges TOTAL AMOUNT DUE To Pay Your Bill ,,Online: Frontiercom IN Pay by Mail MyFrontier App 1.800.801.6652 ()Pay in Person: I HAfor loc dans 2/19/17 3/15/17 78.61 -78,61 .00 78.61 $70.61 Frr-trlL UIkcarrl wa Inpay To Contact Us10 .. Chat: Frontier.com Online: Frontiercom/helpcenter 1.800.921.8101 For the hearing,, impaired " TTY 1,877,4626606 PAYMENT STUB Total Amount Duo $78.61 New Charges Due Date 3/15/17 Account Number Please do not send correspondencewith your payment. Make checks payable to Frontier. Amount Enclosed To changeyour billing address, call 1-800-921-8101 FRONTIER PO BOX 740407 CINCINNATI OH 45274-0407 u'111II'11111"III,IIIIIIUIIt1III 1"11111111'111"'I'Il'Illll'1 2470086264980197n2221300000000000000078615 DEANNA ROBLES RECEIVED PLEASE ATTACH A CITY OF BALDWIN PARK MAY -9 2017 CURRENT COPY OF APPLICATION FOR CITY COMMISSION A UTILITY BILL AND A COPY OF YOUR And ICITY OF BALDWIN PARK PHOTO ID STATEMENT OF QUALIFICATIONS DEPARTMENT ...� .........�� CLERKS DEPA�,._�. THE FOLLOWING COMMISSION: �---► APPLICATION �� S OR�a is re r�ffr^a" ifr�r eec�lt otrrrfrnlssl�r� TION 11 sopar"a L'dff w .. PERSONAL INFORMATION ............_. ��" ��.�._�"��:.�........_�m � � �. Name d_� l Residence Address-, Home Length Na,�o(time at Address: E-mail act Call/Message Phone Are you 16 years of age or older? .__4 . , Are you registered to vote in the City of Baldwin Park?__ + Do you currently serve as an elected or appointed official for any board and/or agency within the City of Baldwin Park? If yes, name of agency and EDUCATION: Circle Highest grade you completed; 1 2 3 4 5 6 7 6 9 10 11 9 High School Graduate? G E.D.? EMPLOYMENT INFORMATION 1 EXPERIENCE: REFERENCES: Please provide the names of two (@) persons, who are not City of Baldwin Park Elected or Appointed Officials and who can comment on your capabilities and character. IMPORTANT: Read the following carefully and answer completely. A conviction Is not an automatic bar to appointment. Each case is considered on its individual merits, HAVE YOU EVER BEEN CONVICTED OF A FELONY OR MISDEMEANOR OTHER THAN A MINOR TRAFFIC VIOLATION? W If yes, Please list all offenses, date and place of offense(s), and sentence/fine received; ACKNOW (.EDGEMENTICERTIFICATIO N„ I undorsh that upon filing, this appllQ011on becomes a public record. I certify under p malt of perjury under the law, h "tate of California that the foregoing we Iluo lid rrcc'I. Date tgnatur o N rat 13ekow t tw _....... Residency verification: ❑ Yes ❑ No Date: Voter Registration Verification: ❑ Yes ❑ No Residency verification: ❑ Yes ❑ No Date: Appointment date: Residency verification: ❑ Yes ❑ No Date:r Term carIires: ���� �....m-,�..._ Nam _ 1 ... Commission Requested M _. p _.. _ r �� �+ M Use this space to list your goals and objectives and why you feel you should be appointed to the commission for which you are applying. Please include any additional information you feel will be beneficial to the Council in consideration of your appointment to this commission. Cate:. Signature Notice: Please be advised that you and your qualifications may be discussed by the City Council at an open meeting. This Application and Statement of Quolffication will be kept on file for two (2) years. During this time, should a vacancy occur in Hie cornmission for which you have requested consideration of appointment, your application will be included in the pool of applicants provided however, that you submit current proof of residency at the time of said recruitment. Failure to provide current proof of residency with each recruitment will invalidate this application. May, 9, 2017 To Whom It May Concern; I Deanna Robles a long time resident of Baldwin Park, I am writing this letter of intent for the commissioner position of Parks and Recreation for the city of Baldwin Park, First I would like to thank you for reading my application and for consideration. I am currently serving on a commissioner of parks and recreation, and I have done a great job along with the other commissioners. I would like to continue to work with the commissioner, staff, council and mayor of this great city. My goal and objective is to hclp support our park and recreational moving forward with the new parks and programs that the city offers. I think itis important for commissioner, staff, council and mayor to work together for the best interest of the city of Baldwin Park, and its residents. I consider myself to be a community leader and an honest person. I am very passionate about the betterment of our city Baldwin Park. I would work and do my best in any commission the council and mayor would like to place me. I am a well diverse person and have knowledge of different areas. I help my husband with his construction business where I do his proposals, invoice, works compensation, and any other duties in regards to construction. Again thank you for your time. Respectfully, .. l eaflDa. Coronado Robles Deanna Robles � Objective To serve in various roles, as a mentor, community member, serve my community, and to always be a team player partner with all professionals. To be a model that has appropriate behavior, always professionalism, and respect towards all individuals. Vxp N"ielIce Robles F;uniily Child Care (Owner/provider June 14, 2002 - Present • Care for all children from ages 0-13yrs old. • Write up all contracts; receive payments for all parent Lees. Provide nutritional meals to all children. • Pick/drop olTchildren to school. • Provide education curriculum to preschool children • Other duties as needed Baldwin ParkNational Little League (VP Challengers, Managcr &Coach) December 1, 2010 - Present • Run challengers baseball program for children ages 5-22 years old • Coach challengers how to play baseball • Organize all fundraiser for Challengers • Organize games, and field trips • Other duties as needed Baldwin Park Unified School District (Over site committee) • To over see all new construction in the district • To approve or dis approve budgets • Other duties as needed 1"(111Ca0o11 Bassett Adult School, La Puente, CA High School Diploma Cerritos College, Norwalk, CA Associate In Arts Chid Development / Special Education. Associate In Arts Child Development / Early Childhood. University of La Verne, L,a Verne, CA Bachelor of Science Child Development. October 13, 2012 - September 2014 June 14, 1994 May 20, 2010 June 1, 2013 Ulf � Volunteer 'work: • Advisory Leader of the Baldwin Park BPRAC (Baldwin Park Residential Advisory Committee) (Leader/volunteer) 6 Baldwin Park National Little League (board member/volunteer) 0 Santa Clothes for BPUSD students (volunteer) Walk for Breast Cancer (volunteer) • Walk for American Cancer Society (volunteer) o Walked for Autism (volunteer) 0 MPO SEIU Local 99 (Member Political Organizer) Prop 55 (volunteer) a Member of the School Site Council for Tracy Elementary (volunteer) and Sierra Vista High School WASC Committee - Sierra Vista High School (volunteer) a President of Policy Committee for the Baldwin Park Headstart Program (volunteer) 0 Class Representative for Baldwin Park Headstart Program (volunteer) 6 Oversight Committee for the BPUSD (volunteer) S1611S Spanish/English, Microsoft Office, linances, Excel, Telephones, fax machines, and copy machine. References: Given upon yow request. 'Valley County Water District VK"&IMLN 01 ,),1 14521 Ramona Boulevard ACCOUNTNUMBER _T DUE DATE BALDWIN PARK, CA 91706 05/15/17 4 j z'% BILLING PERIOD TAL AMOUNT'6UF j�Rl M 02/21/17 to 04/20/17 62.15 Billing Inquiries (626) 338-7301 Office Hours: Monday - Friday 8am-spm III AMOUNT PAID: nFANNA C ROBLES FRAZIER ST BALDWIN PARK CA 91706 Valley County Water District 14521 Ramona Boulevard BALDWIN PARK, CA 91706 VALLEY COUNTY WATER DISTRICT PO BOX 7806 BALDWIN PARK, CA 91706 NAMElSERVICE ADDRESS ACCOUNT NUMBER IL G PERIOD qq DUE DALE 02/21/17 to 04/20/17 05/15/17 METER NO: 0030174 PREVIOUS BALANCE; 08.86 METER SIZE: 5/8 TOTAL PAYMENTS: 70.86 - PREVIOUS READ: 8302 TOTAL PENALTIES: 2.00 CURRENT READ: 8335 UNPAID BALANCE: 0100 CONSUMPTION: 33 WATER CONSUMPTION CHARGE: 29,57 DAYS IN BILLING CYCLE: 58 READY TO SERVE CHARGE: 21.54 USAGE SAME PERIOD LAST YEAR: 22 CAPITAL IMPROVEMENT CHARGE: 9.22 UTILITY TAX: 1.82 SUB -TOTAL CHARGES: $62,15 TOTAL AMOUNT DUE: _$62-.1-5-1 During cooler and wet weather, turn off your irrigati system and let nature do the watering for you. i 24 HOUR EMERGENCY PHONE: READINGS AND USAGE ARE Attachment #3 RESOLUTION NO. 2017-199 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK APPOINTING QUALIFIED INDIVIDUALS TO THE RECREATION AND COMMUNITY SERVICES COMMISSION OF THE CITY OF BALDWIN PARK TO OFFICE SEAT NUMBERS 1 AND 2. WHEREAS, the Recreation and Community Services Commission consists of five (5) members and members are appointed to a two-year term on a staggered basis; and WHEREAS, on February 18, 2016, the City Council opened the application process for all City Commissions; and WHEREAS, A Notice of Vacancies was posted at the following locations: City Hall, Julia McNeill Senior Center, Esther Snyder Community Center, Baldwin Park Library and Baldwin Park Arts & Recreation Center, as well as the City website. The City Clerk's Office accepted applications from the date of advertisement through July 12, 2017; and WHEREAS, the City Council desires to fill the Office Seats 1 and 2, which expired on June 30, 2017; and WHEREAS, in accordance with Baldwin Park Municipal Code Section 32.08, appointments to Office Number 1, 2, 3, 4 and 5 are made and entered onto this resolution for terms expiring in accordance to the respective term for each office. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK HEREBY RESOLVES AS FOLLOWS: Section 1. On April 6, 2016, City Council selected and appointed qualified applicants to the Recreation and Community Services Commission Office Numbers 1, 2, 3, 4 and 5. Section 2. All Commissioners serve at the pleasure of and are subject to Council discretion. Pursuant to BPMC Section 32.09 if a Commissioner is removed or an office term expires, it is standard to advertise and accept applications to fill the position. With the advertisement of the expiring terms, applications were received and presented to the City Council for consideration to appoint or reappoint applicants to the Recreation and Community Services Commission for Office Numbers 1 and 2. Such appointees shall hold office at the pleasure of the City Council and serve for the term as follows: Resolution No. 2017-199 Page 2 Section 3. That the City Clerk shall certify to the adoption of this Resolution and forward a copy to this resolution to all appointees and to the Recreation and Community Services Commission Secretary. PASSED, APPROVED and ADOPTED this day of,____, 2017, 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 2017-199 was duly and regularly approved and adopted by the City Council of the City of Baldwin Park at a regular meeting of the City Council held on .......... 1 2017, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS:. ABSTAIN: COUNCIL MEMBERS: ALEJANDRA AVILA, CITY CLERK Lei OCTOBER 18, 2017 7:00 PM. REGULAR MEETING COUNCIL CHAMBER 14403 E. PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 Manuel Lozano Susan Rubio Cruz Baca Monica Garcia Ricardo Pacheco - Chair - Vice Chair - Board Member - Board Member - Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WH/LE MEET/NG /S /N PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS The public is encouraged to address the Housing Authority on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the Board, you may do so during the PUBLIC COMMUNICATIONS period noted on the agenda. Each person is allowed three (3) minutes speaking time. A Spanish speaking interpreter is available for your convenience. COMENTARIOS DEL PUBLICO Se invita al publico a dirigirse a la Agencia nombrada en esta agenda, para hablar sobre cualquier asunto publicado en la agenda o cualquier tema que est6 bajo su jurisdicci6n. Si usted desea la oportunidad de dirigirse a la Agencia, podrA hacerio 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 inti�pr...su conveniencia. _ Any written public record relating to an agenda item for an open session of a regular meeting of the Finance Authority that is distributed to the Housing Authority less than 72 hours prior to that meeting will be available for public inspection at City Hall in the City Clerk's office at 14403 E. Pacific Avenue, 3rd Floor during normal business hours (Monday - Thursday, 7:30 a.m. - 6:00 p.m.) FINANCE AUTHORITY REGULAR MEETING — 7:00 PM CALL TO ORDER ROLL CALL Board Members: Cruz Baca, Monica Garcia, Ricardo Pacheco, Vice Chair Susan Rubio and Chair 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 COMMISSION No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and/or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL COMISIbN No se podra tomar acci6n en algun 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 an consideraci6n en juntas proximas. [Codigo de Gobiemo §54954.2] CONSENT CALENDAR 1. AUTHORIZE TERMINATION AGREEMENT Staff recommends that the Board approve and adopt Resolution No. FA 2017-010 entitled "A Resolution of the Finance Authority of the City of Baldwin Park Approving the Form and Authorizing the Execution of a Termination Agreement in Connection with the Refunding of the Outstanding Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds (Community Center Project) and Approving Official Actions." ADJOURNMENT CERTIFICATION I, Alejandra Avila, Secretary of the Finance Authority hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 18th day of October, 2017. Aljra Avila Secretary PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 211d 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 -2yila,( bza1dwinLmrk,m, iT . 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) STA FRETORT TO: FROM: DATE: ITEM NO. rA -" I %1f�ll� ;G//°, Honorable Chair and Members of the Baldwin Park Finance Authority Rose Tam, Director of Finance 114H? October 18, 2017 SUBJECT: AUTHORIZE TERMINATION AGREEMENT SUMMARY The City Council authorized preparation of documents required to refinance the outstanding Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds. This item approves the form of the document required to be executed by the Finance Authority to complete the refinancing. FISCAL IMPACT The relivaucing will reduce t.te City's annual debt service and associated costs to be paid from the (icneral Fund by an estimated trct tunowit of $1.7 Million over 17 years. RECOMMENDATION Staff recommends that the Board approve and adopt Resolution No. FA 2017-010 entitled "A Resolution of the Finance Authority of the City of Baldwin Park Approving the Form and Authorizing the Execution of a Termination Agreement in Counectiorr with the Refunding of the Outstanding Baldwin Park Finance Authority 20104 Lease Revenue Refunding Bonds (Community Center Project) and Approving Official Actions." BACKGROUND/DISCUSSION In 2004, the Baldwin Park Finance Authority (Finance Authority) issued 2004 Lease Revenue Rei:unding Bonds (2004 Bonds) for the Ntrpose of refinancing outstanding 1994 Lease Revenue Bonds issued in connection with the original funding of the Community Center construction and to raise another $3.8 million for funding construction of the improvements to the Senior Center and City Auditorium, and other miscellaneous capital improvements. The City has an opportunity to refinance the 2,004 Bonds. In order to terminate the existing leases with the Finance Authority relating to the 2004 Botrds (in connection with the refinancirrg) the Board has been presented with a resolution for its consideration approving the form of a Termiiration Agreement between the City, the [�'inatrcc Authority and the U.S. Bank, as Trustee, relating to the release oi`property sectrrirrg the 2004 bonds. LEGAL REVIEW This report has been reviewed by the City Attorney and has been approved as to form. ALTERNATIVES 1. Do not undertake the refinancing at this time and do not approve the Termination Agreement ATTACHMENT'S 1. Resolution No. FA 2017-010 2. Termination Agreement Attachment #1 RESOLUTION NO. FA 2017-010 A RESOLUTION OF THE FINANCE AUTHORITY OF THE CITY OF BALDWIN PARK APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS IN CONNECTION WITH THE REFUNDING OF THE OUTSTANDING BALDWIN PARK FINANCE AUTHORITY 2004 LEASE REVENUE REFUNDING BONDS (COMMUNITY CENTER PROJECT) AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO WHEREAS, the Baldwin Park Finance Authority (the "Authority"), has heretofore issued its Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds (Community Center Project) (the "2004 Bonds"), to finance and refinance the costs of the certain capital improvements within the geographic boundaries of the City of Baldwin Park (the "City"); WHEREAS, the 2004 Bonds are currently outstanding in the principal amount of $7,700,000; WHEREAS, the payment of debt service on the 2004 Bonds is derived from lease payment made by the City to the Baldwin Park Finance Authority under a lease agreement, by and between the Baldwin Park Finance Authority and the City (the "2004 Lease"), payable from the City's general fund; WHEREAS, the City has determined that, due to prevailing interest rates in the municipal bond market and for other reasons, the 2004 Bonds can be refunded for savings which will reduce the City's payment obligations under the 2004 Lease and thQ City has determined to implement a lease financing for such purposes; WHEREAS, the documents below specified shall be filed with the Authority and the members of the Board, with the aid of its staff, shall review said documents; NOW, THEREFORE, it is hereby RESOLVED by the Board of Directors ("Board") of the Baldwin Park Finance Authority, as follows: Section 1, The below -enumerated documents, substantially in the forms on file with the Secretary, be and are hereby approved, and the Chair or the Executive Director is hereby authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such officials, and the Secretary is hereby authorized and directed to attest to such official's signature: (a) a site and facility lease, by and between the City, as lessor, and the Authority, as lessee (the "Site and Facility Lease"), pursuant to which the City will lease certain real property and improvements (the "Property") to the Authority; (b) a lease agreement, by and between the Authority, as lessor, and the City, as lessee (the "Lease Agreement"), pursuant to which the Authority will lease the Property back to the Resolution No. FA 2017-010 Page 2 City and pursuant to which the City will agree to make semi-annual lease payments (the "Lease Payments"); and (c) an assignment agreement, by and between the Authority and an institutional investor to be selected pursuant to a competitive process, as purchaser (the "Purchaser"), pursuant to which the Authority will assign to the Purchaser certain of its rights under the Site and Facility Lease and the Lease Agreement, including its right to receive the Lease Payments thereunder. Section 2. The Chair, the Executive Director, the Treasurer, the Secretary and other officials of the Authority are hereby authorized and directed to execute such other agreements, documents and certificates and to take such other actions as may be necessary to effect the purposes of this resolution and the lease financing herein authorized. Section 3. This Resolution shall take effect immediately upon its adoption by the Board, APPROVED AND ADOPTED this day of _ ........... 2017. MANUEL LOZANO, CHAIR ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES ss, CITY OF BALDWIN PARK I, ALEJANDRA AVILA, Secretary of the Baldwin Park Finance Authority, do hereby certify that the foregoing Resolution was duly and regularly approved and adopted by the Members of the Financing Authority of the City of Baldwin Park at a special meeting of the Financing Authority on �............��y_....... _................... , 2017, by the following vote: AYES: MEMBERS: NOES: MEMBERS: ABSENT: MEMBERS: ABSTAIN: MEMBERS: ALEJANDRA AVILA CITY CLERK -2- Attachment #2 THIS TRANSACTION 15 EXEMPT FROM CALIFORNIA. DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. TERMINATION AGREEMENT Dated as of November 1, 2017 by and among the CITY OF BALDWIN PARK the BALDWIN PARK FINANCING AUTHORITY and U.S. BANK NATIONAL ASSOCIATION, as 2004 Trustee and Assignee Relating to the Defeasan e of the Bald -win lark Finwi ng Authority 2004 Lease Revenue Refunding Fonds (Community Center Project), TERMINATION AGREEMENT This TERMINATION AGREEMENT is dated as of November 1, 2017, and is by and between the CITY OF BAI. i4WIN PAIS (the "City"), the BA'LDWIN PARK FINANCING AI THORITY (the "Baldwin, Park Authority") and U.S. BAND; NATIONAL ASSOCIATION, as 2004 Trustee and Assignee (the "2004 Trustee") WITNESSETH: WHEREAS, the Baldwin Park Authority has heretofore issued its $10,840,000 Baldwin. Park l7:inancing Authority 2004 Lease Revenue Refunding Bonds (Cornmunity Center project)" of which $7,700,000 remains, outstanding (the "2004 Bonds"), the proceeds of which were used to finance the costs of they acqursitiort, rehabilitation, construction, installation and equipping of civic center improvements in the City (the "2004 Project"); WHEREAS, the 2004 Bonds were issued pursuant to the terms of art indenture of trust, dated as October 1, 2004 (the "2004 Indenture"), by and between the Baldwin Park Authority and the 2004 Trustee; WIIERE,AS, in order to provide for the repayment of the 2()04 ponds, the Baldwin Parr Authority leased certain, real property and improvements (the "2004 Property") to the City pursuant to a lease agreement, dated as of October 1, 2004 (the "2004 Lease Agreement"),, under which the City agreed to make lease payments to the Baldwin park Authority (the "2004 Lease Payments") frons. moneys in its General Fund and, the City has budgeted and appropriated sufficient amounts in each year to pay the fullamount of principal of and. interest: on the 2004 ponds,; WHEREAS, the City has determined that, as a result of favorable financial market conditions and for other reasons, it is in the best interests of the City at this time to refinance the City's obligation to snake the 2004 Lease Payments ents and., as a result thereof, to provide for the redemption of all 2004 Bonds on December --, 2017, at the redemption price equal to 1001/6 of the principal amount thereof plus accrued intererst to such date, and to that end,, the City proposes to enter into a new lease agreement, dated as of November 1, 2017, by and between the Baldwin Park Municipal, Financing Authority (the "Authority") and the City; WHEREAS, the 2004 Lease Agreement provides that In the event that the City deposits, or causes the deposit on its behalf of inoneys for the prepayment of the 2004 Lease Payments, than all of the obligations of the City under the 2004 Lease Agreement and all of the security provided by the City for such obligations, exceptirig only the obligation of the City to make the 2004 Lease Payments from said deposit,shall cease and terminate, and a;anencurnbered title to the 2004 Project shall be vested in the City without further action by the City or the Authority; WHEREAS, to obtain moneys to make such deposit, the Authority proposes to assign and transfer certain of its rights under the Lease Agreement to _.. � �_.� _��� .a� (the "Assignee"), pursuant to that certain Assigruxnent Agreement, dated as of 'November 1, 2017,,. by and will the payment a the Assignee (the ""Assignment Agreen-tent""), whereby the y � Assignee ____._--- to or to the order of the City; WHEREAS, upon the deposit of a portion of the proceeds of the Assignee's payment for prepayment: of the 2004 Lease Payments, the 2004 Lease Agreement and the agreements related thereto need not be maintained (except as otherwise provided below), and the parties hereto now desire to provide for the termination of such docurn(-,rnts as provided herein. NOW, Tl-,IEICFOR E, in consideration of the foregoing ,, and for other consideration the receipt and, sufficiency of which are hereby acknowledged, the parties hereto do hereby agree as to the document or documents to which SUCh party is a party or assignee: Section I - I or—ni im, tim - (a) By virtue of the deposit of a portion of the proceeds of theAssignee's Payment for prepayment- of the 2004 Lease Payments, all obligations of the City tinder the 2004 Lease Agreement shall cease and terminate, excepting ., only the obligation of the City to make, or cause to be made, all payments from such deposit and title to the 2004 Project shall vest in tie City automatically and without further action by the City or the Authority. Said deposit and interest earnings thereort shall, be deemed to be and shall constitute a special fund for the, prepayment of the 2004 Lease Payments, (b) In accordance with the foregoing, the following agreements are hereby ternrlinated and are of no further force or effect except for such provisions of the 2004 Lease Apin t .p, ee en which, by their terms, survive but do not affect real property: 1. 2004 Lease Agreement, recorded by men-torandurn on October 27, 2004, as Document No. 04-2776454, Official Record,s of Los Angeles County; and 2. Memorandum of Iridenture and Termination of Assignment, recorded on October 27, 2004, as Document No. 04-2776458, Official Records of Los Angeles County. (c) That from and after the date hereof, none of the parties shall have any further rights or obligations thereunder except for such rights and obligations which, by the terms of the 2004 Lease Agreement, survive but do not affect real property. Section 2. ,This Termination Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 3. Gg.