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HomeMy WebLinkAbout2018 08 15NOTICE AND CALL OFA 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, AUGUST 15, 2018 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: August 9, 2018 Al( Manuel Lozano Mayor AFFIDAVIT OF POSTING 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 August 15, 2018. 00, Alejandra Avila City Clerk AGENDA BALDWIN PARK CITY COUNCIL SPECIAL MEETING Please note time and AUGUST 15, 2018 i �at�on 5:30 PM CITY HALL — 3rd Floor, Conference Room 307 14403 EAST PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 ,,, i SANiAE R I E L We .,, ." O ED JMA3 Manuel Lozano - Mayor Ricardo Pacheco - Mayor Pro Tem Cruz Baca - Council member Monica Garcia - Council member Susan Rubio - Council member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FA VOR DE APAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS COMENTARIOS DEL PUBLICO The public is encouraged to address the City Se invita al publico a dirigirse al Concilio o cualquiera Council or any of its Agencies listed on this otra de sus Agencias nombradas en esta agenda, agenda, but only on any matter posted on this para hablar solamente sobre asunto publicado en esta agenda. If you wish to address the City Council agenda. Si usted desea la oportunidad de dirigirse al or any of its Agencies, you may do so during the Concilio o alguna de sus Agencias, podra hacerlo PUBLIC COMMUNICATIONS period noted on durante el periodo de Comentarios del Publico the agenda. Each person is allowed three (3) (Public Communications) anunciado en la agenda. A minutes speaking time. A Spanish-speaking cada persona se le permite hablar por tres (3) interpreter is available for your convenience. minutos. Hay un interprete para su conveniencia. CITY COUNCIL SPECIAL MEETING — 5:30 P.M. CALL TO ORDER ROLL CALL: Council Members: Cruz Baca, Monica Garcia, Susan Rubio, Mayor Pro Tem Ricardo Pacheco and Mayor Manuel Lozano PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos sera el limite para hablar THIS IS THE TIME SET ASIDE TO ADDRESS THE CITY COUNCIL PLEASE NOTIFY THE CITY CLERK IF YOU REQUIRE THE SERVICES OF AN INTERPRETER No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 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 §54954.21 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 accion en alg(jn asunto a menos que sea incluido en la agenda, o a menos que exista alguna emergencia o circunstancia especial. El cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraciones o preguntas hechas por personas; o 2) Didgir personal a investigar y/o fijar asuntos para tomar en consideracion en juntas proximal. (Codigo de Gobierno §54954.21 OPEN SESSION/STUDY SESSION 1. Accessory Dwelling Units (ADU) Presentation — Presentation by Debby Linn, Linn & Associates, on behalf of the City of Baldwin Park Planning Division RECESS TO CLOSED SESSION 2. Real Property Negotiations Pursuant to Government Code §54956.8: A. Property: 4145 Puente Avenue (CAN 17-01) Negotiating Parties: City of Baldwin Park and Edward Avakyan, Jenome Research B. Property: 14551 Joanbridge Street (CAN 17-02) Negotiating Parties: City of Baldwin Park and Lih Ping Henry Liou, Baldwin Park TALE Corp. C. Property: 4150 Puente Avenue (CAN 17-06) Negotiating Parties: City of Baldwin Park and Shaun Bershatski, RUKLI, Inc. D. Property: 13111 Spring Street & 428 Cloverleaf Drive (CAN 17-07) Negotiating Parties: City of Baldwin Park and Ming Hong Huang, 428 Cloverleaf, LLC. E. Property: 5117 Calmview Avenue (CAN 17-08) Negotiating Parties: City of Baldwin Park and Victor Chevez and Helen Chau, Casa Verde Group F. Property: 13467 Dalewood Street (CAN 17-09) Negotiating Parties: City of Baldwin Park and Darrin Oganesian and Ryan Oganesian, RD Baldwin Park G. Property: 14837 & 14841 Ramona Boulevard (CAN 17-10) Negotiating Parties: City of Baldwin Park and Phil Reyes, and Alexis Reyes, Organic Management Solutions, LLC. H. Property: 5148 Bleecker Street (CAN 17-12) Negotiating Parties: City of Baldwin Park and Sergio Torres, Enrique Vega and Moses Acosta, Medical Grade Farms BP I. Property: 15023 Ramona Boulevard (CAN 17-13) Negotiating Parties: City of Baldwin Park and Shaun Szameit, Joshua Pierce and Kevin Huebner, Kultiv8 Group, LLC. J. Property: 4621 Littlejohn Street (CAN 17-15) Negotiating Parties: City of Baldwin Park and Teresa Tsai, GSC Capital Group K. Property: 5157 Azusa Canyon Road (CAN 17-17) Negotiating Parties: City of Baldwin Park and Mike Sandoval and Ed Barraza, Elite Green Cultivators L. Property: 5175 Commerce Drive (CAN 17-18) Negotiating Parties: City of Baldwin Park and Linda Thong, Pacific Cultivation, LLC. M. Property: 13450 Brooks Drive, Unit A & C (CAN 17-27) Negotiating Parties: City of Baldwin Park and Jonathan Yuan Kai Lee, Jefferson Liou, and Jerrell Austin Shepp, Cloud Control, Inc. N. Property: 4802 Littlejohn Street (CAN 17-28) Negotiating Parties: City of Baldwin Park and Marco Perez and Ren Yoneyama, VRD, Inc. O. Property: 13460 Brooks Drive (CAN 17-31) Negotiating Parties: City of Baldwin Park and Sigrid Lopez and Artem Karapetyan, Green Health Industries, LLC. 3. Real Property Negotiations Pursuant to Government Code §54956.8: P. Property: 14626 Dalewood Street (APN # 8463-001-003) Negotiating Parties: City of Baldwin Park and Orieta Pelaez, Adrian Herman Pelaez 4. Conference With Legal Counsel—Anticipated Litigation Significant exposure to litigation pursuant to paragraph (2) of subdivision (d) of Government Code Section 54956.9: Potential Case(s): Three (3) 5. Conference With Legal Counsel—Existing Litigation Pursuant to paragraph (1) of subdivision (d) of Government Code Section 54956.9: Case Name: City of Baldwin Park v. City of Irwindale Case No. BS163400 6. Conference with Labor Negotiators Pursuant to Government Code Section 54957.6: Agency Designated Representatives: Shannon Yauchzee, Chief Executive Officer, and Robert Tafoya, City Attorney Employee Organizations: Baldwin Park City Employees Association 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 August 15, 2018. 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 aavila(d�baldwinpark.com. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960-4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE ll) /=� BALDWIN PARK CITY COUNCIL REGULAR MEETING AUGUST 15, 2018 7:00 PM COUNCIL CHAMBER 14403 E. Pacific Avenue Baldwin Park, CA 91706 (626) 960-4011 Manuel Lozano Ricardo Pacheco Cruz Baca Monica Garcia Susan Rubio - Mayor - Mayor Pro Tem - Council Member - Council Member - Council Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CELULARES Y BEEPERS DURANTE LA JUNTA PUBLIC COMMENTS The public is encouraged to address the City Council or any of its Agencies listed on this agenda on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the City Council or any of its Agencies, you may do so during the PUBLIC COMMUNICATIONS period noted on the agenda. Each person is allowed three (3) minutes speaking time. A Spanish speaking interpreter is available for your convenience. COMENTARIOS DEL PUBLICO Se invita al publico a dirigirse al Concilio o cualquiera otra de sus Agencias nombradas en esta agenda, para hablar sobre cualquier asunto publicado en la agenda o cualquier tema que este bajo su jurisdiccion. Si usted desea la oportunidad de dirigirse al Concilio o alguna de sus Agencias, podra hacerlo durante el periodo 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. lief, vvrrtlen publlr r ,(")rd rr k"rinng lea al��a� f()r vary (.)pen sh' n ()[ (-F„g uk")rrnr r ling ()[ c ll�C(') fnCil r`i;=,lrrF,Auted lc) s atf”' C(')unCiI ""2 /")OUrs a'nee n g wall be, [(,)r- pu 11 In,s;f er:11(,)n at �,Ilf' llaall it lura �;Il„� �,lra� rt'e��s office at 14403 C , l I aa,Aflr, Avenue, 3rd during bu,sln ,s, CALL TO ORDER INVOCATION PLEDGE OF ALLEGIANCE ROLL CALL CITY COUNCIL REGULAR MEETING — 7:00 PM Council Members: Cruz Baca, Monica Garcia, Susan Rubio, Mayor Pro Tem Ricardo Pacheco and Mayor Manuel Lozano REPORT FROM CLOSED SESSION ANNOUNCEMENTS This is to announce, as required by Government Code section 54952.3, members of the City Council are also members of the Board of Directors of the Housing Authority and Finance Authority, which are concurrently convening with the City Council this evening and each Council Member is paid an additional stipend of $30 for attending the Housing Authority meeting and $50 for attending the Finance Authority meeting. PROCLAMATIONS, COMMENDATIONS & PRESENTATIONS • Metro Next Gen Bus Study PUBLIC COMMUNICATIONS Three (3) minute speaking time limit Tres (3) minutos sera el limite para hablar THIS IS THE TIME SET ASIDE TO ADDRESS THE CITY COUNCIL PLEASE NOTIFY THE CITY CLERK IF YOU REQUIRE THE SERVICES OF AN INTERPRETER No action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The legislative body or its staff may: 1) Briefly respond to statements made or questions asked by persons; or 2) Direct staff to investigate and/or schedule matters for consideration at a future meeting. [Government Code §54954.2] ESTE ES EL PERIODO DESIGNADO PARA DIRIGIRSE AL CONCILIO FAVOR DE NOTIFICAR A LA SECRETARIA SI REQUIERE LOS SERVICIOS DEL INTERPRETE No se podra tome accion en algOn asunto a menos que sea incluido en la agenda, o a menos que exista algana emergencia o circunstancia especial. El cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraciones o preguntas hechas por personas, o 2) Dirigir personal a investigar y/o fijar asuntos para tomar en consideracion en juntas proximas. [Codigo de Gobierno §54954.2] CONSENT CALENDAR All items listed are considered to be routine business by the City Council and will be approved with one motion. There will be no separate discussion of these items unless a City Councilmember so requests, in which case, the item will be removed from the general order of business and considered in its normal sequence on the agenda. 1. Warrants and Demands Staff recommends that Council ratify the attached Warrants and Demands Register. 2. Treasurer's Report — June 2018 Staff recommends that Council receive and file the Treasurer's Report: City Council Agenda Page 2 3. Rejection of Claims Staff recommends that Council reject the following claim(s) and direct staff to send appropriate notice of rejection to claimant(s): Aguero, Rudy Gerald Angel, Denise Gonzalez, Luis Wright Construction Claimant alleges the parking lot located at Morgan Park is a dangerous condition of public property. Claimant alleges 4725 Maine Avenue is a dangerous condition of public property Claimant alleges the police department illegally towed and impounded his vehicle Claimant alleges that the City and the claimant entered into contract for improvements to the City's storm drain system. The claimant states that the City failed to make any further payments on outstanding contract balance which the claimant states it is owned. 4. Negotiate and Award of Contract for Traffic Signal and Street Lighting Maintenance Staff recommends that Council - 1 . ouncil: 1. Authorize the Public Works Director to negotiate fees for a maintenance services contract with Siemens Industry, Inc. in an amount not -to -exceed $100,000; and, 2. If no agreement is reached within a reasonable time frame, authorize the Public Works Director to terminate the negotiation with Siemens Industry, Inc. and engage a second qualified proposer for a maintenance contract under the same terms and conditions, and 3. Upon conclusion of a successful negotiations, authorize the Mayor and City Clerk to execute a contract with the contractor with the most favorable fees to the City for traffic signal and street lighting systems maintenance; and, 4. Authorize the Director of Finance to make necessary budget adjustments to allow payments as approved for FY 2018-2019. 5. Adopt Resolution No. 2018-284 Setting the Appropriations Limit for Fiscal Year 2018-19 Adopt Resolution No. 2018-284 setting the Appropriations Limit for Fiscal Year 2018-19 at $78,238,220. 6. Approve Final Parcel Map No. 1434 — For Single Family Residence Staff recommends that the City Council accept the Final Parcel Map No. 1434 and authorize the City Clerk and staff to sign the Final Map. 7. Approve Final Parcel Map No. 1435 — For Commercial Purposes Staff recommends that the City Council accept the Final Parcel Map No. 1435 and authorize the City Clerk and staff to sign the Final Map. City Council Agenda Page 3 8. Authorization to Initiate Measure M Project Bonding for Rail Safety Improvements (Quiet Zone Ready) at the Pacific Avenue, McDevitt Street, Merced Avenue and Foster Avenue Rail Crossings It is recommended that the City Council authorize Staff to initiate project bonding for the Rail Crossings Safety Improvements Project and to engage the bond financing team that is currently assisting with the City's Pension Obligation Bonds to provide similar services for the issuance of the bonds for this project. 9. Accept Plans and Specifications and Authorize Publishing of a Notice Inviting Bids for CIP No. 19-121 City Project No. 2018-0266 Brooks Drive and Spring Street Reconstruction It is recommended that the City Council approve the plans and specifications for Brooks Drive and Spring Street Reconstruction Improvements and authorize staff to advertise a Notice Inviting Bids. 10. Accept Plans and Specifications, and Authorize Publishing of a Notice Inviting Bids for CIP 19-027, City Project No. 2018-0265, Frazier Street Pedestrian and Bicycle Improvements Project It is recommended that the City Council approve the plans and specifications for the,: Frazier Street Pedestrian and Bicycle Safety Improvements Projects (City Project No. 2018-0265) and authorize staff to advertise a Notice of Inviting Bids. 11. Approval of Annual Statement of Investments Policy for Fiscal Year 2018-19 That the City Council received and files the attached Statement of Investment Policy for Fiscal Year 2018-19. 12. Authorization to Adopt Resolution No. 2018-285, entitled, "A Resolution of the City Council of the City of Baldwin Park Affirming SGVCOG Guiding Principles on Homeless Programs" Staff recommends that Council: 1. Adopt Resolution No. 2018-285 entitled, "A Resolution of the City Council of the City of Baldwin Park Affirming SGVCOG Guiding Principles on Homeless Programs." 1$. Pension Obligation Bonds Staff recommends that the City Council: 1. Approve the resolution approving the form of a Trust Agreement and issuance of the bonds in an amount not to exceed $55 million, 'and authorizing staff and the City Attorney to submit the necessary documents to the Los Angeles County Superior Court to start the judicial validation process. 2. Accept the proposal for underwriting services for the Pension Obligation Bonds from Ramirez & Co., Inc. CITY COUNCIL ACTING AS SUCCESSOR AGENCY OF THE COMMUNITY DEVELOPMENT COMMISSION City Council Agenda Page 4 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. REPORTS OF OFFICERS 14. Approval and Direction to Proceed with a Professional Services Agreement for Transit Services It is recommended that the City Council: 1. Approve a 2 -year contract extension to Southland Transit Inc. (STI) at the current rate; and, 2. Authorize the Mayor to execute a Second Amendment to the existing Agreement for a 2 -year extension with STI. 15. Direction and Approval of an Official Police Tow Service Franchise Staff recommends that the City Council direct staff to proceed with one of the following options for the Official Police Tow Service Franchise: Option 1: Accept the proposal from Royal Coaches Autobody and Towing and authorize the Mayor to execute a Franchise Agreement for Official Police Tow Service. Royal Coaches Autobody and Towing. Option 2: Accept the proposal from Hadley Tow and authorize the Mayor to execute a Franchise Agreement for Official Police Tow Service. Option 3: Accept the proposals from Royal Coaches Autobody and Towing and Hadley Tow and authorize the Mayor to execute a Franchise Agreement with both firms. CITY COUNCIL / CITY CLERK / CITY TREASURER / STAFF REQUESTS & COMMUNICATIONS Request by Council Member Rubio for discussion and consideration: • Pride Platoon Program - Provide Direction to the Police Chief and Staff Regarding the Next Class and Next Year's Schedule. ADJOURNMENT City Council Agenda Page 5 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 9th day of August, 2018. I A,, Alejandra Avila city uierK 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 aavila(Er baldwinpark.com. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960-4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE II) City Council Agenda Page 6 ITEM NO. / TO: Honorable Mayor and Members of the City Council FROM: Rose Tam, Director of Finance <� DATE: August 15, 2018 SUBJECT: City of Baldwin Park's Warrants and Demands SUMMARY Attached is the Warrants and Demands Register for the City of Baldwin Park to be ratified by the City Council. RECOMMENDATION Staff recommends that the City Council ratify the attached Warrants and Demands Register. FISCAL IMPACT The payrolls for the last periods were $1,053,522.34 and the attached General Warrants Register was $2,355,557.03 for a total amount of $3,409,079.37. 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 City Council meeting and the following is a summary of the payment released: The payrolls of the City of Baldwin Park consist of check numbers 199598 to 199661. Additionally, Automated Clearing House (ACH) Payroll deposits were made on behalf of City Employees from control number 8155 to 8710 for the period of July 1, 2018 through July 28, 2018, inclusive; these are presented and hereby ratified in the amount of $1,053,522.34. 2. General Warrants, with bank drafts in the amount of $125,261.48 and checks from 220295 to 220696 in the amount of $2,230,295.55 for the period July 10, 2018 to August 6, 2018, inclusive; in the total amount of $2,355,557.03 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. LEGAL REVIEW Not Applicable ATTACHMENT 1. 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T T T TpVT T W 9 O 0 0 0 0 0 S 0 O S Sooootooo0p0oo OA 0S0 0OO 8Q C C I C i 1 1 F r Z m m n y 3 D D D D 1 C m m n m D 0 m 1 fD tmil tmn H Z D D N Yri t^i D n D O O O O m N D S 3 O - r1 N r m D 2 w G 2 Z X m 3 tZi1 vZi vZi tZi1 -4 1 p m 2 cZi1 { n r n D^ in m n w m{ Z Z O O O O v m D C n go C C to to Z 3 2 m to Z Gl to � 3 S O az vvmmtn„1�m3333 a m Ro Qo -� � _ ? m10 3 3 3 m m 5 0 3 5 .► D N H m m 0 C Gm_1 m-1 m to 3 Cm to to Z m m m m m -q z D to m 3 " 3 a d m G) o m z 3 4 1 O d W In N N w N r 0 N tD N r r N m Nlb A m r r tD W W V N wr V V O00 N N W S W O pp�pp troll w V _OBD 00 OppA1 .0�0 W N to m ppF' tD A M ttDD ttDD v 0 Ort LntoN A r O S ado A tro w A A (n N S Doo w 0 r N W 12 ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Rose Tam, Director of Finance DATE: August 15, 2018 SUBJECT: Treasurer's Report — June 2018 SUMMARY Attached is the Treasurer's Report for the month of June 2018. The Treasurer's Report lists all cash for the City which includes the Baldwin Park Financing Authority, the Housing Authority, and the Successor Agency to the Community Development Commission (CDC). All investments are in compliance with the City's Investment Policy and the California Government Code. RECOMMENDATION Staff recommends that Council receive and file the Treasurer's Report for June 2018. FISCAL IMPACT None BACKGROUND City of Baldwin Park Investment Policy requires the Treasurer's Report be submitted to the Mayor and City Council on a monthly basis. LEGAL REVIEW Not Applicable ATTACHMENT 1. Exhibit "A", Treasurer's Report INVESTMENT DESCRIPTION CITY OF BALDWIN PARK TREASURER'S REPORT 6/30/2018 INTEREST PURCHASE MATURITY PAR CURRENT BOOK MARKET RATE DATE DATE VALUE PRINCIPAL VALUE VALUE State of CagfOrrlla Local Agent r�dLA1F)...... ------ Director of Finance City -Including General Fund 8 all other Special Revenue Funds 1.85% Varies Varies $ 31,384,639.65 $ 31,384,839.65 $ 31,384,839.65 $ 31,384,939.65 Housing Authority 1.95% Varies Varies 13,362.46 13,362.48 13,352.46 13,352.46 31,398,192.11 31,398,192.11 31,398,192.11 31,398,192.11 CertMcate of Capital One Bank USA NATL ASSN 1.15% 911412016 911412018 245,000.00 245,000.00 246,000.00 244,458.65 Wells Fargo Bank NA SIOUX Falls 1.15% 9/14/2016 9/1412018 245,000.00 245,000.00 245,000.00 2"A1110.60 JP Morgan Chase Bank NA Columbus 1.15% 9/16/2016 9/16/2018 245,000.00 246,000.00 245,000.00 244,463.65 Ally Bank Midvale CTF DEP ACT/365 1.15% 9/17/2016 9/1712018. 245,000.00 248,000.00 246,000.00 244,438.95 American Express Centurion 1.60% 4112/2017 411212019 260,000.00 260,000.00 260,000.00 248,650.00 Everbank,lackawrvNk 1.65% 4116/2017 411612019 250,000.00 250,000.00 250,000.00 248,612.50 Citibank National Association 1.80% 1125/2018 112512019 260,000.00 250,000.00 250,000.00 249,460.00 Goldman Sachs Bk USA NY 2.25% 1/2412018 1/24/2020 260,000.00 260,000.00 250,000.00 248,552.60 Sallie Mae Sk SILT Lake City UT 2.25% 1/2412018 1/2412020 250,000.00 250,000.00 250,000.00 248,552.50 Safra National Bank New York 200% 4116/2018 4115/2019 260,000.00 260,000.00 250,000.00 249,400.00 Morgan Stanley Bank N A Utah 2.64% 4119/2018 4/2012020 250,000.00 260,000.00 250,000.00 249,645.00 2,730,000.00 2,730,000.00 2,730,000.00 2,720,594.25 US Treasury BIN 2.07% 3/2912018 3/2912019 1,000,000.00 1,000,000.00 1,000,000.00 983,730.00 Fiscal Agent Funds (Trust/Debt Service Fund) Varies Varies Varies 14,704.14 14,704.14 14,704.14 14,704.14 Fiscal Agent Funds - Successor Agency (TrustlDebt Service Func Varies Varies Varies 1,860,960.05 1,860,950.05 1,860,960.06 1,860,950.05 1,875,654.19 1,875,664.18 1,876,654.19 1,876,654.19 $ 37,003,846.30 $ 37,003,846.30 i 37,003,846.30 S 36.978,170.56 Total Investments $ 37,003,846.30 Cash with Bank of the West City CheekMg 1,540,484.47 Money Market Plus 132,322.57 City Miscellaneous Cash 48,863.39 Successor Agency - 614,752.05 Housing Authority 278,816.01 Financing Authority 1,719.08 Investment Brokerage 13,671.62 Total Cash with Bank of the West 2,639,619.19 Total Cash and Investments $ 38,643 465A9 Schedule of Cash and Investments includes city-wide assets as included in the Comprehensive Annual Financial Report. There was no Investment maturity/purchase transactions made for the month of June 2018 and several deposits/vvithdrawals were made through the Local Agency Investment Fund. In compliance with the California Government Code Section 53646 at seq., l hereby certify that sufficient Investment liquidity and anticipated revenues are available to meet the City's expenditure requirements for the next six months that all investments are In compliance to the City's Statement of Investment Policy. Approved by: 71, Rose Tam Director of Finance STAFF REPORT ITEM NO. 3 TO: Honorable Mayor and Members of the City Council FROM: Shannon Yauchzee, Chief Executive Officer Laura J. Thomas, Human Resources & Risk Manag r DATE: August 15, 2018 SUBJECT: Claim Rejection SUMMARY This report seeks City Council consideration and direction to reject the Claims for Damages to person or property received for filing against the City of Baldwin Park. RECOMMENDATION Staff recommends that City Council reject the following claims and direct staff to send the appropriate notice of rejection to claimant(s): Aguero, Rudy Gerald Claimant alleges the parking lot located at Morgan Park is a dangerous condition of public property. Angel, Denise Claimant alleges 4725 Maine Avenue is a dangerous condition of public property. Gonzalez, Luis Claimant alleges the police department illegally towed and impounded his vehicle. Wright Construction Claimant alleges that the City and the claimant entered into contract for improvements to the City's storm drain system. The claimant states that the City failed to make any further payments on outstanding contract balance which the claimant states it is owned. This government claim, and all government claims, should be considered as potential lawsuits in the future. Thus, it is requested that all City Staff, the Mayor and all Councilmembers refrain from making any statements, whether public or private in nature. It is important that no statements be made so as to not prejudice this claim in any way which can happen if public or private comments are made about this claim by City staff or Councilmembers. FISCAL IMPACT Fiscal impact is unknown at this time. BACKGROUND In order for the statute of limitations to begin on the claims received, it is necessary for the City Council to reject the claims by order of motion and that the claimants are sent written notification of said action. ALTERNATIVES There are no other alternatives for the Council to consider since rejection of the claims is necessary for the Statute of Limitations to begin on the claims received. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content, STAFF REPORT ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works lg� DATE: August 15, 2018 SUBJECT: Negotiate and Award of Contract for Traffic Signal and Street Lighting Maintenance SUMMARY This report seeks City Council's authorization for the Public Works Director to negotiate fees for a maintenance contract with Siemens Industry, Inc. for the City's Traffic Signal and Street Light Maintenance Program which includes regular preventative maintenance of city -owned traffic signal systems, street lights, and traffic control safety devices. Additionally, the contract will include unit pricing for non -routine repairs and extraordinary maintenance repairs. The contract period will be for three years with the option of two (2) one-year consecutive extensions. If no agreement is reached within a reasonable time frame, the City can terminate the negotiation and engage the next highest rated contractor for fees under the same terms and conditions until an agreement for a most favorable fee to the City is reached. RECOMMENDATION Staff recommends that Council: 1. Authorize the Public Works Director to negotiate fees for a maintenance services contract with Siemens Industry, Inc. in an amount not -to -exceed $100,000; and, 2. If no agreement is reached within a reasonable time frame, authorize the Public Works Director to terminate the negotiation with Siemens Industry, Inc. and engage a second qualified proposer for a maintenance contract under the same terms and conditions, and 3. Upon conclusion of a successful negotiations, authorize the Mayor and City Clerk to execute a contract with the contractor with the most favorable fees to the City for traffic signal and street lighting systems maintenance; and, 4. Authorize the Director of Finance to make necessary budget adjustments to allow payments as approved for FY 2018-2019. FISCAL IMPACT There is no impact to the General Fund. The cost of the routine maintenance service, scheduled repair maintenance, and extraordinary and emergency response work for 12 months is approximately $100,000. The FY 2018119 Operations Budget approved by the City Council on June 20, 2018 for the Traffic Signal and Street Light Maintenance Program, funded by Gas Tax — Fund 240, has $125,000 budgeted for these maintenance services. This contract will not exceed this budgeted amount in the current fiscal year, nor will it exceed the budgeted amount in subsequent fiscal years. BACKGROUND The City currently owns and maintains, 60 traffic signal systems, approximately 430 street lights and various traffic control safety devices (e.g., five speed feedback signs and flashing beacons). These facilities must be maintained in a safe and efficient manner to ensure the proper operation of the City's transportation system. On February 19, 2014, City Council awarded a maintenance service contract to Computer Services Company (CSC) for the maintenance of these facilities. Since the award of the contract, three (3) signalized intersections have been installed and incorporated into the contract. However, the contract expired on February 19, 2017 and the City extended the contract for one-year but elected not to extend the contract for an additional year. To keep the vital services uninterrupted the City and CSC mutually agreed to continue to maintain current service levels on a month-to-month basis at current rates until such time that the City processed a Request for Proposals (RFP) solicitation. DISCUSSION On June 6, 2018 staff issued an RFP soliciting proposals for traffic signal maintenance service from qualified contractors with experience in the maintenance of traffic signals and street lighting systems. The RFP was advertised on the City's website. On June 28, 2018, responsive proposals were received from Siemens Industry, Inc., Computer Service Company, St. Francis Electric, and Bear Electric Solutions. The proposals received were independently evaluated by Engineering Staff. Proposal evaluation criteria consisted of demonstrated qualifications, understanding of the scope of work, availability of equipment to perform work, staffing levels, response time and proposed cost for services. An analysis of varying levels of maintenance services was also performed in the following categories: • Preventive maintenance — activities that are routine, comprehensive maintenance activities performed on a monthly basis. • Scheduled repair — maintenance activities include repair or replacement of equipment and components that have failed, deteriorated, or malfunctioned from normal operation. • Extraordinary and emergency response work ("extra work") — maintenance services could entail repair of damages resulting from traffic collisions, Acts of God (i.e., excessive winds, rain, floods, earthquakes, etc.), vandalism, and unexpected construction impacts (roadway excavation and roadway failures). Although all proposers were deemed responsive and qualified, staff found Siemens Industry, Inc. to be the highest over-all rated contractor in terms of experience and staff. Subsequently, staff reviewed and checked the references for Siemens Industry, Inc. and is satisfied with the quality and responsiveness of the contractor. The fees proposed by Siemens Industry, Inc. for preventative maintenance is $31,919.50 higher than the annual budget for such services. Therefore, the staff recommends that the Council authorize the Public works Director to negotiate with Siemens Industry, Inc. for a more favorable term for the same services. If after a reasonable time frame no agreement can be reached, the City will negotiate with the next highest rated proposer under the same terms and conditions until an agreement can be reached. ENVIRONMENTAL REVIEW The City's traffic signal and streetlight repair and maintenance activities are categorically exempt under Class 1 of the current California Quality Act Guidelines. ALTERNATIVES The alternatives are as follows: 1. City Council may elect to reject all proposals and re -advertise the RFP for new proposals. This will delay the award of the maintenance contract. Due to the stringent qualification requirements, the likelihood of receiving new proposals from new contractors is low. 2. City Council may direct staff with a desired alternative. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ATTACHMENTS 1. Professional Services Agreement 2. Summary of Proposal Costs 3. Staff Evaluations Attachment 1 [COMPANY NAME] Consultant Services Agreement Page 1 of 7 CONSULTANT SERVICES AGREEMENT THIS AGREEMENT is made and entered into this _ day of , 2017 by and between the City of Baldwin Park, ("City"), and [COMPANY NAME] ("Consultant"). In consideration of the following mutual covenants, provisions and agreements, and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, City and Consultant agree as follows: 1. SCOPE OF SERVICES. Consultant agrees to perform during the term of this Agreement, the tasks, obligations, and services set forth in the "Scope of Services" attached to and incorporated into this Agreement as Exhibit "A." Duration of Scope of Services may be extended on a month-to-month basis, but shall not exceed the total compensation. 2. COMPENSATION. City shall pay for the services performed by Consultant pursuant to the terms of this Agreement at the time and manner set forth in the "Schedule of Compensation" attached to and incorporated into this Agreement as Exhibit "B." 3. TIME FOR PERFORMANCE. Consultant shall 'perform the services above described in a timely manner in accordance with the professional standard practices [SHORT DESCRIPTION OF TIME CONSTRAINTS]. 4. AUDIT OR EXAMINATION. Consultant shall keep all records of funds received from City and make them accessible for audit or examination for a period of three years after final payments are issued and other pending matters. 5. STATUS OF CONSULTANT. Consultant shall provide all necessary personnel, equipment and material, at its sole expense, in order to perform the services required of it pursuant to this Agreement. For the purpose of this Agreement, Consultant shall be deemed, for all purposes, an independent contractor and shall have control of all work and the manner in which it is performed. Consultant shall be free to contract for similar services to be performed for other entities while under contract with City. Consultant is not an agent or employee of City, and is not entitled to participate in any pension plan, insurance, bonus or similar benefits City provides for its employees. Consultant shall be responsible to pay and hold City harmless from any and all payroll and other taxes and interest thereon and penalties, therefore, which may become due as a result of services performed hereunder. 6. ASSIGNMENT. This Agreement is for the specific services with Consultant as set forth herein. Any attempt by Consultant to assign the benefits or burdens of this Agreement without written approval of City is prohibited and shall be null and void; except that Consultant may assign payments due under this Agreement to a financial institution. 7. RIGHT TO UTILIZE OTHERS. City reserves the right to utilize others to perform work similar to the Services provided herein. 8. COMPLIANCE WITH LAW. Contract services shall be provided in accordance with the applicable laws and regulations of all governmental agencies that are in force at the time services are performed. Consultant shall be responsible for becoming aware of and staying abreast of all such laws and ensuring that all services provided hereunder conform to [COMPANY NAME] Consultant Services Aqreement Page 2 of 7 such laws. The terms of this Agreement shall be interpreted according to the laws of the State of California. 9. LIABILITY. Consultant shall indemnify, and hold harmless City, its officials, officers, and employees against any and all actions, claims, damages, liabilities, losses or expenses of whatsoever kind, name or nature, including legal costs and reasonable attorneys' fees, whether or not suit is actually filed, and any judgment rendered against City and/or its officials, officers, or employees that may be asserted or claimed by any person, firm, or entity arising out of Consultants' negligent performance, or the negligent performance of its agents, employees, subcontractors, or invitees, as well as, negligent acts or omissions of Consultant, it's agents, employees, subcontractors or invitees, however, this indemnity clause shall not apply if there is concurrent passive or active negligence on the part of City, or its officials, officers, agents or employees. 10. INSURANCE. Consultant shall maintain insurancecoverage in accordance with the following during the course of its performance hereunder: (A) Comprehensive General Liability Insurance (including premises and operations, contractual liability, personal injury and independent Consultants' liability) with the following minimum limits of liability: (1) Personal or Bodily Injury -- $1,000,000, single limit, per occurrence; and (2) Property Damage -- $1,000,000, single limit, per occurrence; or (3) Combined single limits -- $2,000,000. (B) Comprehensive Automobile Liability Insurance including as applicable own, hired and non -owned automobiles with the following minimum limits of liability: (1) Personal or Bodily Injury -- $1,000,000, single limit, per occurrence; and (2) Property Damage -- $1,000,000, single limit, per occurrence; or (3) Combined single limits -- $2,000,000. (C) Professional Liability Insurance with annual aggregates of $1,000,000 or such other amount as may be approved in writing by the City. (D) Worker's Compensation Insurance that complies with the minimum statutory requirements of the State of California. (E) Prior to commencement of services hereunder, Consultant shall provide City with a certificate of Insurance reflecting the above, and an endorsement for each policy of insurance which shall provide: (1) The City, and its officials, officers, agents and employees are named as additional insured (with the exception of Professional Liability and Worker's Compensation); (2) The coverage provided shall be primary (with the exception of Professional Liability and Worker's Compensation) as respects to City, its officials, officers, agents or employees; moreover, any insurance or self-insurance maintained by City or its officials, officers, [COMPANY NAME] Consultant Services Agreement Page 3 of 7 agents or employees shall be in excess of Consultants' insurance and not contributed with it. (3) The insurer shall provide at least thirty (30) days prior written notice to City of cancellation or of any material change in coverage before such change or cancellation becomes effective. (F) With respect to Workers' Compensation Insurance, the insurer shall agree to waive all rights of subrogation against City and City personnel for losses arising from work performed by Consultant for City, and the insurer's agreement in this regard shall be reflected in the Workers' Compensation Insurance endorsement. 11. OWNERSHIP OF DOCUMENTS. All of the documents required to be prepared pursuant hereto shall, upon the completion thereof, be deemed for all purposes to be the property of City. City's ownership of documents includes any and all analysis, computations, plans, correspondence and/or other pertinent data, information, documents, and computer media, including disks and other materials gathered or prepared by Consultant in performance of this Agreement. Such work product shall be transmitted to City within ten (10) days after a written request therefore. Consultant may retain copies of such products. Any re -use by City shall be at the sole risk of City and without liability to Consultant. 12. RECORDS AND INSPECTIONS. Consultant shall maintain full and accurate records with respect to all services and matters covered under this Agreement. City shall have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcripts therefrom, and to inspect all program data, documents, proceedings and activities. Consultant shall maintain an up-to-date list of key personnel and telephone numbers for emergency contact after normal business hours. 13. TAXPAYER IDENTIFICATION NUMBER. Consultant shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W-9, as issued by the Internal Revenue Service. 14. CONFLICT OF INTEREST. Consultant agreesthat any conflict or potential conflict of interest shall be fully disclosed prior to execution of contract and Consultant shall comply with all applicable federal, state and county laws and regulations governing conflict of interest. 15. POLITICAL ACTIVITY/LOBBYING CERTIFICATION. Consultant may not conduct any activity, including any payment to any person, officer, or employee of any governmental agency or body or member of Congress in connection with the awarding of any federal contract, grant, loan, intended to influence legislation, administrative rulemaking or the election of candidates for public office during time compensated under the representation that such activity is being performed as a part of this Agreement. 16. RIGHT TO TERMINATE. City may terminate this Agreement at any time, with or without cause, in its sole discretion, with thirty (30) days written notice. 17. EFFECT OF TERMINATION. Upon termination as stated in Paragraph "16" of this Agreement, City shall be liable to Consultant only for work performed by Consultant up to [COMPANY NAME] Consultant Services Aareement Paae 4 of 7 and including the date of termination of this Agreement, unless the termination is for cause, in which event Consultant need be compensated only to the extent required by law. Consultant shall be entitled to payment for work satisfactorily completed to date, based on proration of the compensation set forth in Exhibit "B" attached hereto. Such payment will be subject to City's receipt of a close-out billing. 18. LITIGATION FEES. Should litigation arise out of this Agreement for the performance thereof, the court shall award costs and expenses, including reasonable attorney's fees, to the prevailing party. In awarding attorney's fees, the court shall not be bound by any court fee schedule but shall award the full amount of costs, expenses and attorney's fees paid and/or incurred in good faith. "Prevailing Party" shall mean the party that obtains a favorable and final judgment. Should litigation occur, venue shall be in the Superior Court of Los Angeles County. This paragraph shall not apply and litigation fees shallnot be awarded based on an order or otherwise final judgment that results from the parties' mutual settlement, arbitration, or mediation of the dispute. 19. COVENANTS AND CONDITIONS. Each term and each provision of this Agreement to be performed by Consultant shall be construed to be both a covenant and a condition. 20. INTEGRATED AGREEMENT. This Agreement represents the entire Agreement between the City and Consultant. No verbal agreement or implied covenant shall be held to vary the provisions of this agreement. This Agreement shall bind and inure to the benefit of the parties to this Agreement, and any subsequent successors and assigns. 21. MODIFICATION OF AGREEMENT. This Agreement may not be modified, nor may any of the terms, provisions or conditions be modified or waived or otherwise affected, except by a written amendment signed by all parties. 22. DESIGNATED REPRESENTATIVES. The Consultant Representative (A) designated below shall be responsible for job performance, negotiations, contractual matters, and coordination with the City. The City Representative (B) designated below shall act on the City's behalf as Project Manager. (A) CONSULTANT [NAME] [ADDRESS 1 ] [ADDRESS 21 [TELEPHONE] (B) City of Baldwin Park Att.: Sam Gutierrez 14403 East Pacific Avenue Baldwin Park, CA 91706 (626) 960-4011 ex. 460 23 NOTICES. Notices pursuant to this Agreement shall be in writing and may be given by personal delivery or by mail. Notices shall be directed to City's Designated Representative identified in Paragraph "21" of this Agreement. [COMPANY NAME] Consultant Services Agreement Page 5 of 7 IN WITNESS WHEREOF, the parties have executed this Agreement on the day first above written. CITY OF BALDWIN PARK By: Manuel Lozano, Mayor Dated: CONSULTANT: [COMPANY NAME] am Name/Title Dated: EXHIBIT A SCOPE OF SERVICES EXHIBIT B SCHEDULE OF COMPENSATION Attachment 2 0 0 N � 0 V 0 0 � 0 @ m k © 2 2 © <&\ \ \\ � § § m � to \ « Ln W4\\ \ eq% q 2 46 s » All. © _ � � \ k � Ln f \ Ln\ A 4^ _ m W4 \ `/ CD K C � Ln 0 N /� © � \� \\ c k 2 V (D . $ 2 2 \ \\ S � ° JE . \M \ \ < k 3 m2 -l" >. - \ 2 4) 15 a e :$ 7 33 m U: . 2 \ 2 § : -0� co 2 :• \ $ « f2 { 00 k..`a §\ a 2 m k E k >- o % v o \§ 5 J a \£ l\ J. 2 Attachment 3 A r - O V C 4) 4-0C .C� G C t a'1 J 44 4J N i a-+ ITEM NO. 5 TO: Honorable Mayor and Members of the City Council FROM: Rose Tam, Director of Finance T__O� DATE: August 15, 2018 SUBJECT: Adopt Resolution No.2018-284 Setting the Appropriations Limit for Fiscal Year 2018-19 SUMMARY The City of Baldwin Park is required by State law to annually adopt a resolution establishing the City's Appropriations Limit. The Appropriations Limit applies to the City's General Fund expenditures. The Appropriations Limit for fiscal year 2018-19 is $78,238,220. The budgeted revenues subject to limitation for the fiscal year 2018-19 is $33,289,276. RECOMMENDATION Adopt Resolution No.2018-284 setting the Appropriations Limit for Fiscal Year 2018-19 at $78,238,220. FISCAL IMPACT None BACKGROUND Article X11113 of the California State Constitution specifies that appropriations made by State and local governments may increase annually by no more than a factor comprised of the change in population combined with either the change in California per capita personal income or the change in the local assessment roll due to local non-residential construction, whichever is greater. The original base year was 1978 so the formula is based on the aggregate increase annually since that date. Data provided by the State Department of Finance indicates that the population change in the City of Baldwin Park over the last year was 0.32%. Additionally, California's per capita personal income change was 3.67%. These factors combined will increase the City's annual appropriations limit to $78,238,220 for the Fiscal Year 2018-19. Although the law authorizes the City to spend up to this amount from the proceeds of taxes, the fiscal year 2018-19 adopted General Fund budget proposes to appropriate only 32% of this limit. ALTERNATIVE There is no alternative for the City Council to consider as the State Constitution mandates cities to prepare the appropriations limit annually and adopted by the City Council. LEGAL REVIEW None Required ATTACHMENT 1. Resolution No. 2018-284 2. Appropriations Limit Worksheet RESOLUTION NO. 2018-284 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, SETTING THE APPROPRIATIONS LIMIT FOR THE FISCAL YEAR 2018-19 WHEREAS, Article XIIIB of the California Constitution requires the Legislative Body to establish an Appropriations Limit annually beginning with the fiscal year ending June 30, 1981; WHEREAS, the City Council is required by Section 7910 of the Government Code to establish its Appropriations Limit by Resolution; and, WHEREAS, the Appropriations Limit documentation has been available for public inspection for the required fifteen days, in accordance with Section 7910 of the Government Code, prior to the approval of the limit by the Legislative Body. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK DOES HEREBY RESOLVES AS FOLLOWS AND ORDER AS FOLLOWS: SECTION 1. The Appropriations Limit for the Fiscal Year 2018-19 has been determined to be $78,238,220 and was prepared using the change in the Per Capita Personal Income change of 3.67% and the City population change of 0.32% as provided by the State Department of Finance, pursuant to Sections 2227 and 2228 of the Revenue and Taxation Codes, calculations as of January 2018. SECTION 2. That the City Clerk shall certify to the adoption of this Resolution and the same shall be in full force and effect immediately upon its adoption. PASSED, APPROVED AND ADOPTED this 15th day of August 2018 MANUEL LOZANO MAYOR ATTACHMENT 1 Resolution No. 2018-284 Page 2 ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELESSS: CITY OF BALDWIN PARK I, ALEJANDRA AVILA, City Clerk of the City of Baldwin Park do hereby certify that the foregoing Resolution No. 2018-284 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on August 15, 2018 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 DETERMINATION OF APPROPRIATION LIMIT FISCAL YEAR 2018-2019 APPROPRIATION LIMIT FOR FISCAL YEAR 2018-2019 75,229,058 APPROPRIATION LIMIT FOR FY 2018-2019 ADJUSTMENT FACTORS: Per Capita Change: 3.67% Ratio 1.0367 Population Change: 0.32% Ratio 1.0032 CALCULATION FACTOR FOR FY 2018-2019 1.0400 ANNUAL APPROPRIATION LIMIT: 78,238,220 APPROPRIATION SUBJECT TO LIMITATION FOR FY 2018-2019 Proceeds of Taxes: 24,957,524 Exclusions - Appropriations Subject to Limitation Current Year Limit Over/(Under) Limit TOTAL PROCEEDS AND NON -PROCEEDS OF TAXES (General Fund Only) PERCENT OF TOTAL APPROPRIATIONS LIMIT FROM PROCEEDS OF TAXES ATTACHMENT 2 24, 957, 524 78,238,220 (53,280,696) 33,289,276 32% STAFF REPORT ITEM NO. 6 TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works DATE: August 15, 2018 (carried over from July 18,C2'01 8) SUBJECT: Approve Final Parcel Map No. 1434 — For Single Family Residence SUMMARY This item requests that the City Council authorize the approval of Final Parcel Map No. 1434 pursuant to the State Subdivision Map Act and Section 152.10 of the City of Baldwin Park's Municipal Code. RECOMMENDATION Staff recommends that the City Council accept the Final Parcel Map No. 1434 and authorize the City Clerk and staff to sign the Final Map. FISCAL IMPACT The approval of this Parcel Map will have no impact to the City's General Fund. The property owner will be able to move forward with the development of the property. BACKGROUND The subject lot is located at 15110 Nubia Street, just east of the intersection of Elton Street and Nubia Street. On August 24, 2016, the Planning Commission approved Tentative Parcel Map No. 1434 to subdivide one (1) lot into two (2) lots within the R-1, Single Family Residential Zone, pursuant to Table 152.10 in the City's Municipal Code. Staff has reviewed the Final Map and finds that it substantially conforms to the Final Parcel Map conditions of approval. ALTERNATIVES A Final Map that is in substantial compliance with the previously approved tentative map cannot be denied approval (Government Code §66474.1). Further, if the Final Map is not approved at the first meeting or at the subsequent meeting from when the Final Map was presented for approval and the map is in conformance with the requirements of the Subdivision Map Act, the map will be deemed approved without any further action from the City Council (Government Code §66458). Since the Final Map is both in substantial compliance with the previously approved tentative map and it is in conformance with the requirements of the Subdivision Map Act, there is no alternative but to approve. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ATTACHMENTS 1. Los Angeles County Assessor's Map 2. Final Parcel Map No. 1435 Attachment 1 IX N O Lq W N N < g Q � =o= ~i 0K 0 VCU li O ou 44Y 888 Y m� is snn0 2 L7y$ 08 91 99 L9 p 8B 8L4 sa $ ami cli � N r p� d' 00 Y m� is snn0 2 1S `dianN 8 I i I I I I I I I I a r---�--- I 99 F- V) 99 09 09 99 s09 99 i 09 i i n v Z 09 99 99 09 Z 0 J W OS 08 08 91 99 L9 p 8B 8L4 sa , N co p� Go N 0 G®A 08 o9 0- to -09 L9 GZt L6 ( 06 - I I ®'8 LZt a' LB I 06 I G8 PS OB LB oc 4 1S LB 06 16 3NIlSVW Mg0 09 f• zcz L co 0 88 Z£ T666 LO.9LL 98 90•LLV 9aVY d 9L'9L c o 48'96t SON 69"OZt c ®� 859c sL - 9esL L5 - Z9Z BsosA d8 ut ss4 8Z ®N- 1.9 V4 W d �a r zcz 0 es•m 09*9L 09 Z cmq qLVIM i co i n F (Q 8876 LPt04 O9'8L i 09'88 • ® 99q�.88 i Na® i 98 a 1 Q 09'89 09.99 Se (� orte W:@06 06- LL 9L N 90t 5LZ s9W d tL'L8 L84 LOS N O 8 N O 00 00 MUMS S N N N N O WE 09 09 LOL OOt N 09 F"I 09 I LO I OM 1S `dianN 8 I i I I I I I I I I a r---�--- I 99 F- V) 99 09 09 99 s09 99 i 09 i i n v Z 09 99 99 09 Z 0 J W OS Attachment 2 Total Area: 13494 S.F. SHEET 1 OF 2 SHEETS Number of Parcel: 2 PARCEL MAP NO. 1434 IN THE CITY OF BALDWIN PARK COUNTY OF LOS ANGELES, STATE OF CALIFORNIA BEING A POR71ON OF LOT 20 AND 21, OF TRACT NO. 7701, MI THE CITY OF 8AL011'Ml PARK, COUNTY OF LOS ANGELES, STATE OF CAUFORNIA, AS PER MAP RECORDED IN BOOK 88 PAGE(S) 61 AND 62 OF MAPS, IN THE WICE OF THE COUNTY RECORDER OF SAM) COUNTY, EXCEPT THE NEST 100 FEET OF SAS LOTS APN 8413-012-007 ALSO EXCEPT THE EAST 100 FEET OF SAO LOTS. FOR SUBDIVISION PURPOSES SURVEYOR'S STATEMENT: ONMER'5 STATENf.:NT: AAB MAI NAD MPOW p NE OR wl s a S MOT IN DONFORDNMIa M I RE M S�MIDIItSImINRNMImMT 19 40 AmAS i M MpMI ONNINSM Onel1tE149 VAN um MIN � H� MAT MSM ♦Mm. WY � 10 va AV" on 410610 �N, 1 Te AN FIfs4SAATION NB PiM16 ON SAID MAP AND mRarR�RAu r APPtMAB) ANMlAiAIE IMr�IT We rD1RMteNs M W! RwRMCTot AND LOOAWONS NRM AK N PIAN! ON 'lil 19 IN PI#{>t. I SURR URT 10 B11i[ MKY W �[i/ IAX . 1"T L40 MOMIItIfS AN RWAL. L j Itl. NM ENISNAI 040-2016! 3 NOTARY Q.WLEDGX`MENT: sciaw CITY ENGINEER'S STAT EMENTr A IgTANY RALC OR OB41 MA1CB1 OOM�E7M10 'SIR R VM S I "I MY STAR ANT 1 INK BWBND WIS MM L%SNNRIS M D M W IW< Y IN wool ' M INK NSHIMIAL MIM NNND TIN OOMmw.70 MNCH NlOMNON NHNN IIRNON R RM"W"LT WN SAME ,M rr QKenaRR N AT►AOm AND NO M 11SIDf1ANd6. ACIDAMCK !N VNtlO7Y TBATAAK RMIP AIO ANY APPIIDYM +amDA ` TNAY� M W[ Or WT DOONOIT. NAWNASgIi INP IICY AND M AN1' LOOAL AP�AIOMd AT w UK OF APPROVAL OF AVE WP NOK ! SIM DAA 7TA! M CAURISSA )) yy� OKOMOr LOS Man ) s Q �we am /LN�WNtLY i.. NIWyIr LOL PW11® TO HC NI "a MINES Q SATN1rACNE1T EVENUM To K WS: MOMS WNW WAM AR KNEWED To M WtAM NRTRPOW AIR AO NONRi n TO ME TINT or. �/ THEY V=WT i THE SAIF IN THM AUA CAFAMM AND THAT BY THEM s1 NNAO M THE SNTNIIQAA TIE P[MdR. 0 TW ENRTT BION WW M WWrH 911 �i RER'S CERTIf1CATE; TNC PERNN ACTED, aealTn iRc DPiTN1lENT. w OO T a SPWAL AmWO Ni UNID W M W .ASI OF AE a" OF NALVIN vARIK 10 MAOI WN LOW SCAM N Wt WORT NMA NI ON ART PMT M W.OF R SO=, AND WW MAY K. PAS IN PULL. RAVE Sm IAB N IRIL NAM FIRM E�1c4n.G.� Nal�xi 6u%,parez 13exerm NY IANIAMINNI m!SlN NT PRNCrAL KAM OF. NlNEDS R M = A101.13 COUNTY 1-03 AN6S�S YY OSIMMOI MO: Q9"y„ 5_� DAR NARMi MOORE RTY' 'dAt RTY TA:IMDILI CITY CLERK'S CERTII`'ICATE, wworchwuLn IS& 1 INMDlY 16t►MY WitT x'— Bti tA4pt MM ANWISIMWM M 11t OITA M SOMW wRo lM OAY M .YMiEL- NHS AND WNNNrIN SAB NSNM 7TN Sltl /A�1� NAR DAAIDk ALE.WWA AVSA CAVY CLMH. CUT OF WL" PAN TY ' T. IAPPLIOAii mMNF mswxm Or WA[ CmF OF OEMe M TMK NOW ig rwk DAR ;w" - CITY SURYEYWS STATEMENT, 1 RfsOY SMR ANT 1 HAK MWIW WSt IN► DOIWSNO M S AIN I AM SAA!!O or in MAI AOT Alr M ANYAw Lam AM AM Al1H or . IgWrl OF Wt '191MWK W► MNK dWOR A, IWAN PZ of a" SURVE a.ROA OD/WO NM NNN BASIS OF BEARS NOTES: It _ _ AS MOM 611000 NO TNI b PE®N iDFDC M4 IAiEt M EE er**& 1[ I OF us AMSC[[ Oft Met", SNS. Um A® " wee; OF SPANKS M TNN MAP. SCALE: 1"= 30' SHEET 2 OF 2 SHEETS Total Area: 13484 S.F. Number of Parcel: 2 PARCEL MAP NO. 1434 IN THE CITY OF BALDWIN PARK COUNTY OF LOS ANGELES, STATE OF CALIFORNIA FOR SUBDIVISION PURPOSES FD SPKLW LS7707. PER FD SPKLW. LS 7707 PER PWPB 1530/674-675 YPWB 1,30/676-677 N1 [RTO. STREET _—_ - ___—________: 664.32 i321T "-:_______.__. 3. T 100,01' 307.75' 07:009 NO. 1e52 P.H.S. 252/57-58 1 n NE'LY COR OF i8 ..........TRACT NO. 7701 BOOK 88 PAGE 61-62 N 614.31' (614.009 s LOT 59;R1 N89.57.30 100o:ft1` � ... 53.57 3. T 100,01' 307.75' 07:009 NO. 1e52 P.H.S. 252/57-58 NE'LY COR OF NV'LY CDT OF .LOT ..........TRACT NO. 7701 BOOK 88 PAGE 61-62 N �t s LOT 59;R1 20, R! VJ lkT, LB 8988 TO BE SET 0...... SET MONUMENT AS NOTED �. 1' I.P. LS 8988 TO BE SET 9...... FOUND MONUMENT: AS. NOTED 2 RECORD DATA AND/OR CALCULATED FROM RECORD DATA AS NOTED PER. R1 H N m. FT. KwQW 6742 SD. m ui .. NOT A PART OF FT THIS SUBDIVISION y 6742 SO. a W iwg i n � 3$ni� 190.01' 53.56' 5356' 100.01' 7:14" (307AV 307.14 639.28' (639801 N89'ST33'V S'LY LINE OF LOT 21, R1, ESTABLISHED BY PROP. PER SAID TRACT NAP w NOT A PART OF THIS SUBDIVISION A AH V NOT A PART OF THIS SUBDIVISION 8 o ------------------ ET] MALINE STRE------------ I Jy SW'LY COR OF LOT 36, RI in SE'LY COR OF LOT 43; RI .306.99' (307.00'3 306.99' (307A0') \'�FD PK NO REF IN LIEU 13F SLV PER PARCEL NAP NO. 1e52 P.H.S. 252/57-58 Lis P R7 ..........TRACT NO. 7701 BOOK 88 PAGE 61-62 . R4dCATE3 THE BOUNDARY OTHE LAND �t BM SURVEYED BY THIS MAAP. VJ lkT, LB 8988 TO BE SET 0...... SET MONUMENT AS NOTED © 1' I.P. LS 8988 TO BE SET 9...... FOUND MONUMENT: AS. NOTED (}: RECORD DATA AND/OR CALCULATED FROM RECORD DATA AS NOTED PER. R1 < Y. RECORD DATA PER PARCEL MAP NO. 1252 P.M.B. 262/57-58 ki LLI i L .N. i LIT STAFF REPORT ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works DATE: August 15, 2018 (carried over from July 18, 2018) SUBJECT: Approve Final Parcel Map No. 1435 — For Commercial Purposes SUMMARY This item requests that the City Council authorize the approval of Final Parcel Map No. 1435 pursuant to the State Subdivision Map Act and Section 152.10 and Table 153.050.020 of the City of Baldwin Park's Municipal Code. RECOMMENDATION Staff recommends that the City Council accept the Final Parcel Map No. 1435 and authorize the City Clerk and staff to sign the Final Map. FISCAL IMPACT The approval of this Parcel map will have no impact to the City's General Fund. The property owner will be able to move forward with the development of the property. BACKGROUND The subject parcel is located at 13905 Francisquito Avenue, at the intersection of Francisquito Avenue and Dalewood Street. On December 14, 2016, the Planning Commission approved Tentative Parcel Map No. 1435 to combine two lots into one lot with less than the minimum required lot size and lot width, pursuant to sections 152.10 and table 153.050.030. Planning commission also approved a related request for a conditional use permit to have a vehicular drive-thru in conjunction with the construction of a new 4,016 square foot commercial building"within the FC, Freeway Commercial Zone, pursuant to Table 153.050.020 of the City's Municipal Code. Staff has reviewed the Final Map and finds that it substantially conforms to the Final Parcel Map conditions of approval. ALTERNATIVES A Final Map that is in substantial compliance with the previously approved tentative map cannot be denied approval (Government Code §66474.1). Further, if the Final Map is not approved at the first meeting or at the subsequent meeting from when the Final Map was presented for approval and the map is in conformance with the requirements of the Subdivision Map Act, the map will be deemed approved without any further action by the City Council (Government Code §66458). Since the Final Map is both in substantial compliance with the previously approved tentative map and it is in conformance with the requirements of the Subdivision Map Act, there is no alternative but to approve. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ATTACHMENTS 1. Los Angeles County Assessor's Map 2. Final Parcel Map No. 1435 Attachment 1 0 y out N W N Lu 0. - co N H =�2 LL 0 0a U?O 08 2 2n g g�S cN O, 0 W NN 00 L6 t \ LLt a \ 3 $ '� t $ i \ \� N � 09 Y� mLO r ° Poli CN OP o (t1 , ,cp IV � arj O / ti �®\ e�•oe / dCL N N zW=� Z. H. aN Attachment 2 1 PARCEL Si !FET 1 OF 2 SHEETS 22,120 SQ. FT. PARCEL MAP NO. '143:-, IN THE CITY OF THE BALDWIN PARK COUNTY OF LOS ANGELES, STATE OF CALIFORNIA BEING A SUBDIVISION OF A PORTIO°•,CF LOT 30, EL MONTE WALNUT PLACE, AS PER MAP RECORDED IN BOOK 6, ?AGE 104 OF MAPS. IN THE OFF -CE OF THE COUNTY RECORDER OF SAID COUNTY. ' FOR LOT CONSOLIDATION PURPOSES SU9DIv1DEWS STATEMENT: I HEMBY STAN 7NAT 1 AM THE SAMOO R OF IIS LANDS INOLU 7 W1MN THE S BASION 900 OR TMS MIP WDOIN THE OWWO RVE EOPQER. A" AND 1 COHA T TO THE MEPAMIM AND FILM OF SAO IMI AID SUMMY". RECORD ONMER MCDIO 000 0 M*M E DEVELOPMENT COMPANY, A CNJFOMSA LJMTED PARTNERSHIP. A NOTARY IANNC OR OTBO COMPLETING THIS CEl1TMICATE IV" ONLY INS gONATY DF TEE MINVOUAL WW SO M M DOC AIENT TO 'HOCM THIS CERIMATE IS. ATTAO M AND NOT IM IMI IUL EM,. AGCIAACY, OR VAVMTY OF THAT OOCU ENT. STATE OF CAJR~ OOtMly OF LOS ANGELES aNT,fly_. /f5,S NARY PUBLIC. SAIWACTWY ENS TO ME. M POISON MOME NNE IS SJBWI [0 TO THE WTMN IMTMMIONT NO ACIBOWEOM TO ME AMT HE OECLIND AE SAME M HIS AUTHORIZED CAPACITY AND THAT BY HIS 9MIARM ON M MSIRY ENT. THE PERSON, OR M ENTITY UPC" BEHALF OF WON INE PERSON. ACTED, EMa1TED THF ISIMMMENT. H CERTIFY IADCR PENALTY OF POMM` -VtR M LAWS OF M STATE. W CALFOPNIA THAT THE FOMOOW PMMRNN IM 7111AE A. CORRECT. UJI M MY NMI) AND MPIGA. SEAL MJ MY COMMISSION NO.JE=J'CGqL/a PRMTm ai .ra Mrgwom EMM94nyZ,L/f�� � MY PRINCIPAL RACE OF B1pMM IM IN t0l A Addh COUNTY. MY 7DiPHBE NO. 54t -.L 341-11?f I HEREBY CEWWY AMT ALL 0011110'"In HAW IIOD/ FRED AND IWOONI S HMW OED/ MME THAT AM REaMIN UNDER M MMNM POW OF SECiHONI N482 AND 0443 OF M 9/IOIVom MN ACT. COMMOVE OPFOOM SIMM CI OF 911PMO ORS CIF M O MTY OF LOS AM ILIM SUN OF CALIFORNIA W DATE OWTV I MkTEBY AAT RWWTY W M MOLPIT OF i HAS SEEN A.61 WM AE DEWUYW GRN`kR. WW OF LOS ANGELES AS SMARTY FOR M PAMETIT OF TAXES AND WWAL ASSESMAENTS COLLECTED AS TATER ON THE LAND SIM ON MAP OF PANA.1 MN NIX 1435 AS RECILI ED SY LAB. M7ECUAYE ORICOI, BOARB OF SYpOAM9lWi OF M COW1Y OFt� ANXEid;'. STAR OP BAUFJWtlf "'Y..�._.. DATE SURVEYOP'S STATEMENT: 1 NEMHY STA THAT I AM A LICOM LAID SSAIVEM OF M STATE OF CAIORNIft THAT THIP PARCEL MAP. .OWEStiil JF 2 S 4MM 14 A ME NO COMIM WRWY.AS SNNM. AND NAS MADE BY IE at LINW MY 0-ECIM W MAY 2016t THAT THE MON -OF THE CHMAC M AAO LMK:AAOHW 900 HEREON AE M MACE OR WL ME M 7H P: AQ MM TANTY-FOUR MW'HS POW AE FILMS DATE OF THIS MM; THAT SM MONUMENTS ME SLIME T TO t,.ABE THE SURVEY TO M RETRACED M0 THAT THE mows TO ALL tE1MIM MONUMENTS 94001 AS 'TO BE SET' REL IE ON FEE AN M OFFICE O THE CITY O MEEK WININ TRENVY-MIR FAWN THE FERW DATE 94M FETEOR. Ltd. R.. NweF BASIS_ OF BEARING NOTES: THE SEM"OS DOW HEIIBON INE SAM OP M SEARMNO Mt M'B°E OF THE C M70L RE. OF OALENOOr STREET AS 9NTMM1 ON MLP 0 PAIMY.1 MM NO. 1007 PLO IN BOOK 150, PAGES 6 AM 10 OF PARCEL MARE TECMMS W LDS AEDES OOIMTY. CITY ENGINEER'S STATEMENT: I HERESY STATE AMT 1 HAVE EXAMINED TNS WRIN MM OF FARM MM NM 1436 CONMSAMi OF 2 9BEM THAT TAE SUEIA "M 04M NENMAN E MVANRAA.Y M SAME AS IT APPEARED ON THE NRTAVA MN AND MY MPHOMO! A IEPAIMS TH®EOP: THAT Rl PRON90NS OF THE SUROPAI N MMP ACT AND OF ANY LOCAL ORDINANCES AP:'..::AME AT THE IRA OF APPROVAL OF THE TENTATIVE PARCEL MM NAVE. KEN 0A 670 DAY OF I+EIWC" SBx ze# DV t mwym PE. a, CITYPIONEERMER ROE IME 11606 O®ME9 6/30/2018 CITY SURVEYOR'S STATEMENT: I HEREYY STATE TWT I HAUL EKAMNm THE MTISM NAP OF PARCEL MM NO. 1436 CONWMG OF 2 SHE'TS AND' AM SAMU) THAT SAID MM M TEdYNCAILY COMECT AND THAT ALL PRON9QiS Of M 9UMWMON MN ACT AND MY LOCA. OROMANCES APPLICABLE AT THE 11ME OF APPROVAL OF M TENTATIVE MAP HAVE SEEN COMPILED YSRI. DA PS os CITY m 1000 arm 6/30/9D16 CITY PLANNER'S STATEMENT: I HEOMY STATE THAT 1 HAVE EXAMINE THIS MN AND AMT ALL PROM90E Or APPJACABIE ZOAB40 ORDINANCICS OF M CITY OF BLOW ,PAN NAW TRH COMPLIED WTO. 3 14 Q�►A-�."-- D AMYL CITY CITY W FAMN SPECIAL ASSESSMENTS CERTIFICATE: I HOBBY CERTBY" AAT AL SPEML M8nMMlMT2 LEVO MN= THE AMMINCON t 'M CITY OF 6ALDBM PAIN TO WHEN M LNID ONCILM IM M M -WHIN 9NW'tIS41AL OR ANY PART. TI WW M 51&E.OT. AMD OW MAY 0 PAD M NAL. HAVE I E N PAID M AEL DA'Ef19'11EFlO�F CITY CLERK'S CER?iFICATE (CYIY a IALDRRN PAINt (STATE Or CALIFOO"A > I HEREBY tJO17BY AMT THIS MAP WAS POWNWWD FOR APPROVAL TO INS CITY COtMCII OF M CITY OF SALOM PARK AT A II)W.AI MQMW REAWgF NOD ON M DAY 00 i ' SAAND D MN.T AIMdOPIN SMI C4ANCIL W. BY WVft iRLy OATEO 7106. __ DAY Of v 21111 MORN AVAA ally CIDIK OE t rl OF SALW4 PAM SCALE: 1"= 20' SHEET 2 OF 2 SHEETS PARCEL MAP NO. 1435 IN THE CITY OF BALDWIN PARK COUNTY OF LOS ANGELES, STATE OF CALIFORNIA FOR LOT CONSOLIDATION PURPOSES =Al. Trn_ BOUNDARY Lf' 111. LAND DEN>ti'sumv E0 BY THS MAP. FD CAL WM NVM CAP. DN M. N9 iMl1[Y MONiNf9>r 1 PER b xtl-aa 1 NE'LY LWE OF iM, {MID 0 W OEID R@C'D I JULY 14 109,, AS. 00pRIEMY M0. 06-t67f7,0 8R 1{I 1.00' OFF=& RECOMM. CSTASYIHMA 1'041 SND Dit}7. 1 1 N46'OB24'W t7Rfb' 30.00' 10 I w i I` j I NI, xt 1 • Del 0.5W ACRES b S � � � S I I 1 ! -W 3W 1 I NO3'SC1f'W S[1.Y illE Q lD'r 3r4 Q rON16 WALFUT RAL[, M, Its.. t5 (� OFiFRARCIBgfTO AYDA6,� I1W?. 1 -Qt W _ S I$ W7E roar WLY "m Of LOT 30. 1 A MONTE WN,N,iT PLACL Iw 0-104,. i E4rML®IIED BY W7E/1®CDQI. (� FRANCISOUITO AVENUE COMM WMIRUCTAN am - - �ysy` - -- - " O - -- - - - 17aad El04 !Y7'A,IfliYlD R 2 LAT. 1 T L1 9f1) AMD 1L$ TABI D 'Gll iRNR', PERU FD Sm STNM LS OO. PWPfi 1f10. PO 000-561 i 511,, PERAIM CM PWI! 110. PO S72 -S73 SLTUT. TAmw Ls "W. at I SET r IR. T" m Ls 04". rn LAY. M a CIL ® FC: LAT, ATWW LS Sta NO 0117OWNCE. WHITESELL SH EET W11 tae, -Es, W ,a,1 ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works Rose Tam, Director of Finance DATE: August 15, 2018 SUBJECT: Authorization to initiate Measure M project bonding for Rail Safety Improvements (Quiet Zone Ready) at the Pacific Avenue, McDevitt Street, Merced Avenue and Foster Avenue rail crossings. SUMMARY This item will authorize the Staff to initiate project bonding to secure a funding stream for the design, construction, contract administration, construction management and inspection of the Rail Crossings Safety Improvements Project (including Quiet Zone ready improvements). The estimated bond financing totals $7 million dollars and will be backed by future transportation sales tax revenues derived through Measure M revenues allocated to the City annually by the Los Angeles County Metropolitan Transportation Authority. RECOMMENDATION It is recommended that the City Council authorize Staff to initiate project bonding for the Rail Crossings Safety Improvements Project and to engage the bond financing team that is currently assisting with the City's Pension Obligation Bonds to provide similar services for the issuance of the bonds for this project. FISCAL IMPACT There is no impact to the general fund at this time. If item is approved, staff will bring back bond financing documents and relevant fiscal impact at a future City Council Meeting for consideration and final approval. BACKGROUND In November 2016, Metro's Measure M was approved by Los Angeles County voters. Measure M included a new half -cent sales tax creating an ongoing source of funding for mobility improvements across Los Angeles County. Under Measure M, major road, transit and walking/biking projects are slated to be built in the next 40 years. Measure M also includes funds that are returned directly to local cities for their own transportation projects and annual funding to ensure infrastructure is maintained. DISCUSSION The Rail Crossings Safety Improvements Project consists of main rail track crossings at Merced Avenue, McDevitt Street, Foster Avenue and Pacific Avenue and others. This segment on the San Bernardino Metrolink line serves 38 weekday passenger trains and 4 weekday freight trains. The crossings are located near businesses, schools, and residential neighborhoods. There is vehicular traffic and significant amount of pedestrian traffic along these crossings. The features of the proposed design may improve the overall travel time for trains by reducing the opportunity for train -automobile and train -pedestrian collisions, thereby increasing safety to all and reducing delays to passenger rail traffic, freight rail traffic, and motor vehicles traveling through the crossings. Projected future traffic increases will only cause the existing deficiencies to increase and create more delay or more opportunity for rail, automobile, and pedestrian accidents to increase. The planned improvements at the at -grade crossings will bring the highway -rail crossings up to current Southern California Regional Rail Authority (SCRRA) Grade Crossing Safety Standards and may include among other improvements, new raised median islands, additional warning devices with gate arms and cantilevered flashing signals, improved pavement, curbs, gutters and sidewalks with pedestrian warning devices such as pedestrian gate arms, emergency swing gates, channelization and other enhancements, right-of-way swing gates, signing and striping, and other roadway improvements. These facilities will be built to SCRRA standards with slight design deviations due to the existing site conditions and crossing geometry. Additionally, the improvements at Foster Avenue which is an at -grade pedestrian -only crossing may include improvements to pavement, curbs, gutters and ADA accessible sidewalks with pedestrian warning devices such as pedestrian gate arms. The Rail Crossings Safety Improvements Project is eligible for Measure M funding. In order to secure bond financing using the City's future Measure M sales tax, the City needs to engage a financing team to analyze the revenues, structure any bond financing, prepare the required legal documents and all other services required to issue the bonds. Staff is recommending that the City Council authorize the Chief Executive Officer to engage the same financing team that is currently working on the Pension Obligation Bonds. They are familiar with the City and its finances and the costs are anticipated to be lower than the costs associated with a separate and new financing team. The financial advisor for the Pension Obligation Bonds is Harrell & Company Advisors and Bond Counsel is Quint & Thimmig. Other services required for bond issuance will include services of an underwriter, a trustee, a rating agency and disclosure counsel. If the City Council authorizes staff to move forward to secure Measure M financing for the Rail Crossings Safety Improvements Project, a future action will be presented to the City Council to approve the financing documents, together with a report on the cost of the financing and the financing consultants. ENVIRONMENTAL REVIEW The subject Rail Crossing Safety Improvements Project is exempt from the California Environmental Quality Act (CEQA) pursuant to a Class 1 (Section 15201, Existing Facilities), subsection (c) exemption, which includes the repair, maintenance, and/or minor alteration of existing highways and streets, sidewalks, gutters, bicycle and pedestrian trails, and similar facilities (this includes road grading for the purpose of public safety) The key consideration for a Class 1 exemption is whether the project involves negligible or no expansion of an existing use. LEGAL REVIEW None Required. ATTACHMENTS None. STAFF REPORT ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works DATE: August 15, 2018 SUBJECT: Accept plans and specifications and authorize publishing of a Notice Inviting Bids for CIP No. 19-121 City Project No. 2018- 0266 Brooks Drive and Spring Street Reconstruction SUMMARY This item will accept plans and specifications and authorize the publishing of a Notice Inviting Bids for CIP No.19-121, City Project No. 2018-0266 — Brooks Drive and Spring Street Reconstruction. This project was incorporated onto the FY2017-18 CIP via Resolution No. 2017-203 to be funded by way of Senate Bill 1 — The Roads Repair and Accountability Act of 2017. The project will be carried over onto the FY2018-19 CIP. The project consists of reconstruction of portions of the street structural section including removal of 22 -inches of the existing roadway and constructing new roadway section including sub -surface preparation, subgrade and constructing aggregate base and asphalt concrete (AC) pavement sections. The project also includes upgrade/replacement of accessible ramps and major curb and gutter repairs. RECOMMENDATION It is recommended that the City Council approve the plans and specifications for Brooks Drive and Spring Street Reconstruction Improvements and authorize staff to advertise a Notice Inviting Bids. FISCAL IMPACT There is no impact the general fund at this time. Upon the review of bids, staff will recommend a construction contract award. MME CIP 419-121 SB1 — Fund #256-50-520-58100-15704 $404,883.00 Total Available Funds $404,883.00 In the event that bids exceed the total available funds, staff will determine an appropriation and make a recommendation for funding in the award of contract staff report. BACKGROUND On April 28, 2017, the Governor Jerry Brown signed Senate Bill (SB) 1, known as The Roads Repair and Accountability Act of 2017 (RMRA). SB 1 was created to address basic road maintenance, rehabilitation and critical safety needs on both the state highway and local streets and road system. On October 4, 2017 at the regular meeting City Council adopted Resolution No. 2017-203, amending the City's Capital Improvement Program (CIP) Budget to incorporate a projects improvement list in conformance with SB1's RMRA. The projects for initial funding were identified as Brooks Drive and Spring Street Reconstruction and a General Street Rehabilitation Project. DISCUSSION This is the first stand-alone project to implement funding by way of SB1. The general nature of the work consists of reconstruction of portions of the street structural section including removal of 22 -inches of the existing roadway and constructing new roadway section including sub -surface preparation, subgrade and constructing aggregate base and asphalt concrete (AC) pavement sections. The project also includes upgrade/replacement of accessible ramps and major curb and gutter repairs. If approved, this item will authorize the publishing of a Notice Inviting Bids for City Project No. 2018- 0266 — Brooks Drive and Spring Street Reconstruction Improvements. This project is listed in the Fiscal Year 2017/2018 Capital Improvement Program (CIP #19-121) which covered the preparation of the plans and specifications and will be carried over onto Fiscal Year 2018-19 for construction. ENVIRONMENTAL REVIEW The subject Brooks Drive and Spring Street Reconstruction Improvements Project is exempt from the California Environmental Quality Act (CEQA) pursuant to a Class 1 (Section 15201, Existing Facilities), subsection (c) exemption, which includes the repair, maintenance, and/or minor alteration of existing highways and streets, sidewalks, gutters, bicycle and pedestrian trails, and similar facilities (this includes road grading for the purpose of public safety) The key consideration for a Class 1 exemption is whether the project involves negligible or no expansion of an existing use. LEGAL REVIEW None Required. ATTACHMENTS 1. Notice Inviting Bids 2. Location Map Attachment 1 NOTICE INVITING SEALED BIDS City Project No. 2018-0266 — Street Reconstruction Project — Brooks Drive and Spring Street PUBLIC NOTICE IS HEREBY GIVEN that the City of Baldwin Park invites sealed bids for the above -stated project, and will receive such bids in the offices of the City Clerk, 14403 E. Pacific Avenue, Baldwin Park, California 91706, until 10:00 A.M.,Tuesdav, September 18, 2018 at which time the proposals will be publicly opened and read. Bidders and/or authorized agents are invited to be present. All information submitted with the bid is public information and may be subject to disclosure. Project Description — The general nature of work consists of furnishing all labor, material, equipment, services, and incidentals required for AC pavement maintenance, sidewalk repairs and other concrete improvements The AC pavement work includes removal and replacement or grind and overlay of existing AC section, removal and replacement of curb and/or gutter, and other improvements and related work as shown on plans. Other improvements include pruning tree roots and installing root barriers, tree removals and replacement. Related work includes construction surveying, adjusting manholes and utility covers to finished grade, relocating mail boxes, traffic control and all appurtenant work. The bid items, corresponding estimated quantities, and the time allowed to complete the work are listed in the Proposal. The descriptions of bid items are defined in the Technical Provisions. Proposals— Bids shall be sealed and plainly marked "Sealed Bid for BID NO. 2018-0266."Bids must be prepared using the Contractor's Bid Proposal forms and all the other forms identified in the Instructions to Bidders. The forms required to complete a bid package are found in Section "C" of these Contract Documents. No bids will be accepted if not submitted using the approved forms. The Information to Bidders provides prospective bidders a summary of requirements for acceptance of bids, guidelines the City uses in awarding contracts, rules to ensure fairness in contractor procurement and guidelines to aid in interpretation of documents. The Construction Contract / Agreement define the Contract Documents which serve to control construction, work performed, and materials furnished, and includes the Specifications and Plans. Plans, Specifications, Documents — Specifications and proposal forms may be obtained at the Engineering Division office located at 14403 East Pacific Avenue, Baldwin Park, CA 91706, (626) 960-4011 on and after August 23, 2018 Monday through Thursday between the hours of 7:30 A.M. and 6:00 P.M. A $35.00 per set, non-refundable fee is required for these specifications and proposal forms. An additional $10.00 is added to the fee, if mailed. Alternatively, electronic versions can be obtained on the City's Website by clicking the Bid Portal tab under the Public Works tab, or by visiting QuestCDN.com. Bid Security — Each bid must be accompanied by cash, certified check, cashier's check, or bidder's bond made payable to the City of Baldwin Park or issued by a surety admitted to do business in California, for an amount equal to at least ten percent (10%) of the amount bid. Such guaranty to be forfeited to the City of Baldwin Park should the bidder to whom the contract is awarded fail to enter into the contract. The City of Baldwin Park reserves the Attachment 2 CIP No. 19-121 City Project No. 2018-0266 Brooks Drive and Spring Street Reconstruction Improvements Location Map CiryBmndy Olive St a Q- PlascenciaCt N y g �a Brooks Drive Brook ° Qerk Centre St Proposed Locations 3 Dunia St ro a 611 spring Street 9Benwood. St '- g Benbow St o Q` Pie 6l6 o J, A � 9ockenbach St N h RockenbachSt 611 3 fi� 616 Belgate St Belgate St 610 y c ° Demblon St � Plascencia Ct Los Angeles St Los Angeles St STAFF REPORT ITEM NO. /0 TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works DATE: August 15, 2018 SUBJECT: Accept plans and specifications, and authorize publishing of a Notice Inviting Bids for CIP 19-027, City Project No. 2018-0265, Frazier Street Pedestrian and Bicycle Safety Improvements Project SUMMARY This item will authorize the publishing of a Notice Inviting Bids for City Project No. 2018-0265 — Frazier Street Pedestrian and Bicycle Safety Improvements Project. This project is listed in the Fiscal Year 2017/2018 Capital Improvement Program (CIP) and it is expected that it will be carried over onto the Fiscal Year 2018/19 CIP. This project will improve pedestrian and bicycle crossings at the Frazier Street between the on/off ramp of the westbound 1-10 Freeway and Foster Avenue. The Project has been identified as a priority in the City's Safe Routes to School Master Plan and is consistent with the City Council's adopted Complete Streets Policy. Frazier Street provides access to student for three schools that include, Tracy Elementary, Sierra Vista Junior High School, and Sierra Vista High School. The work will include: installation of Class II Bike Lanes in both directions, reduced vehicle travel lanes from 4 lanes to 2 lanes (intended to reduce vehicle speeds and pedestrian/vehicle collisions), shared turning lane, curb extensions, high visibility crosswalks, replacement of pedestrian signals with modern pedestrian countdown signals, ADA improvements, and Native Street Trees. RECOMMENDATION It is recommended that the City Council approve the plans and specifications for the Frazier Street Pedestrian and Bicycle Safety Improvements Project (City Project No. 2018-0265) and authorize staff to advertise a Notice Inviting Bids. FISCAL IMPACT There is no impact the general fund at this time. Upon the review of bids, staff will recommend a construction contract award. In the event that bids exceed the total available funds, staff will determine an appropriation and make a recommendation for funding in the award of contract staff report. BACKGROUND On October 24, 2014, the LACMTA approved the guidelines establishing a discretionary grant program to reinvest ExpressLanes net toll revenue in transit improvement. Based on the guidelines and the City's desire to begin implementation of the Safe Routes to Schools Masterplan, the Department of Public Works applied for a grant to fund pedestrian and bicycle safety improvements along Frazier Street from the 1-10 Freeway to Foster Avenue. On March 2, 2016 at the regular meeting, Council approved a funding agreement allowing the City to receive $895,288 from the Los Angeles County Metropolitan Transportation Authority (LACMTA) for the Frazier Street Pedestrian and Bicycle Safety Improvement through the Metro ExpressLanes Net Toll Revenue Re -Investment Grant Program. The City has already expended funds for the preparation of plans and specifications. The City's required match for this project will come from in-kind work performed by city employees and Prop C funds. On May 1, 2016, Infrastructure Engineer's was tasked with preparing a design package for the Frazier Street Pedestrian and Bicycle Safety Improvement Project which would include plans, specifications, and cost estimate. On April 13, 2018, staff recommended Infrastructure Engineer's tasked to be broadened to include an additional two new bulb -out intersections per the Safe Routes to School Master Plan and to ensure that all ADA ramps were designed based on topographic survey. DISCUSSION This project will furnish bicycle and pedestrian safety improvements on Frazier Street from Foster Avenue to the 1-10 Freeway that will include various traffic calming strategies as identified in the grant application submitted to MTA and awarded to the City. All the improvements are generally road improvements, signing and striping modifications, and construction of curb -extensions. The general nature of the work consists of furnishing all labor, material, equipment, services, and incidnetals required for AC pavement maintenance, sidewalk repairs, and other concrete improvements. The AC pavement work includes grind and overlay of existing AC section, removal and replacement of curb and/or gutter, sidewalks, curb ramps, and other improvements and related work as shown on plans. ENVIRONMENTAL REVIEW The subject Frazier Street Pedestrian and Bicycle Safety Improvement Project is exempt from the California Environmental Quality Act (CEQA) pursuant to a Class 1 (Section 15201, Existing Facilities), subsection (c) exemption, which includes the repair, maintenance, and/or minor alteration of existing highways and streets, sidewalks, gutters, bicycle and pedestrian trails, and similar facilities (this includes road grading for the purpose of public safety) The key consideration for a Class 1 exemption is whether the project involves negligible or no expansion of an existing use. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ATTACHMENTS 1. Notice Inviting Bids Attachment 1 NOTICE INVITING SEALED BIDS City Project NO. 2018-0265 — Frazier Street Pedestrian and Bicycle Safety Improvement Project PUBLIC NOTICE IS HEREBY GIVEN thatthe Cityof Baldwin Park invites sealed bidsforthe above -stated project, and will receive such bids in the offices of the City Clerk, 14403 E. Pacific Avenue, Baldwin Park, California 91706, until 10:30 A.M..Tuesdav, September 18. 2018 at which time the proposals will be publicly opened and read. Bidders and/or authorized agents are invited to be present. All information submitted with the bid is public information and may be subject to disclosure. Project Description — The general nature of work consists of furnishing all labor, material, equipment, services, and incidentals required for AC pavement maintenance, sidewalk repairs and other concrete improvements. The AC pavement work includes grind and overlay of existing AC section, removal and replacement of curb and/or gutter, sidewalks, curb ramps, and other improvements and related work as shown on plans. Other improvements include the installation of detectable warning surfaces, pruning tree roots and installing root barriers. Related work includes construction surveying, adjusting manholes and utility covers to finished grade, traffic control and all appurtenant work. The bid items, corresponding estimated quantities, and the time allowed to complete the work are listed in the Proposal. The descriptions of bid items are defined in the Technical Provisions. Proposals— Bids shall be sealed and plainly marked "Sealed Bid for BID NO. 2018-0265." Bids must be prepared using the Contractor's Bid Proposal forms and all the other forms identified in the Instructions to Bidders. The forms required to complete 'a bid package are found in Section "C" of these Contract Documents. No bids will be accepted if not submitted using the approved forms. The Information to Bidders provides prospective bidders a summary of requirements for acceptance of bids, guidelines the City uses in awarding contracts, rules to ensure fairness in contractor procurement and guidelines to aid in interpretation of documents. The Construction Contract / Agreement define the Contract Documents which serve to control construction, work performed, and materials furnished, and includes the Specifications and Plans. Plans, Specifications, Documents — Specifications and proposal forms may be obtained at the Engineering Division office located at 14403 East Pacific Avenue, Baldwin Park, CA 91706, (626) 960-4011 on and after August 23, 2018 Monday through Thursday between the hours of 7:30 A.M. and 6:00 P.M. A $35.00 per set, non-refundable fee is required for these specifications and proposal forms. An additional $10.00 is added to the fee, if mailed. Alternatively, electronic versions can be obtained on the City's website by clicking the Bid Portal tab under the Public Works tab, or by visiting QuestCDN.com. Bid Security — Each bid must be accompanied by cash, certified check, cashier's check, or bidder's bond made payable to the City of Baldwin Park or issued by a surety admitted to do business in California, for an amount equal to at least ten percent (10%) of the amount bid. Such guaranty to be forfeited to the City of Baldwin Park should the bidder to whom the contract is awarded fail to enter into the contract. The City of Baldwin Park reserves the right to reject any and all bids for any reason and to waive any minor irregularities in the bid documents at the discretion of the Director of Public Works. Bidders may not withdraw their bid for a period of sixty (60) days after the opening date. City Business License, Contractors License and Permit— Prior to contract execution, the contractor and his/her subcontractors shall obtain a City of Baldwin Park business license. In accordance with provisions of Section 3300 of the California Public Contract Code, the City has determined that the Contractor shall possess a valid Class A California Contractor's Licenseor other appropriate license classification under the State Contracting Code at the time the contract is bid. Failure to possess such license may render the bid non responsive. The successful bidder will be required to obtain a City encroachment permit to work in public right- of -way, issued at no fee for the project. Prevailing Wages— In accordance with the provisions of Sections 1770 et seq., of the Labor Code, the Director of the Industrial Relations of the State of California has determined the general prevailing rate of wages applicable to the work to be done. The Contractor will be required to pay to all persons employed on the project by the Contractor sums not less than the sums set forth in the documents entitled "General Prevailing Wage Determination made by the Director of Industrial Relations pursuant to California Labor Code, Part 7, Chapter 1, Article 2, Sections 1770, 1773, 1773.1." These documents can be reviewed in the office of the City Clerk or may be obtained from the State. Contractor's Registration— In accordance with Labor Code Section 1771.1,a contractor or subcontractor shall not be qualified to (a) bid on or be listed in a bid proposal, unless currently registered with the Department of Industrial Relations and qualified to perform the Work pursuant to labor Code Section 1725.5. Compliance Monitoring and Enforcement — Contractor's performance of the Work described in this Notice Inviting Bids is subject to compliance monitoring and enforcement by the California Department of Industrial Relations. Equivalent Securities — Pursuant to California Public Contract Code Section 22300, substitution of eligible and equivalent securities for any moneys withheld to ensure performance under the contract for the work to be performed will be permitted at the request and expense of the successful bidder, unless otherwise prohibited by law. Advertising Dates: SAN GABRIELVALLEY EXAMINER: Thursday, August 23`d, 2018 Thursday, August 30th, 2018 S ITEM NO. TO: The Honorable Mayor and Members of the City Council FROM: Rose Tam, Director of Finance DATE: August 15, 2018 SUBJECT: Approval of Annual Statement of Investment Policy for Fiscal Year 2018-19 SUMMARY The City is required by the California Government Code to submit annually an Investment Policy for the current fiscal year. Attached is the Investment Policy for Fiscal Year 2018-19. This is in accordance with the State Treasurer Investment Policy Guidelines for 2018. RECOMMENDATION That the City Council receives and files the attached Statement of Investment Policy for Fiscal Year 2018-19. FISCAL IMPACT None BACKGROUND The State of California Government Code requires each local entity adopt an annual Statement of Investment Policy. California Government Code Section 53600 et seq. allows a local agency having cash that is not required for the immediate use of the agency, to invest such portion of the money as it deems wise or expedient in certain types of investments. As reported in the monthly Treasurer's Report, the City of Baldwin Park has investments with the State Local Agency Investment Fund (LAIF).The City has also invested a portion of its excess cash in Bank CD's and Government Treasuries with a time frame to maturity of between 1 and 2 years. The Statement of Investment Policy is reviewed annually to include any new guidelines or legislation concerning the investing of City funds. The City's cash management system is designed to forecast immediate cash requirements and invest surplus monies to the fullest extent while still considering safety and liquidity. Staff makes investment decisions with care, skill, prudence and diligence under the current prevailing circumstances. It acts in accordance under the prevailing prudent person rule of a person in like capacity (Civil Code Section 2261, et seq) and will also only make those investments allowable under State of California Government Code Section 53600 et seq and the City -adopted Statement of Investment Policy. The City's Investment Policy is in compliance with the Government Code. The criteria for selecting investments in their order of priority are (1) safety, (2) liquidity, and (3) yield. ALTERNATIVE None. Current State Law mandates the City Council to review and adopt a Statement of Investment Policy annually. LEGAL REVIEW None required ATTACHMENT Statement of Investment Policy for the fiscal year 2018-19 Attachment 1 CITY OF BALDWIN PARK STATEMENT OF INVESTMENT POLICY FISCAL YEAR 2018-2019 A. PURPOSE The Investment Policy establishes guidelines for the investment of the City's surplus cash that is not required to meet the daily cash obligations of the City. The Investment Policy outlines the investment objectives and the allowable investments in accordance with applicable laws of the State of California. B. SCOPE 1. The Investment Policy applies to all financial assets of the City as included in the Comprehensive Annual Financial Report. 2. The Investment Policy applies to activities of the City with regard to investing surplus cash of all funds, including: a. General Fund b. Housing Authority c. Successor Agency d. Financing Authority e. Special Revenue Funds f. Internal Service Funds g. Trust & Agency Funds C. DELEGATION OF AUTHORITY The City Council has appointed the City's elected Treasurer to be responsible for surplus cash management and investment decisions and transactions. Daily cash management responsibility has been delegated to the City's Department of Finance. The Finance Director and the Accounting Manager shall ensure compliance with the City's investment policy. All investment transactions will be approved by either the City Treasurer or the Finance Director. D. OBJECTIVES The primary objectives, in order of priority, of the City of Baldwin Park's investment activities are safety, liquidity and yield. The criteria for each are discussed below. 1. SAFETY: The safety and risk associated with an investment, refers to the potential loss of principal or interest or a combination of these two amounts. Safety of principal is the primary objective and only those investments considered to be very safe will be utilized by the City of Baldwin Park. The City shall seek to ensure that capital losses resulting from securities default or the erosion of market value are avoided. Page 1 City of Baldwin Park Statement of Investment Policy Fiscal Year 2018-2019 2. LIQUIDITY: This refers to the ability to "cash in" at any moment in time with minimal chance of losing a portion of the principal or interest. Liquidity shall remain sufficient to enable the City of Baldwin Park to meet anticipated operating needs and hold any investments to maturity. 3. YIELD: Yield is the potential dollar earnings an investment can provide; this is also described as the rate of return or "interest". The City's investment portfolio shall be managed to obtain market rates of interest while preserving and protecting capital in the overall portfolio. E. ETHICS AND CONFLICTS OF INTEREST Officials and employees involved in the investment process shall refrain from all personal business activity that could conflict with the management of the investment program, or impairs their ability to make impartial investment decisions. All individuals involved shall disclose all gifts and income in accordance with California State Law. F. STRATEGIES 1. The City shall maintain a cash management system which accurately monitors and forecasts revenues and expenditures enabling the City to invest surplus cash to the fullest extent possible. 2. The City shall apply the prudent investor standard in the context of managing the overall portfolio. When making investment decisions, the City shall act with care, skill, prudence and diligence under circumstances then prevailing, including but not limited to, the general economic conditions and the anticipated needs of the City. The City would use the standard that a prudent person acting in a like capacity and familiarity with those matter would use in the conduct of funds of like character and with like aims, to safeguard the principal while maintaining the appropriate liquidity. 3. The City shall manage the investment portfolio with a buy -and -hold strategy rather than seek optional returns through such techniques as swaps. The buy -and -hold strategy ensures the return of all invested principal monies. The latter approach would require an allocation of resources, the cost of which may be greater than the benefit realized. G. INVESTMENT PORTFOLIO 1. The City is authorized to invest in certain types of securities in accordance with California Government Code Section 53601 et. seq. and 53635 et. seq. Authorized investments shall also include investments with the Local Agency Investment Fund (LAIF) in accordance with the California Government Code Section 16429.1. The City has further limited the types of securities in which the City may invest. Only those securities listed in the Investment Policy are authorized investments. The following are authorized investments for the City: Page 2 City of Baldwin Park Statement of Investment Policy Fiscal Year 2018-2019 a fully secured by Federal Government b per limit set by federal Deposit Insurance Corporation 2. Money market mutual funds managed for or by the trustees, paying agents and custodian banks contracted by the City may be purchased as allowed under the California Government Code. Only funds holding U.S. Treasury or Agency obligations can be utilized. 3. No investment shall be made in any security underlying a repurchase agreement, other than a security with a term remaining to maturity in excess of five years. 4. No investment shall be made in any security that could result in zero interest accrual if held to maturity. These include inverse floaters, range notes, or mortgage derived interest -only strips. H. SAFEKEEPING AND COLLATERALIZATION Securities purchased from a broker or dealer shall be held in third party safekeeping by the trust department of the City's bank or other designated third party trust, in the City's name and Page 3 Per Government Code Section 53601 Authorized Investment Type Maximum Allowable Investment Percentage Maximum Allowable Maturity Maximum Investment in One Issuer Minimum Quality Requirements Municipal Securities 30% 5 Years 5% "A-" Rating US Treasury Obligations None unlimited 5 Years None None US Agency Obligations None unlimited 5 Years None' None Negotiable Certificates of Deposit CDs 30% 5 Years $250 '000b None Non-negotiable Certificates of Deposit None unlimited 5 Years $250,000 None Collateralized Time Deposits 20% 5 years None None Certificates of Deposit ACCOUNT REGISTRY SYSTEM 30% 5 Years None None Banker's Acceptance 40% 180 days 30% None Repurchase Agreements None unlimited 1 Year None' None Mutual Funds and Money Market Mutual Funds 20% None 10% Highest Rating Commercial Paper — Pooled Funds 40% 270 daVs 10% "A" Rating Commercial Paper — Non Pooled Funds 25% 270 days 10% "A" Rating California Asset Management Program (CAMP) None (unlimited) None (on demand) $10,000,000 'AAAm' Rating Local Agency Investment Fund (LAIF) None unlimited None (on demand) $65,000,000 per account None a fully secured by Federal Government b per limit set by federal Deposit Insurance Corporation 2. Money market mutual funds managed for or by the trustees, paying agents and custodian banks contracted by the City may be purchased as allowed under the California Government Code. Only funds holding U.S. Treasury or Agency obligations can be utilized. 3. No investment shall be made in any security underlying a repurchase agreement, other than a security with a term remaining to maturity in excess of five years. 4. No investment shall be made in any security that could result in zero interest accrual if held to maturity. These include inverse floaters, range notes, or mortgage derived interest -only strips. H. SAFEKEEPING AND COLLATERALIZATION Securities purchased from a broker or dealer shall be held in third party safekeeping by the trust department of the City's bank or other designated third party trust, in the City's name and Page 3 City of Baldwin Park Statement of Investment Policy Fiscal Year 2018-2019 control. All securities will be received and delivered using standard delivery -versus -payment procedure. Deposit -type securities (i.e. certificates of deposit) shall be collateralized in accordance with the State of California Government Code. 1. REPORTING REQUIREMENTS The City Council will be provided a monthly Treasurer's Report approximately 45 days following the end of the month. Data for investments will include: purchase and maturity dates, par values, current principal, premium or discount, interest rate, description, book value, and market value. Cash in the bank will be reported by entity at the amount on the monthly bank statements. J. INVESTMENT POLICY The City Council will be provided an annual Statement of Investment Policy for their approval during the first quarter of the fiscal year. K. QUALIFIED BROKER/DEALERS The City shall only conduct investment transactions with banks, savings and loans or with licensed broker/dealers. L. INVESTMENT EARNINGS Investment earnings from authorized investments are allocated quarterly to various funds based on their month end balances of the pooled portfolio. Page 4 ITEM NO. TO: Honorable Mayor and Members of the City Council �v FROM: Manuel Carrillo Jr., Recreation and Community Servic DATE: August 15, 2018 SUBJECT: Authorization to Adopt Resolution No. 2018-285, entitled "A Resolution of the City Council of the City of Baldwin Park Affirming SGVCOG Guiding Principles on Homeless Programs" SUMMARY This report seeks City Council consideration to adopt Resolution No. 2018-285 entitled, "A Resolution of the City Council of the City of Baldwin Park Affirming SGVCOG Guiding Principles on Homeless Programs." RECOMMENDATION Staff recommends that Council: 1. Adopt Resolution No. 2018-285 entitled, "A Resolution of the City Council of the City of Baldwin Park Affirming SGVCOG Guiding Principles on Homeless Programs." FISCAL IMPACT There is no fiscal impact to the general fund and no cost to the City. BACKGROUND The City of Baldwin Park has embarked in proactive approach to join the fight against homelessness in Los Angeles County. Whether the unhoused population within a city is large, small or nonexistent, all cities are impacted by homelessness. The San Gabriel Valley is within the Greater Los Angeles Continuum of Care which has the greatest number of unsheltered people in the nation. The cities in the San Gabriel Valley share major transportation corridors, riverbeds, hiking and bike trails. People, including those without housing, use these common transit -ways to traverse the region. Residents move between cities to conduct business, shop and worship. Wages for a large segment of society have remained flat, housing stock has not kept pace with the need, and the cost of housing has skyrocketed, creating a homelessness crisis. Cities play a vital role in addressing homelessness as they control local zoning and land use ordinances. Local first responders are often the first point of contact for those who are unhoused. Residents turn first to city leadership to address the ancillary challenges that accompany an increase in homelessness in the community. To address this challenge, Los Angeles County adopted the Los Angeles County Homeless Initiative Strategies to Combat Homelessness. Recognizing the role of cities in addressing homelessness, the Los the County Board of Supervisors allocated funding for individual cities to develop homelessness plans. During the spring of 2018, an unprecedented twenty (20) cities across the San Gabriel Valley created homeless plans. With cities all moving in the same direction addressing homelessness at the same time, a unique opportunity is presented to address the questions of how cities can collaborate and partner to address a challenge that is too complex for any one city to manage independently. As part of the planning process, cities identified subregional groupings and participated in discussions about implementing collaborative common and mutually supportive strategies. The City of Baldwin Park joins seven additional key cities that have been proactive and provide leadership in the homeless services and housing arena engaged in conversations addressing the challenges and opportunities of providing homeless services. These discussions have resulted in the policies outlined in the "San Gabriel Valley Positions on Homeless Housing, Shelter and Services Provision" (Attachment A). The cities participating in working group informing the document were Pasadena, EI Monte, Pomona, Industry, South EI Monte, Claremont, Temple City and Baldwin Park. A steering committee comprised of fourteen (14) staff participated in five (5) meetings over five (5) months to develop this document. The final draft was reviewed by the working group participants and final feedback provided prior to SGVCOG internal review. The Homelessness Committee and Executive Steer Committee provided revisions and approved the profered document. White Paper Principles: This document is now presented for the City Council of the City of Baldwin Park for review and approval. The participating cities agreed upon four overarching categories, as follows: • Commitment to Help Solve the Crisis of Homelessness; • Local Preference for Housing; • Reciprocal Agreements and Cooperation in Providing Shelter, Services and Housing and; • Expectations in Collaborating with the County. Each category highlights various principles for cities to follow in order to collaborate and partner to effectively to address homelessness. ALTERNATIVES The alternatives are not to sign the resolution. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ATTACHMENTS 1. White Papers -San Gabriel Valley Positions on Homeless Housing, Shelter and Services Provision 2. Resolution No. 2018-285 entitled, "A Resolution of the City Council of the City of Baldwin Park Affirming SGVCOG Guiding Principles on Homeless Programs." Attachment 1 San Gabriel Valley Positions on Homeless Housing, Shelter and Services Provision BACKGROUND Cities play a vital role in addressing and resolving homelessness within Los Angeles County. Cities control local zoning, which can facilitate, or hinder, the development of bridge, special needs, and affordable housing. Additionally, cities may partner with and direct resources to local nonprofits and community -b based organizations that bring needed services to people experiencing homelessness. The decisions that cities make regarding homelessness directly impacts that quality of life for those who are un -housed, neighborhoods, and neighboring cities. The 2018 Los Angeles Point in Time Homeless Count documented 3,615' persons experiencing homelessness within the San Gabriel Valley. Of those less than 13% are sheltered. Thirty five percent of those without a place to live are female and 8% are children. Thirty seven percent of those experiencing homelessness have experienced domestic violence and 11% are homeless as a direct result of fleeing a domestic violence incident. Other San Gabriel Valley residents are at risk of losing their housing. Across the San Gabriel Valley schools', 6.9% of children live in households experiencing homelessness. There is a direct correlation between poverty and risk of becoming homelessness. Over seventeen percent of households with children in San Gabriel Valley schools live at or below the poverty level and over 59% are eligible for free or reduced cost meals. Nearly 47% of households with children in San Gabriel Valley schools are housing cost burdened3. Teen behavior patterns today can predict potential homelessness. Over 6% of teens neither attend school nor are employed. As housing costs continue to rise, senior citizens on fixed incomes who are paying rent or mobile home space fees are at risk of losing their housing. The high cost of medical services and medications and increasing general tax burdens also jeopardize housing for senior citizens. The 2018 Point in Time homeless Count identified a 22% increase in homelessness of those 62 years or older although the count went down in all other age groups.4 Cities struggle to provide adequate affordable housing for recent college graduates, residents on fixed incomes and those providing basic services in their communities. . Virtually all citizens are impacted by homelessness as residents living in cities without persons experiencing homelessness travel to and through, do business in and attend social activities in neighboring cities impacted by homelessness. 'https://www.lahsa.org/documents?id=2030-2018-greater-los-angeles-homeless-count-service-planning-area-3.pdf. This count excludes the City of Pasadena, which is in the San Gabriel Valley Service Planning Area (SPA 3) but has its own Continuum of Care. The count for the entire SPA is 4,292. https://www.lahsa.org/documents?id=2059-2018-greater-los- angeles-homeless-count-presentation.pdf. Count data reflects those enumerated at a single point in time and fluctuates throughout the year. Demographic and Subpopulations data are obtained through self -reporting surveys and are statistically significant with 91% confidence level. 2 https://www.kidsdata.orp, Lucille Packard Foundation for Children's Health, 6/18/18. s Households with a high housing cost burden: This is the estimated percentage of households that spend 30% or more of household income on housing costs. ` https://www.lahsa.org/documents?id=2059-2018-greater-los-angeles-homeless-count-presentation.pdf San Gabriel Valley SPA 3 Position Paper Homeless Housing and Services The San Gabriel Valley is a subregion of the County of Los Angeles which, in 2016 formally adopted the Los Angeles County Homeless Initiative with Approved Strategies to Combat Homelessness. Recognizing the important role that cities have in supporting the Los Angeles County Homeless Initiative, the Board of Supervisors allocated one-time funding for individual cities to develop plans to address homelessness in their respective communities. The resulting plans that the cities developed are specific to their cultures and needs. As part of the planning process, cities identified subregional groupings and participated in discussions about implementing collaborative common and mutually supportive strategies. Core cities that until this time have hosted the bulk of services and housing for those experiencing homelessness also engaged in discussions specific to the fair and equitable provision of housing and services for people experiencing homelessness in the San Gabriel Valley. These discussions have resulted in the policies outlined in this document. KEY PRINCIPLES Recognizing the need to work together to address homelessness, participating cities agree to the following principles. 1. Commitment to Help Solve the Crisis of Homelessness Each city and unincorporated area should be part of the solution to end homelessness and assist homeless persons who have a connection to their city or unincorporated area. Supportive activities include, but are not limited to, the following: 1.1. Providing housing or bridge housing for a minimum of 25% of their most recent point in time (PIT) count need 1.2. Supporting outreach and education to remove stigma from those residents who need to enter bridge housing 1.3. Ensuring that bridge housing is operated by high-quality not-for-profit organizations to ensure limited negative impact on surrounding neighborhoods. 2. Local Preference Unhoused families and individuals are often transient. Sometimes, this transience is due to circumstances and personal choice. However, many times, it is due to an absence of the needed support services in the community of origin which would enable them to remain housed or to secure and retain housing. Most unhoused families and individuals have connections to the community or communities in which they reside. According to the 2018 Point in Time Homeless Count survey, 56% of respondents stated that they lived in Los Angeles County when they became homeless. In 2016, the city of Pomona conducted a full survey of those experiencing homelessness in the city. Fifty three percent of respondents confirmed that they were living permanently in Pomona when they became homeless. These data hold across geographic areas. In Seattle, 70% of those without a housing living in Seattle/Kings County lived there prior to being homeless. A true definition of community connection can also mean a city where friends and family live, where one worships, attends school or works. Cities and unincorporated areas have a right and responsibility to use local preference based on community connections when the providing housing and shelter to unhoused people in their communities. Local preference benefits both the community, by incentivizing them to do their part pg. 2 San Gabriel Valley SPA 3 Position Paper Homeless Housing and Services in providing homeless solutions, and the person experiencing homelessness, by allowing them to remain connected to their existing support systems, school and work. Recognizing that no one city can bear the burden or entire responsibility of meeting the region's homelessness needs. Cities in the San Gabriel Valley agreed upon the following criteria to help them to determine city connection: Identified by the City staff (e.g. Police Department, Fire Department, Code Enforcement) or City Homeless Service or Outreach Team as high users of City resources and services and meet one of the other following criteria; 2.1. Individual or family is known to the City to be sleeping in a place not meant for human habitation, in the City, for more than 12 months and has a service history or open case for over one-year consisting of ongoing interaction with one of the service agents listed; or, 2.2. Individual or family has an immediate family member (mother, father, child, sibling, or grandparent) living in the City, who is willing to help in the remediation of their homelessness. Current residency of an immediate family member must be documented (e.g. owner of record, lease, and/or paid utilities necessary for legal use of the property for residential use), or; 2.3. Individual or family became homeless while living permanently in City. Proof of residency on property zoned for residential use in City (e.g. owner of record, lease, and/or paid utilities necessary for legal use of the property for residential use) must be provided; or, 2.4. Individual or family includes an individual that is currently attending a City school full-time or is legally and gainfully employed at least 20 hours per week and works within the City limits. Proof of school enrollment or employment must be provided (e.g. report cards, pay stubs, or school or employee identification), or; 2.5. Other criteria / documentation as identified by the local jurisdiction. 3. Reciprocal Agreements and Cooperation in Providing Shelter, Services and Housing Within the San Gabriel Valley, cities and unincorporated areas do not have the capacity to provide all services, supports, shelter and housing for every demographic and subpopulation of the unhoused residents in their communities. In order to balance capacity and availability of services, cities may enter into reciprocal agreements to maximize assistance provided to homeless individuals and families. By entering into fair and equitable agreements in writing, neighboring cities can work together to develop a range of services and housing meeting the varying needs of their unhoused residents. To this end, cities in the San Gabriel Valley agree to the following protocol: 3.1. Law enforcement, County and City Hospitals and clinics, service, shelter and housing providers, mental health jurisdictions, County departments and Governments will be provided with copies of the Jurisdictional Agreements and any modifications thereto. 3.2. Cities with Jurisdictional Agreements will actively promote the honoring of the agreements with their internal agencies and departments and local and regional providers. pg. 3 San Gabriel Valley SPA 3 Position Paper Homeless Housing and Services 3.3. There should be a clear and functional process for referral and acceptance, and a warm connection, meaning that the homeless family or individual is introduced to a receiver ready to assist them. 3.4. To facilitate referrals, cities and the service agencies therein, agree to provide referral contact information including position of authorized acceptor, phone number, e-mail, and days and hours of availability. As a courtesy, the authorized acceptor will respond promptly within the days and hours published. 4. Expectations in Collaborating with the County By doing their part, cities in the SGV are contributing to the reduction of homelessness in the County of Los Angeles. This contribution should be recognized and valued by the County Departments, LAHSA and other agencies and government institutions. In order to enhance the partnership between cities and the County, the cities encourage the following best practices: 4.1. When contemplating service and resource allocation by SPA, the process should allow all partners (i.e. County, cities, supervisorial representatives, LAHSA, the United Way, and the SGVCOG) inform the process and share decision-making. This may include, but is not limited to, RFPs with regional parameters. Cities' unique populations, hotspots and subregional needs should be considered during this process. 4.2. Subregional designations should respect school districts' boundaries and have reasonable mileage parameters. Subregions should be determined by self -identified city groups. 4.3. Subregional and SPA level agreements between cities and the COGs regarding homelessness should be recognized in policy at the County level. 4.4. Subregion city groups should work with the County to serve subregional needs. 4.5. As additional cities participate in homeless programs, their efforts should be supported with funding and resources. New efforts, as well as hotspots, should be considered when allocating funding. 4.6. LAHSA should provide city and subregional level data on homeless populations, subpopulations, demographics, and funding levels in ratios to homeless populations and total residents. Additionally, this data should be used to evaluate proposed siting and funding and make objective comparisons between communities. Data should be released publicly on an annual basis and be maintained and easily accessible by cities and the COGS electronically. 4.7. The County should release a ranking of beds -to -population ratio annually by SPA, identified subregions and cities with more than 200 persons experiencing homelessness. 4.8. The County should engage early and often with cities and COGS when planning service provision and bed -siting options. 4.9. "Inventory County -owned real estate to determine what can be used for temporary housing and/or services for the homeless. Additionally, screen homeless individuals to determine which strategies, including mental health treatment and/or addiction treatment, permanent supportive housing and rapid re -housing, may best suit the needs of those individuals." pg. 4 Attachment 2 RESOLUTION NO. 2018-285 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALWIN PARK AFFIRMING SGVCOG GUIDING PRINCIPLES ON HOMELESS PROGRAMS WHEREAS, on September 21, 2017, the SGVCOG Governing Board voted to accept a contract with the County of Los Angeles to coordinate regional homeless services in the San Gabriel Valley and thereafter adopted Resolution 17-29 to approve a Regional Homelessness Coordinator; WHEREAS, nineteen -member agencies have created homeless plans to address homelessness within their respective jurisdictions; WHEREAS, the San Gabriel Valley is within the Greater Los Angeles Continuum of Care which has the greatest number of unsheltered people in the nation; WHEREAS, the cities in the San Gabriel Valley share major transportation corridors, riverbeds, hiking and bike trails. People, including those without housing, use these common transit -ways to traverse the region; WHEREAS, the challenge of homelessness is too complex for any one city to manage independently; and WHEREAS, member cities have conferred to develop a platform for fair and equitable provision of homeless services and housing within the San Gabriel Valley. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BALDWIN PARK DOES HEREBY RESOLVE AND ORDER AS FOLLOWS: SECTION 1. Attachment A to this Resolution entitled "San Gabriel Valley Positions on Homeless Housing, Shelter and Services Provision ", incorporated herein by reference, is hereby adopted by the Governing Board. SECTION 2. Member agencies have the opportunity to adopt the "San Gabriel Valley Positions on Homeless Housing, Shelter and Services Provision". SECTION 3. The member agencies shall respect the adoption of the "San Gabriel Valley Positions on Homeless Housing, Shelter and Services Provision" by other member agencies. SECTION 4. This Resolution shall take effect immediately upon its adoption. The Executive Director shall enter this Resolution into the official book of resolutions PASSED, APPROVED, AND ADOPTED this 15th day of August 2018. MANUELLOZANO MAYOR ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES SS: CITY OF BALDWIN PARK I, ALEJANDRA AVILA, City Clerk of the City of Baldwin Park do hereby certify that the foregoing Resolution No. 2018-285 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on August 15, 2018 and that the same was adopted by the following vote wit: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ALEJANDRA AVILA CITY CLERK ITEM NO. 13 Hu OF � TO: Honorable Mayor and Members of the City Council FROM: Rose Tam, Finance Directs 'SA EL E ELh^q" DATE: August 15, 2018 �tED JANVP�y SUBJECT: Pension Obligation Bonds SUMMARY This report seeks City Council direction to issue Pension Obligation Bonds to pay the unfunded actuarial liability (UAL) in the City's pension plan with the California Public Employees Retirement System (CALPERS) for the Miscellaneous employees' plan and the Safety employees' plan. RECOMMENDATION Staff recommends that the City Council: 1. Approve the resolution approving the form of a Trust Agreement and issuance of the bonds in an amount not to exceed $55 million, and authorizing staff and the City Attorney to submit the necessary documents to the Los Angeles County Superior Court to start the judicial validation process. 