�Le_Ujjng Law-,. This Termination Agreement shall be governed by the laws of the State of California. -2- IN WITNESS WHEREOF, the parties hereto have duly executed this Termination Agreement. Attest: Attest: Alejandra Avila Secretary BALDWIN PARK FINANCING AUTHORITY By Shannon Yauchzee Executive Director CITY OF BALDWIN PARK By_.__ .... . Shannon.Yauchzee Chief Executive Officer Alejandra Avila City Clerk U.S. BANK NATIONAL ASSOCIATION, as 2004 Trustee and Assignee In By..... Bradley E. Scarbrough Vice President NOTARY ACKNOWLEDGMENTS TO BE INSERTED EXHIBIT A DESCRIPTION OF THE SITE The land referred to herein is situated in the City of Baldwin Park, County of Los Angeles, State of California, and is described as follows: Lots 1 to 52 inclusive of'Tr<actN'o.2541 in the C::ity of Baldwin. P�ark,Ccar.an4y of Los Angeles, State of California, as per mala recorded Book ook 90 Pages 93 and 94 of Malps, in the Office of the County R(.'Fcorder of said County, together with true portion of Landis Avanue (novo vacated)at slaovvar am tlae ramp of said. d Tract and 4lne act Easterlytery betwec-.qthe Easterly prolongation of the 'Northerly lune of the Lot 31 of stirly prolongation of the Southerly line of Lot 32 of, `saad Tract also those certain allays (now vacated),as shown on the mals of said tract, extending front the Northerly prolongation of the Westerly line: of'Lot l"l, of said tract to the Westerly line of said Landis Avenue and trona the Easterly lure of said Landis Avenue to the "Westerly line of Robin Avenue as shown on said map. Except thereti-orn aril oil, gas, hydrocarbons, or other minerals in and, gander above described parcel of land without te+, right of surfaC-V entry for: development thereof, as reserved ire the Deed fz()rrI khc: Coaaa�ky of Los Angeles, recorded Septernlaer7, 1921. as lanstrument No. 2.00, of Official Records. APN: 8544-022-902 Exhibit A Page 1 AGENDA BALDWIN PARK HOUSING AUTHORITY OCTOBER 18, 2017 7:00 PM REGULAR MEETING COUNCIL CHAMBER 14403 E. PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 Manuel Lozano Susan Rubio Cruz Baca Monica Garcia Ricardo Pacheco Chair - Vice Chair - Board Member - Board Member Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WH/LE MEET/NG /S /N PROCESS POR FAVOR DEAPAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS The public is encouraged to address the Housing Authority on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the Board, you may do so during the PUBLIC COMMUNICATIONS period noted on the agenda. Each person is allowed three (3) minutes speaking time. A Spanish speaking interpreter is available for your convenience. COMENTARIOS DEL PUBLICO Se invita al publico a dirigirse a la Agencia nombrada en esta agenda, para hablar sobre cualquier asunto publicado en la agenda o cualquier tema que est6 bajo su jurisdicci6n. Si usted desea la oportunidad de didgirse a la Agencia, podr6 hacerlo durante el perlodo de Comentarios del Publico (Public Communications) anunciado en la agenda. A cada persona se le permite hablar por Cres (3) minutos. Hay un intdrprete para su conveniencia. Any written public record relating to an agenda item for an open session of a regular meeting of the Finance Authority that is distributed to the Housing Authority less than 72 hours prior to that meeting will be available for public inspection at City Hall in the City Clerk's office at 14403 E. Pacific Avenue, 3rd Floor during normal business hours (Monday - Thursday, 7:30 a.m. - 6:00 p.m.) CALL TO ORDER ROLL CALL HOUSING AUTHORITY REGULAR MEETING — 7:00 PM Board Members: Cruz Baca, Monica Garcia, Ricardo Pacheco, Vice Chair Susan Rubio and Chair 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 COMMISSION No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and/or schedule matters for consideration at a future meeting. (Government Code §54954.2) ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL COMIS16N No se podra tomar acci6n an algun asunto a menos qua sea incluido an la agenda, o a menos que exista algurla emergencia o circunstancia especial. EI cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraci6nes o preguntas hechas por personas; a 2) Dirigir personal a investigar y/o fijar asuntos para tomar an consideraci6n en juntas proximas. [Codigo de Gobierno §54954.2] CONSENT CALENDAR 1. WARRANTS AND DEMANDS Staff recommends that the Board ratify the Warrants and Demands, ADJOURNMENT CERTIFICATION I, Alejandra Avila, Secretary of the Housing Authority hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 18'h day of October, 2017. ANeyandra Avila Secretary PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2nd Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 960-4011 ext. 466 or via e- mail at r-. a,Warl c �:�t kfmrlf��+r'c . 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) STAFF REPORT TO: :1U DATE: ITEM NO. 0 A - The Honorable Chairman and Members of the Board Rose Tam, Director of Finance October 18, 2017 AV SUBJECT: BALDWIN PARK HOUSING AUTHORITY'S WARRANTS AND DEMANDS SUMMARY Attached are the Warrants and Demands Registers for the City of Baldwin Park Housing Authority to be ratified by the Board. FISCAL IMPACT The total of the Warrants and Demands for IIousing Authority is $383,955.34 LEGAL REVIEW None required. RECOMMENDATION Staff recommends that the Board ratify the attached Warrants and Demands Registers. 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 does hereby certify to the accuracy of the demands hereinafter referred. Payments released since the previous meeting and the following is a summary of the payment released: 1. The September 2 to October 1, 2017 Warrant check numbers from 72112 through 72124 in the amount of $18,932.34 and Automated Clearing House (ACH) in the amount of $365,023 were made on behalf of City of Baldwin Park Housing Authority constituting of claims and demands, are herewith presented to the Board as required by law, and hereby ratified. CHECK GIS October 9, 2017 Date Range: 09/02/2017...10/01/2017 VMS Date Range: All Program: All Payment Type: All Check Numbers: All Direct Deposit. Exclude Check Cleared: All Port Status: Include Port Ins Zero HAPs: Include Zero HAPs Voided Payments: Include Voided Payments Held Checks: Include Held Checks Grouped by.- Sorted y:Sorted by: r"*' Check Number Check Date Payee Name ......... .. DD ............ .... ❑ 72112 ......... 09/12/2017 Housing Authority Of The County Of San Bernardino ❑ ❑ 72114 10/01/2017 Candice Myan Thompson ❑ ❑ 72115 10/01/2017 Guadalupe M Murillo ❑ ❑ 72116 10/01/2017 Hermila Silva ❑ ❑ 72117 10/01/2017 Housing Authority Of The County Of San Bernardino ❑ ❑ 72118 10/01/2017 Lark Ellen Village ❑ ❑ 72119 10/01/2017 Los Angeles County Housing Authority ❑ ❑ 72120 10/01/2017 RPK Development ❑ ❑ 72121 10/01/2017 Stephan A. Watkins ❑ ❑ 72122 10/01/2017 Up Hill Investment Inc. ❑ ❑ 72123 10/01/2017 Vanessa G Ross ❑ ❑ 72124 10/01/2017 Yvette A Heredia ❑ Total Average Unit Count Average Weighted by Unit Count Hard to House Count Check Number Check Number Amount 2428.74 24.00 84.00 12.00 5011.80 790.00 7575.80 844.00 889.00 1231.00 21.00 21.00 $18,932.34 $420.72 21 $794.86 0 HAPPY software Page 1 10/09/2017 3:17:23 PM CHECK REGISTER AC October 9, 2017 Date Range: 09/02/2017...10/01/2017 Grouped by.- y.VMS VMSDate Range: All Sorted by: Check Number Program: All Check Number Payment Type: All Check Numbers: All Direct Deposit: Only Check Cleared: All Port Status: Include Port Ins Zero HAPs: Include Zero HAPs Voided Payments: Include Voided Payments Held Checks: Include Held Checks 1/ Check Number Check Date Payee Name . ..... . --- ......... DD �.,.,., _. Amount ® ❑ 15781 09/12/2017 Roger Hin Nam Mak ® 200.00 ❑ 15782 10/01/2017 1024 Royal Oaks LP dba Whispering Fountains ® 10187.00 ❑ 15783 10/01/2017 Aaron Abdus Shakoor ® 1028.00 ❑ 15784 10/01/2017 Alan Wu ® 764.00 ❑ 15785 10/01/2017 Alejandra Gutierrez ® 675.00 ❑ 15786 10/01/2017 Alfonso Contreras ® 217.00 ❑ 15787 10/01/2017 Allan M. & Virginia J Chipp and Ralph Seline ® 2918.00 ❑ 15788 10/01/2017 Alta Vista Villas, LP ® 620.00 ❑ 15789 10/01/2017 Amparo M Limon ® 1602.00 ❑ 15790 10/01/2017 Amy Si On ® 782.00 ❑ 15791 10/01/2017 Ana Thai ® 966.00 ❑ 15792 10/01/2017 Andrew & Eva Fogg ® 1272.00 ❑ 15793 10/01/2017 Andrew Imbat ® 878.00 ❑ 15794 10/01/2017 Angel Romo ® 693.00 ❑ 15795 10/01/2017 Anna & Simon Choi ® 1231.00 ❑ 15796 10/01/2017 Annette C Scott ® 1514.00 ❑ 15797 10/01/2017 Antonio & Aida Rinos ® 1470.00 ❑ 15798 10/01/2017 Antonio R. Corral ® 575.00 ❑ 15799 10/01/2017 ASCENSION HOLDINGS LLC ® 949.00 ❑ 15800 10/01/2017 Aureliano Flores ® 817.00 ❑ 15801 10/01/2017 B.K. Mamdani ® 1231.00 ❑ 15802 10/01/2017 Badillo Street Senior Apartments, LLC ® 12847.00 ❑ 15803 10/01/2017 Baldwin Park Family Housing Limited ® 11553.00 ❑ 15804 10/01/2017 Beatrice Pyatt ® 1029.00 ❑ 15805 10/01/2017 Becky Binh Nguyet Luu ® 1806.00 ❑ 15806 10/01/2017 Betty M Sweet ® 864.00 ❑ 15807 10/01/2017 Beverly & Lucas, LLC ® 857.00 ❑ 15808 10/01/2017 Billy Theodorakopoulos ® 614.00 ❑ 15809 10/01/2017 Blessed Rock of EI Monte ® 2528.00 ❑ 15810 10/01/2017 Bobby Roach ® 1287.00 ❑ 15811 10/01/2017 Burnel & Mae Smith ® 1702.00 0 HAPPY software Page 1 10/09/2017 3:18:53 PM ❑ 15812 10/01/2017 Carol Hinds ® 642.00 ❑ 15813 10/01/2017 Central Apartments #2 ® 1672.00 ❑ 15814 10/01/2017 Chen Jackson ® 406.00 ❑ 15815 10/01/2017 CHLV Group - Real Estate ® 790.00 ❑ 15816 10/01/2017 Cho Wu ® 96.00 ❑ 15817 10/01/2017 Christina Villasenor ® 883.00 ❑ 15818 10/01/2017 Cienega Garden Apartments ® 3091.00 ❑ 15819 10/01/2017 Clinett Glazis ® 490.00 ❑ 15820 10/01/2017 Covina 023 Woods 206 LP - Pama Management 206 ® 485.00 ❑ 15821 10/01/2017 Cynthia Pham ® 743.00 ❑ 15822 10/01/2017 Dajojo, LLC ® 832.00 ❑ 15823 10/01/2017 Denise Van Pham ® 1448.00 ❑ 15824 10/01/2017 Derek Sim ® 1083.00 ❑ 15825 10/01/2017 Dieu Van Huynh ® 881.00 ❑ 15826 10/01/2017 Dieu-Thuy Nu Ton ® 1417.00 ❑ 15827 10/01/2017 Dimitris Papadopoulous ® 1245.00 ❑ 15828 10/01/2017 Doan & Lily Thi ® 1370.00 ❑ 15829 10/01/2017 Doanho Do Ha ® 1235.00 ❑ 15830 10/01/2017 Don Norwood ® 1231.00 ❑ 15831 10/01/2017 Donna J Falls ® 771.00 ❑ 15832 10/01/2017 Doreen Han ® 830.00 ❑ 15833 10/01/2017 Dung Tran ® 1168.00 ❑ 15834 10/01/2017 Dung Trung Pham and Tammy Tram Dang ® 816.00 ❑ 15835 10/01/2017 EAST QUINCY WAY, LLC ® 902.00 ❑ 15836 10/01/2017 Emilio De Jesus Cruz ® 514.00 ❑ 15837 10/01/2017 Eric C. Otte ® 628.00 ❑ 15838 10/01/2017 Estate of Rosetta Mix ® 658.00 ❑ 15839 10/01/2017 Eunice Property, LLC ® 889.00 ❑ 15840 10/01/2017 EZ APT LLC ® 834.00 ❑ 15841 10/01/2017 Fanny Chan ® 641.00 0 15842 10/01/2017 Fat Law ® 897.00 ❑ 15843 10/01/2017 Fernando Islas ® 1058.00 0 15844 10/01/2017 Fred Lau ® 585.00 ❑ 15845 10/01/2017 Gilbert Dominguez ® 2043.00 ❑ 15846 10/01/2017 Gleiberman Properties, Inc - FBO MG Properties Group ® 1645.00 ❑ 15847 10/01/2017 Grace Chiou ® 1248.00 ❑ 15848 10/01/2017 Greater San Gabriel Valley Property Management, Inc. ® 1491.00 ❑ 15849 10/01/2017 Group IX BP Properties, LP ® 559.00 ❑ 15850 10/01/2017 Guillermo Vasquez ® 1068.00 ❑ 15851 10/01/2017 Ha Xu Van ® 1365.00 ❑ 15852 10/01/2017 Henry Ho ® 823.00 ❑ 15853 10/01/2017 Henry Wong ® 1698.00 ❑ 15854 10/01/2017 Heritage Park Villas LP ® 13624.00 ❑ 15855 10/01/2017 Hilbert Properties II ® 1856.00 ❑ 15856 10/01/2017 Hsiao Li Chao ® 546.00 ❑ 15857 10/01/2017 Hui Chuan Wang ® 4072.00 0 HAPPY Software Page 2 10/09/2017 3:18:53 PM 0 15858 10/01/2017 HUY VU 788.00 ❑ 15859 10/01/2017 Isabel R Sanchez 1038.00 ❑ 15860 10/01/2017 James or Barbara Fox 750.00 ❑ 15861 10/01/2017 JBMW Investment, LLC 669.00 0 15862 10/01/2017 Jeff Ma X 766.00 ❑ 15863 10/01/2017 Jesse S. Gonzalez 227.00 ❑ 15864 10/01/2017 Jianhong Zhen 1013.00 ❑ 15865 10/01/2017 Jim & Nancy Bailey 604.00 ❑ 15866 10/01/2017 Jocelyn Jae Jhong 1770.00 ❑ 15867 10/01/2017 Joe Clark 2258.00 ❑ 15868 10/01/2017 John Nguyen 1050.00 ❑ 15869 10/01/2017 John W. Ruwitch and Anh Lam Truong N 905.00 ❑ 15870 10/01/2017 John Young rA 496.00 ❑ 15871 10/01/2017 Jose Baudelio Delgado 21 741.00 ❑ 15872 10/01/2017 Joseph H. Garcia 2966.00 ❑ 15873 10/01/2017 Joseph M. Kwok 1793.00 ❑ 15874 10/01/2017 Joseph Pham R 817.00 ❑ 15875 10/01/2017 Joseph T. Tung 10 1079.00 ❑ 15876 10/01/2017 Juan Alvarado 19 435.00 ❑ 15877 10/01/2017 Kan Investments LTD, LLC 506.00 ❑ 15878 10/01/2017 Karen Lin 917.00 ❑ 15879 10/01/2017 Karen M Hollinhurst 895.00 0 15880 10/01/2017 Kim Chau 758.00 ❑ 15881 10/01/2017 Kimberly Nguyen 817.00 ❑ 15882 10/01/2017 Kimberly U Dao 161.00 ❑ 15883 10/01/2017 Kin Wai Wong 895.00 ❑ 15884 10/01/2017 Kristen Thuy Phan 682.00 ❑ 15885 10/01/2017 Ky Tran 1107.00 ❑ 15886 10/01/2017 LAI MING LEUNG 839.00 ❑ 15887 10/01/2017 Lambert Lam 857.00 ❑ 15888 10/01/2017 Lan Hua Mi Ku 1217.00 ❑ 15889 10/01/2017 Lark Ellen Village 5950.00 ❑ 15890 10/01/2017 Larry Chow 4494.00 ❑ 15891 10/01/2017 Larry Mimms 1067.00 ❑ 15892 10/01/2017 Larry Pratt or Doreen E. Ewing 1252.00 ❑ 15893 10/01/2017 Lawrence and/or Lorraine Scimeca 1418.00 ❑ 15894 10/01/2017 Lee Quoc Dung Tran 532.00 ❑ 15895 10/01/2017 LEFA Trust 954.00 0 15896 10/01/2017 Leslie K Ng 1141.00 ❑ 15897 10/01/2017 Lien Diep 904.00 ❑ 15898 10/01/2017 Lois J Gaston 1730.00 ❑ 15899 10/01/2017 Louis Tong 1074.00 ❑ 15900 10/01/2017 Lourdes Vela 2676.00 ❑ 15901 10/01/2017 Luan Trong Hoang 668.00 ❑ 15902 10/01/2017 Lucena A Ewing 2397.00 ❑ 15903 10/01/2017 Lucille Fulmer 1352.00 0 HAPPY Software Page 3 10/09/2017 3:18:53 PM ❑ 15904 10/01/2017 Lupe Barajas 568.00 ❑ 15905 10/01/2017 Mack E Titus { 25.00 ❑ 15906 10/01/2017 Malcolm Oso 552.00 ❑ 15907 10/01/2017 Mallorca Apartments, LTD 886.00 ❑ 15908 10/01/2017 Man Sze Ma 955.00 ❑ 15909 10/01/2017 Maria Luisa Fernandez 663.00 ❑ 15910 10/01/2017 Maria Luz Rodriguez 1326.00 ❑ 15911 10/01/2017 Marina Alvarez 615.00 ❑ 15912 10/01/2017 Mark T. Fernandez 247.00 ❑ 15913 10/01/2017 Martha Cortez 1246.00 ❑ 15914 10/01/2017 Mary L Haynes 996.00 ❑ 15915 10/01/2017 Mayra Ortega 995.00 ❑ 15916 10/01/2017 Melody (Muoi) Dao 1202.00 ❑ 15917 10/01/2017 Michael H Phuong 1335.00 ❑ 15918 10/01/2017 Michelle Toliao Fernandez 750.00 ❑ 15919 10/01/2017 Mike and Ruth Serrato 942.00 ❑ 15920 10/01/2017 Minh A Nguyen 463.00 ❑ 15921 10/01/2017 Mohamad Tavakkoli 3963.00 ❑ 15922 10/01/2017 Monet Huong Nguyen 711.00 ❑ 15923 10/01/2017 Monica Alber 930.00 ❑ 15924 10/01/2017 Monrovia 612, LP 6576.00 ❑ 15925 10/01/2017 Monrovia Heritage Park LP 16348.00 ❑ 15926 10/01/2017 Monrovia Heritage Park LP 2429.00 ❑ 15927 10/01/2017 Mousa Boushaaya 890.00 ❑ 15928 10/01/2017 Nancy H Shen 786.00 ❑ 15929 10/01/2017 Nomer Lacson 1440.00 ❑ 15930 10/01/2017 Olie S Johnson 887.00 ❑ 15931 10/01/2017 Pacific Towers Senior Apartments - TDF LP 1876.00 ❑ 15932 10/01/2017 PAMA IV Properties, LP 1794.00 ❑ 15933 10/01/2017 Paramjit S Nijjar 1991.00 ❑ 15934 10/01/2017 Paul & Annie W Chau 975.00 0 15935 10/01/2017 Paul Yan 683.00 ❑ 15936 10/01/2017 Paul Yen 496.00 ❑ 15937 10/01/2017 Peck Road Properties, LLC 961.00 ❑ 15938 10/01/2017 Pedro Graciano 1144.00 ❑ 15939 10/01/2017 Peter R Nasmyth 261.00 ❑ 15940 10/01/2017 Philip Tsui 731.00 ❑ 15941 10/01/2017 Post Brookhollow, LP 2602.00 ❑ 15942 10/01/2017 Primrose Villa 6243.00 ❑ 15943 10/01/2017 Quoc T. Vo 1386.00 ❑ 15944 10/01/2017 Quy Duc Tran 1130.00 ❑ 15945 10/01/2017 Ralph V. Parra 1088.00 ❑ 15946 10/01/2017 Ramiro Viramontes 561.00 ❑ 15947 10/01/2017 RAMONA BLVD FAMILY APARTMENTS, L.P. 4287.00 ❑ 15948 10/01/2017 Raul Varela Ayala 895.00 ❑ 15949 10/01/2017 Richard A DaSylveira 1220.00 0 HAPPY Software Page 4 10/09/2017 3:18:53 PM 0 15950 10/01/2017 Ro Van Le 695.00 ❑ 15951 10/01/2017 Robert Lawe 875.00 ❑ 15952 10/01/2017 Roger Hin Nam Mak 7996.00 ❑ 15953 10/01/2017 Roland Wiekamp 1251.00 ❑ 15954 10/01/2017 Roman Basin 1104.00 ❑ 15955 10/01/2017 Ronald & Pamela Layne 531.00 ❑ 15956 10/01/2017 Rosa Beltran 1578.00 ❑ 15957 10/01/2017 Rosa Lamas-Serratos 1704.00 ❑ 15958 10/01/2017 Rosalba Cuartas 786.00 ❑ 15959 10/01/2017 Rosie Leon 787.00 ❑ 15960 10/01/2017 Roy Lam 548.00 ❑ 15961 10/01/2017 Ruel Torres 743.00 ❑ 15962 10/01/2017 Ruth Serrato 2428.00 ❑ 15963 10/01/2017 SAE GROUP, LLC 1270.00 ❑ 15964 10/01/2017 Sam Gurfinkel 1231.00 ❑ 15965 10/01/2017 Sara Romo 963.00 ❑ 15966 10/01/2017 Scott Qizhang Chen 1194.00 ❑ 15967 10/01/2017 Sel Homes LLC 8315.00 ❑ 15968 10/01/2017 Sergio Molina 187.00 ❑ 15969 10/01/2017 Serrano West Covina #199W, LP 453.00 ❑ 15970 10/01/2017 Shiu-Ein Huang 0.00 ❑ 15971 10/01/2017 Siu Fung Mak 1575.00 ❑ 15972 10/01/2017 Sophia Wong 1654.00 ❑ 15973 10/01/2017 Steadfast Cameron Park LP 816.00 ❑ 15974 10/01/2017 Steadfast Mccord BHA, LP 897.00 ❑ 15975 10/01/2017 Sui Man Mak 1134.00 ❑ 15976 10/01/2017 T & P Property LLC 129.00 ❑ 15977 10/01/2017 T & T Asset Holding, LLC 2159.00 ❑ 15978 10/01/2017 Takis Bogris 627.00 ❑ 15979 10/01/2017 Tanya H Chen 706.00 ❑ 15980 10/01/2017 Thanh M Tang 670.00 ❑ 15981 10/01/2017 The Piedrahita Trust "B" 1708.00 ❑ 15982 10/01/2017 The Promenade Apartments N 2229.00 ❑ 15983 10/01/2017 Therisa L Tyck 863.00 ❑ 15984 10/01/2017 Thomas Pang 1155.00 ❑ 15985 10/01/2017 Tinh Van Le 477.00 ❑ 15986 10/01/2017 TK MANAGEMENT & INVESTMENT CORP. 1115.00 ❑ 15987 10/01/2017 Tom Cinquegrani 1023.00 ❑ 15988 10/01/2017 Tom Lee 997.00 ❑ 15989 10/01/2017 Tuan Viet Ho N 1481.00 ❑ 15990 10/01/2017 Van T Tran 825.00 ❑ 15991 10/01/2017 Velma Alarcon Gandara 1242.00 ❑ 15992 10/01/2017 Vijay Gulati 2456.00 ❑ 15993 10/01/2017 Villa Olive Oak 527.00 ❑ 15994 10/01/2017 Vinh H. Lai 889.00 ❑ 15995 10/01/2017 Vinh Hong Lai 2853.00 0 HAPPY Software Page 5 10/09/2017 3:18:53 PM ❑ 15996 10/01/2017 Vintage West Covina ® 10296.00 ❑ 15997 10/01/2017 Virginia Carlson ® 840.00 ❑ 15998 10/01/2017 Wai Keng Tam ® 970.00 ❑ 15999 10/01/2017 West Covina Senior Villas II, LP ® 591.00 ❑ 16000 10/01/2017 West Covina Seniors Villas 1 ® 713.00 ❑ 16001 10/01/2017 WidayaTiono ® 43.00 ❑ 16002 10/01/2017 William J Rogers ® 807.00 ❑ 16003 10/01/2017 Wilson Apartment Associates L.P. ® 3345.00 ❑ 16004 10/01/2017 Woodside Village Apartments LP ® 6393.00 ❑ 16005 10/01/2017 Xitlalai Sanchez ® 521.00 ❑ 16006 10/01/2017 Xuan Wang ® 1244.00 ❑ 16007 10/01/2017 Xue Fen Xu ® 1236.00 ❑ 16008 10/01/2017 Xuyen Thach Han ® 1550.00 ❑ 16009 10/01/2017 Y & H Investment, Inc. ® 1829.00 ❑ 16010 10/01/2017 Zelmira Medina ® 1390.00 ❑ 16011 10/01/2017 Zi Jian Li ® 1739.00 ❑ 72113 09/12/2017 Ruth Serrato ® 1250.00 Total Average Unit Count Average Weighted by Unit Count Hard to House Count $365,023.00 $833.39 427 $840.77 1 0 HAPPY Software Page 6 10/09/2017 3:18:53 PM rat], 9 iL I� BALDWIN PARK MUNICIPAL FINANCING AUTHORITI October 18, 2017 7:00 PM REGULAR MEETING COUNCIL CHAMBER 14403 E. PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 Manuel Lozano - Chair Susan Rubio - Vice Chair Cruz Baca - Board Member Monica Garcia - Board Member Ricardo Pacheco - Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS The public is encouraged to address the Baldwin Park Municipal Financing Authority on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the Board, you may do so during the PUBLIC COMMUNICATIONS period noted on the agenda. Each person is allowed three (3) minutes speaking time. A Spanish speaking interpreter is available for your convepience, COMENTARIOS DEL PUBLICO Se invita al publico a dirigirse a la Agencia nombrada en esta agenda, para hablar sobre cualquier asunto publicado en la agenda o cualquier tema que este bajo su jurisdicci6n. Si usted desea la oportunidad de dirigirse a la Agencia, podr6 hacerio 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 para sir conveniencia. Any written public record relating to an agenda item for an open session of a regular meeting of the Baldwin Park Municipal Financing Authority that is distributed less than 72 hours prior to that meeting will be available for public inspection at City Hall in the City Clerk's office at 14403 E. Pacific Avenue, 3rd Floor during normal business hours (Monday - Thursday, 7:30 a.m. - 6:00 p.m.) CALL TO ORDER ROLL CALL BALDWIN PARK MUNICIPAL FINANCING AUTHORITY REGULAR MEETING — 7:00 PM Board Members: Cruz Baca, Ricardo Pacheco, Monica Garcia, Vice Chair Susan Rubio and Chair Manuel Lozano PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos sera el limite para hablar THIS IS THE TIME SET ASIDE TO ADDRESS THE COMMISSION No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and/or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL COMIS16N No se podra tomar acci6n en algOn asunto a menos que sea incluido en la agenda, o a menos que exista algbna emergencia o circunstancia especial. EI 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 Gobiemo §54954.2] CONSENT CALENDAR 1. REFINANCING 2004 LEASE REVENUE BONDS Staff recommends that the Board approve and Resolution Of The Board Of Directors Of The Approving The Form And Authorizing The Documents In Connection With The Refunding Authority 2004 Lease Revenue Refunding Authorizing And Directing Certain Actions With ADJOURNMENT adopt Resolution No. 2017-002 entitled "A Baldwin Park Municipal Financing Authority Execution Of Certain Lease Financing Of The Outstanding Baldwin' Park Finance Bonds (Community Center Project) And Respect Thereto." CERTIFICATION I, Alejandra Avila, Secretary of the Baldwin Park Municipal Financing Authority hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 72,hours prior to the meeting. Dated this 12'" day of October, 2017. r . ,. epf '' r , lej nclfa Avila , Secretary PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 211 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 aa of 1a a d vsr�l art, car@; 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) ITEM NO. r- STAFF REPORT ,y TO: Honorable Chair and Members of the Baldwin Park 0 Municipal Financing Authority J u, FROM: Rose Tam, Director of Finance S^4 BRIFL o; ,,V,A LL Y a;, �, DATE: October 18, 2017 SUBJECT: REFINANCING 2004 LEASE REVENUE BONDS SUMMARY The City Council authorized preparation of documents required to refinance the outstanding Baldwin Park Financing Authority 2004 Lease Revenue Refunding Bonds. This item approves the form of the documents required to be executed by the Baldwin Park Municipal Financing Authority to complete the refinancing, and sets parameters for the interest rate on the refinancing. FISCAL IMPACT The refinancing will reduce the City's annual debt service and associated costs to be paid from the General Fund by an estimated net amount of $1.7 Million over 17 years. RECOMMENDATION Staff recommends that the Board approve and adopt Resolution No. 2017-002 entitled "A Resolution Of The Board Of Directors Of The Baldwin Park Municipal Financing Authority Approving The Form And Authorizing The Execution Of Certain Lease Financing Documents In Connection With The Refunding Of The Outstanding Baldwin Park Financing Authority 2004 Lease Revenue Refunding Bonds (Community Center Project) And Authorizing And Directing Certain Actions With Respect Thereto." BACKGROUND/DISCUSSION In 2004, the Baldwin Park Financing Authority issued 2004 Lease Revenue Refunding Bonds (2004 Bonds) for the purpose of refinancing outstanding 1994 Lease Revenue Bonds issued in connection with the original funding of the Community Center construction and to raise another $3.8 million for funding construction of the improvements to the Senior Center and the City Auditorium and other miscellaneous capital improvements. Payment of the 2004 Bonds are secured by lease payments to be made by the City to the Baldwin Park Financing Authority (FA). There is currently $7,700,000 of the 2004 Bonds outstanding, which mature in 2034-35 and bear interest at an average 5.0%. The property securing the existing lease payments consists of the Community Center and Senior Center in Morgan Park. The City has an opportunity the refinance the 2004 Bonds at an average interest cost of approximately 3%. A refinancing at this rate produces a present value savings to the City of approximately 17% of the outstanding balance and a total estimated $1.7 million reduction in debt service payments over 17 years. This averages to $70,000 annually for 15 years with one final year savings of $670,000 due to anticipated shortening the final payment on the Bonds by a year. 2004 Bonds Refinancing October 18, 2017 Paee 2 The City's proposed method of financing the acquisition is through the execution of a Lease Agreement with the Baldwin Park Municipal Financing Authority (Authority). The Lease Agreement will be secured by lease payments paid by the General Fund. The Authority will assign the lease payments to a lender. Because of the time commitments required of staff and the desire to lock in low interest rates under current market conditions, the financial advisor recommended that a public sale of bonds would not be the most effective method of refinancing the 2004 Bonds. Rather, the financing would be accomplished by selecting one lender to accept the lease payments in exchange for refinancing the 2004 Bonds. This financing mechanism is called a "private placement." The City used this same process to refinance the Successor Agency's tax allocation bonds earlier this year. However, private placement lenders typically require that the financing matures in 15 years to get the lowest possible rate, so the private placement sale method is expected to require a shortening of the existing repayment to get the best interest rate. The private placement sale method will also reduce issuance costs by approximately $60,000 because there is no official statement to be prepared or printed and no credit rating required. These cost savings are have been factored in to the analysis. Approval of the financing requires that the Authority adopt a resolution authorizing the Lease Agreement and the execution of various documents in connection with the financing by the Chief Executive Officer. The lender (Purchaser) will be determined based on the lowest bid received scheduled for the end of October, and the interest rate would be locked