2. Accept the proposal for underwriting services for the Pension Obligation Bonds from Ramirez & Co., Inc. FISCAL IMPACT Issuance of Pension Obligation Bonds to fund the UAL exchanges one obligation for another at a lower interest rate. The financial benefit to the City is anticipated to be $22.2 million in savings over the term of the bonds, subject to certain assumptions as described in this report. The consulting costs to issue the bonds (financial advisor, underwriter and bond counsel) are contingent on a successful bond issuance and payable from bond proceeds. Based on an estimated bond issue of approximately $53,000,000, the estimated bond issuance costs are shown on Attachment 6. BACKGROUND The City has 3 CALPERS plans: a Safety Plan, for classic tier safety employees, a Safety PEPRA plan for safety employees hired after the effective date of PEPRA, and a Miscellaneous Plan that includes all non -safety employees (classic and PEPRA). As of June 30, 2017, the plans were 71% funded, on average. Each plan's UAL is comprised of multiple "amortization bases," which are positive and negative amounts generated each year based on the performance of the CALPERS Investment Fund and changes in the actuarial assumptions. Each amortization base has a separate payment schedule. over a fixed period of years. CALPERS released their latest report on August 6, 2018 for the fiscal year ending June 30, 2017. The detail amortization bases as of June 30, 2018 is shown in Attachment 3. The total UAL amount is approximately $54.2 million at June 30, 2018. As noted, each amortization base has a separate payment schedule over a fixed period of years. Because of the CALPERS methodology, some of the payments continue to increase each year while others will drop off. The chart on Attachment 4 shows the existing UAL payments provided by CALPERS in its June 30, 2017 report. The chart and analysis in this report excludes the Safety PEPRA plan, since it is a minor amount. This analysis excludes the regular normal cost charged by CALPERS. That cost will be charged to the City irrespective of the funding status of the UAL. The chart on the Attachment 4 shows that the UAL payments increase from the FY 2017-18 amount of $2.5 million to $4.8 million by FY 2021-22 ($2.3 million increase) and peak at over $5 million. The City issued POBs in 2007 to fund a portion of its UAL for the Safety Plan. The final payment was made in FY 2017-18 in the amount of $1,891,000. Therefore, the City's total UAL pension costs in FY 2017-18 were $4.4 million combining the debt service and the CALPERS required payment. Staff is recommending that a portion of the budget savings due to the final payment on the 2007 POBs be applied toward debt service on new POBs to help manage the City's pension liability expense. The City's financial advisor created several POB repayment structures which the City Council considered at its June 20, 2018 meeting. Since the majority of the UAL is repaid in 26 years, the City Council approved using the option presented (Attachment 5) that shows level debt service through 2037 (19 years) and then debt service declines in proportion to the existing UAL payment schedule shown in the chart above. There will be no savings from issuing a POB in Fiscal Year 2018-19. The City prepaid the 2018-19 UAL payment of $3.2 million in July 2018 in order to take advantage of the 3% discount offered by CALPERS by funding the entire year's obligation at the start of the year — a savings of approximately $95,000. The first interest payment on the new POB would be approximately $1.1 million in 2018-19 and would use up a portion of the 2007 POB debt service savings. However, since the UAL is not being paid off at June 30, 2018, interest expense on the UAL from July 1 to the expected payoff date of December 4, 2018 has to be added. Therefore, the net UAL for the analysis is approximately $52.5 million after the FY 2018-19 payment and the accrued interest through December. The first step needed in the POB issuance process is the judicial validation by the court. The only issue that the courts will consider is the legal ability of the City to issue pension obligation bonds, and whether the sale meets the State of California constitutional requirements. Any potential financial impacts are not part of the court's analysis. At the conclusion of the validation process, the court will enter a judgment in favor of the City that the obligation of the City (the liability owed to CALPERS), legally represents an "obligation imposed by law". Numerous prior court cases have determined that pension liabilities are obligations imposed by law, and therefore are exempt from the debt limitation requirements set forth in Article XVI, Section 18, of the California Constitution. Many other cities have followed this same process for the issuance of pension obligation bonds, and it is the same process the City followed in 2007. The resolution presented authorizes staff and the City Attorney to submit the necessary documents to the Los Angeles County Superior Court to start the judicial validation process as well as approves (1) the issuance of bonds in an amount not -to -exceed $55 million and (2) a draft form of the Trust Agreement for the bonds (Attachment 2). The Trust Agreement identifies the duties and responsibilities of the trustee, establishes the terms and conditions which the bonds are to be issued, and to secure the payment of the principal and interest. . If the City Council approves staff's recommendations, two concurrent processes will begin. The first is the validation process referred to above, which takes at least 60 days. At the same time, staff and consultants will prepare other required financing documents and submit the financing to Standard & Poor's for a credit rating. It is important that these two processes run concurrently in order to expedite the final bond approval. In order to secure the lowest interest rate for the pension obligation bonds, staff is eliminating as much "down time" as possible in this issuance process. The final actions to be taken by the City Council will be presented at the October 17, 2018 meeting. The final actions to be taken include approval of the Preliminary Official Statement and bond purchase agreement, specifying a not -to -exceed interest rate for the POB and underwriting discount. The estimated savings from issuing the POB will be updated at that time based on changes in market conditions, and an expected actual bond size of $53 million. The staff is recommending that Ramirez & Co., Inc. be selected to underwrite the POB. The City's financial advisor obtained underwriting quotes from 3 firms who have recently sold POB for public agencies in California. Ramirez & Co. Inc. provided the lowest bid. ALTERNATIVES The alternatives are: 1. Not to issue the Pension Obligation Bonds 2. Issue the Pension Obligation Bonds but select a different underwriter. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ATTACHMENT 1. Resolution 2. Trust Agreement 3. CALPERS UAL by Amortization Base 4. Projected UAL Payment Requirements 5. Bond Schedule 6. Estimated Costs of Issuance RESOLUTION NO. 2018-286 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BALDWIN PARK, AUTHORIZING THE ISSUANCE AND SALE OF BONDS IN A PRINCIPAL AMOUNT NOT TO EXCEED $55,000,000 TO REFUND CERTAIN PENSION OBLIGATIONS OF THE CITY, APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF A TRUST AGREEMENT, AUTHORIZING JUDICIAL VALIDATION PROCEEDINGS RELATING TO THE ISSUANCE OF SUCH BONDS AND AUTHORIZING ACTIONS RELATED THERETO RESOLVED, by the City Council (the "Council") of the City of Baldwin Park (the "City"), Los Angeles County, State of California, as follows: WHEREAS, the City has previously elected to become a contracting member of the Califo"rnia Public Employees' Retirement System ("PERS"); WHEREAS, the Public Employees' Retirement Law (commencing with section 20000 of the California Government Code) and the contract (the "PERS Contract") between the Board of Administration of PERS and the City Council of the City (the "City Council") obligate the City to (i) make contributions to PERS to fund pension benefits for certain City employees, (ii) amortize the unfunded accrued actuarial liability with respect to such pension benefits, and (iii) appropriate funds for the foregoing purposes; WHEREAS, the City desires to authorize the issuance of its City of Baldwin Park 2018 Taxable Pension Obligation Bonds (the "Bonds"), in a principal amount not to exceed $55,000,000, pursuant to the provisions of Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, commencing with section 53570 of said Code (the "Bond Law"), for the purpose of refunding all or a portion of the City's obligation to PERS, as evidenced by the PERS Contract, to pay the unfunded accrued actuarial liability of the City with respect to pension benefits under the Public Employees' Retirement Law, and paying the costs of issuance of the Bonds; WHEREAS, the obligations of the City with respect to the Bonds, including the obligation to make all payments of interest and principal on the Bonds when due, will be obligations of the City imposed by law and will be absolute and unconditional, without any right of set-off or counterclaim, the Bonds will not constitute an obligation of the City for which the City is obligated to levy or pledge any form of taxation, the Bonds nor the obligations of the City to make payments on the Bonds will constitute an indebtedness of the City, the State of California or any of its political subdivisions in contravention of any constitutional or statutory debt limitation or restriction and the Council will be obligated to make appropriations to pay the Bonds from any source of legally available funds of the City; Attachment 1 WHEREAS, the City plans to sell the Bonds to an underwriter to be selected pursuant to a competitive process (the "Underwriter"); and WHEREAS, the City has determined the advisability of filing an action to determine the validity of the Bonds and the actions proposed to be taken in connection therewith. NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: SECTION 1. Authorization. Bonds, in the aggregate principal amount of not to exceed fifty-five million dollars ($55,000,000) are hereby authorized to be issued by the City under and subject to the terms of the Bond Law and this Resolution for the purpose of refunding the City's obligation to PERS evidenced by the PERS Contract and paying the costs of issuance of the Bonds. SECTION 2. Approval of Trust Agreement. The Council hereby approves trust agreement, by and between the City and U.S. Bank National Association, as trustee, prescribing the terms and provisions of the Bonds and the application of the proceeds of the Bonds in the form on file with the City Clerk (the "Trust Agreement"). The Mayor, the Chief Executive Officer and the Director of Finance (each, an "Authorized Officer"), each acting alone, are hereby authorized and directed to execute and deliver, and the City Clerk is hereby authorized and directed to attest to such signatures on, the Trust Agreement for and in the name and on behalf of the City in such form, together with such changes therein, deletions therefrom and additions thereto as the Authorized Officer executing the same shall approve, such approval to be conclusively evidenced by the execution and delivery of the Trust Agreement. The Council hereby authorizes the delivery and performance of the Trust Agreement. SECTION 3. Validation Action. In order to determine the validity of the Bonds and the actions authorized by this Resolution and the Trust Agreement to be taken in connection therewith, the Council hereby authorizes the City Attorney, in concert with Bond Counsel, to prepare and cause to be filed and prosecuted to completion all proceedings required for the judicial validation of the Bonds in the Superior Court of Los Angeles County, under and pursuant to the provisions of sections 860 et seq. of the California Code of Civil Procedure. The Council further authorizes the Authorized Officers, the City Clerk, and any and all other officers, employees and agents of the City to take any and all actions, including the execution and delivery or appropriate documentation, as may be required to conclude such judicial validation proceedings. SECTION 4. Official Actions. The Authorized Officers and any and all other officers of the City are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all actions, which they, or any of them, may deem necessary or advisable in the issuance, sale and delivery of the Bonds. Whenever in this Resolution any officer of the City is directed to execute or countersign any document or take any action, such execution, countersigning or action -2- may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer is absent or unavailable. SECTION 5. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. SECTION 6. Certification. The City Clerk shall certify to the passage and adoption hereof. PASSED, APPROVED, AND ADOPTED this 15th day of August 2018. MANUELLOZANO MAYOR ATTEST: STATE OF CALIFORNIA COUNTY OF LOS ANGELES ISS: CITY OF BALDWIN PARK I, ALEJANDRA AVILA, City Clerk of the City of Baldwin Park do hereby certify that the foregoing Resolution No. 2018-286 was duly adopted by the City Council of the City of Baldwin Park at a regular meeting thereof held on August 15, 2018 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 -3- TRUST AGREEMENT Dated as of December 1, 2018 between the CITY OF BALDWIN PARK and U.S. BANK NATIONAL ASSOCIATION, as Trustee Relating to City of Baldwin Park 2018 Taxable Pension Obligation Bonds Attachment 2 TABLE OF CONTENTS ARTICLE I DEFINITIONS; RULES OF CONSTRUCTION Section1.01. Definitions............................................................................................................................................2 Section1.02. Authorization......................................................................................................................................2 Section1.03. Interpretation.......................................................................................................................................2 ARTICLE II AUTHORIZATION AND TERMS OF BONDS Section 2.01. Authorization and Purpose of Bonds...............................................................................................3 Section2.02. Terms of the Bonds.............................................................................................................................3 Section2.03. Redemption of Bonds.........................................................................................................................4 Section2.04. Book Entry System.............................................................................................................................. 7 Section 2.05. Form and Execution of Bonds........................................................................................................... 8 Section 2.06. Transfer and Exchange of Bonds...................................................................................................... 9 Section2.07. Registration Books..............................................................................................................................9 Section 2.08. Bonds Mutilated, Lost, Destroyed or Stolen...................................................................................9 ARTICLE III DEPOSIT AND APPLICATION OF PROCEEDS OF BONDS Section3.01. Issuance of Bonds..............................................................................................................................11 Section 3.02. Application of Proceedsand Other Moneys..................................................................................11 Section3.03. Costs of Issuance Fund.....................................................................................................................11 ARTICLE IV REPAYMENT OF BONDS; FLOW OF FUNDS; INVESTMENTS Section 4.01. Repayment of Bonds; Equal Security.............................................................................................12 Section 4.01. Deposit of Amounts to Pay Debt Service......................................................................................12 Section 4.03. Debt Service Fund and Accounts Therein.....................................................................................12 Section 4.04. Application of Interest Account......................................................................................................13 Section 4.05. Application of Principal Account...................................................................................................13 Section 4.06. Application of Sinking Account......................................................................................................13 Section4.07. Redemption Fund.............................................................................................................................13 Section4.08. Investment of Funds.........................................................................................................................13 ARTICLE V OTHER COVENANTS OF THE CITY Section5.01. Punctual Payment.............................................................................................................................15 Section5.02. Budget and Appropriation..............................................................................................................15 Section 5.03. Books and Accounts; Financial Statements; Additional Information........................................15 Section 5.04. Protection of Security and Rights of Owners................................................................................15 Section5.05. Continuing Disclosure......................................................................................................................15 Section5.06. Further Assurances...........................................................................................................................16 ARTICLE VI THE TRUSTEE Section 6.01. Duties, Immunities and Liabilities of Trustee...............................................................................17 Section 6.02. Merger or Consolidation..................................................................................................................18 Section6.03. Liability of Trustee............................................................................................................................18 -i- Section 6.04. Right to Rely on Documents............................................................................................................ 21 Section 6.05. Preservation and Inspection of Documents.................................................................................. 21 Section 6.06. Compensation and Indemnification............................................................................................... 21 Section 6.07. Accounting Records and Financial Statements............................................................................. 22 ARTICLE VII MODIFICATION OR AMENDMENT OF THIS AGREEMENT Section7.01. Amendments Permitted................................................................................................................... 23 Section 7.02. Effect of Supplemental Agreement................................................................................................. 23 Section 7.03. Endorsement or Replacement of Bonds After Amendment....................................................... 24 Section 7.04. Amendment by Mutual Consent.................................................................................................... 24 Section7.05. Trustee's Reliance.............................................................................................................................. 24 ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section8.01. Events of Default............................................................................................................................... 25 Section 8.02. Other Remedies of Owners............................................................................................................. 25 Section9.03. Non-Waiver....................................................................................................................................... 25 Section 8.04. Remedies Not Exclusive.................................................................................................................. 26 ARTICLE IX MISCELLANEOUS Section 9.01. Benefits Limited to Parties............................................................................................................... 27 Section 9.02. Successor is Deemed Included in All References to Predecessor ............................................... 27 Section 9.03. Defeasance of Bonds......................................................................................................................... 27 Section 9.04. Execution of Documents and Proof of Ownership by Owners .................................................. 28 Section9.05. Disqualified Bonds............................................................................................................................ 28 Section 9.06. Waiver of Personal Liability............................................................................................................ 28 Section 9.07. Destruction of Canceled Bonds....................................................................................................... 29 Section9.08. Notices................................................................................................................................................ 29 Section9.09. Partial Invalidity............................................................................................................................... 29 Section9.10. Unclaimed Moneys........................................................................................................................... 29 Section 9.11. Execution in Counterparts............................................................................................................... 30 Section9.12. Governing Law.................................................................................................................................. 30 EXHIBIT A DEFINITIONS EXHIBIT B FORM OF BONDS TRUST AGREEMENT This Trust Agreement, dated as of December 1, 2018 (this "Agreement"), is between the CITY OF BALDWIN PARK, a general law city and municipal corporation duly organized and existing under the Constitution and laws of the State of California (the "City"), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, with a corporate trust office in Los Angeles, California, being qualified to accept and administer the trusts hereby created (the "Trustee"). BACKGROUND: WHEREAS, the City is a member of the California Public Employees' Retirement System ("PERS") and, as such, is obligated by the Public Employees Retirement Law, constituting Part 3 of Division 5 of Title 2 of the California Government Code (the "Retirement Law"), and the contract between the Board of Administration of PERS and the City Council of the City, effective January 1, 1968 (as amended, the "PERS Contract"), to make contributions to PERS to (a) fund pension benefits for its employees who are members of PERS, (b) amortize the unfunded actuarial liability with respect to such pension benefits, and (c) appropriate funds for the purposes described in (a) and (b); WHEREAS, the City is authorized pursuant to Articles 10 and 11 (commencing with section 53570) of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code (the "Bond Law') to issue bonds for the purpose of refunding certain obligations of the City, including the obligations evidenced by the PERS Contract; WHEREAS, the City has determined to issue its City of Baldwin Park 2018 Taxable Pension Obligation Bonds (the "Bonds") in the aggregate principal amount of $ for the purpose of refunding the City's obligations to PERS, evidenced by the PERS Contract, of a portion the City's unfunded accrued actuarial liability with respect to pension benefits under the Retirement Law (the "Unfunded Liability"), reimbursing the City for the advance of funds used for the early redemption on August 1, 2016, of the City's Taxable Pension Obligation Refunding Bonds, Series 2006 (the "2006 Bonds"), and paying the costs of issuance of the Bonds; WHEREAS, in order to provide for the authentication and delivery of the Bonds, to establish and declare the terms and conditions upon which the Bonds are to be issued and to secure the payment of the principal thereof and interest thereon, the City has authorized the execution and delivery of this Agreement. WHEREAS, the City certifies that all acts and proceedings required by law necessary to make the Bonds, when executed by the City, authenticated and delivered by the Trustee, and duly issued, the valid, binding and legal obligations of the City, and to constitute this Agreement a valid and binding agreement for the uses and purposes herein set forth in accordance with its terms, have been done and taken, and the execution and delivery of this Agreement have been in all respects duly authorized. AGREEMENT: In order to secure the payment of the principal of and the interest on all the Outstanding Bonds under this Agreement according to their tenor, and to secure the performance and observance of all the covenants and conditions therein and herein set forth, and to declare the terms and conditions upon and subject to which the Bonds are to be issued and received, and in consideration of the mutual covenants herein contained and of the purchase and acceptance of the Bonds by the Owners thereof, and for other valuable considerations, the receipt of which is hereby acknowledged, the City and the Trustee do hereby covenant and agree with one another, for the benefit of the respective Owners from time to time of the Bonds, as follows: ARTICLE I DEFINITIONS; RULES OF CONSTRUCTION Section 1.01. Definitions. Unless the context clearly otherwise requires or unless otherwise defined herein, the capitalized terms defined in Exhibit A attached to this Agreement have the respective meanings specified in Exhibit A when used in this Agreement. Section 1.02. Authorization. Each of the parties hereby represents and warrants that it has full legal authority and is duly empowered to enter into this Agreement, and has taken all actions necessary to authorize the execution hereof by the officers and persons signing it. Section 1.03. Interpretation. (a) Unless the context otherwise indicates, words expressed in the singular include the plural and vice versa and the use of the neuter, masculine, or feminine gender is for convenience only and include the neuter, masculine or feminine gender, as appropriate. (b) Headings of articles and sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and do not affect the meaning, construction or effect hereof. (c) All references herein to "Articles," "Sections' and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Agreement; the words "herein," "hereof," "hereby," "hereunder' and other words of similar import refer to this Agreement as a whole and not to any particular Article, Section or subdivision hereof. -2- ARTICLE II AUTHORIZATION AND TERMS OF BONDS Section 2.01. Authorization and Purpose of Bonds. The City has reviewed all proceedings heretofore taken and as a result of such review has found, and hereby finds and determines, that all things, conditions and acts required by law to exist, happen or be performed precedent to and in connection with the issuance of the Bonds do exist, have happened and have been performed in due time, form and manner as required by law, and the City is now duly empowered, under each and every requirement of law, to issue the Bonds in the manner and form provided in this Agreement. The City hereby authorizes the issuance of Bonds in the aggregate principal amount of $ under the Bond Law for the purpose of providing funds to refund the City's obligations to PERS evidenced by the PERS Contract of a portion of the Unfunded Liability, reimbursing the City for the advance of funds used for the early redemption on August 1, 2016, of the City's Taxable Pension Obligation Refunding Bonds, Series 2006, and paying the costs of issuance of the Bonds. The Bonds are authorized and issued under, and are subject to the terms of, this Agreement and the Bond Law. The Bonds are designated the "City of Baldwin Park 2018 Taxable Pension Obligation Bonds." Section 2.02. Terms of the Bonds. The Bonds are issuable in fully registered form without coupons in denominations of $5,000 or any integral multiple thereof. The Bonds will be dated as of the Closing Date, and will mature on June 1 in the years and in the respective principal amounts and bear interest at the respective rates per annum (calculated on the basis of a 360 - day year comprised of twelve 30 -day months), as set forth in the following table: Maturity Qune 1) Principal Interest Amount Rate -3- Interest on the Bonds is payable from the Interest Payment Date immediately preceding the date of authentication thereof unless: (a) a Bond is authenticated on or before an Interest Payment Date and after the preceding Record Date, in which event it will bear interest from such Interest Payment Date, (b) a Bond is authenticated on or before the first Record Date, in which event interest thereon will be payable from the Closing Date, or (c) interest on a Bond is in default as of the date of authentication thereof, in which event interest thereon will be payable from the date to which interest has been paid in full. Interest is payable on each Interest Payment Date to the persons in whose names the ownership of the Bonds is registered on the Registration Books on the immediately preceding Record Date, except as provided below. Interest on a Bond which is not punctually paid or duly provided for on any Interest Payment Date is payable to the person in whose name the ownership of such Bond is registered on the Registration Books on a special record date for the payment of such defaulted interest to be fixed by the Trustee, notice of which is given to such Owner by first-class mail not less than 10 days prior to such special record date. The Trustee will pay interest on the Bonds by check of the Trustee mailed by first class mail, postage prepaid, on each Interest Payment Date to the Owners of the Bonds at their respective addresses shown on the Registration Books as of the close of business on the preceding Record Date. At the written request of the Owner of Bonds in an aggregate principal amount of at least $1,000,000, which written request is on file with the Trustee as of any Record Date, the Trustee will pay interest on such Bonds on each succeeding Interest Payment Date by wire transfer in immediately available funds to such account of a financial institution within the United States of America as specified in such written request, which written request will remain in effect until rescinded in writing by the Owner. The Trustee will pay principal of the Bonds in lawful money of the United States of America by check of the Trustee upon presentation and surrender thereof at the Office of the Trustee. Section 2.03. Redemption of Bonds. (a) Optional Redemption. The Bonds maturing on or before June 1, , are not subject to optional redemption prior to their respective stated maturities. The Bonds maturing after June 1, , are subject to optional redemption from any source of available funds of the City, prior to their respective maturities, in whole or in part among maturities as specified by the City, and by lot within a maturity, on any date on or after June 1, , at a redemption price equal to 100% of the principal amount of the Bonds to be redeemed, plus accrued interest thereon to the date of redemption, without premium. The City must give the Trustee written notice of its intention to redeem Bonds under this subsection (a), and the manner of selecting such Bonds for redemption from among the maturities thereof, in sufficient time to enable the Trustee to give notice of such redemption in accordance with subsection (c) of this Section. (b) Sinking Fund Redemption. (i) The Bonds maturing June 1, are subject to mandatory redemption from mandatory Sinking Account payments, in part, by lot, on June 1, , and on each June 1 thereafter to and including June 1, , from money on hand in the Sinking Account at a redemption price equal to the principal amount thereof, plus accrued interest thereon to the redemption date, without premium, as set forth below (subject to modification in the event of an optional redemption mentioned above): Redemption Date Principal (June 1) Amount tMaturity (ii) The Bonds maturing June 1, , are subject to mandatory redemption from mandatory Sinking Account payments, in part, by lot, on June 1, , and on each June 1 thereafter to and including June 1, , from money on hand in the Sinking Account at a redemption price equal to the principal amount thereof, plus accrued interest thereon to the redemption date, without premium, as set forth below (subject to modification in the event of an optional redemption mentioned above): tMaturity Redemption Date Principal (June 1) Amount -5- (c) Notice of Redemption. The Trustee on behalf and at the expense of the City will mail (by first class mail) notice of any redemption to the respective Owners of Bonds designated for redemption at their respective addresses appearing on the Registration Books, and to the Securities Depositories and to one or more Information Services, at least 20 but not more than 60 days prior to the date fixed for redemption; provided, however, that neither failure to receive any such notice so mailed nor any defect therein will affect the validity of the proceedings for the redemption of such Bonds or the cessation of the accrual of interest thereon. Such notice must state the date of the notice, the redemption date, the redemption place and the redemption price and must designate the CUSIP numbers, the Bond numbers and the maturity or maturities (in the event of redemption of all of the Bonds of such maturity or maturities in whole) of the Bonds to be redeemed, and must require that such Bonds be then surrendered at the Office of the Trustee identified in such notice for redemption at the redemption price, giving notice also that further interest on such Bonds will not accrue from and after the redemption date. (d) Right to Rescind Notice of Redemption. The City has the right to rescind any notice of the optional redemption of Bonds under subsection (a) of this Section by written notice to the Trustee prior to the dated fixed for redemption. Any notice of optional redemption will be cancelled and annulled if for any reason funds will not be or are not available on the date fixed for redemption for the payment in full of the Bonds then called for redemption, and such cancellation will not constitute an Event of Default. The City and the Trustee have no liability to the Owners or any other party related to or arising from such rescission of redemption. The. Trustee shall mail notice of such rescission of redemption in the same manner as the original notice of redemption was sent under subsection (c) of this Section. (e) Manner of Redemption. Whenever provision is made in this Section 2.03 for the redemption of less than all of the Bonds of a maturity, the Trustee shall select the Bonds of such maturity to be redeemed by lot in any manner which the Trustee in its sole discretion deems appropriate. For purposes of such selection, all Bonds will be deemed to be comprised of separate $5,000 denominations and such separate denominations will be treated as separate Bonds which may be separately redeemed. (f) Partial Redemption of Bonds. If only a portion of a Bond is called for redemption, then upon surrender of such Bond the City will execute and the Trustee shall authenticate and deliver to the Owner thereof, at the expense of the City, a new Bond or Bonds of the same series and maturity date, of authorized denominations in aggregate principal amount equal to the unredeemed portion of the Bond to be redeemed. (g) Effect of Redemption. From and after the date fixed for redemption, if notice of redemption has been duly mailed and funds available for the payment of the principal of and interest on the Bonds so called for redemption have been duly provided, such Bonds so called shall cease to be entitled to any benefit under this Agreement other than the right to receive payment of the redemption price, and no interest shall accrue thereon from and after the redemption date specified in such notice. Unless otherwise directed in writing by the City, the Trustee shall cancel and destroy all Bonds redeemed under this Section 2.03. -6- Section 2.04. Book Entry System. (a) Original Delivery. The Bonds will be initially delivered in the form of a separate single fully registered bond (which may be typewritten) for each maturity of the Bonds. Upon initial delivery, the Trustee shall register the ownership of each Bond on the Registration Books in the name of the Nominee. Except as provided in subsection (c), the ownership of all of the Outstanding Bonds will be registered in the name of the Nominee on the Registration Books. With respect to Bonds the ownership of which is registered in the name of the Nominee, the City and the Trustee have no responsibility or obligation to any Depository System Participant or to any person on behalf of which the Nominee holds an interest in the Bonds. Without limiting the generality of the immediately preceding sentence, the City and the Trustee have no responsibility or obligation with respect to (i) the accuracy of the records of the Depository, the Nominee or any Depository System Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Depository System Participant or any other person, other than a Owner as shown in the Registration Books, of any notice with respect to the Bonds, including any notice of redemption, (iii) the selection by the Depository of the beneficial interests in the Bonds to be redeemed if the City elects to redeem the Bonds in part, (iv) the payment to any Depository System Participant or any other person, other than a Owner as shown in the Registration Books, of any amount with respect to principal of or interest on the Bonds or (v) any consent given or other action taken by the Depository as Owner of the Bonds. The City and the Trustee may treat and consider the person in whose name each Bond is registered as the absolute owner of such Bond for the purpose of payment of principal of and interest on such Bond, for the purpose of giving notices of redemption and other matters with respect to such Bond, for the purpose of registering transfers of ownership of such Bond, and for all other purposes whatsoever. The Trustee shall pay the principal of and the interest on the Bonds only to the respective Owners or their respective attorneys duly authorized in writing, and all such payments are valid and effective to fully satisfy and discharge all obligations with respect to payment of principal of and interest on the Bonds to the extent of the sum or sums so paid. No person other than a Owner shall receive a Bond evidencing the obligation of the City to make payments of principal or interest under this Agreement. Upon delivery by the Depository to the City of written notice to the effect that the Depository has determined to substitute a new Nominee in its place, and subject to the provisions herein with respect to Record Dates, such new nominee shall become the Nominee hereunder for all purposes; and upon receipt of such a notice the City will promptly deliver a copy of the same to the Trustee. (b) Representation Letter. In order to qualify the Bonds for the Depository's book -entry system, the City will execute and deliver to such Depository a letter representing such matters as necessary to so qualify the Bonds. The execution and delivery of such letter shall not in any way limit the provisions of subsection (a) above or in any other way impose upon the City or the Trustee any obligation whatsoever with respect to persons having interests in the Bonds other than the Owners. Upon the written acceptance by the Trustee, the Trustee shall agree to take all action reasonably necessary for all representations of the Trustee in such letter with respect to the Trustee to at all times be complied with. In addition to the execution and delivery of such letter, the City may take any other actions, not inconsistent with this Agreement, to qualify the Bonds for the Depository's book -entry program. -7- (c) Transfers Outside Book -Entry System. If either (i) the Depository determines not to continue to act as Depository for the Bonds, or (ii) the City determines to terminate the Depository as such, then the City will thereupon discontinue the book -entry system with such Depository. In such event, the Depository shall cooperate with the City and the Trustee in the issuance of replacement Bonds by providing the Trustee with a list showing the interests of the Depository System Participants in the Bonds, and by surrendering the Bonds, registered in the name of the Nominee, to the Trustee on or before the date such replacement Bonds are to be issued. The Depository, by accepting delivery of the Bonds, agrees to be bound by the provisions of this subsection (c). If, prior to the termination of the Depository acting as such, the City fails to identify another Securities Depository to replace the Depository, then the Bonds shall no longer be required to be registered in the Registration Books in the name of the Nominee, but will be registered in whatever name or names the Owners transferring or exchanging Bonds shall designate, in accordance with the provisions hereof. If the City determines that it is in the best interests of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the City may notify the Depository System Participants of the availability of such certificated Bonds through the Depository. In such event, the Trustee will issue, transfer and exchange Bonds as required by the Depository and others in appropriate amounts; and whenever the Depository requests, the Trustee and the City will cooperate with the Depository in taking appropriate action (a) to make available one or more separate certificates evidencing the Bonds to any Depository System Participant having Bonds credited to its account with the Depository, or (b) to arrange for another Securities Depository to maintain custody of a single certificate evidencing such Bonds, all at the City's expense. (d) Payments to the Nominee. Notwithstanding any other provision of this Agreement to the contrary, so long as a Bond is registered in the name of the Nominee, all payments with respect to principal of and interest on that Bond and all notices with respect to that Bond will be made and given, respectively, as provided in the