shortly thereafter. The Authority resolution approves the form of the following documents: • A Lease Agreement between the City and the Authority; • A Site and Facility Lease between the City and the Authority; and • An Assignment Agreement between the City and the Purchaser. LEGAL REVIEW This report has been reviewed by the City Attorney and approved as to form. ALTERNATIVES 1. Do not undertake the refinancing at this time. 2. Determine to sell Refunding Bonds at public sale and direct staff to return with revised documentation for approval. ATTACHMENTS 1. Resolution No. 2017-002 2. Site and Facility Lease 3. Lease Agreement 4. Assignment Agreement BALDWIN PARK MUNICIPAL FINANCING AUTHORITY RESOLUTION NO. MFA 2017-002 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BALDWIN PARK MUNICIPAL FINANCING AUTHORITY APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS IN CONNECTION WITH THE REFUNDING OF THE OUTSTANDING BALDWIN PARK FINANCE AUTHORITY 2004 LEASE REVENUE REFUNDING BONDS (COMMUNITY CENTER PROJECT) AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO RESOLVED, by the Board of Directors (the "Board") of the Baldwin Park Municipal Financing Authority (the "Authority"): WHEREAS, the Baldwin Park Finance Authority (the "Finance Authority"), has heretofore issued its Baldwin Park Finance Authority 2004 Lease Revenue Refunding Bonds (Community Center Project) (the "2004 Bonds"), to finance and refinance the costs of the certain capital improvements within the geographic boundaries of the City of Baldwin Park (the „City„). WHEREAS, the 2004 Bonds are currently outstanding in the principal amount of $7,700,000; WHEREAS, the payment of debt service on the 2004 Bonds is derived from lease payment made by the City to the Baldwin Park Finance Authority under a lease agreement, by and between the Finance Authority and the City (the "2004 Lease"), payable from the City's general fund; WHEREAS, the City has determined that, due to prevailing interest rates in the municipal bond market and for other reasons, the 2004 Bonds can be refunded for savings which will reduce the City's payment obligations under the 2004 Lease and the City has determined to implement a lease financing for such purposes; WHEREAS, the documents below specified shall be filed with the Authority and the members of the Board, with the aid of its staff, shall review said documents; NOW, THEREFORE, it is hereby DECLARED and ORDERED, as follows: Section 1. The below -enumerated documents, substantially in the forms on file with the Secretary, be and are hereby approved, and the Chair, the Executive Director or the Treasurer is hereby authorized and directed to execute said documents, with such changes, insertions and Municipal Financing Authority Resolution No. MFA 2017-002 Page 2 omissions as may be approved by such officials, and the Secretary is hereby authorized and directed to attest to such official's signature: (a) a site and facility lease, by and between the City, as lessor, and the Authority, as lessee (the "Site and Facility Lease"), pursuant to which the City will lease certain real property and improvements (the "Property") to the Authority; (b) a lease agreement, by and between the Authority, as lessor, and the City, as lessee (the "Lease Agreement"), pursuant to which the Authority will lease the Property back to the City and pursuant to which the City will agree to make semi-annual lease payments (the "Lease Payments"); and (c) an assignment agreement, by and between the Authority and an institutional investor to be selected pursuant to a competitive process, as purchaser (the "Purchaser"), pursuant to which the Authority will assign to the Purchaser certain of its rights under the Site and Facility Lease and the Lease Agreement, including its right to receive the Lease Payments thereunder. Section 2. The Chair, the Executive Director, the Treasurer, the Secretary and other officials of the Authority are hereby authorized and directed to execute such other agreements, documents and certificates and to take such other actions as may be necessary to effect the purposes of this resolution and the lease financing herein authorized. Section 3. This Resolution shall take effect upon its adoption by the Board. PASSED, APPROVED, AND ADOPTED this day of ............................� , 2017. Manuel Lozano, Chair I, the undersigned hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Board of Directors of the Baldwin Park Municipal Financing Authority in a regular meeting assembled on the day of . 2017, by the following vote to wit: AYES: NOES: ABSENT: ABSTAINS: Alejandra Avila, Secretary Attachment #2 THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. SITE AND FACILITY LEASE Dated as of November 1, 2017 by and between the CITY OF BALDWIN PARK, as Lessor BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, as Lessee SITE AND FACILITY LEASE THIS SITE AND FACILITY LEASE (this "Site and Facility Lease"), dated as of November 1, 2017, is by and between the CITY OF BALDWIN PARK, a municipal corporation and general law city organized and existing under and by virtue of the laws of the State of California (the "'City"), as lessor, and the BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, a joint exercise of powers entity organized and existing under and by virtue of the laws of the State of California (the "Authority"), as lessee; WITNESSETH: W11EREAS, pursuant to this Site and Facility Lease, the City proposes to lease those certain parcels of real property situated in Los Angeles County, State of California, more, particularly described in Exhibit A attached hereto and made a part hereof (the "Site"), and those certain inaprovernents thereon, more particularly described in Exhibit B hereto (the "Facility" atid, with the Site, the "Property"), to the Authority, all for the °purpose of enabling the City to refund the outstanding Baldwin Park Firnancin:ag Authority 2004 Lease Revenue Refunding Bonds (Community Center Project); WHEREAS, the Authority proposes to lease the Property back to the City pursuant to that certain Lease Agreement, dated as of November 1, 2017, a memorandum of which is recorded concurrently herewith (the "Lease Agreement") and to assign all of its rights, title and interest in, to and under this Site and Facility Lease and the Lease Agreement, including its right to receive lease payments ti nden the Lease Agreement (the "Lease Payments"), its right to enforce payment of the Lease Payments and otherwise to enforce its interest and rights under, the "Assignee"), pursuant tfi to that of a default thereunder by the City, to ____ __ tl-ne Lease Agr°e�enaaen�nt in tlK.e evc�a� ( g� ), p certainn assignment agreement, dated as of November 1, 2017, by and between. the Authority and, the Assignee (tine "Assignment Agreement"), and recorded concurrently herewith; NOW, THEREFORE, IT IS HEREBY MUTUALLY AGREED, as follows: Section 1. -efi- itior .. Capitalized terms used, but not otherwise defined, in this Site and Facility Lease shall have the meanings ascribed to them in the Lease Agreement. Section 2. SitsL.and Facility Lease. The City hereby lenses to the Authority and the Authority hereby leases from the City, on the terms and conditions hereinafter set forth, the Property. Section 3. Term. The term of this Site and Facility Lease shall commence on the date of recordation of this Site and Facility Lease in the City of the County Recorder of Los Angeles County,, State of California, and shall end on August 1,. 2032, unless such term is extended or sooner terminated as hereinafter provided. If, on August 1., 2032, the aggregate amount of Lease Payments (as defined in and as payable tinder the Lease Agreement) shall not have been. paid by reason of abatement, default or otherwise, or provision shall not have been made for their payment in accordance with the Lease Agreement, then the term, of this Site and Facility Lease shall be extended until such Lease Payments sluill be fully paid or pn°ovision rrnade for such payment, but in no event later than August 1, 2042. if, prior to August 1, 2032, all Lease Payments shall be fully paid or provision made fon• such payrxnennt in accordance with the Lease Agreement, tine term of this Site and Facility Lease sl ill end, Section 4. rjI ratsal Pa '��a� rt. The City agrees to leases the Property to the Authority in consideration of the payment by the Authority of an advance rental payment of The City and the Authority agree that by reason of the assignment of the Lease Payments to the Assignee under and pursuant to the Assignment Agreement, the advance rental payment referenced in the preceding sentence shall be deemed to have been paid.. Section 5. Purpose. The Authority shall use the Property solely for the purpose of leasing; the Property to the City pursuant to the Lease Agreement and for such purposes as may be incidental thereto; J,,)rovi drrd, however, ver•,, that in the event of default by the City under the Lease, Agreement' the Authority and its assigns, may exercise the remedies provided in the Lease Agreement. Section 6. Mitzi is lg�,Ojt. i file °� 1)� . The City covenants that it is the owner in fee of the Property. Section? leistrjgL ,p.w5 3tuati aas az t tifi�c�atzoa°t tem t te. uthoaaty uaa�dAhe- js nL The City hereby certifies and represents, warrants, covenants and agrees as follows: (a) This Site and Facility Lease is in full force and effect, and there have been no amendments, modifications, changes or additions since its execution. (b) To the best of the City's knowledge, the Authority is not and will not be, in any respect., in default under the terms and ,provisions of this Site and, Facility Lease. Further, to the best of the City's knowledge, the City knows of no event which would, currently or with the passage of time or 'giving of notice, or both, constitute a default under the, terms of this Site and Facility lease by either the Authority or the City. (c) The City has not currently encumbered its fee interest in the Property to any lender or financial institution, whether by way of mortgage, deed of trust or other security instruments, except for this Site and Facility Lease and the Lease Agreement which is being recorded concurrently herewith and Permitted Encumbrances (as defined in the Trust Agreement). (d) The City acknowledges hereby consents to the Lease Agreement. (e) Upon the Event of Default under the Lease Agreement, the City will standstill and allow the Authority or. the Assignee to pursue any and all remedies available to the Authority or Assignee under either this Site and Facility Lease or the Lease Agreement. (f) Except for the rental payment referenced In Section 4, no add:itionaI 'rent is or will, be due under this Site and Facility Lease by the Authority through the terra of this Site and. Facility Lease and the Authority has satisfied all of its obligations under this Site and Facility Lease. (g) During the term of the Site and Facility Lease, the City will not consent to any amendment, modification or termination of this Site and Facility Lease without the prior written consent of the Assignee. (h) During the term of this Site and Facility Lease, the City will not encumber its interest in the Site without the prior written consent of the Assignee. (i) The City acknowledges that this Site and Facility Lease cannot be terminated by the City for any reason, except according to Section 3. M (j) Notwithstanding any Site and Facility Lease provisions to the contrary, policies of fire, casualty, and extended coverage insurance shall be carried and maintained by the City in accordance with the terms of the Lease Agreement covering the building or buildings constructed on the Site, with a loss payable clause to Assignee. Section 8. Assignments and SiAl Unless the City shall be in default under the Lease Agreement, the Authority may not assign its rights under this Site and Facility Lease or siflilet the Property, except as provided in the Lease Agreement and the Assignment Agreement, without the written consent of the City and the Assignee, rhe city consents to the assignment of the An thority's interest in this Site and Facility Lease to the. Assignee. If the City is in default under the Lease Agreement, the Assignee (including their successors and assigns under the Lease Agreement) may fully and freely assign and sublease the Property or any portion thereof, subject to this Site and Facility Lease. Section 9. tight c) Litxy, The City reserves the right for any of its duly authorized representatives to enter upon the Property at any reasonable time to inspect the same or to make any repairs, improven-tents or changes necessary for the preservation thereof. Section 10. The Authority agrees, upon the termination of this Site and Facility Lease, to quit and surrender the Property in the same good order and condition as the, same were in at the time of commencement of the term hereunder, reasonable wear and tear excepted, and agrees that any Permanent improvements and structures existing upon the Site at the time of the termination of this Site and, Facility Lease shall remain thereon and title thereto shall vest in the City. Section 11. flefi ItUlt. In the event the Authority shall be in default in the performance of any obligation on its part to be performed under the terms of this Site and 'Facility Lease, which default continues for thirty (30) days following notice and demand for corm.ction thereof to the Authority, the City may exercise any and all remedies granted by law, except that no merger of this Site and Facility Lease and of the Lease Agreement shall be deemed to occur as a result thereof and the City shall have no right to terminate this Site and Facility Lease as a remedy for such default. Notwithstanding the foregoing, so long as the Lease Agreement remains in effect, the City will continue to pay the Lease Payments to the Assignee. In the event of the occurrence of an Event of Default under the Lease Agreement or a breach or default of the certifications and representations, warranties and covenants of the City contained, in Section 7, the Authority and/or the Assignee may (i) exercise the remedies provided in the Lease Agreernerit, (it) use the Property for any lawful putliose, subject to any applicable legal limitations or restrictions, and (iii) exercise all options provided herein. Section 12. Qu jQt Enjgymmt.. The Authority, at all times during the term of this Site and Facility Lease, shall peaceably and quietly have, hold and enjoy all of the Property subject to the provisions of the Lease Agreement. Section 13. WaiverLQf Pers ',db All liabilities under this Site and Facility Lease on the part of the Authority are solely liabilities of the Authority and the City hereby releases each and every Boardmernber, director, officer, employee and agent of the Authority of and from any personal or individual liability under this Site and Facility Lease. No Boardmember, director, officer, employee or agent, of the Authority shall at any time or under any circumstances be individually or personally liable under this Site and Facility Lease for anything done or omitted to be done by the Authority hereunder. Section 14. Taxes. All assessments of any kind or character and all taxes, including possessory interest taxes, levied or assessed upon the Property or the Authority's interest in -3- the Property created by this Site and Facility Lease (including both land and improvements) will be paid by the City in accordance with the Lease Agreement. Section 15.la ' i -ngnt-RQmairk. In the event the whole or any part of the Property is taken by eminent domain proceedings, the interest of the Authority shall be recognized and is hereby detetrnined to be the amount of the thenutipaid principal comporient of the Lease Payments, any then unpaid interest comp Tient of the Lease Payments and any pre�rkiium due with respect to the lie prepayrnent of Lease Payment's to the date such amounts are remitted to the Authority or its assignee, and, subject to the provisions cd the Lease Agreement, the balance of the award, if any,, shall be paid to the City. The City hereby waives, to the ext(I-It permitted by law, any and all rights that it has or may hereafter have to acquire the interest; of the Authority in and to the Property throu.gh the eminent domain powers of the City. However, the City hereby agrees, to the extent permitted by law, that the compensation to be paid irk any condetrination proceedings brought by or ori behalf of the City with respect to the Property shall be in an amount not less than the total unpaid principal, component of Lease Payments, the interest component of Lease Payments accrued to the date of payment of all Lease Payments and any premium due with respect to the prepayment of Lease Payments under the Lease Agreement. Section 16. I! -,,Q of t, i The City and the Authority hereby agree that the lease to the Authority of the, City's right and interest in the Property pursuant to Section 2 serves the public purposes of the City. Section 17. At1, -Q rm, ya QL2s,_Cis --Aad- E —ni, - In any civil action or proceeding arising froin or relating to this Site and Facility Lease or a party's performance tinder this Site and Facility Lease, the prevailing party shall be awarded its reasonable attorneys' fees, costs and expenses, including the reasonable attorneys' fees, costs and expenses incurred in collecting or executing upon any judgment, order or award. Section 18. Parit-d-Irk A -y -Wtmidi y. If any one or more of the terms, provisions, covenants or conditions of this Site and Facility Lease shall, to any extent, be declared invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, the finding, order or decree of which beco-mes, final, no.ne of the remaining terms, provisions, covenants and conditions of this Site and Facility Lease shall be affected thereby, and each provision of t1ris Site and Facility Lease shall be valid and enforceable to the fullest extent permitted by law. Section 19. N.PtjgP,. All notices, statements, demands, consents, approvals, authorizations, offers, designations, requests or other communications hereunder by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if delivered personally or if mailed by United States registered mail, return receipt requested, postage prepaid, at the addresses set forth in the Lease Agreement, or to such other addresses as the respective parties may from time to time designate by notice in writing. Section 20. D -b �i-E&L(,. This Site and Facility Lease shall irture to the benefit of and shall be binding upon the City and the Authority andtheir respective successors and assigns, The Assignee are hereby made third party beneficiaries hereunder with all rights of a third party beneficiary. Section 21. A=jyj1—rngA. This Site and Facility Lease may not be amended except as permitted under the Lease Agreement. -4- Section 21.5,t�- ��ioLLE[Q&dbga- All section headings contained herein are for convenience of reference only and are not intended to define or limit the scope of any provision of [,Iiis Site and Facility Lease. Section 22. pp-14coEIg-J--a—w. This Site and Facility Lease shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made and performed in California. Section 23. N—oMorgtr. Neither this Site and Facility Lease, the Lease Agreement nor any provisions hereof or thereof shall be construed to effect a merger of the title of the City to the Property under this Site and Facility Lease and the City's leasehold interest therein Linder the Lease Agreement. Section 24. This Site and Facility Lease may be executed in any number of counterparts, each of which shall be deemed to be an original but all together shall constitute but one and the same instrument. [Remainder of page intentionally left blank] -5- IN WITNESS WHEREOF, the City and the Authority have caused this Site and Facility Lease to be executed by their respective officers thereunto duly authorized, all as of the day and year first above written. Attest: Attest: CITY OF BALDWIN PARK By Shannon Yauchzee Chief Executive Officer Alejandra Avila City Clerk BALDWIN PARK MUNICIPAL FINANCING AUTHORITY Alejandra Avila Secretary -6- By Shannon Yauchzee Executive Director [NOTARY ACKNOWLEDGMENTS TO BE ATTACHED] EXHIBIT A DESCRIPTION OF THE SITE All that certain real property situated in Los Angeles County, State of California, described as follows: Lots 1 to 57 irac.lr.rsive offrad pact N'o. 7i541 in the City of Baldwin Park, Ccninty of Leis Angeles, State of California, asp er map .recorded in Boo 90'Pages 93and 94 of 'Maps, in the: Office of the County 'recorder of said. County, together with the portion of Undis Avenue (now vacated) as shown on the map of said tract lying between the Easterly prolongation of the Northerly line of the Lot 31 of said Tract and the Easterly prolongation of the Southerly line of Lot 3' of said Tract also those certain alleys (now vacated) ars shown on t sae in ap of said tract, extending from the Northerly prolongation of die Westerly line. of Lot 11 of said tract to the Westerly line of said Landis avenue and from the Easterly line of said Landis Avenue to the Westerly line of Robin Avenue as shown on said map. Except therefrom all oil, gas, hyd ocaartaons, or other inia eraals, in and under alcove described parcel of land wvitlaout tee rig'l-rt of surfaace entry for developaryrient thereof, as reserved in the Deed frorn the County of Los Angeles, recorded September 7,1971. aas lnstruanent No. 2600, of Official Records. APN: 8544-022-902 Exhibit A EXHIBIT B DESCRIPTION OF THE FACILITY The facility consists ofthe City's Con.munity Center, constructed in 1990, a 53,500 square foot multi- use center leafed in the City's Morgan Park. The Facility includes a gymnasiurrk, a weight morn, a judo/athletic room, leers, showers, meeting roorns, an arts and crafts center, day care and after school child carefacilities, an activity cetrter and administrative offices. The child care facilities include classroom and meeting space, two outdoor play years, play equipment and outdoor eating facilities and can accommodate up to 120 rhildreaa. It is also used for offier recreation and social services in the evening. The Facility contains a kitchen as well as several offices which are shared by various community service agencies which provide services through the community center complex. Exhibit B Attachment #3 LEASE AGREEMENT Dated as of November 1, 2017 by and between the BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, as Sublessor and the CITY OF BALDWIN PARK, as Sublessee TABLE OF CONTENTS ARTICLE I DEFINITIONS, RULES OF INTERPRETATION Section1.1. Definitions...........................................................................................................................................................................................2 Section1.2. Interpretation................................................................................................................................................................................5 ARTICLE II COVENANTS, REPRESENTATIONS AND WARRANTIES Section 2.1. Covenants, Representations and Warranties of the t.,..ii:y...................................,,..,.,.,..,...................................,.....6 Section 2.2. Covenants, Representations and Warranties of the A Lnthorz ty .......,. ......... ........................................8 ARTICLE III DEPOSIT AND APPLICATION OF FUNDS Section 3.1. Deposit of and Application of Funds..............................................................................................................................10 ARTICLE IV LEASE OF PROPERTY; LEASE PAYMENTS Section 4.1. Sublease of Property by the Authority Back to the City......................................................................................11 Section4.2. Term................................................................................................................................................................................................11 Section 4.3. Lease Payrnents ..,,..,,., -- .... ......... ......... ... ..... - ..... ,..,,.... ...,..... .........11 Section 4.4. Quiet Enjoyrnent........ ....... Section 4.5. Title 13 Section4.6. Release of Excess Property...................................................................................................................................................14 Section4.7. Substitution of Property ........................................................................................................................................................14 ARTICLE V MAINTENANCE; TAXES; INSURANCE; AND OTHER MATTERS Section 5.1. Maintenance, Utilities, Taxes and Assessments.......................................................................................................16 Section5.2. Modification of Property .......................................................................................................................................................16 Section5.3. Public Liability Insurance....................................................................................................................................................16 Section 5.4. Casualty Insurance...,,.. ........... ........ , ........................ ...,...,.17 Section 5.5. Rental Interruption Insurance .... .. 17 Section 5.6. Worker's Cornpensation Insurance.. .. ... ........ ,. ....1.7 Section 5.7. Recordation Flereof Tit➢c Insurance. ............... . .. ..... ., , ........ ....... .........17 Section 5.8. Insurance Net Proceeds; Form of Policies.....................................................................................................................18 Section 5.9. Installation of City's Personal Property........................................................................................................................18 Section5.10. Liens..............................................................................................................................................................................................18 Section 5.11. Advances.,.,, ...... ................... .............. ............ ,........ , , .......,. ..,......18 Section5.12. Environmental Covenants................................................................................................................................................18 Section 5.13. City Consents to Assignment Agreement................................................................................................................19 ARTICLE VI EMINENT DOMAIN; USE OF NET PROCEEDS Section 6.1. Eminent Domain....,.. .,,,...., ..., .. , .... , . _...,,. ....... ......... 20 Section6.2. Application of Net Proceeds................................................................................................................................................20 Section 6.3. Abatement of Lease Payments in the Event of Damage or Destruction.....................................................21 ARTICLE VII OTHER COVENANTS OF THE DISTRICT Section 7.1. Disclaimer of Warranties.,........,,..,.. .... r......., ...23 -i- Section 7.2. Access to the Property; Grant and Conveyance of Right of Entry..................................................................23 Section 7.3. Release and Indemnification Covenants.....................................................................................................................23 Section 7.4.Assi nmentb°y the Authori 24 Section 7.5. Assignment aid Subleasing by the Ci ••••••••24 Section 7.6. Amendment of Lease Agreement...................................................................................................................................24 Section7.7. Tax Covenants........................................................... ......... ... ........... .,...25 Section 7.8. Financial Statements; Budgets; Other Information .................................................................................................25 Section7.9. Records and Accounts ............................................. ......................................... ........ ...................„....._........... ...,..... ...... .......,..25 Section 7.10. Observance or Laws and Regulations......... •••••••••••••26 Section7.11. Notices.--,.,. ......... . ..,...............-...... ......... ..,.... ,. ---,. ....... ..,..,.,.....,,„ ,, .......-... . ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section8.1. Events of Default Defined....................................................................................................................................................27 Section8.2. Remedies on Default..............................................................................................................................................................27 Section8.3. No Remedy Exciusi vee..... ...... —'- ...... -- ...- ..............................................................................................................29 Section 8.4. Agreement to Pay Attorneys Fees and Expenses..................................................................................................29 Section 8.5. No Additional Waiver Implied by One Waiver......................................................................................................29 Section 8.6. Assignee to Exercise Rights ............................................ ARTICLE IX PREPAYMENT OF LEASE PAYMENTS Section 9.1. Security Deposit............................................ ........................................................................................................................... 30 Section9.2. Optimal Prepayment............................................................................................................................................................30 Section 9.3. Mandatory Prepayment From Net Proceeds of Insurance or Eminent Domain.....................................30 ARTICLE X MISCELLANEOUS Section10.1. Notices........................................................................ ..................... -.... ......... ...... ................. . 2 Section10.2. Binding Effect...........................................................................................................................................................................32 Section10.3. Severability ....................................................................................................................................:..........................................32 Section10.4. Net -net -net Lease...................................................................................................................................................................32 Section 10.5. Further Assurances and Corrective Instruments..................................................................................................32 Section 10.6. Judicial Reference.......................................................................... 32 ........................................................................................ Section10.7. Execution in Counterparts.................................................................................................................................................33 Section 10.8. Applicable Law.................................................... .................................................................................................................. Section10.9. Captions......................................................................................................................................................................................33 EXHIBIT A DESCRIPTION OF THE SITE EXHIBIT B DESCRIPTION OF THE FACILITY EXHIBIT C SCHEDULE OF LEASE PAYMENTS LEASE AGREEMENT THIS LEASE AGREEMENT (this "Lease Agreement"), dated as of November 1, 2017, is by and between the BALDWIN PARK MUNICIPAL FINANCING AUTHORITY, a joint exercise of powers entity organized and existing under the laws of the State of California, as sublessor (the "Authority"), and the CITY OF BALDWIN PARK, a municipal corporation and general law city organized and existing under and by virtue of the laws of the State of California, as sublessee (the "City"); WITNESSETH: WHEREAS, pursuant to that certain Site and Facility Lease, dated as of November 1, 2017 (the "Site and Facility Lease"), the City has leased those certain parcels of real property situated in Los Angeles County, State of California, more particularly described in Exhibit A attached hereto and made a part hereof (the "Site"), and those certain improvements thereon, more particularly described in Exhibit B hereto (the "Facility" and, with the Site, the "Property"), to the Authority, all for the purpose of enabling the City to refa:and the outstanding Baldwin Park Financing Authority, 2004 Lease Revenue Refunding Bonds (Community Center Project) (the "2004 Bonds"); WHEREAS, the Authority proposes to lease the Property back to the City pursuant to this Lease Agreement and to assign all of its rights, title and intere.,st: in, to and gander this Lease Agreement, including its fight to receive lease payments wider- this Cease Agreern.ent (the "Lease Payments"), its right to enforce payinent of the Lease Payments and otherwise to enforce its interest and rights under this Lease Agreement in the event of a default hereaunder by the City and its rights under the Site and Facility Lease, to _----- —__ (the "Assig'nee""), pursuant to that certain assignment agreement, dated as of November 1, 2017, by and between the Authority and the Assignee; and WHEREAS, the City and the Authority have agreed to enter into this Lease Agreement providing for Lease Payments with an aggregate principal component in the amount of $ ___._ for the purpose of implementing the financing transactions described above. AGREEMENT: NOW, THEREFORE, for and in consideration of the premises and the covenants hereinafter contained, the parties hereto hereby formally covenant, agree and bind themselves as follows: ARTICLE I DEFINITIONS; RULES OF INTERPRETATION Section 1.1. 2efinLtLg� s. All terms defined in this Section 1.1 have the meanings herein specified for all purposes of this Lease Agreement. "Additional Payments" means the amounts specified as such in Section 4.3(b) of this Lease Agreement. "Applicable Environmental Laws" means and shall include, but shall not be limited to, the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA"), 42 USC Sections 9601 et seq.; the Resource Conservation and Recovery Act ("RCRA"), 42 USC Sections 6901 et seq.; the Federal Water Pollution Control Act, 33 USC Sections 1251 et seq.; the Clean Air Act, 42 USC Sections 7401 et seq.; the California Hazardous Waste Control Law ("HWCL"), California Health & Safety Code Sections 25100 et seq.; the Hazardous Substance Account Act ("HSAA"), California Health & Safety Code Sections 25300 et seq.; the Porter - Cologne Water Quality Control Act (the "Porter -Cologne Act"), California Water Code Sections 1300 et seq.; the Air Resources Act, California Health & Safety Code Sections 3900 et seq.; the Safe Drinking Water & Toxic Enforcement Act, California Health & Safety Code Sections 25249.5 et seq.; and the regulations under each thereof; and any other local, state, and/or federal laws or regulations, whether currently in existence or hereafter enacted, that govern: (a) the existence, cleanup, and/or remedy of contamination on property; (b) the protection of the environment from spilled, deposited, or otherwise emplaced contamination; (c) the control of hazardous wastes; or (d) the use, generation, transport, treatment, removal, or recovery of Hazardous Substances, including building materials. "Applicable Law" means (a) all applicable common law and principles of equity and (b) all applicable provisions of all (i) constitutions, statutes, rules, regulations and orders of all Governmental Authorities, (ii) Applicable Environmental Laws, (iii) applicable seismic building code requirements at the time of construction, and (iv) orders, decisions, judgments, writs, injunctions and decrees of all courts (whether at law or in equity) and arbitrators. "Assignee" means initially, _ , as assignees of all rights, title and interests of the Authority hereunder, and (b) any other entity to whom the rights of the Authority hereunder are assigned, including subsequent assignees of the Assignee. "Assignment Agreement" means the Assignment Agreement, dated as of November 1, 2017, by and between the Authority, as assignor, and the Assignee, as originally executed or as thereafter amended under any duly authorized and executed amendments thereto. "Authority" means the Baldwin Park Municipal Financing Authority, a joint exercise of powers entity, organized and existing under the laws of the State. "Authority Representative" means the President, the Vice President, the Executive Director or the Treasurer or the designee of any such official, or any other person authorized by resolution of the Authority delivered to the Assignee to act on behalf of the Authority under or N with respect to the Site and Facility Lease, the Lease Agreement and the Assignment Agreement. "Bond Counsel" means (a) Quint & Thimmig LLP, or (b) any other attorney or firm of attorneys of nationally recognized expertise with respect to legal matters relating to obligations the interest on which is excludable from gross income under Section 103 of the Tax Code. "Business Day" means a day other than a Saturday, Sunday or legal holiday, oil which banking institutions are not closed in the State. "City" means the City of Baldwin Park, a municipal corporation and general law city organized and existing under the laws of the State. "Closing Date" means the date this Lease Agreement or a memorandum thereof is recorded in the office of the County Recorder of Los Angeles County. "Contract" means any indenture, trust agreement, contract, agreement (other than this Lease Agreement), other contractual restriction, lease, mortgage or instrument. "Costs of Issuance Agreement" means the Costs of Issuance Custodian Agreement, dated the Closing Date by and between the City and the Custodian, together with any duly authorized and executed amendments thereto. "Custodian" means U.S. Bank National Association, as custodian under the Costs of Issuance Agreement. "City Representative" means the Mayor, the Chief Executive Officer, the Director of Finance or the designee of any such official, or any other person authorized by resolution delivered to the Authority and the Assignee to act on behalf of the City under or with respect to the Site and Facility Lease and this Lease Agreement. "Escrow Agreement" means the Escrow Agreement, dated the Closing Date, by and between the City and the Escrow Bank, providing for the payment and redemption of the 2004 Bonds, together with any duly authorized and executed amendments thereto. "Escrow Bank" means U.S. Bank National Association, or any successor thereto, acting as escrow bank under the Escrow Agreement. "Escrow Fund" means the fund by that name established and held by the Escrow Bank pursuant to Section 3 of the Escrow Agreement. "Event of Default" means any of the events of default as defined in Section 8.1. "Facility" means those certain existing facilities more particularly described in Exhibit B to the Site and Facility Lease and in Exhibit B to the Lease Agreement. "Federal Securities" means any direct general non -callable obligations of the United States of America (including obligations issued or held in book entry form on the book; of d -e Department of the Treasury of the United. States of America), or obligations the timely payment of princi.pa.l of an.Gwl interest on which are dig°ectly guaranteed by the United States of America. "Fiscal Year" means each twelve-month period during the Term of this Lease Agreement commencing on July 1 in any calendar year and ending on June 30 in the next succeeding calendar year, or any other twelve-month period selected by the City as its fiscal year period. "Governmental Authority" means any governmental or quasi -governmental entity, including any court, department, commission, board, bureau, agency, administration, central bank, service, city or other instrumentality of any governmental entity or other entity exercising executive, legislative, judicial, taxing, regulatory, fiscal, monetary or administrative powers or functions of or pertaining to government, or any arbitrator, mediator or other person with authority to bind a party at law. "Hazardous Substance" means any substance that shall, at any time, be. listed as "hazardous" or "toxic" in any Applicable Environmental Law or that has been or shall be determined at any time by any agency or court to be a hazardous or toxic substance regulated under Applicable 1 nviron.r ental Laws; and also tric.on,s, without liaaaitation, raw mateari,als,. building oora°aponen:ts, the products of any rnanufacturing,, or other activities on than Property,, wastes, petroleum, and source, ,special nuclear, or by-product material as defined by they Ateaaaiclraerfy Act of 1954, as arnended (42 USC Sections 3011 et seq.). "Lease Agreement " means this Lease Agreement, dated as of November 1, 2017, between the Authority and the City. "Lease Payment Date" means February 1 and August 1 in each year, commencing February 1, 2018, and continuing to and including the date on which the Lease Payments are paid in full. "Lease Payments" means all payments required to be paid by the City under Section 4.3, including any prepayment thereof under Sections 9.2 or 9.3. "Material Adverse Effect" means an event or occurrence which adversely affects in a material manner (a) the assets, liabilities, condition (financial or otherwise), business, facilities or operations of the City, (b) the ability of the City to carry out its business in the manner conducted as of the date of this Lease Agreement or to meet or perform its obligations under this Lease Agreement on a timely basis, (c) the validity or enforceability of this Lease Agreement, or (d) the exemption of the interest component of the Lease Payments for state income tax purposes. "Material Litigation" means any action, suit, proceeding, inquiry or investigation against the City in any coaart or before any arbitrator of ,any kind or before or by any Governmental Authority, (a) if determined adversely to the City, may have a Material Adverse Effect, (b) seek to restrain or enjoin any of the transactions contemplated by this lease Agreement, or (c) may adversely affect (i) the exemption of the interest component of the Lease Payments for state income tax purposes or (ii) the ability of the City to perform its obligations under this Lease Agreement. ain ing any proceeds of Proceeds" tod�a/'govera eans at l ny �uy'Lnderce rthreat of he exercise oaerraineutddomain powers), paid with respect to the Property, to the extent remaining after pair ent therefrom of all expenses incurred in the collection thereof,. "Permitted Encumbrances" means, as of any time: (a) liens for general ad valorem taxes and assessments, if any, not then delinquent, or which the City may permit to remain unpaid under Article VI of this Lease Agreement; (b) the Site and Facility Lease, this Lease Agreement and the Assignment Agreement; (c) any right or claim of any mechanic, laborer, materialman, supplier or vendor not filed or perfected in the manner prescribed by law; (d) the exceptions -4- disclosed in the title insurance policy received ley the GIty in connection. with its acquisition with respect to the Property issued as of the Closing Date; and (e) any easements, right's of way, mineral rights, drilling rights and, other rights, reservations, covenants, condftiorts or resftictions Which exist of record and which the City certifies in writing will not. materially impair the use of the Property for its intended purposes. "Property" means, collectively, the Site and the Facility. ""Rental. period" m.eam each period during the Term of the Lease commencing on and including August 2 in each year and extending, to and including the next succeeding August I. The first Rental Period hiepgins on the Closing T. -.)ate and ends on August 1, 2018. " Site" means that certain real property more particularly described in Exhibit A to the Site and Facility Lease and in Exhibit A to the Lease Agreement. " Site and Fan'lify Lease" the Site and Facility Lease, dated as of November 1, 2017, by and between the City, as lessor, and the Authority, as lessee, together with any duly authorized and executed amendments thereto. "State" means the State of California. "Tax Code" means the Internal Revenue Code of 1986 as in effect on the Closing Date or (except as otherwise refereziced herein) as it may be amended to apply to obligations issued on the Closing Date, togL'Aher with applicable proposed, ternporary and final reg .:ulatiows promulgated, and, applicable official public gpid'ance published,under the Tax Code. "Term of ibis Lease Agreetrierit" or "Term" means the time during which this Lease Agreement is in effect, as provided. in Section 4.2. "2004 Borids" means the Baldwin Parle Financing Aijthoilty 2004 Lease Revenue Refunding Bonds (Community Center Project) (the "2004 Bonds"), issued to finance and refinance the costs of the certain capital jin-p rovements, wifl-un, the geographic boundaries of the City. Section 1.2. (a) Unless the context otherwise indicates, words expressed in the singular include the plural andvice versa an,(], the use of Ow neuter, masculine, or feminine gender is for convenience only and. include the neuter, masculine or feminine gender, as appropriate. (b) Headings, of articles and sections herein and the table of contents hereof are solely for convenience of reference, do- not constitute a part hereof and do not affect the meardi-ig, construction or effect hereof. (c) All references luirein to "Articles," "Sections" and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Lease Agreement; the words "herein," 11hereof," "hereby," "hereujlder" and other words of similar import refer to this Lease Agreement as a whole and not to any particular Article, Section or subdivision hereof, -5- ARTICLE II COVENANTS, REPRESENTATIONS AND WARRANTIES Section 2.1. ! rrvr'° a rrgt '. r � �t ,l,�oa a s�sl y t t a $; o .. l'1c r,. The City makes the following coverrant:s, representations and warranties to the Authority and the Assignee as of the date of the execution and delivery of this Lease Agreement: (a) Due Organization and Existence. The City is a municipal corporation and general law city, organized arad existing under and by virtue of the laws of the State, has full legal right, :,roe"vw7er° and authority under the laws of the State to enter into the Escrow Agreement, the Site and Facility Lease and this Lease Agreement and to carry out and co�osum:ar-nate all, transactions on its part contemplated hereby and thereby, and by proper action the City has duly authorized the execution and delivery by the City of the Escrow Agreement, the Site and Facility Lease and this Lease Agreement. (b) Due Execution. The representative of the City executing the Escrow Agreement, the Site and Facility Lease and this Lease Agreement has been fully authorized to execute the same by a resolution duly adopted by the City Board of the City. (c) Valid, Binding and Enforceable Obligations. The Escrow Agreement, the Site and Facility [,,ease and this tease Agreement have been dr.rly authorized, executed and delivered by the City and constitute the legal, valid and binding ,agreerrrrerits of the City enforceable agairLswt the City in accordance with their respective terms. (d) No Conflicts. The execution and delivery of the Escrow Agreement, the Site and Facility Lease and this Lease Agreement, the consummation of the transactions therein and herein contemplated and the fulfillment of or compliance with the terms and conditions thereof and hereof, do not and will not conflict with or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, lease=, contract or other agreement or instrument to which the City is a party or by which it or its properties are otherwise subject or bound, or result in the creation or imposition of any proldbited lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the City, which conflict, violation, breach, default, lien, charge or encumbrance would have consegpences that would materially and adversely affect the consummation of the transactions contemplated by the Escrow Agreement, the Site and Facility Lease or this Lease Agreement or the financial condition, assets, properties or operations of the City. (e) Consents and Approvals. No consent or approval of any trustee or holder of any indebtedness of the City or of the voters of the City, and no consent, permission, authorization, order or license of, or filing or registration with, any Governmental Authority is necessary in connection with the execution and delivery of the Escrow Agreement, the Site and Facility Lease and this Lease Agreement, or the consummation of any transaction therein and herein contemplated, except as have been obtained or made and as are in full force and effect. (f) No Litigation. '.l here :is no action, suit, proceeding, inquiry or investigation before or by any court or federal, slate, municipal or other Governmental Authority pending and notice of which has been served on the City or, to the knowledge of the City after reasonable investigation, threatened against or affecting the City or the assets, properties or operations of the City which, if determined adversely to the City,or its interests, would 11.ave a Material AJ,verse Effect upon the consurxrrxratic,rrr of the transactions contrr °iplatesd by or the validity of the Escrow Agreement, t:he Site and, Facility Lease and this Lease Agvemer:rt or upon the M financial condition, assets, properties or operations of the City, and the City is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other Governmental Authority, which default might have consequences that would have a Material Adverse Effect on the consummation of the transactions contemplated by this Lease Agreement, or the financial condition, assets, properties or operations of the City. (g) Sufficient Funds. The City reasonably believes that sufficient funds can be obtained to make all Lease Payments and all other amounts required to be paid pursuant to this Lease Agreement. (h) No Dc Jin,dts. The City has never non -appropriated or defaulted under any of its payment or per°fornlance obligations or covenants, either Under any financing; lease of the same general nature as this Lease Agreement, or under any of its bonds, notes, or other debt obligations. (i) Fee Title. The City is the owner in fee of title to the Property. No lien or encumbrance on the Property materially impairs the City's use of the Property for the purposes for which it is, or may reasonably be expected to be, held. (j) Use of the Property. During the term of this Lease Agreement, the Property will be used by the City only for the purpose of performing one or more governmental or proprietary functions of the City consistent with the permissible scope of the City's authority. (k) Change in'Financial Condition. The City has experienced no material change in its financial condition since June 30, 2016. (1) Hazardous Substances. The Property is free of all Hazardous Substances, and the City is in full compliance with all Applicable Environmental Laws. (m) Flooding Risk. The Property is not located in a 100 -year flood zone and has never been subject to material damage from flooding. (n) Value of Property. The value of the Property (real property replacement cost) is not less than (o) Essential to City Operations. The Property is essential to the City's efficient and economic operations and the lease thereof for use by the City is in the best interest of the City. (p) Financial Statements. The statement of financial position of the City as of June 30, 2016, and the related -statement of activities and statement of cash flows and changes in financial position for the year then ended and the auditors' reports with respect thereto, copies of wl,ch have heretofore been furnished to the Assignee, are complete and correct and fairly present the financial condition, changes in financial, position and results of operations of the City at such date and for such period., and were prepared ill accordancewith generally accepted accounting pru'iciples. Since the period of such statements, there has been no (i) change which would have a Material Adverse Effect and. (ii) no material increase ill tine indebtedness of the City. -7- (q) No Material Adverse Change. Since the most current date of the information, financial or otherwise, supplied by the City to the Assignee: (i) There has been no change in the assets, liabilities, financial position or results of operations of the City which might reasonably be anticipated to cause a Material Adverse Effect. (ii) The City has not incurred any obligations or liabilities which might reasonably be anticipated to cause a Material Adverse Effect. (iii) The City has not (A) incurred any material indebtedness, other than the Lease Payments, and trade accounts payable arising in the ordinary course of the City's business and not past due, or (B) guaranteed the indebtedness of any other person. (r) Accuracy of Information. All information, reports and other papers and data furnished by the City to the Assignee were, at the time the same were so furnished, complete and accurate in all material respects and insofar as necessary to give the Assignee a true and accurate knowledge of the subject matter and were provided in expectation of the Assignee's reliance thereon in entering into the transactions contemplated by this Lease Agreement. No fact is known to the City which has had or, so far as the City can now reasonably foresee, may in the future have a Material Adverse Effect, which has not been set forth in the financial statements previously furnished to the Assignee or in other such information, reports, papers and data or otherwise disclosed in writing to the Assignee prior to the Closing Date. Any financial, budget and other projections furnished to the Assignee by the City or its or their agents were prepared in good faith on the basis of the assumptions stated therein, which assumptions were fair and reasonable in light of the conditions existing at the time of delivery of such financial, budget or other projections, and represented, and as of the date of this representation, represent the City's best estimate of its future financial performance. No document furnished nor any representation, warranty or other written statement made to the Assignee in connection with the negotiation, preparation or execution of this Lease Agreement contains or will contain any untrue statement of a material fact or omits or will omit to state (as of the date made or furnished) any material fact necessary in order to make the statements contained herein or therein, in light of the circumstances under which they were or will be made, not misleading. (s) Facility. The Facility complies with all applicable restrictive covenants, zoning ordinances, building laws and other Applicable Laws (including without limitation, the Americans with Disabilities Act, as amended). (t) Sovereign Immunity. The City does not enjoy any rights of immunity on the grounds of sovereign immunity in respect of its obligations under this Lease Agreement. To the extent the City has or hereafter may acquire under any applicable law any rights to immunity from legal proceedings on the grounds of sovereignty, the City hereby waives, to the extent permitted by law, such rights to immunity for itself in respect of its obligations arising under or related to this Lease Agreement. Section 2.2.o�ls..�:��t:n _ac ?merra.. f�%l,tl��itiy. The Authority makes the following covenants, representations and warranties to the City and the Assignee as of the date of the execution and delivery of this Lease Agreement: (a) Due Organization and Existence. The Authority is a joint exercise of powers entity, duly organized and existing under the laws of the State, has full legal right, power and authority to enter into the Site and Facility Lease, this Lease Agreement and the Assignment Agreement and to carry out and consummate all transactions on its part contemplated hereby In and thereby, and by Px)per action the Authority has duly authorized the execution and delivery by the Authority of the Site and Facility Lease, this Lease AgTeement and the Assignment Agreement. (b) Due Execution. The representative of the Authority executing the Site and Facility Lease, this Lease Agreement and the Assignment Agreement is fully authorized to execute the same under official action taken by the Board of Directors of the Authority. (c) Valid, Binding and Enforceable Obligations, The Site and Facility Lease, this Lease Agree -meet and [lie Assignment Agreement have been duly authorized, executed and delivered by the Authority and constitute the 'legal, valid and binding agreetnents of the Authority, enforceable against the Authority in accordance with their respective temis. (d) No Conflicts. The execution and delivery of the Site and Facility Lease, this Lease Agreement arid, the Assie ,;nrnent ,Al ree me.nt, th(.� consurnmation of thttransactions herein and therein contemplated and the fulfillnient of or compliance with the terms and coriditions]-tereof and tliereof, do not and will not conflict with or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, lease, contract or other agreement or instrument to which the Authority is a party or by which it or its properties are otherwise subject or bound, or result in the creation or imposition of any prohibited lien, charge or encumbrance of any nature whatsoevt--r upon any of the property or assets of the 'Authority, which conflict, violation, breach, default, hen, charge or encumbrance would have consequences that would materially and adversely affect the cons tunin a tion of the transactions contemplated by tl�e Site anti Facility Lease, this Lease Agreement and the Assignment Agreement or the financial condition,, assets, properties or operations of the Authority. (e) Con5tnts and Approvals. No consent or approval of any trustee or holder of any indebtedness of the Authwity, and no consent, permission, authorization, order or license of,, or filing or registration with, any Governmental Authority is necessary in connection with the execution and delivery of the Site and Facility Lease, this Lease Agreement or the Assignment Agreement, or the consuinmation of any transaction herein or therein contemplated, except as have beeii obtained or made and as are in full force and effect. (f) No Lifigativ n. There is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, municipal or other Governmental Authority pending and notice of which has, been served on the Authority or, to the knowledge of the Authority after reasonable investigation, threatened against or affecting the Authority or the assets, properties or operations of the Autl-tority whicli, if deteimined adversely to the Authority or its interests, would have a material and adverse effect upon. the consumuLa Lion of the trartsactioris contemplated by or the validity of the Site arid Facility Lease, this Lease Agreement or the AssignmentAgreement, or upon the financial condition, assets, properties or operations of the Authority,and the Authority is not in d efa ult with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other Governmental Authority, which default might have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Site and Facility Lease, this Lease Agreement or the Assignment Agreement or the financial condition, assets, properties or operations of the Authority, 0 ARTICLE III amountspaYu - • -•+ -r _ -r r. s • transaction.Lease Agreement), the City shall cause (a) the amount of to be transferred to the Escrow Bank for deposit in the Escrow Fund to provide for the defeasance of the 2004 Bonds, and (b) the amount of $ ---- --- to be transferTed to the Custodian to pay financing costs of the -10- ARTICLE IV LEASE OF PROPERTY; LEASE PAYMENTS Section 4.1. (a) The Authority hereby subleases the Property to the City, and the City hereby subleases the Property from the Authority, upon the terms and conditions set forth in this Lease Agreement. (b) T'he leasing of the Property by the City to the Aiathority pursuant to the Site and Facilityger` of the City's, subleasehold estate pursuant Lease ,hall not affect or result in a inerr to tl-ds (..ease Agrex?j nent: and its fee estate as"Iessor under the Site and Facility Lease. Section 4.2. Imm. The Term of this Lease Agreeinent commences on the date of recordation of this Lease Agreement or a memorandum ber(,,,?,of and ends on August 1, 2032, or the date on wliicl-i all of the Lease Payments have been paid in full Pursuant to the terms of this J,,ease,A ffeernerit, If on August 1, 2032, the Lease Payments payable hereunder shall have been abated at any tinier and for any reason and riot othenvise paid from, rental interruption insurance or other sources, or the City shall have defaulted in its payment of Lease Payments hereunder or any Event of Default has occurred and continues without cure by the City, then the tears of this Lease Agreement shall, be extei�icled for the actual period of abaternent or for so long as the default remains uncured, as riecessary to accorarnodate the final payer -vent of all Lease Payments due hereunder, not to exceed ten (10) years. The provisions of this Section 4.2 are stibject to the provisions of Section 61 relating to the taking in erninent domain of the Property or any portion thereof-. Section 4.3.'L asg F—ayui—ents - (a) Obligation to Ray. Subject to the provisions of Sections 6.1 and 6.3 and the pProvisions of Article IX, the City agrees to ay to the Authority, its successors and assigns, the Lease Payments (denominated into components of principal and interest) in the amounts specified in Exl-dbit C attached, hereto (inc, luding any supplernents thereto) and 'by this reference incorporated herein, tobe c1lueand 1.)ayableininiiiiediat(�137avail.ablefui:ids oneach of the respective Lease Payment Dates specified in Exhibit Q- Provided, however, that if any Lease Payrnent Date is , riot a Business Day, such Lease Payment shall be due on the next succeeding Business Day. The Lease Payn-vents payable in any Rental Period with . respect to the Property shall be for the use of the Property during such Rental Period. The interest component of the Lease Payments shall be calculated based on an interest rate of --% per annum. If, by action or inaction of the City, the interest component of 'the Lease Payments becomes includable in the gross income of the AsFignee for federal income tax purposes under the Code based upona final determination thereof by the Internal Revenue Service (the "Date of Taxability"), the interest component of the Lease Payments from and after the Date of Taxability shall be an interest rate sufficient, such that the total interest to be paid to the Assignee on any Lease Payment- irate would., after such interest was reduced by the amount of any U.S. federal, state and local income tax (including any interest or penalties) actually ii-riposed thereon, equal the amount of, interest due on the then unpaid prhicipal amount of the Lease Payments, provided, however, fl it in no event shall such rate exceed twelve percent (12%) per annum. -11- (b) Additional Payments. In addition to the Lease Payments set forth herein, the City agrees to pay as Additional Payments all of the following: (i) all taxes and assessments of any nature whatsoever, including but not limited to excise taxes, ad valorem taxes, ad valorem and specific lien special assessments and gross receipts taxes, if any, levied upon the Property or upon any interest of the Authority therein or in this Lease Agreement; provided, however, the City may, at the City's expense and in its name, in good faith contest any such taxes and assessments and, in the event of such contest, may permit such taxes and assessments to remain unpaid during the period of such contest and appeal therefrom unless the Authority shall notify the City that, in thew opinion of °flo:uue Counsel, by nonpayment of any su.rch items, the interest of the Authority in the Property will be anatefially enda.rigered or the Property, or any pc.rrtion th wareof, will I)e subject to loss or forfeiture, in which event the City shall promptly pay such taxes and assessments or provide the Authority with full security against any loss which may result from nonpayn-tent, in form satisfactory to the Authority; (ii) insurance premiums, if any, on all insurance required under the provisions of Article V hereof; and (iii) any other reasonable fees, costs or expenses incurred by the Authority in connection with the execution, performance or enforcement of this Lease Agreement or any of the traaasactious contemplated hereby or related to the Property, including, without limitation, any amounts which may become due; provided, however, the City shall not be responsible for any costs incurred by the Authority associated with any assignment made by the Assignee. Anrounts corLstituting Additional Payanents payable hereunder shall be paid by the City directly to the person or pergons to whom such amounts shah be payable. The City shall. pay all such amounts when due or at such latex thrie as such amounts may be paid without penalty or, in any other case, within 60 days after notice in writing, from the Authority to the City stating the amount of Additional Payments then due andpayables and, the purpose thereof. (c) Effect of Prepayment. If the City prepays the Lease Payments in part but not in whole under Section 9.3, the principal components of the remaining 1Lease Payments will be reduced on a pro rata basis; and the interest component of each remaining Lease Payment will be reduced on a pro rata basis. (d) Rate on Upon Event of Default. If the City fails to make any of the payments required in this Section 4.3 for mare than ten days after the due date for payment, thepayment in default will continue as an obligation of the City until the amount in default has been fully paid, and the City agrees to pay a rate equal to the nates specified in paragraph (a) above, plus 6% from the date of default to the date of payment. (e) Fair Rental Value. The Lease Payments coming due and payable during each Rental Period constitute the total rentalfor the Property for such Rental Period„ and will be paid by the City in each Rental Period for and in consideration of the right of the use and occupancy of, and the continued quiet use and, enjoyment of the Property during each Rental Period. The parties he veto have agreed and determined that the total. Lease Paymo,its due- during each Rental. Period, „ire not in excess of the fair rental value of the Property during such Rental. Periods. In making this determination, consideration has been given to the estimated fair market value of the Property, the estimated replacement cost of the Property, the uses and -12- purposes which may be served by the Property and the benefits therefrom which will accrue to the City and the general public. (f) Source of Payments; Budget and Appropriation. The Lease Payments are payable from any source of legally available funds of the City, subject to the provisions of Sections 6.1 and 9.1. The City covenants to take such action as may be necessary to include all Lease Payments in each of its annual budgets during the Term of this Lease Agreement and to make the necessary annual appropriations for all such Lease Payments. The covenants on the part of the City herein contained constitute duties imposed by law and it is the duty of each and every public official of the City to take such action and do such things as are required by law in the performance of the official duty of such officials to enable the City to carry out and perform the covenants and agreements in this Lease Agreement agreed to be carried out and performed by the City. (g) Allocation of Lease Payments. All Lease Payments received shall be applied first to the interest components of the Lease Payments due hereunder, then to the principal components of the Lease Payments due hereunder, but no such application of any payments that are less than the total rental due and owing shall be deemed a waiver of any default hereunder. (h) No Offsets. Notwithstanding any dispute between the Authority, or Assignee as the Authority's assignee, and the City, the City shall make all Lease Payments when due without deduction or offset of any kind and shall not withhold any Lease Payments pending the final resolution of such dispute. (i) Assignment Agreement. The City understands and agrees that all Lease Payments have been assigned by the Authority to the Assignee under the Assignment Agreement executed concurrently herewith, and the City hereby assents to such assignment. The Authority hereby directs the City, and the City hereby agrees, to pay to the Assignee, all payments payable by the City under this Section 4.3 and all amounts payable by the City under Article IX. Lease Payments shall be paid to the Assignee. (f) No Abatement. As the City is not a debt limit entity under the State Constitution, its obligations to make Lease Payments hereunder are not subject to abatement. Section 4.4. ln' Throughout the Term of this Lease Agreement, the Authority will provide the City with quiet use and enjoyment of the Property and the City will peaceably and quietly have and hold and enjoy the 11roperty, without suit, trouble or hindrance frorn the Authority, except as expressly set forth in this Lease Agreement. The Authority will, at the request of the City and at the City's cost, join in any legal action in which the City asserts its right to such possession and enjoyment to the extent the Authority may lawfully do so. Notwithstanding the foregoing, the Authority and the Assignee have the right to inspect the Property as provided in Sections 5.12(c) and 7.2. Section 4.5. Title. At all times during the Term of this Lease Agreement, the City shall hold title to the Property, including all additions which comprise fixtures, repairs, replacements or modifications thereto, subject to Permitted Encumbrances and subject to the provisions of Section 7.2. Upon the termination of this Lease Agreement (other than under Section 8.2(b) hereof), all right, title and interest of the Authority in and to the Property shall be transferred to and vested in the City. Upon the payment in full of all Lease Payments allocable to the Property, or upon the deposit by the City of security for such Lease Payments as provided in Section 9.1, all right, title and interest of the Authority in and to the Property shall be transferred to and -13- vested in the City. The Authority agrees to take any and all steps and execu tar and record any and all documents reasonably required by the City to consummate any such transfer. Section 4.6. 1, �4�. . �, �' �w� ���mpgd he C i.ty :rnay, at zu y time and from tune to time, release ally porion of the Property (the "Releaasecl Property") from the Lease, with the prior written u:e~artsent of the Assignee, which coausent, shall be at the. Assignees sole discretion, acrid upon satisftrction of all of the following requirements which are conditions precedent to such release: (a) The City sha11 certify to the Auwathority and the Assignee that no Event of Default has occurred and is continuing, aril nc) event giving rise to an abatement of Lease Payments under Section 6.3 has occurred or is contiriuing with respect to the Property to be remaining following release of the Released Property; (b) The City shall file with the Authority and the Assignee, and cause to be recorded in the office of the Los Angeles County Recorder, an amendrilerit to this Lease Agreernent which deletes the Released Property from the description of the Property; (c) 'rhe City shall file with the Authority and the Assignee a written certificate of the City stating the City's cletenniruaation that the estimated value of the real property which will remain leasedunder this Lease Agreement following such releases is at least. equal, to the original principal components of the lease Payments and upon request of the Assignee, the City staa.11 provide to the Assignee additional information and documents to evidence the value of the remaining portion of the Property; (d) The City shall file with the Authority and the Assignee a written certificate of the City stating the City's determination that the estimated fair rental'. value, for each remaining Rental Period and in the aggregate, of the Property remaining after release of the Released Property is at least equal to the remaining Lease Payments for each remaining Rental Period and in the aggregate; and (e) The City shall file with the Authority and the Assignee such other information, docaurnents and instruments as the Authority or the Assignee shall reasonably request, including (if rea:luested by the Assignee) evidence of the insurable value (if the Property to be iomaining following release of the Released Property, iuudicat:ing tha t such value is in, excess of the ther;u unpaid) principal component of the Lease ;Payments and such endorsements to the title policy delivered on the Closing Date. Upon the satisfaction of all such conditions precedent, the Term of this Lease Agreement will thereupon end as to the Released. F roperty The City is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of such release. The Authority and the City shall execute,, deliver and cause to be recorded all documents required to discharge this Lease Agr~eaement of record against the Released Property. Section 4.7.rala�t tAa, i rt ' � r ? ? j (a) In the event of damage or destruction of the Property due to earthquake or other uninsured casualty for which rental interruption insurance is not available or in the event that following the condemnation of all or° a 11aor-tion of the Property the fair rental value of the Property tee-naining, after such condemnation is less than the rerm.aining, Lease Payment's due under this Lease Agreement, the City shall substitute under the Site and Facility Lease and this Lease Agreement one or more, parcels of unimpaired and urnencurrnbered real property, they fair -14- rental value of which, for each remaining Rental Period and in the aggregate, shall be at leas" equal to the remaining Lease Payments hereunder. (b) If for any reason the City is unable to so substitute real property for the Property with a fair rental value at least equal to the remaining Lease Payments hereunder, the City shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. 50 ARTICLE V MAINTENANCE; TAXES; INSURANCE; AND OTHER MATTERS Section 5.1. Mwm.r�tt,r?,lz�nl....:t�catlr."h,aougl1ot the Term of this lease Agreement, as part cif the consideration for the rental of the Property, all irriproveiaacnt, repair and ma.intcrrrrnc eof the Property erre the sole responsibility of the City, and the City wil'1 ,pay for or otherwise arrange for the payrnerrt of all utility services supplied to the Property, w,vhichr r:nay incli-ide, without limitation, janitor service, security, power, gas, teleprr�one,rhg�ae a eaneart of tNac.pcos�t o�f the repair rc��laccrnteri:tcl hall pay for or otlaw�rwise fl' ,l y 1 of the Property r°esulting from blr..