letter described in subsection (b) of this Section or as otherwise instructed by the Depository. Section 2.05. Form and Execution of Bonds. The Bonds, the form of Trustee's certificate of authentication, and the form of assignment to appear thereon, are set forth in Exhibit B attached hereto and by this reference incorporated herein, with necessary or appropriate variations, omissions and insertions, as permitted or required by this Agreement. The Mayor of the City shall execute, and the City Clerk or the Assistant City Clerk of the City shall attest each Bond. Either or both of such signatures may be made manually or may be affixed by facsimile thereof. If any officer whose signature appears on a Bond ceases to be such officer before the Closing Date, such signature will nevertheless be as effective as if the officer had remained in office until the Closing Date. A Bond may be signed and attested on behalf of the City by such persons as at the actual date of the execution of that Bond are the proper officers of the City, duly authorized to execute debt instruments on behalf of the City, although on the date of that Bond any such person was not an officer of the City. Only those Bonds bearing a certificate of authentication in the form set forth in Exhibit B, manually executed and dated by the Trustee, are valid or obligatory for any purpose or entitled to the benefits of this Agreement, and such certificate of the Trustee is conclusive evidence that 10 such Bonds have been duly authenticated and delivered hereunder and are entitled to the benefits of this Agreement. Section 2.06. Transfer and Exchange of Bonds. (a) Transfer. A Bond may, in accordance with its terms, be transferred, upon the Registration Books, by the person in whose name it is registered, in person or by a duly authorized attorney of such person, upon surrender of that Bond to the Trustee at its Office for cancellation, accompanied by delivery of a written instrument of transfer in a form acceptable to the Trustee, duly executed. The Trustee shall collect any tax or other governmental charge on the transfer of any Bonds under this Section 2.06. Whenever any Bond or Bonds are surrendered for transfer, the City will execute and the Trustee shall authenticate and deliver to the transferee a new Bond or Bonds of like series, interest rate, maturity and aggregate principal amount. The City will pay the cost of printing Bonds and any services rendered or expenses incurred by the Trustee in connection with any transfer of Bonds. (b) Exchange. The Bonds may be exchanged at the Office of the Trustee for a like aggregate principal amount of Bonds of other authorized denominations and of the same series, interest rate and maturity. The Trustee shall collect any tax or other governmental charge on the exchange of Bonds under this subsection (b). The City will pay the cost of printing Bonds and any services rendered or expenses incurred by the Trustee in connection with any exchange of Bonds. (c) Limitations. The Trustee may refuse to transfer or exchange, under the provisions of this Section 2.06, any Bonds selected by the Trustee for redemption under Section 2.03, or any Bonds during the period established by the Trustee for the selection of Bonds for redemption. Section 2.07. Registration Books. The Trustee will keep or cause to be kept, at its Office, sufficient records for the registration and registration of transfer of the Bonds, which must at all times during normal business hours, and upon reasonable notice, be open to inspection by the City. The Trustee will register the ownership and transfer of the Bonds on the Registration Books under such reasonable regulations as it may prescribe. Section 2.08. Bonds Mutilated, Lost, Destroyed or Stolen. If a Bond is mutilated, the City, at the expense of the Owner of that Bond, shall execute, and the Trustee shall thereupon authenticate and deliver, a new Bond of like tenor in exchange and substitution for the Bond so mutilated, upon surrender to the Trustee of the Bond so mutilated. The Trustee shall cancel every mutilated Bond surrendered to it and deliver such mutilated Bond to or upon the order of the City. If a Bond is lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the Trustee and, if such evidence is satisfactory to the Trustee and if indemnity satisfactory to the Trustee is given, the City, at the expense of the Owner, will execute, and the Trustee will thereupon authenticate and deliver, a new Bond of like tenor in lieu of and in substitution for the Bond so lost, destroyed or stolen. The Trustee may require payment of a sum not exceeding the actual cost of preparing each new Bond issued under this Section and of the expenses which may be incurred by the Trustee in connection therewith. Any Bond issued under the provisions of this Section in lieu of any Bond alleged to be lost, destroyed or stolen will constitute an original additional contractual obligation on the part of the City whether or M not the Bond so alleged to be lost, destroyed or stolen be at any time enforceable by anyone, and will be equally and proportionately entitled to the benefits of this Agreement with all other Bonds issued under this Agreement. Notwithstanding any other provision of this Section 2.08, in lieu of delivering a new Bond for which principal has become due for a Bond which has been mutilated, lost, destroyed or stolen, the Trustee may make payment of such Bond in accordance with its terms upon receipt of indemnity satisfactory to the Trustee. -10- ARTICLE III DEPOSIT AND APPLICATION OF PROCEEDS OF BONDS Section 3.01. Issuance of Bonds. Upon the execution and delivery of this Agreement, the City will execute and deliver Bonds in the aggregate principal amount of $ to the Trustee and the Trustee shall authenticate and deliver the Bonds to the Original Purchaser upon receipt of a Request of the City therefor. Section 3.02. Application of Proceeds and Other Moneys. On the Closing Date, the Trustee shall deposit the proceeds of the Bonds of $ (being equal to the aggregate principal amount of the Bonds ($ .00), less an underwriters discount of $ into a special fund to be established and held by the Trustee, known as the "Bond Proceeds Account." On the Closing Date, the Trustee shall apply the amounts on deposit in the Bond Proceeds Account as follows, following which the Trustee shall close the Bond Proceeds Account: (a) The Trustee shall deposit the amount of $ in the Costs of Issuance Fund; and (b) The Trustee shall transfer the amount of S to PERS to pay $ representing the Safety Plan Unfunded Liability and $ representing the the Miscellaneous Plan Unfunded Liability. Section 3.03. Costs of Issuance Fund. There is hereby established a separate fund to be known as the "Costs of Issuance Fund", to be held by the Trustee in trust. The Trustee shall disburse moneys in the Costs of Issuance Fund from time to time to pay Costs of Issuance upon submission of a Request of the City stating (a) the person to whom payment is to be made, (b) the amounts to be paid, (c) the purpose for which the obligation was incurred, (d) that such payment is a proper charge against the Costs of Issuance Fund, and (e) that such amounts have not been the subject of a prior Request of the City; in each case together with a statement or invoice for each amount requested thereunder. Each such Request of the City shall be sufficient evidence to the Trustee of the facts stated therein and the Trustee shall have no duty to confirm the accuracy of such facts. On March 4, 2019, the Trustee will transfer any amounts remaining in the Costs of Issuance Fund to the Debt Service Fund, and the Trustee will thereupon close the Costs of Issuance Fund. -11- ARTICLE IV REPAYMENT OF BONDS; FLOW OF FUNDS; INVESTMENTS Section 4.01. Repayment of Bonds; Equal Security. The Bonds are payable from any source of legally available funds of the City, including but not limited to amounts held by the City on deposit in its General Fund and amounts charged to the City's Water Fund and Sewer Fund for the allocable costs of pension benefits for the employees of the City's water enterprise and sewer enterprise, and by a first and exclusive pledge and lien upon all of the moneys in the Debt Service Fund (including the Interest Account, the Principal Account therein) and the Redemption Fund, without preference or priority for date of execution or date of delivery. The Bonds are not secured by a pledge of or lien any specific revenues, income or funds of the City. The obligations of the City under the Bonds, including the obligation to make all payments of interest and principal when due, are obligations of the City imposed by law and are absolute and unconditional, without any right of set-off or counterclaim. However, the Bonds do not constitute an obligation of the City for which the City is obligated to levy or pledge any form of taxation. Neither the Bonds nor the obligations of the City to make payments on the Bonds constitute an indebtedness of the City, the State of California, or any of its political subdivisions in contravention of any constitutional or statutory debt limitation or restriction. The City Council is obligated in each Fiscal Year to appropriate all amounts from such funds as may be required to pay the aggregate amount of the principal of and the interest on the Bonds coming due and payable in such Fiscal Year. In consideration of the acceptance of the Bonds by those who hold the same from time to time, this Agreement constitutes a contract between the City and the Owners from time to time of the Bonds, and the covenants and agreements herein set forth to be performed on behalf of the City are for the equal and proportionate benefit, security and protection of all Owners of the Bonds without preference, priority or distinction as to security or otherwise of any of the Bonds over any of the others by reason of the number or date thereof or the time of sale, execution and delivery thereof, or otherwise for any cause whatsoever, except as expressly provided therein or herein. Section 4.02. Deposit of Amounts to Pay Debt Service. The City shall pay or cause to be paid to the Trustee, not later than five Business Days prior to each date on which the principal of or interest on the Bonds is due and payable (including any date on which the Bonds are to be redeemed under Section 2.03), an amount which is sufficient, together with other amounts then held by the Trustee in the Debt Service Fund, to pay the aggregate amount of principal of and interest on the Bonds coming due and payable on such date. Section 4.03. Debt Service Fund and Accounts Therein. There is hereby established a separate fund to be known as the "Debt Service Fund,"to be held by the Trustee in trust for the benefit of the Owners. The Trustee will hold the Debt Service Fund for the uses and purposes set forth herein, so long as any of the Bonds remain Outstanding. The Trustee will deposit all amounts paid to it by the City under Section 4.02 in the Debt Service Fund promptly upon receipt. -12- On or before the Business Day preceding each Interest Payment Date, the Trustee shall transfer from the Debt Service Fund and deposit into the following respective accounts (each of which the Trustee shall establish and maintain within the Debt Service Fund), the following amounts, in the following order of priority, the requirements of each such account (including the making up of any deficiencies in any such account resulting from insufficiencies of any earlier required deposit) at the time of deposit to be satisfied before any transfer is made to any account subsequent in priority: First: to the Interest Account, the aggregate amount of interest becoming due and payable on the next succeeding Interest Payment Date on all Bonds then Outstanding; Second: to the Sinking Account, the mandatory sinking account payment becoming due and payable on the Outstanding Bonds on the next succeeding Interest Payment Date, if any; and Third: to the Principal Account, the aggregate amount of principal becoming due and payable on the Outstanding Bonds on the next succeeding Interest Payment Date, if any. Section 4.04. Application of Interest Account. All amounts in the Interest Account shall be used and withdrawn by the Trustee solely for the purpose of paying interest on the Bonds as it shall become due and payable (including accrued interest on any Bonds purchased prior to maturity pursuant to this Indenture). Section 4.05. Application of Principal Account. All amounts in the Principal Account shall be used and withdrawn by the Trustee solely for the purposes of paying the principal of the Bonds when due and payable. Section 4.06. Application of Sinking Account. All amounts in the Sinking Account shall be used and withdrawn by the Trustee solely for the purposes of paying the sinking account installments of the Bonds when due and payable. Section 4.07. Redemption Fund. Upon receipt by the Trustee of written notice from the City of its intention to redeem any Bonds under Section 2.03, the Trustee will establish a separate fund to be known as the "Redemption Fund", to be held by the Trustee in trust for the benefit of the Owners. On or before the 5th Business Day preceding the redemption date, the City will pay to the Trustee for deposit in the Redemption Fund an amount required to pay the principal of on the Bonds to be so redeemed on such date. The Trustee will apply amounts in the Redemption Fund solely for the purpose of paying the principal of on the Bonds upon the redemption thereof, on the date set for such redemption. Interest due on the Bonds on any redemption date will be paid from amounts held by the Trustee for that purpose in the Interest Account as provided above. Section 4.08. Investment of Funds. The Trustee shall invest moneys in the funds and accounts held by it hereunder in Permitted Investments as directed in a Request of the City filed with the Trustee at least 2 Business Days in advance of the making of such investments. In the absence of any such directions from the City, the Trustee shall invest any such moneys in -13- Permitted Investments described in clause (g) of the definition thereof; provided, however, that any such investment shall be made by the Trustee only if, prior to the date on which such investment is to be made, the Trustee shall have received a written direction specifying a specific money market fund and, if no such written direction is so received, the Trustee shall hold such moneys uninvested such funds shall remain uninvested. Permitted Investments purchased as an investment of moneys in any fund shall be deemed to be part of such fund or account. To the extent Permitted Investments are registrable, such Permitted Investments must be registered in the name of the Trustee. Moneys in all funds and accounts shall be invested in Permitted Investments maturing not later than the date on which it is estimated that such moneys will be required by the Trustee. All interest or gain derived from the investment of amounts in any of the funds or accounts held hereunder shall be deposited into the fund or account from which such investment was made. For purposes of acquiring any investments hereunder, the Trustee may commingle funds held by it hereunder. The Trustee or an affiliate of the Trustee may act as principal or agent in the acquisition or disposition of any investment and may impose its customary charges therefor. The Trustee has no liability for losses arising from any investments made under this Section. The Trustee may make any investments hereunder through its own bond or investment department or trust investment department, or those of its parent or any affiliate. The Trustee or any of its affiliates may act as sponsor, advisor or manager in connection with any investments made by the Trustee hereunder. The Trustee is hereby authorized, in making or disposing of any investment permitted by this Section, to deal with itself (in its individual capacity) or with any one or more of its affiliates, whether it or such affiliate is acting as an agent of the Trustee or for any third person or is dealing as a principal for its own account. The City acknowledges that to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant the City the right to receive brokerage confirmations of security transactions as they occur, the City will not receive such confirmations to the extent permitted by law. The City further understands that trade confirmations for securities transactions effected by the Trustee will be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker. The Trustee will furnish the City a periodic cash transaction statements which shall include detail for all investment transactions made by the Trustee hereunder. Upon the City's election, such statements will be delivered via the Trustee's online service and upon electing such service, paper statements will be provided only upon request. -14- ARTICLE V OTHER COVENANTS OF THE CITY Section 5.01. Punctual Payment. The City will punctually pay or cause to be paid the principal and interest to become due in respect of all the Bonds in strict conformity with the terms of the Bonds and this Agreement. The City will faithfully observe and perform all of the conditions, covenants and requirements of this Agreement and all Supplemental Agreements. Nothing herein contained prevents the City from making advances of other legally available funds to make any payment referred to herein. Section 5.02. Budget and ARpropriation. So long as any Bonds remain Outstanding hereunder, the City shall adopt all necessary budgets and make all necessary appropriations for the payment of principal of and interest on the Bonds from any source of legally available funds of the City. If any payment of principal of and interest on the Bonds requires the adoption by the City of a supplemental budget or appropriation, the City shall promptly adopt the same. The covenants on the part of the City contained in this Section 5.02 are duties imposed by law and it is the duty of each and every public official of the City to take such actions 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 Section 5.02. Section 5.03. Books and Accounts; Financial Statements; Additional Information. The City will keep, or cause to be kept, proper books of record and accounts, separate from all other records and accounts of the City, in which complete and correct entries are made of all transactions relating to its funds and accounts. Such books of record and accounts shall at all times during business hours be subject, upon prior written request, to the reasonable inspection of the Owners of not less than 10% in aggregate principal amount of the Bonds then Outstanding, or their representatives authorized in writing. The City will cause to be prepared annually, within 180 days after the close of each Fiscal Year so long as any of the Bonds are Outstanding, complete audited financial statements with respect to such Fiscal Year showing its revenues and expenditures as of the end of such Fiscal Year. The City will furnish a copy of such statements upon reasonable request to any Owner. Section 5.04. Protection of Security and Rights of Owners. The City will preserve and protect the security of the Bonds and the rights of the Owners. From and after the date of issuance of the Bonds, the City may not contest the validity or enforceability of the Bonds or this Agreement. Section 5.05. Continuing Disclosure. The City will comply with and carry out all of the provisions of the Continuing Disclosure Certificate which has been executed and delivered by the City on the Closing Date. Notwithstanding any other provision hereof, failure of the City to comply with such Continuing Disclosure Certificate does not constitute an Event of Default hereunder; provided, however, that any Participating Underwriter (as such term is defined in such Continuing Disclosure Certificate) or any Owner or beneficial owner of the Bonds may take -15- such actions as may be necessary and appropriate, including seeking specific performance by court order, to cause the City to comply with its obligations under this Section 5.06. Section 5.06. Further Assurances. The City will adopt, make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Agreement, and for the better assuring and confirming unto the Owners the rights and benefits provided in this Agreement. -16- ARTICLE VI THE TRUSTEE Section 6.01. Duties, Immunities and Liabilities of Trustee. (a) The Trustee shall, prior to the occurrence of an Event of Default, and after the curing or waiving of all Events of Default which may have occurred, perform such duties and only such duties as are specifically set forth in this Agreement and no implied covenants or duties shall be read into this Agreement against the Trustee. The Trustee shall, during the existence of any Event of Default (which has not been cured or waived), exercise such of the rights and powers vested in it by this Agreement, and use the same degree of care and skill in their exercise, as a reasonable corporate trustee would exercise or use. (b) The City may remove the Trustee at any time, and shall remove the Trustee (i) if at any time requested to do so by an instrument or concurrent instruments in writing signed by the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding (or their attorneys duly authorized in writing) or (ii) if at any time the Trustee ceases to be eligible in accordance with subsection (e) of this Section 6.01, or becomes incapable of acting, or is adjudged a bankrupt or insolvent, or a receiver of the Trustee or its property is appointed, or any public officer takes control or charge of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation. The City may accomplish such removal by giving 30 days written notice to the Trustee, whereupon the City will appoint a successor Trustee by an instrument in writing. (c) The Trustee may at any time resign by giving written notice of such resignation to the City, and by giving notice of such resignation by first class mail, postage prepaid, to the Owners at their respective addresses shown on the Registration Books. Upon receiving such notice of resignation, the City will promptly appoint a successor Trustee by an instrument in writing. (d) Any removal or resignation of the Trustee and appointment of a successor Trustee becomes effective upon acceptance of appointment by the successor Trustee. If no successor Trustee has been appointed and accepted appointment within 45 days following giving notice of removal or notice of resignation as aforesaid, the resigning Trustee or any Owner (on behalf of such Owner and all other Owners) may petition any federal or state court for the appointment of a successor Trustee, and such court may thereupon, after such notice (if any) as it may deem proper, appoint such successor Trustee. Any successor Trustee appointed under this Agreement shall signify its acceptance of such appointment by executing and delivering to the City and to its predecessor Trustee a written acceptance thereof, and to the predecessor Trustee an instrument indemnifying the predecessor Trustee for any costs or claims arising during the time the successor Trustee serves as Trustee hereunder, and such successor Trustee, without any further act, deed or conveyance, shall become vested with all the moneys, estates, properties, rights, powers, trusts, duties and obligations of such predecessor Trustee, with like effect as if originally named Trustee herein; but, nevertheless, upon the receipt by the predecessor Trustee of the Request of the City or the request of the successor Trustee, such predecessor Trustee shall execute and deliver any and all instruments of conveyance or further -17- assurance and do such other things as may reasonably be required for more fully and certainly vesting in and confirming to such successor Trustee all the right, title and interest of such predecessor Trustee in and to any property held by it under this Agreement and shall pay over, transfer, assign and deliver to the successor Trustee any money or other property subject to the trusts and conditions herein set forth. Upon request of the successor Trustee, the City will execute and deliver any and all instruments as may be reasonably required for more fully and certainly vesting in and confirming to such successor Trustee all such moneys, estates, properties, rights, powers, trusts, duties and obligations. Upon acceptance of appointment by a successor Trustee as provided in this subsection, the City will mail or cause the successor Trustee to mail, by first class mail postage prepaid, a notice of the succession of such Trustee to the trusts hereunder to each rating agency which then maintains a rating on the Bonds, and to the Owners at the addresses shown on the Registration Books. If the City fails to mail such notice within 15 days after acceptance of appointment by the successor Trustee, the successor Trustee shall cause such notice to be mailed at the expense of the City. (e) Any Trustee appointed under the provisions of this Section in succession to the Trustee must (i) be a company or bank having trust powers, (ii) have a corporate trust office in the State of California, (iii) have (or be part of a bank holding company system whose bank holding company has) a combined capital and surplus of at least $50,000,000, and (iv) be subject to supervision or examination by federal or state authority. If such bank or company publishes a report of condition at least annually, under law or to the requirements of any supervising or examining authority above referred to, then for the purpose of this subsection the combined capital and surplus of such bank or company shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with the provisions of this subsection (e), the Trustee shall resign immediately in the manner and with the effect specified in subsection (c) of this Section. Section 6.02. Merger or Consolidation. Any bank or company into which the Trustee may be merged or converted or with which either of them may be consolidated or any bank or company resulting from any merger, conversion or consolidation to which it is a party or any bank or company to which the Trustee may sell or transfer all or substantially all of its corporate trust business, provided such bank or company is eligible under subsection (e) of Section 6.01, shall be the successor to such Trustee without the execution or filing of any paper or any further act, anything herein to the contrary notwithstanding. Section 6.03. Liability of Trustee. (a) The recitals of facts herein and in the Bonds contained are taken as statements of the City, and the Trustee assumes no responsibility for the correctness of the same, nor does it have any liability whatsoever therefor, nor does it make any representations as to the validity or sufficiency of this Agreement or of the Bonds nor does it incur any responsibility in respect thereof, other than as expressly stated herein. The Trustee is, however, be responsible for its representations contained in its certificate of authentication on the Bonds. The Trustee is not liable in connection with the performance of its duties hereunder, except for its own negligence or willful misconduct. The Trustee is not liable for the acts of any agents of the Trustee selected -18- by it with due care. The Trustee may become the Owner of Bonds with the same rights it would have if they were not Trustee and, to the extent permitted by law, may act as depository for and permit any of its officers or directors to act as a member of, or in any other capacity with respect to, any committee formed to protect the rights of the Owners, whether or not such committee shall represent the Owners of a majority in principal amount of the Bonds then Outstanding. The Trustee, either as principal or agent, may engage in or be entrusted in any financial or other transaction with the City. (b) The Trustee is not liable with respect to any action taken or omitted to be taken by it in accordance with the direction of the Owners of a majority in aggregate principal amount of the Bonds at the time Outstanding relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee under this Agreement. (c) The Trustee is not liable for any action taken by it in good faith and believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Agreement, except for actions arising from the negligence or willful misconduct of the Trustee. The permissive right of the Trustee to do things enumerated hereunder shall not be construed as a mandatory duty. (d) The Trustee will not be deemed to have knowledge of any Event of Default hereunder unless and until a responsible officer of the Trustee has actual knowledge thereof, or unless and until a responsible officer of the Trustee has received written notice thereof at its Office. Except as otherwise expressly provided herein, the Trustee shall not be bound to ascertain or inquire as to the performance or observance of any of the terms, conditions, covenants or agreements herein or of any of the documents executed in connection with the Bonds, or as to the existence of an Event of Default hereunder or thereunder. The Trustee shall not be responsible for the City's payment of principal and interest on the Bonds, the City's observance or performance of any other covenants, conditions or terms contained herein, or the validity or effectiveness of any collateral given to or held by it. Without limiting the generality of the foregoing, and notwithstanding anything herein to the contrary, the Trustee is not responsible for reviewing the contents of any financial statements furnished to the Trustee under Section 5.03 and may rely conclusively on the Certificate of the City accompanying such financial statements to establish the City's compliance with its financial covenants hereunder. (e) No provision in this Agreement requires the Trustee to risk or expend its own funds or otherwise incur any financial liability hereunder. The Trustee will be entitled to receive interest on any moneys advanced by it hereunder, at the maximum rate permitted by law. (f) The Trustee may establish additional funds and accounts or subaccounts of the funds established hereunder as the Trustee deems necessary or prudent in furtherance of its duties under this Agreement. (g) The Trustee has no responsibility or liability whatsoever with respect to any information, statement, or recital in any official statement, offering memorandum or any other disclosure material prepared or distributed with respect to the Bonds, nor shall the Trustee have -19- any obligation to review any such material, and any such review by the Trustee will not be deemed to create any obligation, duty or liability on the part of the Trustee. (h) Before taking any action under this Article or Article VIII hereof, the Trustee may require indemnity satisfactory to the Trustee be furnished to it to hold the Trustee harmless from any expenses whatsoever and to protect it against any liability it may incur hereunder. (i) The immunities extended to the Trustee also extend to its directors, officers, employees and agents. (j) The permissive right of the Trustee to do things enumerated in this Agreement shall not be construed as a duty. (k) The Trustee may execute any of the trusts or powers hereof and perform any of its duties through attorneys, agents and receivers and shall not be answerable for the conduct of the same if appointed by it with reasonable care. (1) The Trustee shall not be considered in breach of or in default in its obligations hereunder or progress in respect thereto in the event of delay in the performance of such obligations due to unforeseeable causes beyond its control and without its fault or negligence, including, but not limited to, acts of God or of the public enemy or terrorists, acts of a government, acts of the other party, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, earthquakes, explosion, mob violence, riot, inability to procure or general sabotage or rationing of labor, equipment, facilities, sources of energy, material or supplies in the open market, litigation or arbitration involving a party or others relating to zoning or other governmental action or inaction pertaining to the project, malicious mischief, condemnation, and unusually severe weather or delays of suppliers or subcontractors due to such causes or any similar event and/or occurrences beyond the control of the Trustee. (m) The Trustee agrees to accept and act upon facsimile or email transmission of written instructions and/or directions pursuant to this Indenture provided, however, that: (a) subsequent to such facsimile or email transmission of written instructions and/or directions the Trustee shall forthwith receive the originally executed instructions and/or directions, (b) such originally executed instructions and/ or directions shall be signed by a person as may be designated and authorized to sign for the party signing such instructions and/or directions, and (c) the Trustee shall have received a current incumbency certificate containing the specimen signature of such designated person. (n) In no event shall the Trustee be liable for special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Trustee has been advised of the likelihood of such loss or damage and regardless of the form of action. (o) The Trustee will not incur liability for not performing any act or not fulfilling any duty, obligation or responsibility hereunder by reason of any occurrence beyond its control, including but not limited to any act or provision of any present or future law or regulation or governmental authority, natural catastrophes, civil or military disturbances, loss or -20- malfunctions of utilities, any act of God or war, terrorism or the unavailability of the Federal Reserve Bank or other wire or communication facility. Section 6.04. Right to Rely on Documents. The Trustee is protected in acting upon any notice, resolution, requisition, request, consent, order, certificate, report, opinion or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties. The Trustee may consult with counsel, including, without limitation, Bond Counsel or other counsel of or to the City, with regard to legal questions, and the opinion of such counsel is full and complete authorization and protection in respect of any action taken or suffered by the Trustee hereunder in accordance therewith. The Trustee is not bound to recognize any person as the Owner of a Bond unless and until such Bond is submitted for inspection, if required, and such persons title thereto is established to the satisfaction of the Trustee. Whenever in the administration of the trusts imposed upon it by this Agreement the Trustee deems it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved and established by a Certificate of the City, which shall be full warrant to the Trustee for any action taken or suffered in good faith under the provisions of this Agreement in reliance upon such Certificate, but in its discretion the Trustee may (but has no duty to), in lieu thereof, accept other evidence of such matter or may require such additional evidence as to it may deem reasonable. The Trustee may conclusively rely on any certificate or report of any Independent Accountant appointed by the City. Section 6.05. Preservation and Inspection of Documents. The Trustee will retain in its possession, in accordance with its record retention policies, all documents received by it under the provisions of this Agreement, which will be subject during normal business hours, and upon reasonable prior written notice, to the inspection of the City and any Owner, and their agents and representatives duly authorized in writing. Section 6.06. Compensation and Indemnification. Absent any agreement to the contrary, the City will pay to the Trustee from time to time compensation for all services rendered under this Agreement and also all expenses, charges, legal and consulting fees and other disbursements and those of its attorneys (including any allocated costs of internal counsel), agents and employees, incurred in and about the performance of its powers and duties under this Agreement. The Trustee has a first lien on the funds and accounts held by the Trustee hereunder to secure the payment to the Trustee of all fees, costs and expenses, including compensation to its experts, attorneys and counsel incurred in declaring such Event of Default and in exercising the rights and remedies set forth in Article VIII. Any such expenses incurred by the Trustee shall be deemed to constitute a substantial contribution to the trust estate which secures the Bonds. To the extent permitted by law, the City further covenants and agrees to indemnify and save the Trustee and its officers, directors, agents and employees, harmless from and against any loss, expense and liabilities, whether or not litigated, which it may incur arising out of or in -21- the exercise and performance of its powers and duties hereunder, including the costs and expenses of defending against any claim of liability and of enforcing any remedies hereunder and under any related documents, but excluding any and all losses, expenses and liabilities which are due to the negligence or willful misconduct of the Trustee, its officers, directors, agents or employees. The obligations of the City under this Section 6.06 shall survive resignation or removal of the Trustee under this Agreement and payment of the Bonds and discharge of this Agreement. Section 6.07. Accounting Records and Financial Statements. The Trustee shall at all times keep, or cause to be kept, proper books of record and account, prepared in accordance with corporate trust industry standards, in which complete and accurate entries are made of all transactions made by it relating to the proceeds of the Bonds and all funds and accounts established and held by the Trustee under this Agreement. Such books of record and account shall be available for inspection by the City at reasonable hours, during regular business hours, with reasonable prior notice and under reasonable circumstances. The Trustee shall furnish to the City, monthly, an accounting (which may be in the form of its customary statements) of all transactions relating to the proceeds of the Bonds and all funds and accounts held by the Trustee under this Agreement. -22- ARTICLE VII MODIFICATION OR AMENDMENT OF THIS AGREEMENT Section 7.01. Amendments Permitted. (a) Amendment With Owner Consent. This Agreement and the rights and obligations of the City and of the Owners of the Bonds may be modified or amended by the City and the Trustee upon Request of the City at any time by the execution of a Supplemental Agreement, but only with the written consent of the Owners of a majority in aggregate principal amount of the Bonds then Outstanding, exclusive of Bonds disqualified as provided in Section 9.05. Any such Supplemental Agreement becomes effective upon the execution and delivery thereof by the parties thereto and upon consent of the requisite Owners. No such modification or amendment may: (i) extend the maturity of a Bond or reduce the interest rate thereon, or otherwise alter or impair the obligation of the City to pay the principal thereof, or interest thereon, at the time and place and at the rate and in the currency provided therein, without the written consent of the Owner of that Bond; (ii) reduce the percentage of Bonds required for the affirmative vote or written consent to an amendment or modification; or (iii) modify any of the rights or obligations of the Trustee without its written consent. (b) Amendment Without Owner Consent. This Agreement and the rights and obligations of the City and of the Owners of the Bonds may also be modified or amended at any time by a Supplemental Agreement, without the consent of any Owners of the Bonds, and only for any one or more of the following purposes: (i) to add to the covenants and agreements of the City contained in this Agreement, other covenants and agreements thereafter to be observed, or to limit or surrender any rights or power herein reserved to or conferred upon the City; or (ii) to cure any ambiguity, or to cure, correct or supplement any defective provision contained in this Agreement, or in any other respect whatsoever as the City deems necessary or desirable, provided under any circumstances that such modifications or amendments do not materially adversely affect the interests of the Owners in the opinion of Bond Counsel filed with the City and the Trustee. Section 7.02. Effect of Supplemental Agreement. From and after the time any Supplemental Agreement becomes effective under this Article VII, this Agreement shall be deemed to be modified and amended in accordance therewith, the respective rights, duties and -23- obligations of the parties hereto or thereto and all Owners, as the case may be, shall thereafter be determined, exercised and enforced hereunder subject in all respects to such modification and amendment, and all the terms and conditions of any Supplemental Agreement shall be deemed to be part of the terms and conditions of this Agreement for any and all purposes. Section 7.03. Endorsement or Replacement of Bonds After Amendment. After the effective date of any amendment or modification hereof under this Article VII, the City may determine that any or all of the Bonds shall bear a notation, by endorsement in form approved by the City, as to such amendment or modification and in that case upon demand of the City the Owners of such Bonds shall present such Bonds for that purpose at the Office of the Trustee, and thereupon a suitable notation as to such action shall be made on such Bonds. In lieu of such notation, the City may determine that new Bonds shall be prepared and executed in exchange for any or all of the Bonds and in that case upon demand of the City the Owners of the Bonds shall present such Bonds for exchange at the Office of the Trustee without cost to such Owners. Section 7.04. Amendment by Mutual Consent. The provisions of this Article VII shall not prevent any Owner from accepting any amendment as to the particular Bond held by such Owner. Section 7.05. Trustees Reliance. The Trustee may conclusively rely, and is protected in relying, upon a Certificate of the City and an opinion of counsel, which shall be furnished to the Trustee, stating that all requirements of this Agreement relating to the amendment or modification hereof have been satisfied and that such amendments or modifications do not materially adversely affect the interests of the Owners. -24- ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section 8.01. Events of Default. The following events ("Events of Default') shall be events of default hereunder: (a) if default shall be made in the due and punctual payment of the principal of any Bond when and as the same shall become due and payable, whether at maturity as therein expressed, by declaration or otherwise; (b) if default shall be made in the due and punctual payment of any installment of interest on any Bond when and as such interest installment shall become due and payable; (c) if default shall be made by the City in the observance of any of the covenants, agreements or conditions on its part in this Agreement or in the Bonds contained, and such default shall have continued for a period of thirty (30) days after written notice thereof to the City; or (d) if the City shall file a petition seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law of the United States of America, or if a court of competent jurisdiction shall approve a petition, seeking reorganization of the City under the federal bankruptcy laws or any other applicable law of the United States of America, or if, under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the City or of the whole or any substantial part of its property. Section 8.02. Remedies of Owners. Any Owner shall have the right, for the equal benefit and protection of all Owners similarly situated: (a) by mandamus, suit, action or proceeding, to compel the City and its members, officers, agents or employees to perform each and every term, provision and covenant contained in this Agreement and in the Bonds, and to require the carrying out of any or all such covenants and agreements of the City and the fulfillment of all duties imposed upon it; (b) by suit, action or proceeding in equity, to enjoin any acts or things which are unlawful, or the violation of any of the Owners' rights; or (c) upon the happening of any Event of Default, by suit, action or proceeding in any court of competent jurisdiction, to require the City and its members and employees to account as if it and they were the trustees of an express trust. Section 8.03. Non -Waiver. Nothing in this Article VIII or in any other provision of this Agreement, or in the Bonds, shall affect or impair the obligation of the City, which is absolute and unconditional, to pay the principal of and interest on the Bonds to the respective Owners of the Bonds at the respective dates of maturity, as herein provided, or affect or impair the right of -25- action, which is also absolute and unconditional, of such Owners to institute suit to enforce such payment by virtue of the contract embodied in the Bonds. A waiver of any default by any Owner shall not affect any subsequent default or impair any rights or remedies on the subsequent default. No delay or omission of any Owner of any of the Bonds to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein, and every power and remedy conferred upon the Owners by this Article VI may be enforced and exercised from time to time and as often as shall be deemed expedient by the Owners of the Bonds. If a suit, action or proceeding to enforce any right or exercise any remedy be abandoned or determined adversely to the Owners, the City and the Owners shall be restored to their former positions, rights and remedies as if such suit, action or proceeding had not been brought or taken. Section 8.04. Remedies Not Exclusive. No remedy herein conferred upon the Owners of Bonds shall be exclusive of any other remedy and that each and every remedy shall be cumulative and shall be in addition to every other remedy given hereunder or thereafter conferred on the Owners. -26- ARTICLE IX MISCELLANEOUS Section 9.01. Benefits Limited to Parties. Nothing in this Agreement, expressed or implied, gives any person other than the City, the Trustee and the Owners, any right, remedy, claim under or by reason of this Agreement. Any covenants, stipulations, promises or agreements in this Agreement contained by and on behalf of the City are for the sole and exclusive benefit of the Trustee and the Owners. Section 9.02. Successor is Deemed Included in All References to Predecessor. Whenever in this Agreement or any Supplemental Agreement either the City or the Trustee is named or referred to, such reference includes the successors or assigns thereof, and all the covenants and agreements in this Agreement contained by or on behalf of the City or the Trustee binds and inures to the benefit of the respective successors and assigns thereof whether so expressed or not. Section 9.03. Defeasance of Bonds. If the City pays and discharges the entire indebtedness on any Bonds in any one or more of the following ways: (a) by paying or causing to be paid the principal of and interest on such Bonds, as and when the same become due and payable; (b) by irrevocably depositing with the Trustee or an escrow bank, at or before maturity, an amount of cash which, together with the available amounts then on deposit in the funds and accounts established under this Agreement, in the opinion or report of an Independent Accountant is fully sufficient to pay such Bonds, including. all principal and interest; (c) by irrevocably depositing with the Trustee or an escrow bank, non -callable Federal Securities described in clause (a) of the definition thereof, in such amount as an Independent Accountant determines will, together with the interest to accrue thereon and available moneys then on deposit in any of the funds and accounts established under this Agreement, be fully sufficient to pay and discharge the indebtedness on such Bonds (including all principal and interest) at or before maturity; or (d) by purchasing such Bonds prior to maturity and tendering such Bonds to the Trustee for cancellation; and if such Bonds are to be redeemed prior to the maturity thereof notice of such redemption has been duly given or provision satisfactory to the Trustee has been made for the giving of such notice, then, at the election of the City, and notwithstanding that any such Bonds have not been surrendered for payment, all obligations of the Trustee and the City under this Agreement with respect to such Bonds shall cease and terminate, except only: (a) the obligation of the Trustee to transfer and exchange Bonds hereunder, -27- (b) the obligation of the City to pay or cause to be paid to the Owners of such Bonds, from the amounts so deposited with the Trustee, all sums due thereon, and (c) the obligations of the City to compensate and indemnify the Trustee under Section 6.06. The City must file notice of such election with the Trustee. The Trustee shall pay any funds thereafter held by it, which are not required for said purpose, to the City. In the case of a defeasance or payment of all of the Bonds Outstanding in accordance with this Section 9.03, the Trustee shall pay all amounts held by it in any funds or accounts hereunder, which are not required for said purpose or for payment of amounts due the Trustee under Section 6.06, to the City. Section 9.04. Execution of Documents and Proof of Ownership by Owners. Any request, consent, declaration or other instrument which this Agreement may require or permit to be executed by any Owner may be in one or more instruments of similar tenor, and shall be executed by such Owner in person or by their attorneys appointed in writing. Except as otherwise herein expressly provided, the fact and date of the execution by any Owner or his attorney of such request, consent, declaration or other instrument, or of such writing appointing such attorney, may be proved by the certificate of any notary public or other officer authorized to take acknowledgments of deeds to be recorded in the state in which he purports to act, that the person signing such request, declaration or other instrument or writing acknowledged to him the execution thereof, or by an affidavit of a witness of such execution, duly sworn to before such notary public or other officer. The ownership of Bonds and the amount, maturity, number and date of ownership thereof are conclusively proved by the Registration Books. Any request, declaration or other instrument or writing of the Owner of any Bond binds all future Owners of such Bond in respect of anything done or suffered to be done by the City or the Trustee in good faith and in accordance therewith. Section 9.05. Disqualified Bonds. In determining whether the Owners of the requisite aggregate principal amount of Bonds have concurred in any demand, request, direction, consent or waiver under this Agreement, Bonds which are owned or held by or for the account of the City or the City (but excluding Bonds held in any employees retirement fund) must be disregarded and deemed not to be Outstanding for the purpose of any such determination. The Trustee will not be deemed to have knowledge that any Bond is owned or held by the City or the City unless the City or the City is the Registered Owner or the Trustee has received written notice to that effect. Section 9.06. Waiver of Personal Liability. No member, officer, agent or employee of the City is individually or personally liable for the payment of the principal of or interest on the Bonds; but nothing herein contained shall relieve any such member, officer, agent or employee from the performance of any official duty provided by law. -28- Section 9.07. Destruction of Canceled Bonds. Whenever in this Agreement provision is made for the surrender to the City of any Bonds which have been paid or canceled under the provisions of this Agreement, a certificate of destruction duly executed by the Trustee shall be deemed to be the equivalent of the surrender of such canceled Bonds and the City is entitled to rely upon any statement of fact contained in any certificate with respect to the destruction of any such Bonds therein referred to. Section 9.08. Notices. All written notices to be given under this Agreement shall be given by email or first class mail or personal delivery to the party entitled thereto at its address set forth below, or at such address as the party may provide to the other party in writing from time to time. Notice is effective either (a) upon transmission by facsimile transmission or other form of telecommunication, (b) upon actual receipt after deposit in the United States mail, postage prepaid, or (c) in any other case, upon actual receipt. The City or the Trustee may, by written notice to the other parties, from time to time modify the address or number to which communications are to be given hereunder. If to the City; City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Director of Finance Phone: (626) 960-4011 X254 If to the Trustee: U.S. Bank National Association 633 West Fifth Street, 24th Floor Los Angeles, CA 90071 Attention: Global Corporate Trust Services Phone: (213) 615-6062 Section 9.09. Partial Invalidity. If any Section, paragraph, sentence, clause or phrase of this Agreement is for any reason held illegal, invalid or unenforceable, such holding will not affect the validity of the remaining portions of this Agreement. The City and the Trustee hereby declare that they would have entered into this Agreement and each and every other Section, paragraph, sentence, clause or phrase hereof and authorized the issue of the Bonds irrespective of the fact that any one or more Sections, paragraphs, sentences, clauses, or phrases of this Agreement may be held illegal, invalid or unenforceable. Section 9.10. Unclaimed Moneys. Anything contained herein to the contrary notwithstanding, any money held by the Trustee in trust for the payment and discharge of the interest on or principal of the Bonds which remains unclaimed for 2 years after the date when the payments of such interest and principal have become payable, if such money was held by the Trustee at such date, or for 2 years after the date of deposit of such money if deposited with the Trustee after the date when the interest on and principal of such Bonds have become payable, shall be repaid by the Trustee to the City as its absolute property free from trust, and the Trustee shall thereupon be released and discharged with respect thereto and the Owners shall look only to the City for the payment of the principal of and interest on such Bonds. -29- Section 9.11. Execution in Counterparts. This Agreement may be executed in several counterparts, each of which is an original and all of which constitute but one and the same instrument. Section 9.12. Governing Law. This Agreement shall be construed and governed in accordance with the laws of the State of California. -30- IN WITNESS WHEREOF, the City of Baldwin Park has caused this Agreement to be signed in its name by its Chief Executive Officer and attested to by its Assistant City Clerk, and U.S. Bank National Association, in token of its acceptance of the trusts created hereunder, has caused this Agreement to be signed in its corporate name by its officer thereunto duly authorized, all as of the day and year first above written. Attest: CITY OF BALDWIN PARK By Shannon Yauchzee Chief Executive Officer Alejanda Avila City Clerk U.S. BANK NATIONAL ASSOCIATION, as Trustee -31- By Authorized Officer EXHIBIT A DEFINITIONS "Agreement" means this Trust Agreement between the City and the Trustee, as amended or supplemented from time to time by any Supplemental Agreement entered into under the provisions hereof. "Bond Counsel" means (a) Quint & Thimmig LLP, or (b) any other attorney or firm of attorneys appointed by or acceptable to the City of nationally -recognized experience in the issuance of obligations of public entities. "Bond Law" means the provisions of Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, commencing with Section 53570 of said Code, as in effect on the Closing Date or as thereafter amended in accordance with its terms. "Bond Yew' means any twelve-month period beginning on June 2 in any year and extending to the next succeeding June 1, both dates inclusive; except that the first Bond Year begins on the Closing Date and ends on June 1, 2019. "Bonds" means the City of Baldwin Park 2018 Taxable Pension Obligation Bonds issued by the City in the aggregate principal amount of $ under the Bond Law and this Agreement. "Business Day" means a day of the year (other than a Saturday or Sunday) on which banks in California or New York are not required or permitted to be closed, and on which the New York Stock Exchange is open. "Certificate of the City" means a certificate in writing signed by the Mayor, Chief Executive Officer, Director of Finance, Finance Manager, the City Clerk or any Assistant City Clerk of the City, or any other officer of the City duly authorized by the City for that purpose. "City" means the City of Baldwin Park, a general law city and municipal corporation organized and existing under the Constitution and laws of the State of California. "Closing Date" means August 15, 2018, being the date on which the Bonds are delivered by the City to the Original Purchaser. "Costs of Issuance" means all items of expense directly or indirectly payable by or reimbursable to the City relating to the authorization, issuance, sale and delivery of the Bonds, including but not limited to: printing expenses; rating agency fees; filing and recording fees; initial fees, expenses and charges of the Trustee and its counsel, including the Trustees first annual administrative fee; fees, charges and disbursements of attorneys, financial advisors, accounting firms, consultants and other professionals; fees and charges for preparation, execution and safekeeping of the Bonds; and any other cost, charge or fee in connection with the original issuance of the Bonds. "Costs of Issuance Fund" means the fund by that name established and held by the Trustee under Section 3.03. "Debt Service Fund" means the fund by that name established and held by the Trustee under Section 4.03. "Depository" means (a) initially, DTC, and (b) any other Securities Depository acting as Depository under Section 2.04. "Depository System Participant" means any participant in the Depository's book -entry system. "DTC' means The Depository Trust Company, New York, New York, and its successors and assigns. "Event of Default" means any of the events described in Section 8.01. "Federal Securities" means: (a) any direct general obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America), for which the full faith and credit of the United States of America are pledged; (b) obligations of any agency, department or instrumentality of the United States of America, the timely payment of principal and interest on which are directly or indirectly secured or guaranteed by the full faith and credit of the United States of America. "Fiscal Year" means any twelve-month period beginning on July 1 in any year and extending to the next succeeding June 30, both dates inclusive, or any other twelve-month period selected and designated by the City as its official fiscal year period under a Certificate of the City filed with the Trustee. Independent Accountant means any accountant or firm of such accountants duly licensed or registered or entitled to practice and practicing as such under the laws of the State of California, appointed by or acceptable to the City, and who, or each of whom: (a) is in fact independent and not under domination of the City; (b) does not have any substantial interest, direct or indirect, with the City; and (c) is not connected with the City as an officer or employee of the City, but who may be regularly retained to make reports to the City. "Information Services" means the Electronic Municipal Market Access System (referred to as "EMMA"), a facility of the Municipal Securities Rulemaking Board (at http://emma.msrb.org) or, in accordance with then current guidelines of the Securities and Exchange Commission, such other addresses and/or such other national information services providing information with respect to called bonds as the City may designate to the Trustee. "Interest Account" means the account by that name established and held by the Trustee under Section 4.03. Exhibit A Page 2 2018. "Interest Payment Date" means each June 1 and December 1, commencing December 1, "Moody's" means Moody's Investors Service, its successors and assigns. "Nominee" means (a) initially, Cede & Co. as nominee of DTC, and (b) any other nominee of the Depository designated under Section 2.04(a). "Office" means, with respect to the Trustee, the corporate trust office of the Trustee at the address set forth in Section 9.08, or at such other or additional offices as may be specified by the Trustee in writing to the City; except that with respect to presentation of Bonds for payment or for registration of transfer and exchange, such term means the office or agency of the Trustee at which, at any particular time, its corporate trust agency business is conducted. "Original Purchaser" means Hilltop Securities Inc., as original purchaser of the Bonds upon the negotiated sale thereof. "Outstanding", when used as of any particular time with reference to Bonds, means (subject to the provisions of Section 9.05) all Bonds except: (a) Bonds theretofore canceled by the Trustee or surrendered to the Trustee for cancellation; (b) Bonds paid or deemed to have been paid within the meaning of Section 9.03; and (c) Bonds in lieu of or in substitution for which other Bonds have been authorized, executed, issued and delivered by the City hereunder. "Owner" means, with respect to any Bond, the person in whose name the ownership of such Bond is registered on the Registration Books. "Permitted Investments" means any of the following which at the time of investment are legal investments under the laws of the State of California for the moneys proposed to be invested therein: (a) Federal Securities. (b) Direct obligations of any of the following agencies of the United States of America, which are not fully guaranteed by the full faith and credit of the United States of America: (i) senior debt obligations of the Federal National Mortgage Association rated Aaa by Moody's and AAA by S&P; (ii) participation certificates and senior debt obligations rated Aaa by Moody's and AAA by S&P of the Federal Home Loan Mortgage Corporation; (iii) consolidated debt obligations of the Federal Home Loan Banks; (iv) debt obligations of the Student Loan Marketing Association; and (v) debt obligations of the Resolution Funding Corporation. (c) Direct, general obligations of any state of the United States of America or any subdivision or agency thereof whose uninsured and unguaranteed general obligation debt is rated, at the time of purchase, Aa or better by Moody's and AA or better by S&P, or any obligation fully and unconditionally guaranteed by any state, subdivision or agency whose uninsured and unguaranteed general obligation debt is rated, at the time of purchase, Aa or better by Moody's and AA or better by S&P. Exhibit A Page 3 (d) Commercial paper (having original maturities of not more than 270 days) rated, at the time of purchase, P-1 by Moody's and A-1 or better by S&P. (e) Certificates of deposit, savings accounts, deposit accounts or money market deposits (including those of the Trustee or its affiliates) in amounts that are continuously and fully insured by the Federal Deposit Insurance Corporation, including the Bank Insurance Fund or collateralized by Permitted Investments described in clause (a) hereof for amounts in excess of insurance. (f) Certificates of deposit, deposit accounts, federal funds or bankers' acceptances (in each case having maturities of not more than 365 days following the date of purchase) of any domestic commercial bank or United States branch office of a foreign bank (including the Trustee or its affiliates), provided that such baWs short-term certificates of deposit are rated P- 1 by Moody's and A-1 or better by S&P (not considering holding company ratings). (g) Money market funds (including funds for which the Trustee, its affiliates or subsidiaries, provide investment advisory or other management services) rated AAAm or AAAm-G by S&P but excluding such funds with a floating net asset value. (h) The Local Agency Investment Fund which is administered by the California Treasurer for the investment of funds belonging to local agencies within the State of California, provided for investment of funds held by the Trustee, the Trustee is entitled to make investments and withdrawals in its own name as Trustee. "Principal Account" means the account by that name established and held by the Trustee under Section 4.03. "Record Date" means, with respect to any Interest Payment Date, the close of business on the 15th calendar day of the month preceding such Interest Payment Date, whether or not such 15th calendar day is a Business Day. "Redemption Fund" means the account by that name established and held by the Trustee under Section 4.04. "Registration Books" means the records maintained by the Trustee under Section 2.07 for the registration and transfer of ownership of the Bonds. "Request of the Citi" means a request in writing signed by the Mayor, Chief Executive Officer, Director of Finance, the Finance Manager or City Clerk or any Assistant City Clerk of the City, or any other officer of the City duly authorized by the City for that purpose. "S&P" means S&P Global Ratings, a Standard & Poor s Financial Services LLC business, New York, New York, or its successors. "Securities Depositories" means The Depository Trust Company, 55 Water Street, 50th Floor, New York, NY 10041-0099, Attention: Call Notification Department, Fax (212) 855-7232; Exhibit A Page 4 and, in accordance with then current guidelines of the Securities and Exchange Commission, such other addresses and/or such other securities depositories as the City may designate to the Trustee. "Sinking Account" means the account by that name established and held by the Trustee under Section 4.03. "Supplemental Agreement" means any agreement or other instrument which amends, supplements or modifies this Agreement and which has been duly entered into between the City and the Trustee; but only if and to the extent that such Supplemental Agreement is specifically authorized hereunder. "Trustee" means U.S. Bank National Association, as Trustee hereunder, or any successor thereto appointed as Trustee hereunder in accordance with the provisions of Article VI. Exhibit A Page 5 EXHIBIT B FORM OF BONDS UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTY OF LOS ANGELES CITY OF BALDWIN PARK 2018 Taxable Pension Obligation Bond INTEREST RATE: MATURITY DATE: TORIGINAL ISSUE DATE: CUSIP: % June 1, August 15, 2018 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: DOLLARS The CITY OF BALDWIN PARK, a general law city and municipal corporation duly organized and existing under the Constitution and laws of the State of California (the "City"), for value received, hereby promises to pay to the Registered Owner specified above or registered assigns (the "Registered Owner"), on the Maturity Date specified above (subject to any right of prior redemption hereinafter provided for), the Principal Amount specified above, in lawful money of the United States of America, and to pay interest thereon in like lawful money from the Interest Payment Date (as hereinafter defined) next preceding the date of authentication of this Bond unless (i) this Bond is authenticated on or before an Interest Payment Date and after the close of business on the 15th day of the month preceding such Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or (ii) this Bond is authenticated on or before November 15, 2018, in which event it shall bear interest from the Original Issue Date specified above; provided, however, that if at the time of authentication of this Bond, interest is in default on this Bond, this Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment on this Bond, at the Interest Rate per annum specified above, payable semiannually on June 1 and December 1 in each year, commencing December 1, 2018 (the "Interest Payment Dates"), calculated on the basis of a 360 -day year composed of twelve 30 -day months. The principal hereof are payable upon presentation and surrender hereof at the corporate trust office of U.S. Bank National Association, in St. Paul, Minnesota, or such other place as designated by the Trustee (the "Trust Office"), as trustee (the "Trustee'). Interest hereon is payable by check of the Trustee mailed on the applicable Interest Payment Date to the Registered Owner hereof at the Registered Owner's address as it appears on the registration books of the Trustee as of the close of business on the fifteenth day of the month preceding each Interest Payment Date (a "Record Date"), or, upon written request filed with the Trustee as of such Record Date by a registered owner of at least $1,000,000 in aggregate principal amount of B-1 Bonds, by wire transfer in immediately available funds to an account in the United States designated by such registered owner in such written request. This Bond is one of a duly authorized issue of bonds of the City designated as the "City of Baldwin Park 2018 Taxable Pension Obligation Bonds (the "Bonds"), in an aggregate principal amount of $ , issued under the provisions of Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, commencing with Section 53570 of said Code, and under a Trust Agreement dated as of December 1, 2018, between the City and the Trustee (the "Trust Agreement") and a resolution of the City Council of the City adopted on April 2, 2018, authorizing the issuance of the Bonds. The City has issued the Bonds to refund refunding the City's obligations to California Public Employees' Retirement System ("PERS") evidenced by the contract between the Board of Administration of PERS and the City Council of the City, effective January 1, 1968, for a portion of the City's unfunded accrued actuarial liability with respect to pension benefits under the Retirement Law, to reimburse the City for the advance of funds used for the early redemption on August 1, 2016, of the City's Taxable Pension Obligation Refunding Bonds, Series 2006 (the "2006 Bonds"), and to pay the costs of issuance. Reference is hereby made to the Trust Agreement (copies of which are on file at the office of the City) and all supplements thereto for a description of the terms on which the Bonds are issued, the provisions with regard to the security for the Bonds, the rights thereunder of the owners of the Bonds and the rights, duties and immunities of the Trustee and the rights and obligations of the City thereunder, to all of the provisions of which the Registered Owner of this Bond, by acceptance hereof, assents and agrees. This Bond and the interest hereon are obligations of the City, payable from any source of legally available funds of the City, including the General Fund of the City. The Bonds are not secured by a pledge of or lien any specific revenues, income or funds of the City. The obligations of the City under the Bonds, including the obligation to make all payments of interest and principal when due, are obligations of the City imposed by law and are absolute and unconditional, without any right of set-off or counterclaim. The Bonds do not constitute an obligation of the City for which the City is obligated to levy or pledge any form of taxation. Neither the Bonds nor the obligations of the City to make payments on the Bonds constitute an indebtedness of the City, the State of California, or any of its political subdivisions in contravention of any constitutional or statutory debt limitation or restriction. The City Council of the City is obligated to make appropriations to pay the Bonds from any source of legally available funds of the City. The City Council is obligated in each Fiscal Year to appropriate all amounts from such funds as may be required to pay the aggregate amount of the principal of and the interest on the Bonds coming due and payable in such Fiscal Year. The rights and obligations of the City and the owners of the Bonds may be modified or amended at any time in the manner, to the extent and upon the terms provided in the Trust Agreement, but no such modification or amendment shall extend the fixed maturity of any Bonds, or reduce the amount of principal thereof, or extend the time of payment, or change the method of computing the rate of interest thereon, or extend the time of payment of interest thereon, without the consent of the owner of each Bond so affected. Exhibit B Page 2 The Bonds maturing on or before June 1, are not subject to optional redemption prior to their respective stated maturities. The Bonds maturing after June 1, , are subject to optional redemption from any source of available funds of the City, prior to their respective maturities, in whole or in part among maturities as shall be specified by the City, and by lot within a maturity, on any date on or after June 1, , at a redemption price equal to 100% of the principal amount of the Bonds to be redeemed, plus accrued interest thereon to the date of redemption, without premium. The Bonds maturing June 1, , are subject to mandatory redemption from mandatory Sinking Account payments, in part, by lot, on June 1, , and on each June 1 thereafter to and including June 1, , from money on hand in the Sinking Account at a redemption price equal to the principal amount thereof, plus accrued interest thereon to the redemption date, without premium, as set forth below (subject to modification in the event of an optional redemption mentioned above): Redemption Date (June 1) tMaturity Principal Amount The Bonds maturing June 1, , are subject to mandatory redemption from mandatory Sinking Account payments, in part, by lot, on June 1, , and on each June 1 thereafter to and including June 1, , from money on hand in the Sinking Account at a redemption price equal to the principal amount thereof, plus accrued interest thereon to the redemption date, without premium, as set forth below (subject to modification in the event of an optional redemption mentioned above): Redemption Date (June 1) tMaturity Principal Amount As provided in the Trust Agreement, notice of redemption will be mailed by the Trustee by first class mail not less than 20 nor more than 60 days prior to the redemption date to the respective owners of any Bonds designated for redemption at their addresses appearing on the registration books of the Trustee, but neither failure to receive such notice nor any defect in the notice so mailed shall affect the sufficiency of the proceedings for redemption or the cessation of accrual of interest thereon from and after the date fixed for redemption. Exhibit B Page 3 If this Bond is called for redemption and payment is duly provided therefor as specified in the Trust Agreement, interest shall cease to accrue hereon from and after the date fixed for redemption. This Bond is transferable by the Registered Owner hereof, in person or by his attorney duly authorized in writing, at the Trust Office, but only in the manner, subject to the limitations and upon payment of the charges provided in the Trust Agreement, and upon surrender and cancellation of this Bond. Upon registration of such transfer, a new Bond or Bonds, of authorized denomination or denominations, for the same aggregate principal amount and of the same maturity will be issued to the transferee in exchange herefor. This Bond may be exchanged at the Trust Office for Bonds of the same tenor, aggregate principal amount, interest rate and maturity, of other authorized denominations. The City and the Trustee may treat the Registered Owner, hereof as the absolute owner hereof for all purposes, and the City and the Trustee shall not be affected by any notice to the contrary. Unless this Bond is presented by an authorized representative of The Depository Trust Company to the City or the Trustee for registration of transfer, exchange or payment, and any Bond issued is registered in the name of Cede & Co. or such other name as requested by an authorized representative of The Depository Trust Company and any payment is made to Cede & Co., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, Cede & Co., has an interest herein. It is hereby certified by the City that all of the things, conditions and acts required to exist, to have happened or to have been performed precedent to and in the issuance of this Bond do exist, have happened or have been performed in due and regular time, form and manner as required by the Trust Agreement and the laws of the State of California and that the amount of this Bond, together with all other indebtedness of the City, does not exceed any limit prescribed by the Trust Agreement or any laws of the State of California, and is not in excess of the amount of Bonds permitted to be issued under the Trust Agreement. This Bond shall not be entitled to any benefit under the Trust Agreement or become valid or obligatory for any purpose until the certificate of authentication hereon endorsed has been manually signed by the Trustee. Exhibit B Page 4 IN WITNESS WHEREOF, the City of Baldwin Park has caused this Bond to be executed in its name and on its behalf with the facsimile signature of its Mayor and attested to by the facsimile signature of its Assistant City Clerk, all as of the Original Issue Date specified above. Attest: Dated: CITY OF BALDWIN PARK to Alejanda Avila City Clerk Manuel Lozano Mayor CERTIFICATE OF AUTHENTICATION This is one of the Bonds described in the within -mentioned Trust Agreement. U.S. BANK NATIONAL ASSOCIATION, as Trustee M Exhibit B Page 5 Authorized Signatory ASSIGNMENT For value received, the undersigned do(es) hereby sell, assign and transfer unto (Name, Address and Tax Identification or Social Security Number of Assignee) the within Bond and do(es) hereby irrevocably constitute(s) and appoint(s) attorney, to transfer the same on the registration books of the Trustee with full power of substitution in the premises. Dated: Signature Guaranteed: Notice: Signature(s) must be guaranteed by Notice: The signature on this assignment must a qualified guarantor institution. correspond with the name(s) as written on the face of the within bond in every particular without alteration or enlargement or any change whatsoever." Exhibit B Page 6 PERS UAL by Amortization Base Reason for Base ASSUMPTION CHANGE BENEFIT CHANGE METHOD CHANGE BENEFIT CHANGE ASSUMPTION CHANGE SPECIAL (GAIN)/LOSS SPECIAL (GAIN)/LOSS ASSUMPTION CHANGE SPECIAL (GAIN)/LOSS PAYMENT (GAIN)/LOSS (GAIN)/LOSS (GAIN)/LOSS ASSET (GAIN)/LOSS SHARE OF PRE -2013 POOL UAL NON -ASSET (GAIN)/LOSS ASSUMPTION CHANGE (GAIN)/LOSS NON -ASSET (GAIN)/LOSS ASSET (GAIN)/LOSS (GAIN)/LOSS ASSET (GAIN)/LOSS NON -ASSET (GAIN)/LOSS ASSUMPTION CHANGE (GAIN)/LOSS ASSET (GAIN)/LOSS NON -ASSET (GAIN)/LOSS ASSUMPTION CHANGE (7.375-7. NON -ASSET (GAIN)/LOSS (GAIN)/LOSS (11.2% Return) Combined Bases at June 30, 2018 Date Actual PERS Balance 6/30/18 Established Miscellaneous 6/30/03 1,522,167 6/30/04 1,744,919 6/30/04 (126,749) 6/30/07 443,220 6/30/09 1,521,534 6/30/09 1,806,439 6/30/10 2,601,346 6/30/11 1,259,048 6/30/11 (277,342) 6/30/12 (301,586) 6/30/12 (1,790,706) 6/30/13 7,156,144 6/30/13 - 6/30/13 - 6/30/13 - 6/30/14 3,825,101 6/30/14 (5,490,508) 6/30/14 - 6/30/14 - 6/30/15 3,386,737 6/30/15 - 6/30/15 - 6/30/16 1,382,886 6/30/16 4,612,895 Safejy 11,946,404 10,152,817 (135,619) 5,605,538 104,267 (8,363,534) 4,962,370 (18,323) 1,908,868 6/30/16 - 6,041,988 6/30/16 - (999,547) 6/30/17 1,908,599 2,258,347 6/30/17 - 73,589 6/30/17 (1,669,525) (2,874,111) 1,630,371 23,514,619 30,663,054 Total 1,522,167 1,744,919 (126,749) 443,220 1,521,534 1,806,439 2,601,346 1,259,048 (277,342) (301,586) (1,790,706) 7,156,144 11,946,404 10,152,817 (135,619) 9,430,639 (5,490,508) 104,267 (8,363,534) 3,386,737 4,962,370 (18,323) 3,291,754 4,612,895 6,041,988 (999,547) 4,166,946 73,589 (4,543,636) 54,177,673 Interest on balance through 12/4/18 710,337 926,280 1,636,617 Interest Credit on Prepaid UAL to 12/4/18 (46,703) (49,251) (95,954) 18-19 Prepayment (1,546,037) 1,630,371 (3,176,408) Prepayment Estimate at December 4, 2018 22,632,216 29,909,712 52,541,928 Attachment 3 Projected UAL Payment Requirements Existing/ Mise UAL Safety UAL Projected FYE 6/30 at 7.25% at 7.25% PERS Payments r 2018 1,257,288 1,236,677 2,493,965 Attachment 4 3,176,406 3,849,129 4,297,434 4,778,984 5,158,985 5,331,201 5,484,478 4,976,812 5,143,597 5,291,473 5,443,602 5,530,538 5,689,539 5,630,907 5,536,004 5,255,867 5,037,575 4,664,227 4,265,246 2,791,309 2,611,787 2,532,132 2,604,930 1,960,306 1,537,879 1,251,566 909,275 397,857 289,959 111,429,004 2019 1,546,035 1,630,371 r 2020 1,837,546 2,011,583 r 2021 2,047,031 2,250,403 r 2022 2,270,108 2,508,876 r 2023 2,453,255 2,705,730 r 2024 2,541,354 2,789,847 r 2025 2,614,423 2,870,055 r 2026 2,024,243 2,952,569 r 2027 2,106,141 3,037,456 r 2028 2,166,690 3,124,783 r 2029 2,228,982 3,214,620 r 2030 2,223,497 3,307,041 r 2031 2,287,421 3,402,118 r 2032 2,130,978 3,499,929 r 2033 2,088,088 3,447,916 r 2034 1,865,848 3,390,019 r 2035 1,768,247 3,269,328 r 2036 1,599,744 3,064,483 r 2037 1,420,089 2,845,157 r 2038 1,348,796 1,442,513 r 2039 1,272,231 1,339,556 r 2040 1,237,409 1,294,723 r 2041 1,272,983 1,331,947 r 2042 890,141 1,070,165 r 2043 529,242 1,008,637 r 2044 444,200 807,366 r 2045 461,629 447,646 r 2046 244,290 153,567 r 2047 207,757 82,202 2048 - r - 47,128,398 64,300,606 Attachment 4 3,176,406 3,849,129 4,297,434 4,778,984 5,158,985 5,331,201 5,484,478 4,976,812 5,143,597 5,291,473 5,443,602 5,530,538 5,689,539 5,630,907 5,536,004 5,255,867 5,037,575 4,664,227 4,265,246 2,791,309 2,611,787 2,532,132 2,604,930 1,960,306 1,537,879 1,251,566 909,275 397,857 289,959 111,429,004 Bond Schedule * Existing/ $53 M Projected 2018 POB FYE 6/30 FYE 6/30 PERS Payments Debt Service V 2018 2018 2,493,965 Savings (Cost) to Annual PERS Compare with 2017-18 + Final 2007 POB Payment 4,384,965 2019 2019 ** 1,130,000 (1,130,000) 3,254,965 2020 2020 3,849,129 3,819,000 30,129 565,965 2021 2021 4,297,434 3,875,000 422,434 509,965 2022 2022 4,778,984 3,877,000 901,984 507,965 2023 2023 5,158,985 3,874,000 1,284,985 510,965 2024 2024 5,331,201 3,871,000 1,460,201 513,965 2025 2025 5,484,478 3,874,000 1,610,478 510,965 2026 2026 4,976,812 3,875,000 1,101,812 509,965 2027 2027 5,143,597 3,876,000 1,267,597 508,965 2028 2028 5,291,473 3,876,000 1,415,473 508,965 2029 2029 5,443,602 3,872,000 1,571,602 512,965 2030 2030 5,530,538 3,872,000 1,658,538 512,965 2031 2031 5,689,539 3,872,000 1,817,539 512,965 2032 2032 5,630,907 3,875,000 1,755,907 509,965 2033 2033 5,536,004 3,872,000 1,664,004 512,965 2034 2034 5,255,867 3,874,000 1,381,867 510,965 2035 2035 5,037,575 3,872,000 1,165,575 512,965 2036 2036 4,664,227 3,876,000 788,227 508,965 2037 2037 4,265,246 3,872,000 393,246 512,965 2038 2038 2,791,309 2,783,000 8,309 1,601,965 2039 2039 2,611,787 2,607,000 4,787 1,777,965 2040 2040 2,532,132 2,524,000 8,132 1,860,965 2041 2041 2,604,930 2,600,000 4,930 1,784,965 2042 2042 1,960,306 1,953,000 7,306 2,431,965 2043 2043 1,537,879 1,532,000 5,879 2,852,965 2044 2044 1,251,566 1,251,000 566 3,133,965 2045 2045 909,275 - 909,275 4,384,965 2046 2046 397,857 - 397,857 4,384,965 2047 2047 289,959 - 289,959 4,384,965 2048 2048 - - - 4,384,965 108,252,598 86,054,000 22,198,598 45,494,950 * Estimated, subject to change based on market conditions. * * Paid in full in July 2018 Attachment 5 Estimated Costs of Issuance Estimated cost based on an approximate issue of $53,000,000 to prepay $52,542,000 UAL Balance Underwriter $145,750 Bond Counsel 75,000 Disclosure Counsel 10,000 Validation Action 7,500 City Attorney (re Validation) 5,000 Financial Advisor 78,000 Financial Advisor - Prepare OS 16,000 Printing 2,000 Trustee 2,750 Rating Agency Fee 31,000 $373,000 Attachment 6 ITEM NO. J/1 _ TO: Honorable Mayor and Members of the City Council FROM: Rose Tam, Director of Finance DATE: August 15, 2018 SUBJECT: Successor Agency To The Dissolved Community Development Commission of the City Of Baldwin Park Warrants and Demands SUMMARY Attached is the Warrants and Demands Registers for the Successor Agency to the Dissolved community Development Commission of The City of Baldwin to be ratified by the City Council. RECOMMENDATION Staff recommends that the Board ratify the attached Warrants and Demands Registers. FISCAL IMPACT The total of the attached Warrants Register for Successor Agency of the City of Baldwin Park is $2,000.00. 