�ll c ordinary wea exchange ea fair the Lease Payments on the part of the City or any assignee or l � tear or wa9�l of car g ' yrraents herein provided, the Authority agrees to provide only the Property, as hereinbefore more specifically set forth. The City waives the benefits of subsections 1 and 2 of Section 1932, Section 1933(4) and Sections 1941 and 1942 of the California Civil Code, but such waiver does not limit any of the rights of the City under the terms of this Lease Agreement. and arty, charged to, helAuthoritypotheuse to be aid all Cityaffectingsthe Property crrertthefrespe�:t.ver respective or estates therein, provided that with respect to sPecial assessments or either governmental charges 1:1 -tat inay larwrfudly be paid in inst:allinents over a period of years, the City is obligated to lea)= only srrch installments as are required to be paid di.irtng the Term of this Lease Agreement as and when the same become due. The City may, at the City's expense and in its name, in good faith contest any such taxes, assessments, utility and other charges and, in the event: of any such contest, may permit the taxes, assessments or other charges so contested to rem,aha unpaid during the period of such contest and any appeal therefrom unless the Authority shall notify the City that, in its reasonable opinion, by roaayrrcnt of airy such iteirs the interest �f the Authority 'in the Property will be materially endangered or the Property or any part thereof will be subject to loss or forfeiture, in which event the City vvil.l promptly pay such taxes, assessments or charges or provide the Authority with full security agaiiast any loss which may result from nonpayment, in form satisfactory to the Authority. The City shall promptly notify the Assignee of any tax, assessment, utility or other charge it elects to contest. Section M.odi CaC?f. lfaei The City has this right;, at its ownexpense, to make additions, modifications and improvements to the Property or any portion thereof. All additions, modifications and improvements to the Property will thereafter comprise part of the Property and 'become subject to the provisions of this 'Lease Agreement. Suclr additions, modifications and improvements may not in any way damage the Property, or cause the Property to be used for purposes other than those authorised cinder the provisions of state and federal law; and the property, upon completion of any additions, modifications and improvements inade thereto under this Section, must be of a value which is not substantially ,less than the value thereof immediately prior to the making of such additions, modifications and improvements. Section 5.3. par.lrr ablygram .ze T h -e i.ty shall maintain or cause to be maintained throughout the 'Term of this Lease Agi•eernent a standard comprehensive general liability insurance poficy or policies in protection of the City, the Assignee and their respective members, officers, agents, employees and assigns. Said policy or policies shall provide for indemnification of said parties against direct or contingent loss of liability for damages .for injury, olicy or policiesproperty m t provide coverage with l.imrii.il s of at leaste operation of bodily and personal in it death or ro ert damage occasioned, breason of t the Property Such l.. ,1,000,00 -16- per arccii.rrence, $3,000,000 in the aggregate, for bodily injury and property damage coverage, and excess liability tun brella coverage of at least $5,000,000, and in all events in form and amount (including any deductibles) satisfactory to the Assigriee. Sucla nnsa:rrarncea may be maintained asiaart of or in conjunction with any other %nsuranc,cr coveragca cardedby the City (i.nclading, with Assignee's prior written con.:rent, a self-insurance program), and may be rrna intaairied in whole or in part in the form of the participation by the City in a joint powers arrtlnorit:y or other program provic providing pooled insurance. The City will apply the proceeds of such liability i.rnsur°a:race toward extinguisl xnent or satisfaction of the liability with respect to which such proceeds have lrcaen paid, Section 5.4. dZas-w ty lnts uAna. The City will procure arid maintain, or cause to be lorrrocured, and maintained, throughout the "Perm of this Lease Agn-gement, casualty insurance aa,gaairLst lass car• daaaaage to all buildings situated on the Property anact fawned by the City, in an amount at least equal to the greMer of the replaeenmcent value of the i.aroured buildhags and the aggregate priricipal amount of the Lease Payments outstanding, with a lender's loss payable endorsement. Such insurance must, as nearly as practicable, cover loss or damafe by all "s ecia:l form" err insurance shall be subject to a deductible of not to exceed //special perils, Such ir�rs $250,000. Such insa,rrance may be maintained as part of or in conjunction with any other insurance coverage carried by the City (including, with the Assignee's prior written consent, a self-insurance program), and may be maintained in whole or in part in the form of the particilration by the City in a joint powers authority or other prograarn providing pooled insurance, The City will apply the Net Proceeds of such insurance as provided in Section 6.2. Section 5.5. lira ;�izl °upt a-srar'a .r Q. The City will procure and raga rataair�„ or caar:r r to be procured and maintained, throughout the Term of this Lease Agreement, r°erntal interniption or use and occupancy insurance to cover loss, total or partial, of the use of the Property and the improvements situated thereon as a result- of any of the hazards covered in the insurance required by Section 5.4, in an amount at least equal to the maxixnurrn Lease Payments coming due and payable daring any future 24 month period. Such insurance naay be maintained as part of or in conjunction with any other- insrrraance coverage carried 'by the City, and may be maintained in whole or in part in. the form of the participation by the City in a joint powers arantlrority or other prog,, , providing pooled iaatsu,rance; provided that such rental interruption insurance shall not be self-insured by the City, , The City will apply the Net Proceeds of such, insurance towards the payment of the. Lease Payments as the samebecome due and payable. Section 5.6.'o°lar,l?e�t.nsaarair"tc,• If required by applicable California law, the City shall carry worker's compensation insurance covering all employees on, in, near or about the Property and, upon request, shall, furnish to the Authority certificates evidencing such coverage throughout the Tenn of this Lease Agreement. Such insurance may be maintained ars part of or irrr conjunction with any other insurance coverage carried by the City (including a self-insurarice prog,yarn),, and may be maintained in whole or in part in the form of the participation by the City in a joint powers authority or other program providing pooled insurance. Section 5.7.wAAtiHem T:tle�lnsxrra of • On or before the Closing Date, the City shall, at its expense, (a) cause; this Lease Agreement, the Site and Facility Lease and. the Assigmnent Agreement, or a rnemorandurn hereof or: thereof in form and substance approved by Special Counsel, to be recorded in the office of the Los Angeles County Recorder with respect to the Properr'ty, and (b) obtain a CL'T'A title insurance policy insuring the Assignee's interests ira the leasehold estate established under the Site and Facility Lease and hereunder in the P1,operty, subject only 'to Permitted l= rncurxnbrances, in an arr°nount equal to the original principal con prts eLease Payments, The City will apply the Net Proceeds of such insurance is provided nxSeOY2« -17- Section 5 8 [ ;sti ai,r ce Net :1�rr�a eeds��wr.�� .f 1 oi���; All insurance policies (or riders) required by this Article V and provided by third party insurance carriers shall be taken out and maintained with responsible insurance companies organized under the laws of one of the states of the United States and qualified to do business in the State, and shall contain a provision that the insurer shall not cancel or revise coverage thereunder without giving written notice to the insured parties at least ten days before the cancellation or revision becomes effective. Each insurance policy or rider required by Sections 5.3, 5.4 and 5.5 and provided by third party insurance carriers shall name the City and the Assignee as insured .parties and the Assignee as loss payees and shall include a lender's loss payable endorsement for the benefit of the Assignee. Prior to the Closing Date, the City will deposit with the Assignee policies (and riders and endorsements, if applicable) evidencing any such insurance procured by it, or a certificate or certificates of the respective insurers stating that such insurance is in full force and effect. Before the expiration of any such policy (or rider), the City will furnish to the Assignee evidence that the policy has been renewed or replaced by another policy conforming to the provisions of this Article V unless such insurance is no longer obtainable, in which event the City shall notify the Assignee of such fact. Section 5.9. 1. raL4 -fl, rr 1- C ty' -r_,,tQ a.. Pr t' ?. The City may at any time and from time to time, in its sole discretion and at its own expense, install or permit to be installed other items of equipment or other personal property in or upon the Property. All such items shall remain the sole property of the City, in which the Authority has no interest, and may be modified or removed by the City at any time. The City must repair and restore any and all damage to the Property resulting from the installation, modification or removal of any such items. Nothing in this Lease Agreement prevents the City from purchasing or leasing items to be .installed under this Section under a lease or conditional sale agreement, or subject to a vendor's lien or security agreement, as security for the unpaid portion of the purchase price thereof, provided that no such lien or security interest may attach to any part of the Property. Section 5.10. Liens. The City will not, directly or indirectly, create, incur, assume or suffer to exist any mortgage, pledge, lien, charge, encumbrance or claim on or with respect to the Property, other than as herein contemplated and except for such encumbrances as the City certifies in writing to the Assignee do not materially and adversely affect the leasehold estate in the Property hereunder and for which the Assignee provides its prior written approval, which approval shall be at Assignee's sole discretion. Except as expressly provided in this Article V, the City will promptly, at its own expense, take such action as may be necessary to duly discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim, for which it is responsible, if the same shall arise at any time. The City will reimburse the Assignee for any expense incurred by it in order to discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim. Section 5.11. Advances. If the City fails to perform any of its obligations under this Article V, the Authority may take such action as may be necessary to cure such failure, including the advancement of money, and the City shall be obligated to repay all such advances as additional rental hereunder, with interest at the rate set forth in Section 4.3(c). Section 5.12.�r�r,�t.v nt: (a) Compliance with Laws; No Hazardous Substances. The City will comply with all Applicable ;Environmental Laws with respect to the Property and will not use, store, generate, treat, transporl:, or dispose of any Hazardous Substance thereon or in a manner that Wotfld. cause any Hazardous Substance to later flow, migrate, leak, leach, or otherwise come to rest on or in the Property. -18- (b) Notification of Assignee. The City will transmit copies of all notices, orders, or statements received from any governmental entity concerning violations or asserted violations of Applicable Ertviron.nAental Laws �swit.hrespect to the Property and any operations conducted thereon or any coedit o;ns existing there n to the Assignee, and the City will notify the Assignee in writing immediately of any release, discharge, spill, or deposit of any Hazardous Substance that has occurred, or is occurring that in any way affects or threatens to affect the Property, or the people, structures, or other property thereon, provided that no such notification shall create any liability or ol)ligation on the part of they Assignee. (c) Access for Inspection. The City will permit the Assignee, its agents, or any experts designated by the Assignee to have full access to the Property during, reasonable beusiness hours for purposes of such independent investigation of compliance with all Applicable Environmental Laws, provided that the Assignee has no obligation to do so, or any liability for any failure to do so, or any liability should it do so. Section 5.13..itwnet�it ,onurlcunel. The Authority's rights under this Lease Agreement (excluding the right to receive notices, the right to reimbursement of costs and to indemnification), including the right to receive and enforce payment of the Lease Payments, and. tl-ie Site and Facility Lease, are being assigned to the Assignee pursuant to the Ass:ig-n:mentAg°re�e:ment. The City hereby consents to such assignment and to any additional assignment, of such rights by the Assig:nee or its assignees. The City agrees to execute all de e.urn:erut.°s, including notices of ass grtwent and chattel mortgages or financing statements, which may be reasonably requested by the Assignee or its assignees to protect their interests in the Property and in this Lease Agreement. ARTICLE VI EMINENT DOMAIN; USE OF NET PROCEEDS Section 6.1. . if all of the Property hall be taken pernianesitl'y utider the power of en -anent dora:aaain or sold to a governmental entity tl"u•eatening to exercise the power of eminent doni ain, the Tennof this l e ase Agreernent shall cease as of the day posse=ssion sha11 be so taakerr. if less thwarr all of the Property shpa11 be taken pernaanently, or if all of the Prolrerty or any part thereof shall be taken ternporaraly under the p. ower of eminent dornarin, (I) tiara, Lease Agreement shall c.ont.irme in full fr:rrce and effect and. shall .not be terminated by virtue of such taking and the parties waive the benefit of any law, to the contrary, and O there shall be a partial abatement of Lease Payments in an ams:mW equal to the application of the Net ,'Proceeds of any eminent domain award to the prepayment of the Lease Payments l`e euxider, inan amount to be agreed uponby the City and the Assignee such that ['lean resulting Lease f" ayrnents represent fair consideration for the use and occupancy of the remaining usable portion of the Property. Section 6.2. .C'trXQPd (a) From Insurance Award. (i) Any Net Proceeds of insurance against damage to or destruction of any part of the Property collected by the City in the event of any such darnage or destruction shall be deposited by the City promptly upon receipt thereof in a special fund with the Assignee designated as the "Insurance and Condemnation Fund." (ii) Within ninety (90) days following the date of such deposit, the City shall determine and notify the Authority and the Assignee in writing of its determination either (A) that the replacement, repair, restoration, modification or improvement of the Property is not economically, feasible or in the best interest of the City and the Net Proceeds, together with other moneys available therefor, are sufficient to cause the prepayment of the principal components of all unpaid Lease 'Payments pursuant 'to Section 9.3 hereof, or (B) that all or a portion of srr.c:h .Net Proceeds are to be apphed to the 1larompt replacement, repair, restoration, rraodifrcation orimprcwernent of the damaged or destroyed portions of the Property and the fair rental valvae of the Property following, such repair, restoration, replacement, modification or improvement will at least equal the unpaid principal conap+onent of the Lease Paryrnents,. (iii) In the event the City's. determination is as set forth in clause (A) of subparagraph (ii) above, such, Net Proceeds shall be promptly applied to the prepayment of Lease Payments and other amounts pursuant to Section 9.3 of this Lease Agreement; provided, however, that in the event of damage or destruction of the Property in full, such Net Proceeds may a so applied only if sufficient, together with P y be other rnoneys available therefor, to cause the prepayanent of the principal conaponel,r)ts of all unpaid. Lease Payments, all accrued and unpaid int:e:rest, Prepayment Prenaiurn.s described in. Section 9., and. all other costs related to such prepayments pursuant to Section 9.3 of this Lease Agreement and otherwise such Net Proceeds shall be applied to the prompt replacement, repair, restoration, modification or improvement of the Property; provided irrflaeAr, howerrer, that in the event of clamage or destnrctior:r of the Property in part, such ,Net Proceeds may be applied to the prepayment of Lease Payrraents only if, the resulting Lease Payments following such prepayment from Net: Proceeds represent fair consideration for rerxaahiing portions of the Properly and otherwise such Net Proceeds shall. be applied to the prompt replacement, repair, &M restoration, modification or improvement of the Property, evidenced by a certificate signed by a City Representative. (iv) In the event the City's determination is as set forth in clause (B) of stibparagraph (ii) above and the City certifies to the Assignee that such 'repair or replacement can be cornpleted witliin 24 months, such Net Proceeds shall be applied to the prompt replacement, repair, restoration, modification or improvement of the dainaged or destroyed, portimis of the Property by the City, and imtil the Property has been restored to its pr'J,0,1,- condition, the City shall not place any lien or, encurnbrance on the Property that is senior to this Lease Agreement withotit the prior written consent of the Assignee, at its sole discretion. (b) From Eminent Domain Award. If all or any part of the Property shall be taken by eminent domain proceedirigs (or sold to a government threatening to exercise the power of eminent domain) the Net Proceeds therefrom shall be deposited by the City in the Insurance and Condemnation Fund and shall be applied and disbursed as follows: (i) If the City has given written notic(-',1 to the ,Aiithofity and the Assirmee of its determination that (A) such eminent domain,proceedings have riot, materially affected the openition of the Property or the ability of the City, to meet any of its,oblig,,itions, with respect to the Property um -ler this Lease Agreernent, and (B) such proceeds are riot nec=ded for repair or rehabilitation of the 'Property, the City shall so certify to the Authority and theAssi&7-tee, and the City shall credit such proceeds towards the prepayment of the Lease Payments pursi.iant to Section 9.3 of this Lease Agreement. (ii) If the City has givers written notice to the Authority and the Assignee of its determination that (A) such eminent domain Proceedings have riot materially affected the operation of the Property or the ability of the City to meet any of its obligatioro, With, respect to the Property under this Lease Agreement, and (B) such proceeds, are needed for rep a ir, rehabilitation or replacement of the Property, the City shall so certify to the Authority and the Assignee, and the City shall apply such amounts, for such repair or rehabilitation. (iii) If (A) less than all of the Property shall have been taken in such enlinent domain proceedings or sold to a government threatening the use of eminent domain powers, and if the City has given written notice to the Authority and the Assignee of its determination that such erninerit domain proceedings have materially affectedthe operation of the Property or the ability of the City to meet any of its, obligations with respect to the Property under the Lease Agreement or (B) all of the Property shall have beeri, taken in such eminent domain proceedings, then the City shall credit such proceeds towards the prepayment of the Lease Payments pursuant to Section 9.3 of this Lease Agreement. (iv) In making any determination under this Section 6.2(b), the City may, but shall not be required to, obtain at its expense, thet-eport of an independent engineer or other indeper0ent. professional consultant, a copy of which shall be filed with the Authority and. the Assignee. Any Such deterrnina tion'by the City shall be final. (c) From l'ifle Ins urance. The Net Proceeds from a title insurance award shall be applied by the City towards the prepayment of Lease Payments reqiJ,red to be paid pursuant to Section 9.3 of this Lea se A greement. Lit.. 3fvcjjt na -pj. Destruction. Section 6.3. Lease Payments shall be abated during any period in which, by reason of damage or -21- destruction, there is substantial interference with the use and occupancy by the City of the Property or any portion thereof to the extent, to be agreed upon by the City and, the Assignee. The parties <nVvet that ttw arnotint:s of the Lease, Paayr b,er-nts unclear saich circuaxnstanccs shall not be less than k.lie amounts e':>f the unpaid I.'ense Payrrnents as are then set fortl'a in Exhibit C, unless such unpaid amounts are determined W be greater than the fair rental value of the portions of the Property not damaged or destroyed, based upon an appropriate method of valuation, in which event the Lease Payments shall be abated such that they represent said fair rental value. Such abatement shall continue for the period commencing with such damage or destruction and ending with the substantial completion of the work of repair or reconstruction as evidenced by a Certificate of a City Representative to the Authority and the Assignee. In the event of any such damage or destruction, this Lease Agreement shall continue in full force and effect and the City waives any right to terminate this Lease Agreement by virtue of any such damage and destruction. Notwithstanding the foregoing, there shall be no abatement of Lease Payraretnts under this Section 6.3 to the extent that (a) the proceeds of rental interruption insurance or (b) amounts in the Insurance and Condemnation Fund are available to pay Lease Payments which would otherwise be abated under this Section 6.3, it 'being hereby declared that such proceeds and amounts constitute special funds for the payment of the Lease Payments. -22- ARTICLE VII OTHER COVENANTS OF THE DISTRICT Section 7.1. Dischdar n Jaaaat; . THE AUTHORITY MAKES NO AGREEMENT, WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR FITNESS FOR THE USE CONTEMPLATED BY 'THE DISTRICT OF THE PROPERTY OR ANY PORTION THEREOF, OR ANY OTHER REPRESENTATION OR WARRANTY WITH RESPECT TO THE PROPERTY OR ANY PORTION THEREOF. THE DISTRICT ACKNOWLEDGES THAT THE DISTRICT LEASES THE PROPERTY AS -IS, IT BEING AGREED THAT ALL OF THE AFOREMENTIONED RISKS ARE TO BE BORNE BY THE DISTRICT. In no event is the Authority liable for incidental, indirect, special or consequential damages, in connection with or arising out of this Lease Agreement for the existence, furnishing, functioning or use of the Property by the City. Section 7.2. _Qnyj, b ac �t cif £iZL cif ITl gtr .The City agrees that the Authority, and the Authority's successors or assigns, has the right at all reasonable times, following at least 48 hours written notice provided to the City, to enter upon and to examine and inspect (to the extent permitted by law and public policy) the Property or any part thereof. The City further agrees that the Authority, and the Authority's successors or assigns shall have such rights of access to the Property or any component thereof, following at least 48. hours written notice provided to the City, as may be reasonably necessary to cause the proper maintenance of the Property if the City fails to perform its obligations hereunder. Neither the Authority nor any of its assigns has any obligation to cause such proper maintenance. The City further grants, conveys and confirms to the Authority, for the use, benefit and enjoyment of the A, at�laori.ty, its successors and assigns in interest to the Property, including the .Assignee, and its sublesse s, and, their respective employees, invitees, agents, independent contractors, pa ta,ons, customers, guests and members of the public visiting the Property, a right of enhy which ,,hall be h -revocable .for the Term of this Lease Agreement over, across and under the property of the City adjacent to the Property to and from the Property for the purpose of: (a) ingress, egress, passage or access to and from the Property by pedestrian or vehicular traffic„ (b) installation, maintenance and replacement of utility wires, cables, conduits and pipes; and (c) other purposes and uses necessary or desirable for access to and from and for operation and maintenance of the Property. Section 7.3. t W.s nol nd Lnt3, a a t cin C'cwvenat , .. The City hereby indemnifies the Authority, the Assigne=e and their respective directors, officers, agents, employees, successors and assigns against all claims, losses arid damages, including legal fees and expenses, arising out of (a) the use, maintenance, condition or managen'tent of, or from any work or thing clone on the Property by the City or the City's employees, agents, contractors, invitees or licensees, (b) away breach, or defatilt on the part of the City in the perfoarnance of any of its obligations under this Lease A.gJxement, (c) any negligence or willful misconduct of the City or of any of its agents, contractors, servants, employees or licensees with respect to the Property, (d) any intentional. misconduct or negligence of any suiblessec! of the City with respect to the Property, (e) the acquisition, construction, improvement and equipping of the Property, (f) the clean-up of any Hazardous Substances or toxic wastes from the Property, or (g) any claim alleging violation of any Applicable 'Environmental laws, or the authorization of payment of the costs thereof. No indemnification is made under this Section 7.3 or elsewhere in this lease Agreement for willful misconduct or gross negligence under this Lease Agreement by the Authority, the Assignee, or their respective officers, agents, employees, successors or assigns. -23- The City and th uthtrrfty each agree to promptly give notice to each other and the Assignee of any clatrar or liability hereby ineic:innified against follmving learnh-tg [hereof. Section 7.4. i s i r�a°ni irL by L1,g,uta)rity. The Authority's rights, title and interests under this Lease Agr'eetnent, including the right to receive and enforce payment of the Lease Payments to be r-nade by the City hereunder, have been assigned to the Assignee; provided that the Authority's rights to indemnification and payment or rermbiarsement for any costs or expenses hereun ler have 1.Meen retained by the Authozity to the extent such rights accrue to the Authonty wi.d shall have beery assigned to the Assignee to the extent such rights accrue to the Assig,nee. The City hereby consents to such assignment. Whenever in this Lease Agreement any reference .is made, to the Authority, suclr reference shall be deemed to refer to the Assignee (including its assignees). The Assignee may make additional