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 June 12 to August 6, 2018 Successor Agency Warrant with check number 13538 in the total amount of $2,000.00 was 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. LEGAL REVIEW Not Applicable ATTACHMENT 1. Check Register Attachment 1 . Check Register City of Baldwin Park, CA By (None) Payment Dates 05/12/2018 - 08/05/2018 Payment Number Payment Date Vendor Name Description (item) Account Number Amount 13538 08/01/2018 US BANK TRUSTEE FEE FOR 5/18-4/201 838-00-000.55750-14900 21000.00 Grand Total: 2,000.00 8/1/2018 2:54:45 PM Page i of 2 Check Register Fund Summary Fund 838 - BP MERGED 2017 REFINANCE Grand Total: Account Number 838400.000-55750-14900 Project Account Key • None" Account Summary Account Name TRUSTEE FEES Grand Total. Project Account Summary Grand Total: Payment Dates: 06/12/2018 - 08/06/2018 Payment Amount 2,000.00 2,000.00 Payment Amount 2,000.00 2,000.00 Payment Amount 2,000.00 2,000.00 Report Summary 8/t/2D18 2:54:45 PM Page 2 of 2 STAFF REPORT 41 ITEM NO. / TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works e*-"\ A-�, DATE: August 15, 2018 (carried over from July 1 , 2108) SUBJECT: Approval and direction to proceed with a Professional Services Agreement for Transit Services SUMMARY This item requests that the City Council provide approval and direction to proceed with a Professional Services Agreement (PSA) for management of the City's Transit Services and Operations. Staff is requesting consideration of a 2 -year contract extension to Southland Transit Inc., through an amendment to the existing Agreement. The amendment will be in lieu of an award of a 5 -year Transit Services Agreement to provide Fixed Route, Dial -A -Ride and future Commuter Express Line services due to unfavorable costs proposals in the recently circulated Request for Proposal (RFP). RECOMMENDATION It is recommended that the City Council: 1. Approve a 2 -year contract extension to Southland Transit Inc. (STI) at the current rate; and, 2. Authorize the Mayor to execute a Second Amendment to the existing Agreement for a 2 -year extension with STI. FISCAL IMPACT Approval of an extension to Southland Transit, Inc's. agreement will not impact the City's General Fund. Costs for the services is currently budgeted for FY2018-19 through Prop A — Fund 244. Transit Services Costs Summary Annual Costs i MV Transportation, Inc. Year 1 Year 2 Year 3 Year 4 Year 5 Five -Year Totals Fixed and Dial A Ride rate $67.47 $66.75 $71.38 $72.55 $73.76 Annual cost $1,686,750.00 $1,668,750.00 $1,784,500.00 $1,813,750.00 $1,844,000.00 $8,797,750.00 AnnuaG Bus shelter Mainten. & ;Advertisement Rev. ($33,660.00) ($33,660.00) ($33,660.00) ($33,660.00) ($33,660.00) ($168,300.00) $8,629,450.00 Southland Transit, Inc. Fixed and Dial A Ride rate $68.20 $71.20 $73.70 $75.56 $77.47 Annual cost $1,705,000.00 $1,780,000.00 $1,842,500.00 $1,889,000.00 $1,936,750.00 $9,153,250.00 Annual! Bus shelter Mainten. & Advertisement Rev. ($55,000.00) ($56,650.00) ($58,383.00) ($58,383.00) ($59,383.00) ($287,799.00) $8,866,451.02 PCA Management Fixed and Dial A Ride rate $69.31 $71.39 $73.53 $75.74 $78.01 Annual cost $1,732,750.00 $1,784,732.50 $1,838,292.50 $1,893,397.50 $1,950,305.00 $9,199,477.50 Annual) Bus shelter Mainten. & Advertisement Rev. ($37,200.00) ($37,200.00) {$37,200.00) ($37,200.00) ($37,200.00) ($186,000.00) $9,013,477.50 Note: Does not include fairbox revenue credit 'Annual costs based on 25,000 hrs./ vear The current annual transit services budget is $1.2 million including an annual average credit of $130,000 from the Los Angeles County Metropolitan Transportation Authority (LACMTA) for program reporting through the National Transit Database (NTD). Should the City Council opt to award a new 5 - year PSA to an RFP proposer, an additional funding appropriation between $300,000 - $400,000 annually would be required to make up the budget shortfall due to variances in operational hourly costs proposed by the respondents. The funds could be appropriated from Prop. C and/or Measure R. This would require approval from MTA, but more importantly it could have a negative impact on CIP project priorities. BACKGROUND Southland Transit has been the City's transit service operator for about 25 years. Started as San Gabriel Valley Transit in 1994, Baldwin Park was one of its first clients. On June 5, 2014, City Council awarded to Southland Transit, Inc., a 5 -year transit services contract. In 2015 the City changed the fixed route bus service by reducing the operation from 6 buses to 4 buses as recommended by the Berkshire Group study. On February 21, 2018 City Council directed Staff to issue a notice of termination to Southland Transit, Inc. and directed Staff to prepare a transit services RFP for a 5 -year contract. DISCUSSION The City of Baldwin Park solicited proposals through an RFP process for services from transit companies to operate and manage the City's public transit system. Three proposals were received and opened on April 26, 2018. A five-year contract term was desired commencing on June 1, 2018. However, after performing a bid analysis the City would need to increase funding between $300,000 to $400,000 exceeding the City's Prop. A allocation. To avoid budgetary constraints Staff recommends extending the current contract with amendments to a 2 -year term. During this 2 -year period, staff can grow the program without exceeding funding projections. Our current contract allows for two concurrent 2 -year extension at the City Council's discretion. The contract extensions come with the provision that any changes in the terms and conditions of the contract are mutually agreed upon by both parties and subject to the maximum increase for Transit Services for each option period described in the contract and approved amendments. Copies of Transit Services Proposals are available at the City Clerk's office and on the City's Website. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ALTERNATIVES 1. The City Council may choose not to award a 2 -year extension and direct Staff to solicit proposals through another RFP process that meets the current budgeted levels. This option will require that the City Council approve an extension to the existing contract on a month-to- month basis as the 90 -day termination deadline for the existing contract is May 31, 2018. 2. Select a firm from the proposals received and award a new PSA for Transit Services. This option will require an appropriation of additional funds from Prop C and Measure R. 3. Provide Staff with alternative direction. ATTACHMENTS 1. Amendment for 2 -Year extension of existing agreement with Southland Transit Inc. Attachment 1 AMENDMENT NO.2 TO AGREEMENT THIS AMENDS THE AGREEMENT entered into on the 5t" day of June 2013. THE SECOND AMENDMENT TO THE AGREEMENT WITH SOUTHLAND TRANSIT, INC. FOR PROVIDING TRANSIT SERVICES TO THE CITY OF BALDWIN PARK (this "Second Amendment') is dated as of AUGUST 15, 2018 (the "Amendment Date") and entered into by and between the CITY OF BALDWIN PARK, a California municipal corporation ("City"), and SOUTHLAND TRANSIT, INC. ("STI"). RECITALS A. The City and STI, entered into a Transit Services Agreement dated June 5, 2013 (the "Agreement"), to provide transit services to the public for a five-year term; and B. As of the Effective Date of this Second Amendment, the Agreement as amended on Mach 13, 2017 remains in effect; and C. The City and STI have mutually agreed to amend the Agreement, as provided for in Section 2 to extend the term for two -years. Therefore, the Agreement is amended as follows: 1. Section 2 Term of the Agreement is amended as follows: This Agreement shall continue for a term of two (2) year (the "Amendment Term") commencing on the Amendment Date. This Agreement shall not automatically renew at the end of the two (2) year extension term; provided, the any changes in the terms and conditions of this agreement are mutually agreed upon by both parties. Should STI not want to continue providing transit services STI shall give written notice to the City of Baldwin Park its intent not to renew this Agreement at least (90 days) prior to the expiration of the Amendment Term or then effective Renewal Term. 2. Section 22 "Designated Representatives" of Agreement is amended to update STI and City notice information as follows: (A) Southland Transit, Inc. 3650 Rockwell Avenue EI Monte, CA 91731 Attn: Jason Snow, Vice President/COO (B) City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attn: Sam Gutierrez, Director of Public Works TO EFFECTUATE THIS FIRST AMENDMENT TO THE AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below. IN WITNESS WHEREOF, and in order to bind themselves legally to the terms and conditions of this Second Amendment, the duly authorized representatives of the parties have executed this Second Amendment as of the Amendment Date. CITY OF BALDWIN PARK, a California municipal corporation 2 Date: Manuel Lozano, Mayor SOUTHLAND TRANSIT, INC. M ATTEST: City Clerk 2018 Jason Snow, Vice President/COO Date: , 2018 STAFF REPORT ITEM NO. 15 TO: Honorable Mayor and Members of the City Council FROM: Sam Gutierrez, Director of Public Works 4 K DATE: August 15, 2018 (carried over from July 18, 8)`" SUBJECT: Direction and approval of an Official Police Tow Service Franchise SUMMARY This item requests that the City Council provide direction and approval for an Official Police Tow Service Franchise. In accordance with Chapter 100 of the City of Baldwin Park Municipal Code (BPMC) at the expiration of an existing Official Police Tow Service Franchise, a Request for Qualifications (RFQ) must be prepared and the most qualified proposal(s) selected for recommendation to the City Council. The City's current Official Police Tow Franchise will expire on August 20, 2018. RECOMMENDATION Staff recommends that the City Council direct staff to proceed with one of the following options for the Official Police Tow Service Franchise: Option 1: Accept the proposal from Royal Coaches Autobody and Towing and authorize the Mayor to execute a Franchise Agreement for Official Police Tow Service. Royal Coaches Autobody and Towing. Option 2: Accept the proposal from Hadley Tow and authorize the Mayor to execute a Franchise Agreement for Official Police Tow Service. Option 3: Accept the proposals from Royal Coaches Autobody and Towing and Hadley Tow and authorize the Mayor to execute a Franchise Agreement with both firms. FISCAL IMPACT Approval of this item will not impact the General Fund. An Official Police Tow Service provider which is granted a franchise pursuant to the provisions of Chapter 100 of the BPMC is required to pay the City a franchise fee of twenty-five percent (25%) of the total gross revenue of an Official Police Tow Service derived from the tows assigned by the Police Department including storage of the vehicles. The franchise fee will be payable on a monthly basis to the City during the term of the franchise. BACKGROUND The City's current Official Police Tow Service Franchise will expire on August 20, 2016. Chapter 100 of the BPMC requires that the Chief Executive Office or his designee select the most qualified proposals for recommendation. On June 5, 2018 The Public Works Department sent out a Request for Qualifications (RFQ) for Police Towing Services soliciting proposals from qualified firms for providing tow services when such service is called for by the Baldwin Park Police Department. The towing services entail the towing of vehicles involved in accidents or disabled by other causes; removal of vehicles that impede the flow of traffic; impounding of vehicles for evidence; removal and storage of vehicles abandoned in public places or on private property; and for any other reason within the jurisdiction of the Police Department. On June 25, 2018 proposals were received from Royal Coaches Autobody and Towing and Hadley Tow. Proposal evaluation criteria consisted of demonstrated qualifications, understanding and approach to the scope of work, facilities and equipment available to perform work, staffing levels and response time. Royal Coaches' yard and business office are located approximately 0.8 miles from the Police Department. The nearness of Royal Coaches to the Police Department is very convenient for vehicle owners retrieving impounded vehicles. By contrast, Hadley Tow's yard and business office are located approximately 2.5 miles from the Police Department. Both Royal Coaches and Hadley Tow offer the same franchise fee to the City and both have tow -yards and business offices in the City of Baldwin Park. Also, both companies are certified by the California Highway Patrol (CHP). Royal Coaches is CHP approved for all vehicle classes and storage facilities for all Area Districts in Baldwin Park. Hadley Tow is only Class "A" (light duty) CHP Approved and only one storage facility is approved for three (3) Area Districts. A new facility currently undergoing remodeling was not ready for this year's CHP inspections therefore not CHP Approved. Based on the results of the evaluations, Staff has deemed both firms qualified to provide Official Police Tow Services. Therefore, staff has outlined the following options for the City Council to consider: Option 1: Accept the proposal from Royal Coaches Autobody and Towing and move forward with an Official Police Tow Services Franchise Agreement. Option 2: Accept the proposal from Hadley Tow and move forward with an Official Police Tow Services Franchise Agreement. Option 3: Accept the proposals from both Royal Coaches Autobody and Towing and Hadley Two and move forward with multiple Official Police Tow Services Franchise Agreements. Option 3 is allowed by the BMPC, however using multiple towing companies could be cumbersome for the Police Department in dealing with response times and interpretation of the franchise agreement when disputes occur. Inevitably, each company would develop its own style and level of customer service in a working relationship with the City and the community on how the service is provided. Past practice has shown that in terms of accountability it is much easier for the Police Department to manage and audit the results of a single tow company, as opposed to multiple. In light of this, Staff suggest that Council direct staff to set up the Franchises in a primary and secondary (back-up) arrangement. Other alternatives would be to set up the Franchises on a time -based rotational system and implement a Service Area District approach. In accordance with Chapter 100 of the City of Baldwin Park Municipal Code (BPMC) the Franchise Agreement may be exclusive or non-exclusive and shall be for a term up to ten years as specified by the City Council. ALTERNATIVES 1. City Council may choose not to approve an Official Police Tow Services Franchise Agreement at this time and direct staff to reject all proposals and solicit additional RFQs. This action is not recommended as both responding firms were deemed qualified and re -advertising the RFQ is unlikely to produce significantly different results. Additionally, the action will delay the process beyond the current contract expiration date which may have an impact on current tow services. 2. City Council may direct staff with a desired alternative. LEGAL REVIEW This report has been reviewed and approved by the City Attorney as to legal form and content. ATTACHMENTS 1. Franchise Agreement 2. CHP Rotation Tow Forms Attachment 1 FRANCHISE AGREEMENT FOR OFFICIAL POLICE TOW SERVICES THIS FRANCHISE AGREEMENT FOR OFFICICAL POLICE TOW SERVICES ("Agreement") is made and entered into on 15th day of August 2018 ("Effective Date"), between HADLEY TOW ("Franchisee"), and THE CITY OF BALDWIN PARK, a municipal corporation of the State of California ("City"). RECITALS A. The Baldwin Park City Council (the "City Council") enacted Title X, Chapter 100 of the Baldwin Park Municipal Code, which provides fair and reasonable regulations to ensure prompt towing service that is reasonably priced and conducted in the best interests of the public in order to best provide emergency services and efficient police operations; and B. The Franchisee has been determined to meet all of the standards and requirements necessary to serve as an Official Police Tow Service. C. The Franchisee voluntarily responded to the RFP for Official Police Tow Services. NOW THEREFORE, in consideration of the promises, covenants, and conditions herein contained, the parties herby mutually agree as follows: 1. GRANT OF FRANCHISE City hereby grants Franchisee the non-exclusive right to provide Official Police Tow Services in accordance with and pursuant to Chapter 100 of the Baldwin Park Municipal Code. 2. FRANCHISE FEE Pursuant to the provisions Chapter 100 of the Baldwin Park Municipal Code the Franchisee shall pay the City a franchise fee of twenty-five percent (25%) of the total gross revenue of an Official Police Tow Service derived from the tows assigned by the Police Department including storage of said vehicles. The franchise fee shall be payable monthly to the City during the term of the franchise. 3. FRANCHISE FEE REPORTS Pursuant to the provisions Chapter 100 of the Baldwin Park Municipal Code the Franchisee shall provide the following reports: (A) Annual Income Statement. Franchise shall annually provide the City with an income statement of Official Police Tow Service performed by the Franchisee under this agreement. Such statements shall be in such substance and format as may be required by the Director of Finance or designee. (B) Monthly Report. A monthly franchise fee payment made by Franchisee to City shall be accompanied by a report showing the 4. basis for calculating the monthly franchise fee and a written statement as to the correctness of such report, signed under penalty of perjury by an officer of the Franchisee. The monthly report shall meet all requirements of the Baldwin Park Municipal Code (BPMC), shall identify in detail a log of all tow services including the number of official police tow services performed, a description of vehicles towed, time, location of calls, total itemized costs of towing and storage, and the disposition of each, shall detail any tow services exempted from calculation of the monthly franchise fee payment, shall include detailed information on owner and resident requested towing including revenues received. The monthly report shall include the following: (1) Total police impounds; (2) Number of times dispatched by Police Department; (3) Number of these calls resulting in impounds; (4) Number of vehicles sold on lien sale under authority of Cal. Civil Code § 3072, and reporting said lien sales as per authority of Cal. Vehicle Code § 22705; (5) Number of vehicles sold under authority of Cal. Civil Code § 3073; (6) For individual sales, the DMV release of liability form; (7) For all bulk sales, the name of the salvage company or individual purchaser and the vehicle identification numbers of all vehicles sold; (8) Number of calls answered in which time beyond one hour was required to handle; (9) Any responses to City requests for tow services in excess of 30 minutes; and (10) Calculation of the average response time for official police tow services. FRANCHISE TERM The Franchise granted by this Franchise Agreement shall be valid for a term of ten (10) years from the Effective Date and shall terminate on the Expiration Date as follows: A. Effective Date: July 18th, 2018 B. Expiration Date: July 15th, 2028 C. Upon mutual agreement by the parties, this agreement may be extended for an additional two (2) five-year terms. Nothing in this section shall prohibit this Franchise Agreement from being terminated prior to the end of any term pursuant to the provisions of this Agreement or BPMC Chapter 100. 2 5. UNIFORM TOW FEE RATES A. Fee Schedules. Unless otherwise permitted by the City, the Franchisee shall charge only those fees established by the uniform tow fee schedule. The uniform tow fee schedule is determined by using the average tow fee allowed by the California Highway Patrol (the "CHP") for the Baldwin Park region for the CHP's Official Police Tow Services contracts. Said rates shall be adjusted by the Chief Executive Officer unless an adjustment to rates is approved more frequently by the CHP. B. Fee Disputes. Should there be any dispute between the Franchisee and the vehicle owner or property owner over rates, fees or charges imposed for services rendered under this Franchise Agreement, such dispute shall be decided by the Chief of Police or designee. Franchisee may request an administrative hearing on any such dispute to the City's Chief Executive Officer in accordance with BPMC Chapter 100. 6. BUSINESS LICENSE REQUIRED Franchisee agrees to have and maintain a valid license to do business in the City at all times during the term of this Franchise Agreement. 7. TRANSFER OR ASSIGNMENT OF FRANCHISE A. Prior Written Consent Required. Franchisee shall not sell, transfer, lease, assign, sublet, mortgage, or dispose of, either in whole or in part, either by forced or involuntary sale, or by ordinary sale, contract, consolidation or otherwise, the franchise or any rights or privileges granted herein, without obtaining the prior written consent of the City Council. Any request to transfer or assign the franchise must be in writing and must be submitted to the City at least 120 days prior to the effective date of such sale, transfer, or assignment. Such request shall be processed and determined in accordance with BPMC Chapter 100. B. Recommendation to City council. Upon receipt of a written request. to sell, transfer, lease, assign, sublet, mortgage, or otherwise dispose of a franchise, the City's Chief Executive Officer shall investigate the proposed transferee or assignee and determine whether such proposed transferee or assignee is qualified to serve as Franchisee operator pursuant to the criteria and requirements set forth in this chapter and contained in the franchise agreement, and shall make a recommendation to the City Council. C. Change of Control Defined. The prohibition against the sale, transfer, lease, assignment, subletting, mortgage, or disposal of any interest in the franchise shall apply to any change in control of the Franchisee. The word "control" as used herein is not limited to a change in ownership or partners of the Franchise, but also includes actual working control in whatever manner exercised. D. Grounds for Revocation of Franchise. Any attempt to sell, transfer, lease, assign, sublet, mortgage, or dispose of this franchise without the prior written consent of the City Council shall result in revocation of the franchise and render this agreement null and void. 8. TOW TRUCK EQUIPMENT REQUIREMENTS Franchisee represents and agrees that it shall provide towing equipment capable of providing the following services: Recovery truck(s) with an adjustable boom with a minimum lifting capacity of at least five (5) tons 2. Wheel lift towing 3. Roll back/flatbed towing 4. Towing in parking garages 5. Towing from off road areas 6. Towing of large and oversized vehicles 7. Towing of motorcycles without causing additional damage. Franchisee shall, at all times have at least three (3) fully equipped and operational tow truck in service. All of the two trucks in service must have a minimum capacity of one (1) ton. At least one (1) of the tow trucks in service must be a flatbed tow truck; at least one (1) of the tow trucks must have a five (5) tone lifting capacity. Franchisee shall be in full compliance throughout the term of this Franchise Agreement with the equipment requirements set forth in BPMC Chapter 100. 9. TERMS AND CONDITIONS Franchisee hereby acknowledges that it is required to be in compliance with each and every term and condition set forth in BPMC Chapter 100 throughout the term of this Franchise Agreement. Failure to comply with any of the conditions required therein or in this Franchise Agreement shall be grounds for cancellation, revocation, or suspension of the Franchise Agreement. The City reserves the right to add to, delete, or modify any requirement established by BPMC Chapter 100. In the event the City adds to or modifies any such requirement, the parties shall meet to determine if such addition or modification constitutes a substantive change to this Agreement, and in such event, shall in good faint determine the appropriate amendment to address such addition or modification. In the event the City amends BMC Chapter 100 to delete any requirement set forth therein, the City may, at its sole discretion, provide notice to the Franchisee that such requirement shall nonetheless continue to apply to Franchisee for purposes of this Franchise Agreement. 4 10. RESPONSIBILITY FOR OWN ACTS Franchisee shall be fully responsible for any and all actions of its officers, employees and agents while performing under this Franchise Agreement, including but not limited to the following: 1. Franchisee participating in towing assignments by the Police Department shall be responsible for the acts of their employees while on duty. 2. Franchisee shall be responsible for damage to vehicles while in its possession caused by its active or passive negligence. 3. Franchisee shall be responsible for damage to persons or property caused by the active or passive negligence or willful misconduct of its employees in route to or from a City request for tow services. Franchisee and its officers, employees, and agents shall comply with all applicable federal, state and local laws, including but not limited to all applicable provisions of the California Vehicle Code. In additional to any other provision herein, Franchisee shall defend, hold harmless, and indemnify the City for any claim is filed against the City for, arising from, or related to Franchisee's failure to comply with all applicable federal, state and local law. 11. INSURANCE Consultant shall maintain insurance coverage in accordance with the following during the course of its performance hereunder: A. Franchisee shall procure and maintain, at its sole cost, a policy of Comprehensive Liability Insurance (including premises and operations, contractual liability, personal injury and independent Consultants' liability) in an amount and form acceptable to the City's Risk Manager with the following minimum limits of liability: i. Personal or BodilyInjury -- $1,000,000, single limit, per occurrence; and ii. Property Damage -- $1,000,000, single limit, per occurrence; or iii. Combined single limits -- $2,000,000; and, B. Comprehensive Automobile Liability Insurance including as applicable own, hired and non -owned automobiles with the following minimum limits of liability: 1. Personal or Bodily Injury -- $1,000,000, single limit, per occurrence; and 2. Property Damage -- $1,000,000, single limit, per occurrence; or 3. Combined single limits — $2,000,000; and, C. Worker's Compensation Insurance that complies with the minimum statutory requirements of the State of California. All insurance shall include the City, its officers, agents, and employees as additional insured. Such liability policy shall be maintained in full force and effect for the entire term of this Franchise agreement and proof of such public liability insurance shall be provided to the City on demand, as well as prior to the execution of this Agreement, and upon any renewal. 13. INDEMNITY Franchisee agrees to protect, indemnify, defend and hold harmless the City, its officers, agents and employees, from and against any and all claims, demands, or liability, including those from or relating to loss, damage, or injury to persons or property in any manner whatsoever arising out of or related to its franchise with the City, or with the Franchisee's performance of work under such franchise, including, without limitation, all consequential damages caused in the preparation to respond to an official police request for towing services, in providing official police towing services and subsequent storage of vehicles, and in other related maintenance activities, whether such claims are caused by negligence or the Franchisee or its agents and employees. 14. RESPONSE TIME Average and maximum response times. Franchisee agrees that, for any thirty (30) day period, the average response time pursuant to requests for tow service by the Police Department shall not exceed twenty-five (25) minutes. Franchisee further agrees that the maximum response time for any single request for tow service by the Police Department shall not exceed thirty (30) minutes. As used in this paragraph, "response time" is defined as the elapsed time between the relaying of the tow service request to the answering service and arrival of the tow vehicle to the scene. Delay. When it becomes evident that there will be a delay in responding to a request for towing service, Franchisee shall advise the Police Department of this delay and the reason for the delay. 15. ROTATION SYSTEM As of the effective date, Franchisee is the only Official Police Tow Service for the City. Should the City designate one or more additional Official Police Tow Services, the City shall implement a rotation system, as set forth in BPMC Chapter 100 or any successor thereto. The provisions of this Section shall not prevent the City from utilizing another towing service without implementing such a rotation system when, at its sole discretion, City determines that Franchisee is not able to adequately respond to a call for service. 16. NON-DISCRIMINATION In the performance of its duties under this Franchise Agreement, Franchisee agrees that it will not discriminate against any member of the public, employee, 6 subcontractor, or applicant for employment because of race, color, religion, ancestry, sex, nation origin, disability, sexual orientation, or age. 17. CANCELLATION, REVOCATION OR SUSPENSION This Franchise Agreement shall be subject to cancellation, revocation or suspension by the Chief Executive Officer, either as a whole or as to any person or vehicle controlled by Franchisee, for any of the following reasons: 1. Franchisee fails to pay any City business license fees or other fees provided bin this Franchise Agreement or by the Baldwin Park Municipal Code; or 2. Franchisee breaches any rules, regulations, or conditions set forth in this Franchisee Agreement or the Baldwin Park Municipal Code; or 3. Franchisee, or any person having ownership interest in Franchisee, or any employee of Franchisee violates any federal, state or local law; or 4. Franchisee fails to maintain a satisfactory level of service to the Police or public; or 5. Franchisee fails to keep any tow vehicle in safe condition and good repair; or 6. Franchisee fails to use distinctive coloring, monogram or insignia incompliance with Section 27907 of the California Vehicle Code; or 7. Franchisee charges any fee or rate not permitted by this Franchise Agreement; or 8. Franchisee passes on a tow assignment more than four (4) times in any calendar month. "Passing" is defined as refusing, for any reason, any tow assignment from the Police Department, including without limitation the towing or City vehicles at no charge; or 9. Franchisee fails to respond to requests for tow service by the Police Department within the response time established by this Franchise Agreement or BMPC Chapter 100; or 10. An Official Police Tow Service commits fraud or deceit upon the City, including, without limitation, falsifying data and records relating to the City's requests for towing services, falsifying the number of official police tow services performed, falsifying the response times to City requests for tow services; or 11. Franchisee commits fraud or deceit upon any person to whom Franchisee provides tow services; or 12. Franchisee defaults on the performance of its material obligations under this Franchise Agreement and fails to cure such default within ten (10) calendar days after receipt of written notice of the default and a reasonable opportunity to cure the default; or 13. Franchisee fails to provide or maintain in full force and effect the insurance coverage as required by this Franchise Agreement; or 14. Franchisee violates any order or ruling of any regulatory body having jurisdiction over Franchisee relative to its tow truck business, unless such order or ruling is being contested by Franchisee by appropriate proceedings conducted in good faith; or 15. Franchisee becomes insolvent, unable or unwilling to pays its debts and obligations, or is adjudged to be bankrupt. 18. PROCEDURE FOR ACTION AGAINST FRANCHISEE BPMC section 100.260 establishes the procedure for action against the Franchisee for violation of this franchise agreement. The City reserves the right to modify or delete such section, provided however; in no event shall City terminate this Agreement for cause unless Franchisee has been provided not less than ten (10) calendar days' notice of any default and an opportunity to cure such default within such time period. 19. LIQUIDATED DAMAGES Fines and Penalties. Franchisee agrees that its failure to meet the average response time for any thirty (30) day period, or failure to meet the maximum response rime for any single request for tow service, will result in damages sustained by the City. Such damages are, and will continue to be impracticable to determine. Franchisee agrees to pay the City two hundred fifty dollars ($250) each and every time that it fails to meet the average response time requirements for any thirty (30) calendar day period. Franchisee aggress to pay City one hundred dollars ($100) each and every time that it exceeds that maximum response time for any single request for tow service by the Police Department. Franchisee further agrees that said sums are the minimum value of the costs and actual damages caused by its failure to complete service within the required time. Such sum is a liquidated damage and is not a penalty. Prior to the imposition of liquidated damages against Franchisee, Franchisee shall be entitled to a hearing as provided herein. Such hearing shall be conducted in accordance with BPMC Section 100.260. Notwithstanding the foregoing, City reserves the right to modify or delete BPMC 100.260, provided, however, that in no event shall liquidated damages pursuant to this Section be imposed unless Franchisee has been provided with an opportunity for hearing before the Chief Executive Officer. 21. COMMUNICATIONS Any notice, demand, request, consent approval, designation, or other communication which either party is required or desires to five or make or communicate to the other party shall be in writing and shall be personally s delivered or sent by registered or certified mail, postage prepaid, return receipt requested to the Following Addresses: City: City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Sam Gutierrez, Director of Public Works Franchisee: Hadley Tow 12793 E. Garvey Avenue Baldwin Park, CA 91706 Attention: Mark Hassan, Owner/General Manager 22. ENTIRE AGREEMENT This Agreement contains the entire understanding between the City and Franchisee. Any prior agreements, promises, negotiations or representations not expressly set forth herein are of no force or effect. Subsequent modifications to this Agreement shall be effective only if in writing and signed by each party. If any term, condition, or covenant of this Agreement is held by a Court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this agreement shall remain valid and binding. 23. WAIVER Waiver by any party hereto of any term, condition or covenant of this Agreement shall not constitute the waiver of any other term, condition or covenant hereof. 24. BINDING EFFECT This Franchise Agreement shall be binding upon and shall inure to the benefit of the successors of each of the parties hereto, except as set forth in Section 7 of this Franchise Agreement. 25. GOVERNING LAW This Agreement shall be interpreted and construed according to the laws of the State of California and venue shall be in the County of Los Angeles, State of California. IN WITNESS WHEREOF, the Parties hereto do hereby set their hands and seals as of the day and the year first written above. CITY OF BALDWIN PARK Manuel Lozano, Mayor FRANCHISEE Name Title APPROVED AS TO FORM: Robert N. Tafoya, City Attorney ATTEST: Alejandra Avila, City Clerk 10 FRANCHISE AGREEMENT FOR OFFICIAL POLICE TOW SERVICES THIS FRANCHISE AGREEMENT FOR OFFICICAL POLICE TOW SERVICES ("Agreement") is made and entered into on 15th day of August 2018 ("Effective Date"), between ROYAL COACHES AUTOBODY AND TOWING ("Franchisee"), and THE CITY OF BALDWIN PARK, a municipal corporation of the State of California ("City"). RECITALS A. The Baldwin Park City Council (the "City Council") enacted Title X, Chapter 100 of the Baldwin Park Municipal Code, which provides fair and reasonable regulations to ensure prompt towing service that is reasonably priced and conducted in the best interests of the public in order to best provide emergency services and efficient police operations; and B. The Franchisee has been determined to meet all of the standards and requirements necessary to serve as an Official Police Tow Service. C. The Franchisee voluntarily responded to the RFP for Official Police Tow Services. NOW THEREFORE, in consideration of the promises, covenants, and conditions herein contained, the parties herby mutually agree as follows: GRANT OF FRANCHISE City hereby grants Franchisee the non-exclusive right to provide Official Police Tow Services in accordance with and pursuant to Chapter 100 of the Baldwin Park Municipal Code. 2. FRANCHISE FEE Pursuant to the provisions Chapter 100 of the Baldwin Park Municipal Code the Franchisee shall pay the City a,franchise fee of twenty-five percent (25%) of the total gross revenue of an Official Police Tow Service derived from the tows assigned by the Police Department including storage of said vehicles. The franchise fee shall be payable monthly to the City during the term of the franchise. 