assignments of its rights, title and interests herein, but no such assignment will be effective as against the City unless and until the Assigne�e has filed with the City prior written notice thereof and an executed copy of an investor's letter addressed to the City and the An thority substantially in the foram of the letter delivered by the Assignee on the Closing; Date. The City shall pay all lease Payinvnts hereunder to the Assignee, as provided in Section 4.3(h) hereof, or under the written direction of the assignee named in the most recent assignment or notice of assignment filed with the City. During the Term of this Lease Agreement, the City will keep a complete and accurate record of all such notices of assignment. Section 7.5. Airiiiar.tau,ta air.: 1r ltty. This Lease Agreement may not be assigned, rnortgaged, pledged or transferred by the City. The City may sublease the Property, or any portion thereof, with the prior written cortsent- of the Assignee, at the Assignee's sole discretion, sulajecwt to all of the following' conditions: (a) This Lease Agreement and the obligation of the City to make Lease Payments hereunder shall remain obligations of the City, and any sublease shall be subject and subordinate to this Lease Agreement. (b) The City shall, within 30 days after the delivery thereof, furnish or cause to be furnished to the Authority and the Assignee a true and complete copy of such sublease. (c) No such sublease by the City may cause the Property to be used for a purpose other than as may be authorized under the provisions of the laws of the State. (d) The City shall furnish the Authority and the Aswrgiaee with a written opinion of Bond Counsel stating that such sublease does not cause the interest components of the Lease Payments to become subject to personal income taxation by the State. (e) Any such sublease shall be subject and subordinate in all respects to the Site and Facility Lease and this Lease Agreement. Notwithstanding the foregoing, in connection with any sublease entered into for financing purposes, the principal component of the then remaining; Lease Payments plus the principal. component of the sublease payments shall not e=xceed the fair market value of the Property. Section 7.6. AxLaUL to ie . This Lease Agreement may be amended with the prior written consent of the Authonty and the Assignee (at the Assi6mee's sole discretion) provided such amendment does not, in the Assignee's sole judgment, adversely affect the Assignee. we r Section 7.7. ' a L-x-,Co3Lc rjls, (a) Generally. The City will not take any action or perin-it, to be taken any action. within its control which would cause or which, with the passage of time if not cured would cause, the interest compiinertts of the Lease ["ayrnents to becorne inchidable iji. g ,,ross ij-tc(.,)jxI,e o the Assignee for federal income tax ptirl-,)oses and will deliver a tax certificate on the Closing Date. (b) Private4cti,01y Bond Limitation. The City will ensure that the proceeds of the Lease Payinents are not so rased as to cause the City's obligations Jaerewider to satisfy the private business tests of Section 1.41(b) of the Tax Code or the private loan financing test of Section 141 (c) of the Tax Code. (c) Federal Guarantee Prohibition. The City will not take any action or permit or suffer any action to be, t kefl, if the result of the same would be to cause the- Lease Paym ents to be "federally t,uaranteed" within the nicaning of Section 149(b) of the Tax Code. (d) No Arl,r i trage . The City wi 11not take, or permit or suffer to be taken, a ny actioli with respect to the proceeas of the Lease Payn-tents which, if st�ichaction had been reasonably expected to have been taken, or had been deliberately andintentionally taken, on the Closing, Date would have caused the Lease Payments to be "arbitrage bonds" within the meaning of Section 148(a) of the Tax Code. (e) Arbitrage Rebate. The City will take any and all actions necessary to assure compliance with Section 148(f) of the 'Fax Code, relating to the rebate of excess investinerit earnings, if ally, to Ole federal governinent, to the exteiLit that such section is applicable to the Lease Payments. (f) Ban* Qualification. "I"he City hereby designates this Lease Agreement for purposes of paragraph (3) of section 265(b) of the Tax Code and, rej.)resents that not rnore than $1(),000,000 aggregate principal amount of obligations the interest on which is excludable (under section 1,03(a) of the Tax Code) from gross income for federal income tax purposes (excluding (i) private activity bonds, as defined in, section 141 of the Tax Code, except qualified 501(c)1(3) bonds as defined in section 145 of the Tax Code and (h) current refunding obligations to the extent the amount of the refunding ,,, 6bligation, does not exceed the outs tanding amount of the refunded obligation), this Lease Agreement, has been or will be issued by the City, it all subordinate entities of the City, during the calendar year 2017. Section 7.8.-idred tell -QjU-tyj.nfonn J i;�, Within two hin (210) days following the end of each Fiscal Year of the City during the Term of this Lease Agreement, the City will provide the Authority and the Assigrx.ae with a copy of its audited financial staternents for such Fiscal Year. Such audited financial,statements shall include the City's Comprehensive Annual Financial Report ("CAFR"), including such irdormation as is required by applicable Government Accounting Standards Board proliouncements arid applicable State law, Within thirty (30) days of the end of each fiscal year, the City will provide the Assignee with as copy of its annual budget. The City hereby agrees to provide the Assignee with. such other information as may be reasonably recIpested by the Assignee. Section 7.9. The City covenants and agrees that it shall keep proper books of record and accounts of its operations in, accordance With. GASB, in wl-dcli complete and correct entries shall be made of al] transactions relating to the City. Said, books and records shall at all reasonable times be subject to the inspection of the Assignee upon 72 hours' prior notice. -25- Section 7.10, (ibsery=xm;,;�LA2f T�a�g.5 g.�1�,_..����.I������ ,. The City will well and truly keep, observe arid perforin or cause, tca be kept, ob, etved and performed all valid and lawful obligations, rep Ldation,,; or .A,pplicable Laaarvs r°rt°.sw or lN(,r.eafter finposed ori it by contra d, or prescribed by any l.rrw off, tyre t..Jra,ited States, or of the Sty -rte, or by any officer, board, eg Witiort of the crrr�tnri��rrrra orf�rrafcrrraaaebrtal ,r�rrt:laority h�r^�rrr.. arrrsclictfrrr� or control, a,,� �r c r�ar' continued errjoyrarerrt: of any :and every right, privilege or f�nuichise now costed or hereaaftex ac%alrairec arid. t:racr ecl &sir the City, incl Li the City's right, to exist an(] carry on business as a. county office of education, to the ertcl that srrch rights, privileges and franchises shall be maintained arid:, pr.esenied, and shall not become abandoned, forfeited or in any manner impaired. Section 7.11. Notices. During the Term of this Lease Agreement, the City shall provide to the Assignee: (a) immediate notice by telephone, promptly confirrned in wrrtfrag,, of arry everrt, action or failure to take any action which constitutes an Ever'rt. of 'i-Jefault t.inderr this Lease Agreement, together with a detailed statement by a City Representative of the steps being taker:a by the City, to cure the effect of such Event of Default. (b) pro.rnpt wr-rtteri notice of any Material Litigation, or any investigation, inquiry or similar proceeding by any GovernrnentaN Authority. (c) with reasonable promptness, such other information respecting the City, and the operations, affairs and financial condition of the City as the Assignee may from time to time reasonably request. (d) Notices of filings with the Municipal Securities Regulatory Board's EMMA system, other than regular annual filings. (e) Notice of an event that could cause a Material Adverse Effect. -26,- ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section 8.1. E3p� i _a_of t tc t ra t L fr ail. Any one or more of the following events constitutes an Event of Default hereunder: (a) Failure by the City, to pay any Lease Payment or other payment required to be paid hereunder at the time specified herein, including the failure to prepay the Lease Payments if requested by the Assignee pursuant to Section 9.4 hereof. (b) Failure by the City to observe and perform any covenant, condition or agreement on its part to be observed, or performed hereunder, other than as referred to in the preceding clause (a) of this Section, for a period of 30 days palter written notice specifying such failure requestingaTICI r x tlai' (.i't'. r flit Ass;igirce. %�d�"k+'w"e;5d'er,, if in the rea, on ble opinion i of athe �C"itul the f ailure wf 9 stated y � g � .l. in tl�t=�notice can, be corrected, but not. within such 30-day"rc�ric•rd the Auuthoait: a 1 y and the Assrgaie�c shall Haat unreasonably witliliold. their consent to an extension of such time (for aperiod' not to exceed 60 days) if corrective action is instituted by. the City within such 30 --day period and diligently pursued until the default is corrected. (c) The filing by the City of as voluntary petition in bankruptcy, or failure by the City promptly to lift any execution, garnishment or a �ttachrnent, or adjudication of the City as 'a. bankrupt, or assigranent by the City for the benefit of creditors, or the entry by the City into an. agiceni.ent of composition with creditors, or the approval by a court, of competent jurisdiction. of as petition applicable to the City in any proceedings instituted under the provisions of the Federal bankruptcy Coale, as amended.,, or under any similar federal or State act now existing or which may hereafter be enacted. (d) Any statement, representation or warranty made by the City in or pursuant to this Lease Agreement or its execution, delivery or performance shall have been false, incorrect, misleading or breached in any material respect on the date when made. (e) Any default occurs under any other agreement for borrowing money, lease financing of property or otherwise receiving credit under which the City is an obligor, if such default. (i) arises -ander any other agreernent for borrowing money, lease financing of property or provision of credit provided by the Assigaaac-acs or any affiliate of the Assignee, or (ii) arises under any obligation under which, there is outstanding, owing or committed an aggregated amount in excess of $300,000. (f) Any default by the City to observe any covenant, condition or agreement on its part to be observed or performed under the Site and Facility Lease. (g) Any court of competent jurisdiction shall find or ruffle that the Site and Facility Lease or this Lease Agreement is not valid or binding against the City. (h) The City abandons any part of the Property. Section 8.2. g!,�dirai efaault, Whenever any Event: of Default has happened and is continuing, the Authority rrray exercise any and all rerriedies available under law or granted under this Lease Agreement; provided,.however, that notwithstanding anything herein to the contrary, there, shall be no right under any circumstances to accelerate the lease Payments or otherwise declare any Lease Payru.ents not there in default to be immediately dire and payable. Each and every covenant hereof to be kept and performed by the City is expressly made a WMA condition and upon the breach thereof the Authority may exercise any and all rights granted hereunder; provided, that no termination of this Lease Agreement shall be effected either by operation of law or acts of the parties hereto, except only in the manner herein expressly provided. Upon the occurrence and during the continuance of any Event of Default, the Authority may exercise any one or more of the following remedies: (a) Enforcement of Payments Without Termination. If the Authority does not elect to terminate this Lease Agreement in the manner hereinafter provided for in subparagraph (b) hereof, the City agrees to and shall remain liable for the payment of all Lease Payrn(pmts and the perryfortnance of all conditions herehi contained and shall reirrtburse the Authority for any deficiency arising out of the re-leasing of the Property, or, if the Authority is unable to re -lease the Property, then for the full amount of all Lease Payments to the end of the Term of this Lease Agreement, but said Lease Payments and/or deficiency shall be payable only at the same time and in the same manner as hereinabove provided for the payment of Lease Payments hereunder, notwithstanding such entry or re-entry by the Authority or any suit in unlawful detainer, or otherwise, brought by the Authority for the purpose of effecting such re- entry or obtaining possession of the Property or the exercise of any other remedy by the Authority. The City hereby irrevocably appoints the Authority as the agent and attorney-in- fact of the City to enter upon and re -lease the Property upon the occurrence and continuation of an Event of Default and to remove all personal property whatsoever situated upon the Property, to place such property in storage or other suitable place in Los Angeles County for the account of and at the expense of the City, and the City hereby exempts and agrees to save harmless the Authority from any costs, loss or darnage whatsoever arising oro cas;io�-rc��-1 by any such entry. upon and re-leasing of the Property and the removal and storage of such property by the Authority or its duly authorized agents in accordance with the provisions herein contained. The City agrees that the terms of this Lease Agreement constitute full and sufficient notice of the right of the Authority to re -lease the Property in the event of such re- entry without effecting a surrender of this lease Agreement, and further gthat no acts of the Authority in effecting such re-leasing shall constitute a surrender or termination of this Lease Agreement irrespective of the texas for which such re-leasing is made or the terms and conditions of such re-leasing, or otherwise, but that, onthe contrary, :in the event of such default by the City the right to terminate this Lease Agreement shall vest in the Authority to be effected in the sole and exclusive manner hereinafter provided for in subparagraph.. (b) hereof. The City agrees to surrender and quit possession of the Property capon demand of the Authority for the purpose of enabling the Property to be re -let under this paragraph. Any rental obtained by the Authority in excess of the sum of Lease Payments plus costs and expenses incurred by the Authority for its services in re-leasing the Property shall be paid to the City. (b) Termination of Lease. If an Event of Default occurs and is continuing hereunder, the Authority at its option may terminate this Lease Agreement and re -lease all or any portion of the Property, subject to the Site and. Facility Lease, Ifthe Authority terminates this Lease Agreement at its option and in the manner hereinafter provided dare to a default by the City (and notwithstanding any re-entry upon the Property by the Authority in any manner whatsoever or the re-leasing of the Property), the City nevertheless agrees to pay to the Authority all costs, loss or damages howsoever arising or occurring payable at the same tirne and in the same manner as is herein provided in the case of payr:nent of Lease Payments and Additional Payments. Any surplus receivedby the Authority from such re-leasing; shall be applied by the Authority to lease Payments dare under this Lease Agreement. Neither notice to pay rerrt or to deliver up possession of the premises given under law nor, any proceeding in unlawful detainer 'taken Ery the Authority shall of itself operate to terminate this Lease App-eement, and no termination of t1 -ds Lease Agreement on account of default by the City shall be or become effective by operation of law, or otherwise, unless and until the Authority shall have given written notice to the City of the election on the part of the Authority to terminate -28- this Lease Agreement. The City covenants and agrees that no surrender of the Property, or of the remainder of the 'Term hereof or any termination of this Lease Agreement shall be valid in any manner or for any purpose whatsoever unless stated or accepted by the Authority by such written notice. (c) Proceedings at Law 07• In Equity. If an Event of Default occurs and continues hereunder, the Authority may take whatever action at law or in equity may appear necessary or desirable to collect the amounts then due and thereafter to become due hereunder or to enforce any other of its rights hereunder. (d) Remedies under the Site and Facility Lease. If an Event of Default occurs and continues hereunder, the Authority may exercise its rights under the Site and Facility Lease. Section 8.3.j�r 1 :ae,gy l r .i tt. No remedy herein conferred upon or reserved to the Authority is intended to be exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Lease Agreement or now or hereafter existing at law or in equity. No delay or omission to exercise any right or power accruing upon the occurrence of any Event of Default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Authority to exercise any remedy reserved to it in this Article VIII it shall not be necessary to give any notice, other than such notice as may be required in this Article VIII or by law. Section 8.4. ; gro—ei tnt t a ... It x gg2s. , . If either party to this Lease Agreement defaults under any of the provisions hereof and the nondefaulting party should employ attorneys (including in-house legal counsel) or incur other expenses for the collection of moneys or the enforcement or performance or observance of any obligation or agreement on the part of the defaulting party herein contained, the defaulting party agrees that it will on demand therefor pays to the nondefaulting party (including the Assignee) the reasonable fees of such attorneys (including allocable costs and expenses of in-house legal counsel, if any) and such other expenses so incurred by the nondefaulting party. Section 8.5. Mr_)Ad iUQmaL Va t''n err. lei y n , r. If any agreement contained in this Lease Agreement is breached by either party and thereafter waived by the other party, such waiver is limited to the particular breach so waived and will not be deemed to waive any other breach hereunder. Section 8.6.A a e t Rjgj_ a. Such rights and remedies as are given to the Authority under this Article VIII have been assigned by the Authority to the Assignee, to which assignment the City hereby consents. -29- ARTICLE IX PREPAYMENT OF LEASE PAYMENTS Section 9.1, Notwithstanding any other provision of this Lease ease Agreement, the itymayerrpan}date securctlepa�cn�t of.the LeasePaynncads inwholeorin part: by depositing with the .Asp iga-nee or a tnalud i<ary reasonably satisfactory to tl°urn Assignee,in, tmst, an amount of cash, wha.cln shall be held, in a segregated trust or escrow fund'tinder a trust or escrow agreement that is in form and content acceptable to the Assignee, which cash so held is either (a) sufficient to pay such Lease Payrne�rts, incluuding, the principal arndfinterest dworuponernts tlnuereof, :in accord arnce with the Lease Payu nennnnt schedule set forth in Exhibit C,. or ('b) invested in whole in non -callable Federal Securities maturing not later than the dates such funds will be recluued to make Lease Payments or any prep ayrnent in an arnou.nnt which is sufficient, in the opbtion of an irudependei,:rt certified public accountant (which opinion inust be in form°t and substance, and with sada an accournzuit, acceptable to the Assignee and addressed and delivered to the Assignee), together with interest to accrue thereon and without reirnvestmer:n:t and together with art cash which is so dep(::sited, to pay s -each Lease Im'ayrrae uts when due under Section .3(a) or when, due on array optional prepayment date under Section. 9.2, as t:lie City instructs at the time of said deposit; providcrrl, however, that at on pfior to the date on which any such security d el posit is establishec'l, the City shall deliver to tI°u�e Assignee an opinionn. of Bornd. Counsel (in forrn and substance acceptable to the Assignee) to the effect that any such security deposit will i:iot adversely affect l::lne excludability of the interest component of lease Payunuernts from gross incorne of the .Assignee for federal irncorne tax purposes. In the event of as security deposit: tinder this Section with respect to all uunpaid. Lease Payments, (i) the Term of this Lease Agreement shall continue, (ii) all obliguatior-ns of the City; tinder this Lease Agreement, and all security provided by this Lease Agreement; for said obligatio:ns, shall thereupon cease and terminate, exceptbag, ordy (A) the obligation of the City to rnake, or eaurse to be made, all. of the Lease Payments frorr-r, surch security deldnosit and, to the extent of any deficiency, as :rent payable, from other legally, available funds of the Casty, and (B) the release g y p. graphs and indemnification ol�lr aatior°us of tlndM Cit trrrdc.n snub �nrau, ra hs (f) and (g) of Section 2.3, and (iii) 'tinder Section 4.5, the Authority's leasehold. interest: in the property will vest in the City on, the date of said deposit aur tom aticaBy and without fuxther action by the City or the Authority. 'I'he City hereby grants a first priority security interest in and the lien on said hereof in favor the Assignee. Said security deposit shall security deposit and all proceeds t be deemed to be and shall constitute a special fund for the payment of Lease Payments in accordance with the provisions of this Lease Agreement and, notwithstanding anything to the contrary hereii-n, Lease PayrneiAs therefrom shall not be subject to abaternneant under Section 6.3 hereof to the extent payable from the funds held by the Assignee or the fiduciary as described in the first sentence of this Section 9.1. Sectiorn, 9.2.042- . ,a;1 Er—ep-a-yng The City may prepay the principal component of the Lease Payments in full or in part, on any date on and after August 1, , upon at least 30 days' notice to the Assignee, at a prepayment amount equal to the principal amount of Lease Payments to be prepaid., together with accrued interest to the date fixed for prepayment, without premium. Section 9.3.Amkt—Mr l�f?.a—yXr I i -or n IN ,, T��� ,s of bras r��e i inp nt raj. The City shall. be obhga, tied to prepay the unpaid principal components of the 'Lease Pay -meats in whole or in part in such order of prepayment as shall be selected by the City ori any elate, together with any accrued and unpaid anterdrst, and arty other coasts rebated to such, prepayment, from and to the cxt:eint of arty proceeds of insurance award or condemnation award with respect to the Property to be used for such purpose undex Section 6.2. The City and. the Authority hereby agree that such proceeds, to the extent remaining after payrnernt of -30- any delinquent Lease Payments, shall be credited towards the City's obligations under this Section 9.3. we ARTICLE X MISCELLANEOUS Section 10.1. NsAi . Any notice, request, complaint, demand or otberr c.ornrnunication under this [.ease Agreerrie nt shall be given by first class mail or personal delivery to the party entitled thereto at Fits address set: forth below, or by laysindle transa..;ission or other forrn of telecommunication, at its nurn,ber set fortli. below. Notice shall be effective ei.ther° (a) upon trarnsrrn�isscion by facsimile tranarnissiorn or other form of telecommunication, (b) 48 hours after deposit in the United States of Arneric:a firs -t class mail, postage prepaid, or (c) in the case of personal delivery to any perserrn, III'') TI actual receipt. The Authority, the City and the Assignee niay, by written. noticeto theotherparties, frorrr time to time xnrodify the address or number to which connrntinications, are to be given herezunde:tr. If to the Authority: Baldwin Park Municipal Financing Authority c/o City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Director of Finance Phone: (626) 960-4011 X 254 If to the City; City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Director of Finance Phone: (626) 960-4011 X 254 If to the Assignee: Attention: Telephone: (_) Section 10.2. Eine ag 1 f fect:. This Lease Agreement inures to the benefit of and is binding upon the Authority, the City and their respective successors and assigns. Section 10.3. Sct-''���;,4. i ty. If any provision of this Lease Agreement is held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other provision. hereof, Section 1.0.4. This Lease Agreement i a "net -net -net lease" and the City hereby agrees that the Lease Payments are an absolute net return to the Authority, free and clear of any expenses, charges or set -offs whatsoever. Section 10.5. &d eL A sa . a.a e re .i.ve a ti' � m nt • The Authority and the City agree that they will, from time to bene, execute, acicnowl.edge, and deliver, or ceruse to be executed, acknowledged and delivered, such supplements hereto and such further instr u, ments as may reasonably be required for correcting arry inadequate or irncor:rect description of the Property heresy leased or intended to be so or for carrying out the expressed intention of this Lease Agreement. Section 10.6.ere .a i l I -fere nc . To the extent permitted by law, the parties to this Lease Agreement hereby irrevocably'waive any and all right to trial by jury, in any legal. proceeding arising out of or relating to this Lease Agreeriernt or any of the related documents or the transaction conternplat d. hereby or thereby. if and to the exf.e:rnt that the foregoing RYA waiver � �� � � �s pas r.aa � foc ruin, in, the parties of the r-�f,l�t ts.r �ro gcaa-� trial �� arsaea�fsaae��slalc for ���°� rea�;tarr in sas�l' herebycorass�aat: to the aciju.dicatiarxri of array and Call cla ars � � ril to jradicial re erer.ice as provided in Calif(,:)rriia C'ocl.e of Ovil Procedure Section 6 38, and the jildic.aal referee SlIall be empowered to hear and deterrnine any and all issues in such reference whether fact or law. The parties:represent, Lhat easels has reviewed t1 is waiver and consent and each knowingly and voluntarily waives its jr:ary f.ria'l rights ar'rd consents tojudicial reference following the opportunity to coa-as'ralt iiia legal cou isel of its choice on such matters. In the event of litigation a copy of this a ;'reen.'I nt xia)r be filed as a written consent to judicial reference under California Code of CiNdl k°ra„acedrrre section 638 as provided herein. Section 10.7. Pec.:caaa irk. ta'aar:'a"c'r,,ttet.. This Lease Agreement may be executed in several counterparts, each of which is an original and all of which constitutes one and the same instrument. Section 10.8. lapl cm l It LAw. This Lease Agreement is governed by and construed in accordance with the laws of the State. Section 10.9. The captions or headings in this Lease Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions or section of this Lease Agreement. [Remainder of page intentionally left blank] M IN WITNESS WHEREOF, the Authority and the City have caused this Lease Agreement to be executed in their respective names by their duly authorized officers, all as of the date first above written. Attest: Attest: Alejandra Avila Secretary Alejandra Avila City Clerk WE BALDWIN PARK MUNICIPAL FINANCING AUTHORITY M LIZA Shannon Yauchzee Executive Director Shannon Yauchzee Chief Executive Officer All that certain real property situated in Los Angeles County, State of California, described as follows: Lots 1 to 57 inclusive of Tract No. 7541 in the City of Baldwin Park, County of Los Angeles, State of California, as per n -tap recorded in Bc.x)k, 90 Pages 93 and 94 of Maps, in the Office of the Counly Recorder of said County, togettier with the portion of Landis Averme (now vacated) as shown on the inap of said tract lying between the Easterly Prolongation of the Northerly line of the Lot 31 of said Tract and the Easterly prolongation of the Souffierly line of Lot 32 Of said Tract also fficye certain alleys (now vacate l) as shown on the rrtap of said tract, extending ftorn the Noftherly prolongation of the Westerly hile of Lot 11 of said tract to the Westerly line of said Landis Avenue and frorn the Easterly line of said Landis Avenue to the Westerly line of Robin Avenue as shown on said map. Except thereftoin all oil, gas, bydrmarbons, or other minerals in and'ander above described parcel of land wiffiout tee right of sttrface entry for developnietit thereof,,as reserved in the Deed frorp the Cowity of Los Angehl s, recorded Septe-rntnr 7,1971 asInstrumentNo.. 