3. FRANCHISE FEE REPORTS Pursuant to the provisions Chapter 100 of the Baldwin Park Municipal Code the Franchisee shall provide the following reports: (A) Annual Income Statement. Franchise shall annually provide the City with an income statement of Official Police Tow Service performed by the Franchisee under this agreement. Such statements shall be in such substance and format as may be required by the Director of Finance or designee. (B) Monthly Report. A monthly franchise fee payment made by Franchisee to City shall be accompanied by a report showing the 4. basis for calculating the monthly franchise fee and a written statement as to the correctness of such report, signed under penalty of perjury by an officer of the Franchisee. The monthly report shall meet all requirements of the Baldwin Park Municipal Code (BPMC), shall identify in detail a log of all tow services including the number of official police tow services performed, a description of vehicles towed, time, location of calls, total itemized costs of towing and storage, and the disposition of each, shall detail any tow services exempted from calculation of the monthly franchise fee payment, shall include detailed information on owner and resident requested towing including revenues received. The monthly report shall include the following: (1) Total police impounds; (2) Number of times dispatched by Police Department; (3) Number of these calls resulting in impounds; (4) Number of vehicles sold on lien sale under authority of Cal. Civil Code § 3072, and reporting said lien sales as per authority of Cal. Vehicle Code § 22705; (5) Number of vehicles sold under authority of Cal. Civil Code § 3073; (6) For individual sales, the DMV release of liability form; (7) For all bulk sales, the name of the salvage company or individual purchaser and the vehicle identification numbers of all vehicles sold; (8) Number of calls answered in which time beyond one hour was required to handle; (9) Any responses to City requests for tow services in excess of 30 minutes; and (10) Calculation of the average response time for official police tow services. FRANCHISE TERM The Franchise granted by this Franchise Agreement shall be valid for a term of ten (10) years from the Effective Date and shall terminate on the Expiration Date as follows: A. Effective Date: July 18th, 2018 B. Expiration Date: July 15th, 2028 C. Upon mutual agreement by the parties, this agreement may be extended for an additional two (2) five-year terms. Nothing in this section shall prohibit this Franchise Agreement from being terminated prior to the end of any term pursuant to the provisions of this Agreement or BPMC Chapter 100. 2 5. UNIFORM TOW FEE RATES A. Fee Schedules. Unless otherwise permitted by the City, the Franchisee shall charge only those fees established by the uniform tow fee schedule. The uniform tow fee schedule is determined by using the average tow fee allowed by the California Highway Patrol (the "CHP") for the Baldwin Park region for the CHP's Official Police Tow Services contracts. Said rates shall be adjusted by the Chief Executive Officer unless an adjustment to rates is approved more frequently by the CHP. B. Fee Disputes. Should there be any dispute between the Franchisee and the vehicle owner or property owner over rates, fees or charges imposed for services rendered under this Franchise Agreement, such dispute shall be decided by the Chief of Police or designee. Franchisee may request an administrative hearing on any such dispute to the City's Chief Executive Officer in accordance with BPMC Chapter 100. 6. BUSINESS LICENSE REQUIRED Franchisee agrees to have and maintain a valid license to do business in the City at all times during the term of this Franchise Agreement. 7. TRANSFER OR ASSIGNMENT OF FRANCHISE A. Prior Written Consent Required. Franchisee shall not sell, transfer, lease, assign, sublet, mortgage, or dispose of, either in whole or in part, either by forced or involuntary sale, or by ordinary sale, contract, consolidation or otherwise, the franchise or any rights or privileges granted herein, without obtaining the prior written consent of the City Council. Any request to transfer or assign the franchise must be in writing and must be submitted to the City at least 120 days prior to the effective date of such sale, transfer, or assignment. Such request shall be processed and determined in accordance with BPMC Chapter 100. B. Recommendation to City council. Upon receipt of a written request to sell, transfer, lease, assign, sublet, mortgage, or otherwise dispose of a franchise, the City's Chief Executive Officer shall investigate the proposed transferee or assignee and determine whether such proposed transferee or assignee is qualified to serve as Franchisee operator pursuant to the criteria and requirements set forth in this chapter and contained in the franchise agreement, and shall make a recommendation to the City Council. C. Change of Control Defined. The prohibition against the sale, transfer, lease, assignment, subletting, mortgage, or disposal of any interest in the franchise shall apply to any change in control of the 3 Franchisee. The word "control" as used herein is not limited to a change in ownership or partners of the Franchise, but also includes actual working control in whatever manner exercised. D. Grounds for Revocation of Franchise. Any attempt to sell, transfer, lease, assign, sublet, mortgage, or dispose of this franchise without the prior written consent of the City Council shall result in revocation of the franchise and render this agreement null and void. 8. TOW TRUCK EQUIPMENT REQUIREMENTS Franchisee represents and agrees that it shall provide towing equipment capable of providing the following services: 1. Recovery truck(s) with an adjustable boom with a minimum lifting capacity of at least five (5) tons 2. Wheel lift towing 3. Roll back/flatbed towing 4. Towing in parking garages 5. Towing from off road areas 6. Towing of large and oversized vehicles 7. Towing of motorcycles without causing additional damage. Franchisee shall, at all times have at least three (3) fully equipped and operational tow truck in service. All of the two trucks in service must have a minimum capacity of one (1) ton. At least one (1) of the tow trucks in service must be a flatbed tow truck; at least one (1) of the tow trucks must have a five (5) tone lifting capacity. Franchisee shall be in full compliance throughout the term of this Franchise Agreement with the equipment requirements set forth in BPMC Chapter 100. 9. TERMS AND CONDITIONS Franchisee hereby acknowledges that it is required to be in compliance with each and every term and condition set forth in BPMC Chapter 100 throughout the term of this Franchise Agreement. Failure to comply with any of the conditions required therein or in this Franchise Agreement shall be grounds for cancellation, revocation, or suspension of the Franchise Agreement. The City reserves the right to add to, delete, or modify any requirement established by BPMC Chapter 100. In the event the City adds to or modifies any such requirement, the parties shall meet to determine if such addition or modification constitutes a substantive change to this Agreement, and in such event, shall in good faint determine the appropriate amendment to address such addition or modification. In the event the City amends BMC Chapter 100 to delete any requirement set forth therein, the City may, at its sole discretion, provide notice to the Franchisee that such requirement shall nonetheless continue to apply to Franchisee for purposes of this Franchise Agreement. rd 10. RESPONSIBILITY FOR OWN ACTS Franchisee shall be fully responsible for any and all actions of its officers, employees and agents while performing under this Franchise Agreement, including but not limited to the following: 1. Franchisee participating in towing assignments by the Police Department shall be responsible for the acts of their employees while on duty. 2. Franchisee shall be responsible for damage to vehicles while in its possession caused by its active or passive negligence. 3. Franchisee shall be responsible for damage to persons or property caused by the active or passive negligence or willful misconduct of its employees in route to or from a City request for tow services. Franchisee and its officers, employees, and agents shall comply with all applicable federal, state and local laws, including but not limited to all applicable provisions of the California Vehicle Code. In additional to any other provision herein, Franchisee shall defend, hold harmless, and indemnify the City for any claim is filed against the City for, arising from, or related to Franchisee's failure to comply with all applicable federal, state and local law. 11. INSURANCE Consultant shall maintain insurance coverage in accordance with the following during the course of its performance hereunder: A. Franchisee shall procure and maintain, at its sole cost, a policy of Comprehensive Liability Insurance (including premises and operations, contractual liability, personal injury and independent Consultants' liability) in an amount and form acceptable to the City's Risk Manager with the following minimum limits of liability: i. Personal or Bodily Injury -- $1,000,000, single limit, per occurrence; and ii. Property Damage -- $1,000,000, single limit, per occurrence; or iii. Combined single limits -- $2,000,000; and, B. Comprehensive Automobile Liability Insurance including as applicable own, hired and non -owned automobiles with the following minimum limits of liability: 1. Personal or Bodily Injury -- $1,000,000, single limit, per occurrence; and 2. Property Damage -- $1,000,000, single limit, per occurrence; or 3. Combined single limits — $2,000,000; and, C. Worker's Compensation Insurance that complies with the minimum statutory requirements of the State of California. All insurance shall include the City, its officers, agents, and employees as additional insured. Such liability policy shall be maintained in full force and effect for the entire term of this Franchise agreement and proof of such public liability insurance shall be provided to the City on demand, as well as prior to the execution of this Agreement, and upon any renewal. 13. INDEMNITY Franchisee agrees to protect, indemnify, defend and hold harmless the City, its officers, agents and employees, from and against any and all claims, demands, or liability, including those from or relating to loss, damage, or injury to persons or property in any manner whatsoever arising out of or related to its franchise with the City, or with the Franchisee's performance of work under such franchise, including, without limitation, all consequential damages caused in the preparation to respond to an official police request for towing services, in providing official police towing services and subsequent storage of vehicles, and in other related maintenance activities, whether such claims are caused by negligence or the Franchisee or its agents and employees. 14. RESPONSE TIME Average and maximum response times. Franchisee agrees that, for any thirty (30) day period, the average response time pursuant to requests for tow service by the Police Department shall not exceed twenty-five (25) minutes. Franchisee further agrees that the maximum response time for any single request for tow service by the Police Department shall not exceed thirty (30) minutes. As used in this paragraph, "response time" is defined as the elapsed time between the relaying of the tow service request to the answering service and arrival of the tow vehicle to the scene. Delay. When it becomes evident that there will be a delay in responding to a request for towing service, Franchisee shall advise the Police Department of this delay and the reason for the delay. 15. ROTATION SYSTEM As of the effective date, Franchisee is the only Official Police Tow Service for the City. Should the City designate one or more additional Official Police Tow Services, the City shall implement a rotation system, as set forth in BPMC Chapter 100 or any successor thereto. The provisions of this Section shall not prevent the City from utilizing another towing service without implementing such a rotation system when, at its sole discretion, City determines that Franchisee is not able to adequately respond to a call for service. 16. NON-DISCRIMINATION In the performance of its duties under this Franchise Agreement, Franchisee agrees that it will not discriminate against any member of the public, employee, 6 delivered or sent by registered or certified mail, postage prepaid, return receipt requested to the Following Addresses: City: City of Baldwin Park 14403 East Pacific Avenue Baldwin Park, CA 91706 Attention: Sam Gutierrez, Director of Public Works Franchisee: Royal Coaches Auto Body and Towing 14827 Ramona Blvd. Baldwin Park, CA 91706 Attention: William Salazar, CFO 22. ENTIRE AGREEMENT This Agreement contains the entire understanding between the City and Franchisee. Any prior agreements, promises, negotiations or representations not expressly set forth herein are of no force or effect. Subsequent modifications to this Agreement shall be effective only if in writing and signed by each party. If any term, condition, or covenant of this Agreement is held by a Court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this agreement shall remain valid and binding. 23. WAIVER Waiver by any party hereto of any term, condition or covenant of this Agreement shall not constitute the waiver of any other term, condition or covenant hereof. 24. BINDING EFFECT This Franchise Agreement shall be binding upon and shall inure to the benefit of the successors of each of the parties hereto, except as set forth in Section 7 of this Franchise Agreement. 25. GOVERNING LAW This Agreement shall be interpreted and construed according to the laws of the State of California and venue shall be in the County of Los Angeles, State of California. 9 IN WITNESS WHEREOF, the Parties hereto do hereby set their hands and seals as of the day and the year first written above. CITY OF BALDWIN PARK Manuel Lozano, Mayor FRANCHISEE Name Title APPROVED AS TO FORM: Robert N. Tafoya, City Attorney ATTEST: Alejandra Avila, City Clerk 10 Attachment 2 State of California—Transportation Agency DEPARTMENT OF CALIFORNIA HIGHWAY PATROL Baldwin Park Area 14039 Francisqulto Avenue 611tdwin Park, CA 91706 (626) 33&1164 (800) 735-2929 (TTfrDD) (800) 736-2922 (Voice) June 27, 2018 File No.: 525.15215.16252 Mr. Mark Hassam Hadley Towing 12793 Garvey Avenue Baldwin Park, CA 91706 Dear Mr. Hassan: EDMUND G. BROWN JR., Governor The California Highway Patrol, Baldwin Park Area office has reviewed your submitted CHP 1�4A, Rotation Tow Listing Application, form. The rates you submitted have been approved and =be effective July 1, 2018, and will remain in effect through June 30, 2019. Based upon inspection of your current equipment, and the location of your business office, you are eligible to service the following Baldwin Park Area districts: Class A (Light Duty): 1, 8, 9. The above district assignments are subject to change and may be modified as a result of .any disciplinary action regarding response to [ alls. If you have any questions concerning this matter please contact Officer Duron at (626) 3381164. WM. < S. Captain Commander Baldwin Park Area Safety, Service, and Security An Internationally Accredited Agency State of California—TransporWon Agency EDMUND G. BROWN JR., Governor DEPARTMENT OF CALIFORNIA HIGHWAY PATROL 14039 Francisquito Avenue Baldwin Park, CA 91706 (626) 338.1164 (800) 735-2929 ("DD) (800) 735-2922 (Voice) June 27, 2018 File No.: 525.15215.16252 Mr. William Salazar Rbyal Coaches Auto Body and Towing. 14817 Ramona Boulevard Baldwin Park, CA 91791 Dear Mr. Salazar: The California Highway Patrol, Baldwin Park Area office has reviewed your submitted CHP 234A, Rotation Tow Listing Application, form. The rates you submitted have been approved and will be effective July 1, 2018, and will remain in effect through June 30, 2019. Based upon inspection of your current equipment, and the location of your business office, you are eligible to service the following Baldwin Park Area districts: Class A (Light Duty): 1, 2, 3, 7, 8, 9. Class B (Medium Duty): 1, 2, 3, 7, 8, 9. Class C (Heavy Duty): 1, 2, 3, 7, 8, 9. Class D (Super Heavy Duty): 1, 2, 3, 4, 5, 6, 7, 8, 9. The above district assignments are subject to change and may be modified as a result of any disciplinary action regarding response to calls. If you have any questions concerning this matter please contact Officer Duron at (626) 338-1164. S'cerel 4 S. C. M CaP tai Commander Baldwin Park Area Safety, Service, and Security '"'"` An IniernatioraaUy �1 ccredited Agency AGENDA FINANCE AUTHORITY AUGUST 15, 2018 7:00 PM REGULAR MEETING COUNCIL CHAMBER 14403 E. PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 SAN,,GABE I E L ,� AIM F" ' 0� ,� Manuel Lozano - Chair Ricardo Pacheco - Vice Chair Cruz Baca - Board Member Monica Garcia - Board Member Susan Rubio - Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FAVOR DE APAGAR SUS TELEFONOS CEL ULARES Y BEEPERS 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 este bajo su jurisdiccion. Si usted desea la oportunidad de dirigirse a la Agencia, podra hacerlo durante el periodo 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. 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, Susan Rubio, Vice Chair Ricardo Pacheco 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 COMISION No se podra tomar accion en algOn asunto a menos que sea incluido en la agenda, o a menos que exista algana emergencia o circunstancia especial. EI cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraciones o preguntas hechas por personas, o 2) Dirigir personal a investigar y/o fijar asuntos para tomar en consideracion en juntas proximas. [Codigo de Gobierno §54954.2] CONSENT CALENDAR 1. Treasurer's Report — June 2018 Staff recommends that the Board receive and file the Treasurer's Report. 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 9t" day of August, 2018. f Alejandra Avila Secretary PLEASE NOTE. Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2"d Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 960-4011 ext. 466 or via e- mail at aavila(a)baldwinpark.com. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960-4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE 11) STAFF REPORT ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Rose Tam, Director of Finance DATE: August 15, 2018 - SUBJECT: Treasurer's Report— June 2018 SUMMARY Attached is the Treasurer's Report for the month of June 2018. The Treasurer's Report lists all cash for the City which includes the Baldwin Park Financing Authority, the Housing Authority, and the Successor Agency to the Community Development Commission (CDC). All investments are in compliance with the City's Investment Policy and the California Government Code. RECOMMENDATION Staff recommends that Council receive and file the Treasurer's Report for June 2018. FISCAL IMPACT None BACKGROUND City of Baldwin Park Investment Policy requires the Treasurer's Report be submitted to the Mayor and City Council on a monthly basis. LEGAL REVIEW Not Applicable ATTACHMENT 1. Exhibit "A", Treasurer's Report CITY OF BALDWIN PARK TREASURER'S REPORT 613012018 INTEREST PURCHASE MATURITY State of California Local Agency Investment Fund ILAIF) City -Including General Fund & all other Special Revenue Funds 1.86% Varies Varies Housing Authority 1.86% Varies Varies Certificate of Deposit CURRENT BOOK MARKET II Capital One Bank USA NATL ASSN 1.15% 9/14/2016 9/14/2018 Wells Fargo Bank NA SIOUX Falls 1.16% 9/14/2016 9114/2018 JP Morgan Chase Bank NA Columbus 1.15% 9/16/2016 9/16/2018 Ally Bank Midvale CTF DEP ACT/365 1.15% 9/17/2016 9/17/2018 American Express Centurion 1.60% 4/1212017 4/12/2019 EverbankJacksonvllle 1.55% 4/1612017 4/16/2019 Citibank National Association 1.80% 1125/2018 1/25/2019 Goldman Sachs Sk USA NY 2.25% 1/24/2018 1/24/2020 Sallie Mae Sk SILT Lake City UT 2.25% 1/24/2018 1124/2020 Safra National Bank New York 2.00% 4/1612018 4/16/2019 Morgan Stanley Bank N A Utah 2.64% 4/19/2018 4/20/2020 US Treasury Bill 2.07% 3/29/2018 3/2912019 Fiscal Agent Funds (Trust/Debt Service Fund) Varies Varies Varies Fiscal Agent Funds - Successor Agency (Trust/Debt Service Func Varies Varies Varies PAR CURRENT BOOK MARKET II VALUE PRINCIPAL VALUE VALUE N $ 31,384,839.65 $ 31,384,839.65 $ 31,384,839.68 $ 31,384,839.611 13,352.46 13,362.48 13,352.46 13,352.46 317398,192.11 31,398,192.11 31,398,192.11 31,398,192.11 246,000.00 245,000.00 246,000.00 244,468.55 246,000.00 246,000.00 245,000.00 244,480.60 245,000.00 245,000.00 246,000.00 244,453.66 245,000.00 245,000.00 246,000.00 244,438.96 260,000.00 260,000.00 250,000.00 248,660.00 260,000.00 260,000.00 260,000.00 248,612.50 250,000.00 250,000.00 250,000.00 249,450.00 250,000.00 250,000.00 250,000.00 248,552.60 250,000.00 250,000.00 260,000.00 248,552.50 250,000.00 260,000.00 250,000.00 249,400.00 250,000.00 250,000.00 260,000.00 249,646.00 2,730,000.00 2,730,000.00 2,730,000.00 2,720,694.25 1,000,000.00 1,000,000.00 1,000,000.00 983,730.00 14,704.14 14,704.14 14,704.14 14,704.14 1,880,960.05 1,860,960.06 1,860,960.05 1,860,950.05 1,875,664.19 1,875,664.19 1,875,66019 1,875,654.19 $ 37.003,848.30 $ 37,003,846.30 i 37,003,849.30 $ 36,978,170.56 Total Investments $ 37,003,846.30 Cash with Bank of the West City Checking 1,548AW7 Money Market Plus 132,322.67 City Miscellaneous Cash 49,853.39 Successor Agency 614,752.06 Housing Authority 278,816.01 Financing Authority 1,719.08 Investment Brokerage 13,671.62 Total Cash with Bank of the West 2,639,619.19 Total Cash and Investments $ 9, 6 Schedule of Cash and Investments includes city-wide assets as included in the Comprehensive Annual Financial Report • There was no investment maturity/purchase transactions made for the month of June 2018 and several deposits/withdrawals were made through the Local Agency Investment Fund. In compliance with the California Government Code Section 53646 et seq., I hereby certify that sufficient Investment liquidity and anticipated revenues are available to meet the City's expenditure requirements for the next six months that all Investments are In compliance to the City's Statement of Investment Policy. Approved by: Rose Tam Director of Finance AGENDA HOUSING AUTHORITY AUGUST 15, 2018 7:00 PM REGULAR MEETING COUNCIL CHAMBER 14403 E. PACIFIC AVENUE BALDWIN PARK, CA 91706 (626) 960-4011 � ' HUa0F -� U 01 rA.a �, c�r"s• , %3 / Manuel Lozano - Chair Ricardo Pacheco - Vice Chair Cruz Baca - Board Member Monica Garcia - Board Member Susan Rubio - Board Member PLEASE TURN OFF CELL PHONES AND PAGERS WHILE MEETING IS IN PROCESS POR FA VOR DE APA GAR SUS TELEFONOS CEL VLARES 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 este bajo su jurisdiccion. Si usted desea la oportunidad de dirigirse a la Agencia, podra hacerlo durante el periodo 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. 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.) HOUSING AUTHORITY REGULAR MEETING — 7:00 PM CALL TO ORDER ROLL CALL Board Members: Cruz Baca, Monica Garcia, Susan Rubio, Vice Chair Ricardo Pacheco 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 COMISION No se podra tomar accion en algOn asunto a menos que sea incluido en la agenda, o a menos que exista algana emergencia o circunstancia especial. EI cuerpo legislativo y su personal podran: 1) Responder brevemente a declaraciones o preguntas hechas por personas, o 2) Dirigir personal a investigar y/o fijar asuntos para tomar en consideracion en juntas proximas. [Codigo de Gobierno §54954.2] CONSENT CALENDAR 1. Baldwin Parks Housing Authority's Warrants and Demands Staff recommends that the Board ratify the Warrants and Demands. 2. Treasurer's Report — June 2018 Staff recommends that the Board receive and file the Treasurer's Report. ADJOURNMENT CERTIFICATION I, Alejandra Avila, Secretary of the Housing Authority hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated this 9t" day of August, 2018. Alejandra Avila Secretary PLEASE NOTE. Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 2"d Floor Lobby Area or at the Los Angeles County Public Library in the City of Baldwin Park. For further information regarding agenda items, please contact the office of the City Clerk at (626) 960-4011 ext. 466 or via e- mail at aavila(a)baldwinpark.com. In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Public Works Department or Risk Management at (626) 960-4011. Notification 48 hours prior to the meeting will enable staff to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 34.102.104 ADA TITLE 11) ITEM NO. TO: Honorable Mayor and Members of the City Council FROM: Rose Tam, Director of Finance DATE: August 15, 2018 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. RECOMMENDATION Staff recommends that the Board ratify the attached Warrants and Demands Registers. FISCAL IMPACT The total of the Warrants and Demands for Housing Authority is $364,446.70. 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 July 10 to August 6, 2018 Warrant check numbers from 72169 through 72171 in the amount of $57.00 and Automated Clearing House (ACH) in the amount of $364,389.70 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. LEGAL REVIEW Not Applicable ATTACHMENT 1. Happy Check Register 2. Happy Check Register ACH Attachment 1 August 6, 2018 Date Range: 07/90/2018...08/06/2016 Grouped by: VMS Date Range: All Sorted by: Check Number Program: All 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 Check Number Check Date Payee Name DD Amount ❑ 18061 07/10/2018 1024 Royal Oaks LP dba Whispering Fountains ® 981.00 ❑ 18062 07/10/2018 Siu Fung Mak ® 526.00 ❑ 18063 08/01/2018 ® 1109.00 ❑ 18064 08/01/2018 1015 West Garvey West Covina, LP ® 1391.00 ❑ 18065 08/01/2018 1024 Royal Oaks LP dba Whispering Fountains ® 13299.00 ❑ 18066 08/01/2018 1024 Royal Oaks LP dba Whispering Fountains ® 849.00 ❑ 18067 08/01/2018 Aaron Abdus Shakoor ® 785.00 ❑ 18068 08/01/2018 Alan Wu ® 836.00 ❑ 18069 08/01/2018 Alejandra Gutierrez ® 932.00 ❑ 18070 08/01/2018 Alfonso Contreras ® 209.00 ❑ 18071 08/01/2018 Allan M. & Virginia J Chipp and Ralph Saline ® 2959.00 ❑ 18072 08/01/2018 Alta Vista Villas, LP ® 588.00 ❑ 18073 08/01/2018 Amparo M Limon ® 606.00 ❑ 18074 08/01/2018 Amy Si On ® 782.00 0 18075 08/01/2018 Ana Thai ® 956.00 ❑ 18076 08/01/2018 Andrew & Eva Fogg ® 1342.00 ❑ 18077 08/01/2018 Anna & Simon Choi ® 1231.00 ❑ 18078 08/01/2018 Annette C Scott ® 1510.00 ❑ 18079 08/01/2018 Antonio & Aida Rinos ® 1056.00 ❑ 18080 08/01/2018 Antonio R. Corral ® 312.00 ❑ 18081 08/01/2018 ASCENSION HOLDINGS LLC ® 932.00 ❑ 18082 08/01/2018 Badillo Street Senior Apartments, LLC ® 11552.00 ❑ 18083 08/01/2018 Bandur K. Mamdani ® 1227.00 ❑ 18084 08/01/2018 Baldwin Park Family Housing Limited ® 12399.00 ❑ 18085 08/01/2018 Beatrice Pyatt ® 889.00 ❑ 18086 08/01/2018 Becky Binh Nguyet Luu ® 1747.00 ❑ 18087 08/01/2018 Billy Theodorakopoulos ® 773.00 ❑ 18088 08101/2018 Blessed Rock of El Monte ® 4696.00 ❑ 18089 08/01/2018 Bobby Roach ® 1093.00 ❑ 18090 08/01/2018 Brookhollow Apartments ® 2648.00 ❑ 18091 08/01/2018 Burnel & Mae Smith ® 1661.00 0 HAPPY software Page 1 08/06/2018 12:55:45 PM ❑ 18092 08/01/2018 Central Apartments #2 ® 1672.00 ❑ 18093 08/01/2018 Chen Jackson ® 845.00 ❑ 18094 08/01/2018 Cienega Garden Apartments ® 3160.00 ❑ 18095 08/01/2018 Cipriano Salazar Jr. ® 885.00 ❑ 18096 08/01/2018 Clinett Gtazis ® 592.00 ❑ 18097 08/01/2018 Covina 023 Woods 206 LP - Pama Management 206 ® 856.00 ❑ 18098 08/01/2018 Cynthia Pham ® 716.00 ❑ 18099 08/01/2018 Dajojo, LLC ® 467.00 ❑ 18100 08/01/2018 Denise Van Pham ® 1411.00 ❑ 18101 08/01/2018 Derek Sim ® 748.00 ❑ 18102 08/01/2018 Dieu Van Huynh ® 875.00 ❑ 18103 08/01/2018 Dieu-Thuy Nu Ton ® 1378.00 ❑ 18104 08/01/2018 Dimitris Papadopoulous ® 1245.00 ❑ 18105 08/01/2018 Dinghwa Eddy Liu 1534.00 ❑ 18106 08/01/2018 Doan 8 Lily Thi ® 1565.00 ❑ 18107 08/01/2018 Don Norwood ® 1231.00 ❑ 18108 08/01/2018 Donna J Fails ® 771.00 ❑ 18109 08/01/2018 Doreen Han ® 620.00 ❑ 18110 08/01/2018 Dung Tran ® 896.00 ❑ 18111 08/01/2018 Dung Trung Pham and Tammy Tram Dang ® 196.00 ❑ 18112 08/01/2018 El Monte Housing Partners LP ® 3436.00 ❑ 18113 08/01/2018 Emilio De Jesus Cruz ® 514.00 ❑ 18114 08/01/2018 Eric C. Otte ® 1059.00 ❑ 18115 08/01/2018 Estate of Rosetta Mix ® 781.00 ❑ 18116 08/01/2018 Eunice Property, LLC ® 885.00 ❑ 18117 08/01/2018 EZ APT LLC ® 1287.00 ❑ 18118 08/01/2018 Fanny Chan ® 634.00 ❑ 18119 08/01/2018 Fat Law ® 891.00 0 18120 08/01/2018 Fred Lau ® 893.00 ❑ 18121 08/01!2018 Garvey Senior Affordable Partners, LP ® 391.00 ❑ 18122 08/01/2018 Gilbert Dominguez ® 933.00 ❑ 18123 08/01/2018 Gleiberman Properties, Inc - FBO MG Properties Group ® 1123.00 ❑ 18124 08/01/2018 Grace Chiou ® 1352.00 ❑ 18125 08/01/2018 Greater San Gabriel Valley Property Management, Inc. ® 1283.00 ❑ 18126 08/01/2018 Group IX SP Properties, LP ® 350.00 ❑ 18127 08/01/2018 Guillermo Vasquez ® 1115.00 0 18128 08/01t2018 Ha X Van ® 1745.00 0 18129 08/01/2018 Henry Ho ® 746.00 ❑ 18130 08/01/2018 Henry Wong ® 1644.00 ❑ 18131 08/01/2018 Heritage Park Villas LP ® 13149.00 ❑ 18132 08/01/2018 Hilbert Properties li ® 759.00 ❑ 18133 08/01/2018 Hui Chuan Wang ® 3345.00 ❑ 18134 08/01/2018 HUY VU ® 789.00 ❑ 18135 08/01/2018 Isabel R Sanchez ® 1034.00 ❑ 18136 08/01/2018 Jaime Barcena ® 786.00 ❑ 18137 08/01/2018 James or Barbara Fox ® 742.00 0 HAPPY soltwme Page 2 08/06/2018 12:55:45 PM ❑ 18138 ❑ 18139 ❑ 18140 ❑ 18141 ❑ 18142 ❑ 18143 ❑ 18144 ❑ 18145 ❑ 18146 ❑ 18147 ❑ 18148 ❑ 18149 ❑ 18150 ❑ 18151 ❑ 18152 ❑ 18153 ❑ 18154 ❑ 18155 ❑ 18156 ❑ 18157 ❑ 18158 ❑ 18159 ❑ 18160 ❑ 18161 ❑ 18162 ❑ 18163 ❑ 18164 ❑ 18165 ❑ 18166 ❑ 18167 ❑ 18168 ❑ 18169 ❑ 18170 ❑ 18171 ❑ 18172 ❑ 18173 ❑ 18174 ❑ 18175 ❑ 18176 ❑ 18177 ❑ 18178 ❑ 18179 ❑ 18180 ❑ 18181 ❑ 18182 ❑ 18183 0 HAPPY Sotiwxe 08/01/2018 08/01/2018 08/01/2018 08/0112018 08/01/2018 8/01/2018 8/01/2018 8/01/2018 8/01/2018 08101/2018 08/01/2018 8/01/2018 8/01/2018 8/01/2018 8/01/2018 8/01/2018 8/01/2018 08/01/2018 8/01/2018 8/01/2018 8/01/2018 8/01/2018 8101/2018 /2018 /2018 /2018 /2018 /2018 /2018 JBMW Investment, LLC ® 669.00 Jeff Ma ® 677.00 Jesse S. Gonzalez ® 742.00 Jianhong Zhen ® 546.00 Jim 8 Nancy Bailey ® 603.00 Jocelyn Jae Jhong ® 2089.00 Joe Clark ® 2303.00 John Nguyen ® 2610.00 John W. Ruwitch and Anh Lam Truong ® 685.00 John Young ® 520.00 Jose Baudelio Delgado ® 791.00 Joseph H. Garcia ® 2922.00 Joseph M. Kwok ® 1821.00 Joseph Pham ® 815.00 Joseph T. Tung ® 519.00 Juan Alvarado ® 431.00 Kan Investments LTD, LLC ® 554.00 Karen Lin ® 110.00 Karen M Hollinhurst ® 885.00 Kim Chau ® 753.00 Kimberly Nguyen ® 776.00 Kimberly U Dao ® 161.00 Kin Wai Wong ® 895.00 Kwan Chiang ® 987.00 Ky Tran ® 1243.00 LAI MING LEUNG ® 500.00 Lambert Lam ® 1256.00 Lan Hua Mi Ku ® 813.00 Lark Ellen Village ® 6457.00 Larry Chow ® 3301.00 Larry Mimms ® 1067.00 Larry Pratt or Doreen E. Ewing ® 1518.00 LAT Investments, LLC ® 2182.00 Lawrence and/or Lorraine Scimeca ® 1412.00 LEFA Trust ® 766.00 Leslie K Ng ® 851.00 Lien Diep ® 1087.00 Linda Man ® 790.00 Lois J Gaston ® 1357.00 Louis Tong ® 1074.00 Lourdes Vela ® 2687.00 Luan Trong Hoang ® 668.00 Lucena A Ewing ® 2403.00 Lucille Fulmer ® 805.00 Mack E Titus ® 561.00 Malcolm Oso ® 543.00 Page 3 08/06/2018 12:55:45 PM ❑ 18184 08/01/2018 Mallorca Apartments, LTD ® 886.00 ❑ 18185 08/01/2018 Man Sze Ma ® 1034.00 ❑ 18186 08/01/2018 Maria Luisa Fernandez ® 74.00 ❑ 18187 08/01/2018 Maria Luz Rodriguez ® 996.00 ❑ 18188 08/01/2018 Marina Alvarez ® 615.00 ❑ 18189 08/01/2018 Mark T. Fernandez ® 744.00 ❑ 18190 08/01/2018 Mary L Haynes ® 996.00 ❑ 18191 08/01/2018 Mayra Ortega ® 995.00 ❑ 18192 08/01/2018 Melody (Muoi) Dao ® 1230.00 ❑ 18193 08/01/2018 Michael H Phuong ® 1328.00 ❑ 18194 08/0112018 Michael I, or Ling Brooks ® 1113.00 ❑ 18195 08/01/2018 Michelle Toliao Fernandez ® 753.00 ❑ 18196 08/01/2018 Minh A Nguyen ® 1032.00 ❑ 18197 08/01/2018 Mohamad Tavakkoli ® 2630.00 ❑ 18198 08/01/2018 Moller Property Management ® 848.00 ❑ 18199 08/01/2018 Monica Alber ® 919.00 ❑ 18200 08/012018 Monrovia 612, LP ® 9070.00 ❑ 18201 08/012018 Monrovia Heritage Park LP ® 16291.00 ❑ 18202 08/012018 Monrovia Heritage Park LP ® 2720.00 ❑ 18203 08/012018 Mousa Boushaaya ® 885.00 ❑ 18204 08/01/2018 Nancy H Shen ® 781.00 ❑ 18205 08/01/2018 Nomer Lacson ® 971.00 ❑ 18206 08/012018 011e S Johnson ® 885.00 ❑ 18207 08/012018 Olive RE Holdings, LLC ® 3326.00 ❑ 18208 08/01/2018 Orange County Housing Authority ® 1449.70 ❑ 18209 08/012018 Pacific Towers Senior Apartments - TDF LP ® 3796.00 ❑ 18210 08/012018 PAMA IV Properties, LP ® 1782.00 ❑ 18211 08/012018 Paramjit S Nijjar ® 1989.00 ❑ 18212 08/012018 Paul & Annie W Chau ® 966.00 ❑ 18213 08/012018 Paul P Simon ® 815.00 0 18214 08/01/2018 Paul Yan ® 676.00 ❑ 18215 08/012018 Paul Yen ® 496.00 ❑ 18216 08/012018 Peter R Nasmyth ® 539.00 ❑ 18217 08/012018 Philip Tsui ® 633.00 ❑ 18218 08/01/2018 Primrose Villa ® 4435.00 0 18219 08/012018 Quoc T. Vo ® 1188.00 ❑ 18220 08/012018 Quy Due Tran ® 950.00 ❑ 18221 08/012018 Ralph V. Parra ® 1090.00 ❑ 18222 08/012018 Ramiro S. Viramontes Separate Property Trust dated ® 329.00 ❑ 18223 08/012018 RAMONA BLVD FAMILY APARTMENTS, L.P. ® 3421.00 ❑ 18224 08/012018 Raul Varela Ayala ® 630.00 ❑ 18225 08/012018 Richard A DaSylveira ® 1109.00 ❑ 18226 08/012018 Robert Lawe ® 871.00 ❑ 18227 08/012018 Robert and Judy Ip 2012 Trust 0 1191.00 ❑ 18228 08/012018 Roger Hin Nam Mak ® 8729.00 ❑ 18229 08/01/2018 Roland Wiekamp ® 1269.00 0 HAPPY Software Page 4 08/0612018 12;55.45 PM ❑ 18230 08/01/2018 Roman Basin ® 376.00 ❑ 18231 08/01/2018 Ronald & Pamela Layne ® 531.00 ❑ 18232 08/01/2018 Rosa Beltran ® 1184.00 ❑ 18233 08/01/2018 Rosa Lamas-Serratos ® 1704.00 ❑ 18234 08/01/2018 Rosie Leon ® 786.00 0 18235 08/01/2018 Roy Lam ® 847.00 ❑ 18236 08/01/2018 Ruel Torres ® 276.00 ❑ 18237 08/01/2018 SAE GROUP, LLC ® 1312.00 ❑ 18238 08/01/2018 Sam Gurfinkel ® 1227.00 0 18239 08101!2018 Sara Romo ® 954.00 ❑ 18240 08/01/2018 Sel Homes LLC ® 7837.00 ❑ 18241 08/01/2018 Sergio Molina ® 921.00 ❑ 18242 08/01/2018 Shiu-Ein Huang ® 285.00 ❑ 18243 08101/2018 Singing Wood Senior Housing LP ® 1469.00 ❑ 18244 08/01/2018 Siu Fung Mak ® 919.00 ❑ 18245 08/01/2018 Sophia Wong ® 1686.00 ❑ 18246 08/0112018 Steadfast Cameron Park LP ® 814.00 ❑ 18247 08/01/2018 Steadfast Mccord BHA, LP ® 891.00 ❑ 18248 08/01/2018 Sul Man Mak ® 820.00 ❑ 18249 08/01/2018 T & P Property LLC ® 795.00 ❑ 18250 08/01/2018 T & T Asset Holding, LLC ® 2565.00 ❑ 18251 08/01/2018 Takis Bogris ® 617.00 ❑ 18252 08/01/2018 Tanya H Chen ® 798.00 ❑ 18253 08/01/2018 Thanh M Tang ® 730.00 ❑ 18254 08/01/2018 The Piedrahita Trust "B" ® 1551.00 ❑ 18255 08/01/2018 The Promenade Housing Partners, LP ® 2214.00 ❑ 18256 08/01/2018 Therlsa L Tyck ® 891.00 ❑ 18257 08/01/2018 Thomas Pang ® 1127.00 ❑ 18258 08/01/2018 Tinh Van Le ® 440.00 ❑ 18259 08/01/2018 Tom Cinquegrani ® 1092.00 0 18260 08/01/2018 Tom Lee ® 372.00 ❑ 18261 08/01/2018 Tuan Viet Ho ® 1681.00 ❑ 18262 08/01/2018 Up Hill Investment Inc. ® 1231.00 ❑ 18263 08/01/2018 Van T Tran ® 993.00 ❑ 18264 08/01/2018 Velma Alarcon Gandara ® 1262.00 ❑ 18265 08/01/2018 Vijay Gulati ® 2448.00 ❑ 18266 08/01/2018 Villa Olive Oak ® 539.00 ❑ 18267 08/01/2018 Vinh H. Lai ® 885.00 ❑ 18268 08/01/2018 Vinh Hong Lai ® 1685.00 ❑ 18269 08/01/2018 Vintage West Covina ® 10812.00 ❑ 18270 08/01/2018 Virginia Carlson ® 898.00 ❑ 18271 08/01/2018 Wai Keng Tam ® 970.00 18272 08/0112018 West Covina Senior Villas II, LP 584.00 ❑ 18273 08/01/2018 West Covina Seniors Villas l ® 721.00 ❑ 18274 08/01/2018 William J Rogers ® 801.00 ❑ 18275 08/01/2018 Wilson Apartment Associates L.P. ® 2493.00 0 HAPPY sonwara Page 5 08/06/2018 12:55:45 PAA ❑ 98276 08/01/2018 Woodside Village Apartments LP ® 6473.00 ❑ 18277 08/01/2018 Xitlalai Sanchez ® 1104.00 ❑ 18278 08/01/2018 Xuan Wang ® 1276.00 ❑ 18279 08/01/2018 Xue Fen Xu ® 967.00 ❑ 18280 08/01/2018 Xuyen Thach Han ® 1926.00 ❑ 18281 08/01/2018 Y & H Investment, Inc. ® 1501.00 ❑ 18282 08/01/2018 Zelmira Medina ® 1537.00 ❑ 18283 08/01/2018 Zi Jian Li ® 1686.00 Total $364,389.70 Average $807.96 Unit Count 434 Average Weighted by Unit Count $830.42 Hard to House Count 6 0 HAPPY Software Page 6 06!0612018 12:55:45 PM Attachment 2 CHECK REGISTER July 31, 2018 Date Range: 07/90/2098...08/06/2098 Grouped by. VMS Date Range: All Sorted by: Check Number Program: All Check Number 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 v" Check Number Check Date Payee Name DD Amount ❑ 72169 08/01/2018 Annie L Henderson ❑ 24.00 ❑ 72170 08/01/2018 Hermila Silva ❑ 12.00 ❑ 72171 08/01/2018 Vanessa G Ross ❑ 21.00 Total $57.00 Average $19.00 Unit Count 0 Average Weighted by Unit Count Hard to House Count 0 NAPPY SoAw9re Page 1 07/31/2018 6:49:07 PM ITEM NO. 02 STAFF :REPORT TO: Honorable Mayor and Members of the City Council 7 6t u' (H FROM: Rose Tam, Director of Finance S 1�EL ^ DATE: August 15, 2018 SUBJECT: Treasurer's Report — June 2018 SUMMARY Attached is the Treasurer's Report for the month of June 2018. The Treasurer's Report lists all cash for the City which includes the Baldwin Park Financing Authority, the Housing Authority, and the Successor Agency to the Community Development Commission (CDC). All investments are in compliance with the City's Investment Policy and the California Government Code. RECOMMENDATION Staff recommends that Council receive and file the Treasurer's Report for June 2018. FISCAL IMPACT None BACKGROUND City of Baldwin Park Investment Policy requires the Treasurer's Report be submitted to the Mayor and City Council on a monthly basis. LEGAL REVIEW Not Applicable ATTACHMENT 1. Exhibit "A", Treasurer's Report CITY OF BALDWIN PARK TREASURER'S REPORT 613 012 01 8 INTEREST PURCHASE MATURITY State of California Local Agency Investment Fund LAIF�� City -Including General Fund d all other Special Revenue Funds 1.85% Varies Varies Housing Authority 1.85% Varies Varies Certificate of Deposit CURRENT BOOK MARKET Capital Ona Bank USA NATL ASSN 1.15% 9/14/2016 9/14/2018 Walls Fargo Bank NA SIOUX Falls 1.16% 9/14/2016 9/1412018 JP Morgan Chase Bank NA Columbus 1.16% 9/16/2016 9/16/2018 Ally Bank Midvale CTF DEP ACT1366 1.16% 9/1712016 9/17/2018 American Express Centurion 1.60% 4112/2017 4112/2019 EverbankJacksonville 1.65% 4116/2017 4116/2099 Citibank National Association 1.80% 1/25/2018 1/25/2019 Goldman Sachs Bk USA NY 2.25% 1/24/2018 1/2412020 Sallie Mae Sk SILT Lake City UT 2.25% 1/2412018 1/24/2020 Safra National Bank New York 2.00% 4116/2018 4115/2019 Morgan Stanley Bank N A Utah 2.64% 4119/2018 4120/2020 US Treasury Bili 2.07% Fiscal Agent Funds (TmsUDebt Service Fund) Varies Fiscal Agent Funds - Successor Agency (Trust/Debt Service Funr Varies 3/29/2018 3/29/2019 Varies Varies Varies Varies PAR CURRENT BOOK MARKET VALUE PRINCIPAL VALUE VALUE $ 31,384,839.66 $ 31,384,839.66 $ 31,384,839.65 $ 31,384,839.65 13,352.46 13,352.46 13,352.46 13,352.46 31,398,192.11 31,398,192.11 31,398,192.11 31,398,192.11 246,000.00 246,000.00 245,000.00 244,458.55 246,000.00 245,000.00 246,000.00 244,480.60 245,000.00 246,000.00 245,000.00 244,463.66 245,000.00 246,000.00 246,000.00 244,438.96 260,000.00 250,000.00 260,000.00 248,650.00 260,000.00 250,000.00 260,000.00 248,512.50 260,000.00 250,000.00 250,000.00 249,460.00 260,000.00 250,000.00 260,000.00 248,552.50 250,000.00 250,000.00 250,000.00 248,652.60 250,000.00 260,000.00 250,000.00 249,400.00 260,000.00 250,000.00 260,000.00 249,646.00 2,730,000.00 2,730,000.00 2,730,000.00 2,720,594.26 1,000,000.00 1,000,000.00 1,000,000.00 983,730.00 14,704.14 14,704.14 14,704.14 14,704.14 1,860,950.05 1,860,950.05 1,860,950.06 1,860,950.05 1,875,654.19 1,875,654.19 1,875,654.19 1,875,654.19 $ 37,003,846.30 $ 37,003,846.30 S 36,978,170.55 37.003,846.30 0 Total Investments $ 37,003,846.30 Cash with Bank of the West City Checking 1,548,484.47 Money Market Plus 132,322.57 City Miscellaneous Cash 49,853.39 Successor Agency 614,752.06 Housing Authority 278,818.01 Financing Authority 1,719.08 Investment Brokerage 13.671.62 Total Cash with Bank of the West 2,639,619.19 Total Cash and Investments $ 39 Schedule of Cash and Investments includes city-wide assets as included in the Comprehensive Annual Financial Report • There was no Investment maturity/purchase transactions made for the month of June 2018 and several deposits/wlthdrawals were made through the Local Agency Investment Fund. In compliance with the California Government Code Section 53646 st seq., i hereby certify that sufficient Investment liquidity and anticipated revenues are available to meet the City's expenditure requirements for the next six months that all Investments are in compliance to the City's Statement of Investment Policy. Approved by: Rose Tam Director of Finance