600, of Official Records. Exhibit A ■ If W MaMONIMV • Th Fac h,t consists of dig City's or��x� uni Center, r, carns%a•kd�°�eci is 1990,a 53,500 square cx)t niuifi - aa.r�e c� rrt�ar locaterl�a�a fl, -ie City's Moran Park. rl<, e rsnk,�r�:i�c�a��r� ik��s���' a:r.����, �rayr care and �-kc�ct-aoc�� �i�a�l a jLtdo�"�atl-a'9eircrocyt a„ ockeras, ao +ers,a'raeatong rooms,aa�a s rare fscilitres, all adavaty r.entear and adnanaarstraafive offices. '11ae child care facilities inchAde daassroorn and meeting sq)aye tro outdoor Years, Play equipinerit and aaatcGaaaeating Graakaestnd can accomncclate a.rp to 120 dii1dren. It is also used for ottr.e.a recreation andsocial services s In the evening. The 'Facility contaaras a kitchen aas we H as several offices which are shared by various commimity service agencies which provide services through the community center complex. Lease Payment • Date 2/1/18 8/1/18 2/1/19 8/1/19 2/1/20 8/1/20 2/1/21 8/1/21 2/1/22 8/1/22 2/1/23 8/1/23 2/1/24 8/1/24 2/1/25 8/1/25 2/1/26 8/1/26 2/1/27 8/1/27 2/1/28 8/1/28 2/1/29 8/1/29 2/1/30 8/1/30 2/1/31 8/1/31 2/1/32 8/1/32 FAMINIM Total Prindpal Interest Lease Component Component Payment (1) The interest component of the Lease Payments is based on an interest rate of %® per annum. UNA I T101W# 1 • 1# �# 1 4 SECTIONTO OF 1 CALIFORNIA D TAXATION CODE.1 DOCUMENT EXEMPT # RECORDING # SECTION 27383 OF 1 # , GOVERNMENT#D ASSIGNMENT AGREEMENT For Value Received, the BALDWIN PARK MUNICIPAL FINANCING AUTHORITY (the "Authority") without recourse does hereby sell, assign and transfer to _® and its successors and assigns (the "Assignee"), (i) all rights, title and interest in and to the Lease Agreement, dated as of November 1, 2017, in the amounts shown on Exhibit A attached hereto, a memorandum of which has been recorded concurrently herewith, by and between the Authority, as sublessor, and the City of Baldwin Park (the "City"), as sublessee (said Lease Agreement and any supplements, amendments, annexations, extensions or renewals thereof are referred to hereinafter as the "Lease Agreement"), as well as its rights to enforce payment of Lease Payments (as defined in the Lease Agreement) when due or otherwise to protect its interests -and exercise all remedies in the event of a default or termination by the City under the Lease Agreement; provided that the Authority's rights to indemnification and payment or reimbursement for any costs or expenses thereunder have been retained by the Authority to the extent such rights accrue to the Authority and shall have been assigned to the Assignee to the extent such rights accrue to the Assignee, (ii) except for the Authority's obligation under Section 4 thereof, all of its rights, title and interest in and to the Site and Facility Lease, dated as of November 1, 2017, which has been recorded concurrently herewith, by and between the City, as lessor, and the Autlort:y, as lessee (the "Site and Facility Lease"), and (iii) all moneys, sums and amounts now due or hereinafter to become due under the Lease Agreement, including proceeds of insurance or condemnation awards with respect to the Property. The Site and Facility Lease and the Lease Agreement delivered to the Assignee are duly executed duplicate originals that comprise the entire Nvriting, obliga-tion and agreement between the Authority and the City respectir°g the leases made thereunder and the lease paymenks made therefor. The Assignee, hereby accepts the foregoing assignment. The above assignment is intended to be an absolute and unconditional assignment to the Assignee and is not intended as a loan by the A.ssipee to the Authority. Accordingly, in the event of bankniptcy of the Authority, throe assigned property shall. .not be part of the Auffiorit:y's estate forever, if the above assigni.rnent is deemed to be a loan 1,y tlre Assignee to the Authority, thorn the Authotity shall be deemed ' to have granted to the Assi,7, eye, and hereby grants to the Assignee, a continuing first priority security interest in the assigned property and all proceeds thereof as collateral security for all obligations of the Authority hereunder and all obligations of the City under the Lease Agreement and this Assignment Agreement shall be deemed a security agreement with respect to such loan. The Authority represents and warrants as follows: (1) it has made no prior sale or assignment of any interest in the Site and Facility Lease and the Lease Agreement; (2) that the Lease Agreement and the Site and Facility Lease are genuine and in all respects are what they purport to be; () that the Assignee are not liable for and do not assume responsibility for the perfoarinance of any of the covenants, agreements, duties or obligations specified in the Lease. Agreernent to be kept, paid or perforiaed by the Authority, with exception of such covenants, agreeinents, duties and obligations (if any) which are expressly made the responsibility of the Assignee under the Lease Agreement; (4) that the, Aiithoaity has the power, authority, and legal right to execute, deliver and perforraaa (his Assignment Agreement and, this Assignment: Agreement is a valid., binding, and enforceable obligation of the Authority; except as such enforceability may be limited by bankruptcy, insolvency or other laws affecting creditors' rights generally and by the application of equitable principles; (5) that good and marketable title to the assigned property has been duly vested. in the Assignee free and clear of any liens, security interests, encumbrances or other claims other than the rights of the City under the Lease Agreement, and the Authority has not assigned or transferred any of the assigned property or any interest in the assigned property to any party other than the Assignee; (6) that this Assignment Agreement has been duly authorized by all necessary action on the part of the Authority; (7) that the Authority agrees that it (a) shall not have any right to amend, modify, compromise, release, terminate or permit prepayment of the Lease Agreement, and (b) shall not take any action that may impair the payment of Lease Payments or the validity or enforceability of the Lease Agreement; (8) that: if the Authority receives any Lease :Payments, then the Authority shall receive such payinents in trust for the Assignee and shall immediately deliver the same to the Assignee in the form received, duly endorsed by the Authority for deposit by the Assignee; and () that the Aar thoi ty shaall execute and deliver to the Assignee such documents, in form and substance reasonably satisfactory to the ,Assignee, and the Authority shall take such other actions, as, the Assignee inaay reasonably :request from time to tinge to evideiace, perfect, maintain, and enforce the Assignee 's rights in the assigned property and./or to enforce or exercise the Assignee 's rights or remedies under the Lease Agreement. The Authority further represents and warrants that as of the date of this Assigrui°aent Agreement, the Lease Agreement and the Site and Facility Lease are in full force and effect a:nd. the City is riot in default of any of the terms set forth therein. -2- By its acceptance of this Assignrr~aent Agreement, the Assignee, nc err sents xxr.rd warrants (i) the price paid in consideration for assign-netit of the Site and Facility Lease and the Lease Agreement is ___...... (ii that the Assignee reasonably a xpc�c°ts to hold its interests in, the Lease Agreement for its own account and does riot presently expect to sell, assign, or otherwise transferits interests in the Lease Agreement, subject to the Assignee's right to dispose of or ot.hetwise deal with its property (.including its interest in the 1eaase Agreement) as it determines to be in its best interests from, time to t:i:rne; and (iii) that it will treat its interest ` in the Lease Agreement as an investment for federal income tax purposes. This Assignment Agreement shall be construed and governed in accordance with the laws of the State of California applicable to contracts made and performed in the State of California. Any provision of this Assignment Agreement: found to be prohibited by law shall be ineffective only to the extent of such prohibition, and shall. not invalidate the remainder of this Assignment Agreement. This Assignment Agreement binds and inures to the benefit of the parties and their respective successors and assigns. In the event of litig,,atiton between the Authority and the Assignee arising under this Assignment Agreement, the prev�`ailing par.~ty shall be entitled to recover from I -lie other Darty all costs and expenses, including attorneys' fees which may be those of in-house counsel, incurred by the prevailing party in exercising any of .its rights or remedies hereunder or enforcing any of the terms, conditions or provisions of this Assignment Agreement. If any one or more of the terms, provisions, covcmiants, or conditions of this Assigrir.nent Agreement shall to any extern be declared invalid, uner foacearble, void or voidable for any reason whatsoever by a court ofcompetent jurisdiction, the findh-tg or carder or decree of which becomes final, none of the remaining terms, provision, covenants and conrlitioa-Ls of this Assignment Agreement shall be affected thereby, and each provision of this Assigruanent Agreement shall be valid and enforceable to the fullest extent permitted by law. The descriptions of the Site and the Facility which are the subject of the Site and Facility Lease and the Lease Agreement are set forth in Exhibits B and C attached hereto and by this reference incorporated herein. [Remainder of page intentionally left blank] -3- This Assignment Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Dated as of November 1, 2017 Attest: Alejandra Avila Secretary ACCEPTANCE OF ASSIGNMENT: By-- Name y-._Name Title IM BALDWIN PARK MUNICIPAL FINANCING AUTHORITY By_......... _....... �. Shannon Yauchzee Executive Director WNUT3110, SCHEDULE OF LEASE PAYMENTS Lease Total Payment Principal Interest Lease Date Component Component Payment 2/1/18 8/1/18 2/1/19 8/1/19 2/1/20 8/1/20 2/1/21 8/1/21 2/1/22 8/1/22 2/1/23 8/1/23 2/1/24 8/1/24 2/1/25 8/1/25 2/1/26 8/1/26 2/1/27 8/1/27 2/1/28 8/1/28 2/1/29 8/1/29 2/1/30 8/1/30 2/1/31 8/1/31 2/1/32 8/1/32 (1) The interest component of the Lease Payments is based on an interest rate of ____% per annum. Exhibit A EXHIBIT B DESCRIPTION OF THE SITE All that certain real property situated in Los Angeles County, State of California, described as follows: Lots 1 to 57 inclusive of Tract No. 7541 in the City of Baldwin Park, County of Los Angeles, State of California, as per map recorded in Book 90 Pages 93 and 94 of Maps, in the Office of the County Recorder of said County, together with the portion of Landis Avenue (now vacated) as shown on the map of said tract lying between the Easterly prolongation of the Northerly line of the Lot 31 of said Tract and the Easterly prolongation of the Southerly line of Lot 32 of said Fract also triose certain alleys (grow vacated) as shown on the map of said tract, extending troin the Noi-tl�i(i.ly l,)j°olongati(aii of aw Westerly line of Lot 11 of said tract to the Westerly line of said Landis Av'�,,n- re and from, the 'Sasterly line ol� sa:id Landis Avenue to the Westerly line of Robin Avenue as shown on said map. Except therefrom all oil, gas, hydrocarbons, or other minerals in and under above described parcel of land without tee right of surface entry for development thereof, as reserved in the Deed from the County of Los Angeles, recorded September 7,1971 as Instrument No. 2600, of Official Records. APN: 8544-022-902 Exhibit B EXHIBIT C DESCRIPTION OF THE FACILITY The Facility consists of'the City's Cominimity Center, constructed in 1990, a 3, 00 square foot rnulti- rise ctnite.r I ated in the City's Morgan lark. The Facility includes a ',gyrnnasium,, ata weight ryoorn., a udo/°atlaleticroorra,lockers, showers,, meeting r ocrnas, aaza Baa isaaad cr aft,s cerate:r,tiaay care irad after sdrool child care facilities, an activity center and administrative offices. The child care facilities rnc.hide classroom and r eetarig space, hvo oradoor play years, play ecluipinent and caartdoor eating faacilities and, can aaccomi-n rd.ate Lip to '120 chi ldren. It is also used for other recreation and social servicesin in the evening The Facility contains a kitchen as well as several offices which are shared by various community service agencies which provide services through the community center complex. Exhibit C BALDWIN PARK CHARITABLE RELIEF FOUNDATIOk OCTOBER 18, 2017 7:00 P REGULAR MEETING COUNCIL CHAMBER 14403 E. PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 Manuel Lozano Susan Rubio Cruz Baca Monica Garcia Ricardo Pacheco - Chair - Vice Chair Board Member - Board Member - Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS The public is encouraged to address the Board of Directors on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the Board, you may do so during the PUBLIC COMMUNICATIONS period noted on the agenda. Each person is allowed three (3) minutes speaking time. A Spanish speaking interpreter is available for your convenience. COMENTARIOS DEL PUBLICO Se invita al publico a dirigirse a la Agencia nombrada en esta agenda, para hablar sobre cualquier asunto publicado en la agenda o cualquier tema que este bajo su jurisdiccibn. Si usted desea la oportunidad de dirigirse a la Agencia, podr6 hacerto durante el periodo de Comentarios del Publico (Public Communications) anunciado en la agenda. A cada persona se le pe►mite hablar por tres (3) minutos. Hay un intdrprete para su conveniencia, Any written public record relating to an agenda item for an open session of a regular meeting of the Baldwin Park Charitable Relief Foundation that is distributed less than 72 hours prior to that meeting will be available for public inspection at City Hall in the City Clerk's office at 14403 E. Pacific Avenue, 3rd Floor during normal business hours (Monday - Thursday, 7:30 a.m. - 6:00 p.m.) BALDWIN PARK CHARITABLE RELIEF FOUNDATION (BPCRF) REGULAR MEETING — 7:00 PM CALL TO ORDER ROLL CALL Board Members: Cruz Baca, Ricardo Pacheco, Susan Rubio, Vice Chair Monica Garcia and Chair 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 COMMISSION No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and/or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL COMIS16N No se podra tomar acci6n en algun asunto a menos que sea incluido en la agenda, o a menos que exista alguna emergencia o circunstancia especial. EI cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraci6nes d preguntas hechas por personas; o 2) Didgir personal a investigar y/o fijar asuntos para tomar en consideraci6n en juntas proximas. (Codigo de Gobiemb §54954.21 NEW BUSINESS 1. APPROVE MEETING MINUTES OF THE BALDWIN PARK CHARITABLE RELIEF FOUNDATION It is recommended that the Board approve the Meeting Minutes of the Regular Meeting of the Baldwin Park Charitable Relief Foundation held on April 5, 2017. 2. APPROVE A RESOLUTION FOR THE PARTICIPATION IN THE NAVIDAD EN EL BARRIO CHRISTMAS CAMPAIGN It is recommended that the Board approve the Resolution authorizing the Baldwin Park Charitable Relief Foundation to participate in the in the 2017 Navidad En EI Barrio, Inc., Christmas Campaign. ADJOURNMENT CERTIFICATION I, Alejandra Avila, Secretary of the Baldwin Park Charitable Relief Foundation hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 26th day of January, 2017. o Alej;7ndra Avila Secretary . PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 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 ofavrd;xialfl'wr�� ar1'r.cw°car. 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 11) ITEM NO. I MINUTES BALDWIN PARK CHARITABLE RELIEF FOUNDATION REGULAR MEETING APRIL 5, 2017, 7:00 P.M. COUNCIL CHAMBER -14403 E. Pacific Avenue, Baldwin Park, 91706 These minutes are presented in Agenda order. Various announcements or discussions may have occurred before or after the title under which they are presented. CALL TO ORDER The meeting was called to order at 8:32 p.m. by Mayor Lozano. ROLL CALL PRESENT: Board member Cruz Baca Board member Monica Garcia Board member Ricardo Pacheco Vice Chair Susan Rubio Chair Manuel Lozano PUBLIC COMMUNICATIONS Chairman Lozano opened Public Communications at 8:32 p.m. Seeing no one wishing to speak, Public Communications closed at 8:32 p.m.. OPEN SESSION 1. APPROVAL OF MINUTES It is recommended that, the Board of Directors receive and file BPCRF's Meeting Minutes as follows: A) Meeting Minutes of January 20, 2016 B) Meeting Minutes of February 1, 2017 A motion was made by Chairman Lozano, seconded by Board Member Garcia, and carried 5 — 0 to receive and file the report. AYES: Baca, Garcia, Lozano, Pacheco, Rubio NOES: None. ABSENT: None. ABSTAIN: None, Page 1 of 2 ADJOURNMENT There being no further business, Chairman Lozano made a motion, seconded by Board Member Garcia, to adjourn the meeting. The motion carried 5 — 0 to adjourn at 8:32 p.m. ATTEST: Manuel Carrillo Jr., Secretary APPROVED: Manuel Lozano, Chairman Page 2 of 2 ITEM NO. BALDWIN PARK CHARITABLE RELIEF FOUNDATION STAFF REPORT TO: Honorable Chief Executive Board Members FROM: Manuel Carrillo Jr., Secret; V0.11 DATE: October 18, 2017 SUBJECT: ADOPTION OF RESOLUTION WITH THE BOARD OF DIRECTORS FOR NAVIDAD EN EL BARRIO, INC., CHRISTMAS CAMPAIGN ENTITLED, "RESOLUTION OF THE BOARD OF DIRECTORS PROGRAM YEAR 2017" SUMMARY The purpose of this staff report is to request the adoption of Resolution with the Board of Directors of Navidad En El Barrio, Inc., Christmas Campaign to participate in the discounted holiday food basket program to support the Baldwin Park Charitable Relief Foundation Annual Holiday Basket Giveaway. FISCAL IMPACT There is no fiscal impact to the Baldwin Park Charitable Relief Foundation budget. Funding for the food basket program is secured by a $2,000 grant from Kaiser Permanente Foundation Hospitals. RECOMMENDATION Staff recommends that the Board of the Baldwin Park Charitable Relief Foundation: 1) Adopt Resolution with the Board of Directors for Navidad En El Barrio, Inc., Christmas Campaign entitled, "RESOLUTION OF THE BOARD OF DIRECTORS PROGRAM YEAR 2017" and; 2) Authorize the Secretary of the Baldwin Park Charitable Relief Foundation to execute further documents. LEGAL REVIEW The resolution has been reviewed and approved to form. BACKGROUND The Baldwin Park Charitable Relief Foundation participates in the annual holiday food basket program that distributes 400 food baskets to low-income qualifying families and individuals in the City of Baldwin Park who are in need of assistance during the holiday season. The food basket program is a collaborative effort between the Baldwin Park Charitable Relief Foundation, City of Baldwin Park, Baldwin Park Unified School District and Kaiser Permanente Foundation Hospitals. Canned Food Drive: The canned food drive is sponsored in collaboration with the Baldwin Park Unified School District. Each school in the school district participates in the program by organizing a canned food drive at each facility and delivers the collected items to be distributed. The canned food is used as a means of providing hundreds of meals to low income families during the holiday season. The City's Recreation and Community Services staff works hard throughout the year to gain additional support to fill each basket with additional goods such as fresh vegetables, frozen whole chickens, boxed items, and cheese among other items. Resolution Navidad En El Barrio October 18, 2017 Page 2 Supplemental Food and Boxed Materials: The city will be purchasing additional supplemental food at a discount price from Vallarta and D & D Wholesale Distributions Inc. as well as boxes for distribution. In addition, D & D Wholesale Distributions Inc., donates fresh food to supplement the content on the food baskets. Supplemental funding is secured in partnership with the City of Baldwin Park in the amount of $4,000.00. Volunteers: The assembly of the food baskets as well as distribution is coordinated with community volunteers assigned to separate the following food categories throughout the week: Dairy Foods, Vegetables, Beverages, Fruits, Whole Grains and Meat Foods and help with distribution on December 16, 2017. Guidelines: The food basket holiday program is scheduled for Saturday, December 16, 2017. Interested applicant are required to submit a Food Basket Application prior to the December 1, 2017 deadline. Applicants must be Baldwin Park residents and provide proof of income and residency in order to qualify for the program and submit copies of the following income and residency requirements. 1. Must Meet Income Limits: ❑ 1 person $48,650 and under ❑ 2 persons $55,600 and under ❑ 3 persons $62,550 and under ❑ 4 personas $69,450 and under ❑ 5 persons $75,050 and under ❑ 6 persons $80,600 and under ❑ 7 persons $86,150 and under ❑ 8 personas $91,700 and under: 2. Proof of llesidgice; on.l one ❑ Consular Identification Card ❑ California I.D. ❑ California Driver's License ❑ Recent Utility Bill (within 3 months) 3. Proof of Income;onl one ❑ 2016 Income Tax Returns ❑ SSI ❑ Medi Cal ❑ W.I.C. ❑ 2 most recent check stubs ❑ Unemployment ❑ Disability ❑ Food Stamps/AFDC Letter ❑ Verification for Free/Reduce Lunch Resolution Navidad En El Barrio October 18, 2017 Page 3 ALTERNATIVES The alternative is not to adopt the resolution. ATTACHMENTS Resolution of the Board of Directors Program Year 2017. RESOLUTION of the Board of Directors Program Year 2017 AGENCY NAME Baldwin Park Charitable Relief Foundation NO. OF BASKETS 400 The Board of Directors of the Baldwin Park Charitable Relief Foundation will participate in the Navidad En El Barrio, Inc., Christmas Campaign; the board authorizes the corporation to execute the Navidad En El Barrio 2017 Agency Agreement; and to certify to Navidad En El Barrio, Inc. that if any agency staff or board member is a staff or board member of Navidad En El Barrio, Inc., that person is N/A. On motion duly made, recorded and unanimously carried, the following resolution was adopted: RESOLVED, that the Baldwin ;[lark Charitable ReliefFoundation (name of agency) Is authorized to participate in the 2017 Navidad En El Barrio, Inc., Christmas Campaign; that the Corporation may execute the Navidad En El Barrio 2017 Agency Resolution Agreement. CERTIFICATE OF SECRETARY I certify that I am duly elected Secretary of the Board of Directors of the Baldwin Park Charitable, Relief otindation, a California non-profit corporation and that the above Resolution was passed by unanimous vote of the Board of Directors on Octob r 1m ,2017. Signed Executed on October. 18, 2017, at Baldwin Park, C . A Navidad En El Barrio Document