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032503 CC Agenda
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the office of the City Clerk (909) 694-6444. Notification 48 hours prior to a meeting will enable the City to make reasonable arrangements to ensure accessibility to that meeting [28 CFR 35.102.35.104 ADA Title I~] AGENDA TEMECULA CITY COUNCIL A REGULAR MEETING CITY COUNCIL CHAMBERS 43200 BUSINESS PARK DRIVE MARCH 25, 2003 - 7:00 P.M. At approximately 9:45 P.M., the City Council will determine which of the remaining agenda items can be considered and acted upon prior to 11:00 P.M. and may continue all other items on which additional time is required until a future meeting. All meetings are scheduled to end at 11:00 P.M. 6:00 P.M. Closed Session of the City Council and Redevelopment Agency pursuant to Government Code Sections: 1. Conference with City Attorney and legal counsel pursuant to Government Code Section 54956.8 regarding the acquisition of real property located at 29400 Rancho California Road. Under negotiation is the price and terms of the real property interests. The negotiating parties are the City of Temecula and Swedish American Corporation (Craig Johnson and Bill Johnson). The City negotiators are Shawn Nelson, Jim O'Grady, and Bill Hughes. 2. Conference with City Attorney and legal counsel pursuant to Government Code Section 54956.9(b)(1) with respect to one matter of potential litigation. With respect to such matters, the City Attorney has determined that a point has been reached where there is a significant exposure to litigation involving the City based on existing facts and circumstances. 3. Conference with City Attorney and legal counsel pursuant to Government Code Section 54956.9(a) with respect to one matter of existing litigation involving the City. The following case will be discussed: City of Temecula v. County of Riverside (Domenigoni-Barton Properties). Public Information concerning existing litigation between the City and various parties may be acquired by reviewing the public documents held by the City Clerk. Next in Order: Ordinance: No. 2003-04 Resolution: No. 2003-30 CALL TO ORDER: Mayor Jeff Stone Prelude Music: Kristen Torres Invocation: Pastor Ron Alsobrooks, New Covenant Fellowship Center Flag Salute: R:'~Agenda\032503 Councilman Roberts 1 ROLL CALL: Comerchero, Naggar, Pratt, Roberts, Stone PRESENTATIONS/PROCLAMATIONS Presentation by Mr. Dick Kennedy National Child Abuse Prevention Month PUBLIC COMMENTS A total of 30 minutes is provided so members of the public may address the Council on items that appear within the Consent Calendar or ones that are not listed on the agenda. Speakers are limited to two (2) minutes each. If you desire to speak to the Council on an item which is listed on the Consent Calendar or a matter not listed on the agenda, a pink "Request to Speak" form should be filled out and filed with the City Clerk. When you are called to speak, please come forward and state your name for the record. For all Public Hearing or Council Business matters on the agenda, a "Request to Speak" form must be filed with the City Clerk prior to the Council addressing that item. There is a five (5) minute time limit for individual speakers. ClTY COUNCILREPORTS Reports by the members of the City Council on matters not on the agenda will be made at this time. A total, not to exceed, ten (10) minutes will be devoted to these reports. CONSENT CALENDAR NOTICETOTHEPUBLIC All matters listed under Consent Calendar are considered to be routine and all will be enacted by one roll call vote. There will be no discussion of these items unless Members of the City Council request specific items be removed from the Consent Calendar for separate action. 1 Standard Ordinance and Resolution Adoption Procedure RECOMMENDATION: 1,1 Motion to waivethe reading ofthete~ ofallordinances and resolutionsincludedinthe agenda, 2 Resolution Approvin,q List of Demands RECOMMENDATION: 2.1 Adopt a resolution entitled: R:~Agenda\032503 2 RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 3 Award of Contract for Storage Area Network (SAN) and Data Backup Tape Library RECOMEMNDATION: 3.1 Award a contract to Nth Generation Computing, Inc. in the amount of $108,360 for purchase and installation of a HP Storage Area Network (SAN) with a robotically controlled Data Backup Library. 3.2 Approve a 10% contingency not to exceed $10,836.00 for the SAN/Data Backup Tape Library project. 4 Sponsorship Request for the Temecula Valley International Film & Music Festival RECOMMENDATION: 4.1 Approve the funding request of $30,000 for the Temecula Valley International Film & Music Festival; 4.2 Approve the event advertising agreement with the Temecuta Valley International Film & Music Festival and authorize the Mayor to execute the agreement. 5 Riverside County Habitat Conservation Aqency Joint Powers A.qreement Amendment No. Z RECOMMENDATION: 5.1 Approve the seventh amendment to the Joint Powers Agreement creating the Riverside County Habitat Conservation Agency. Approval of the Plans and Specifications and authorization to solicit Construction Bids for Rancho California Road Brid.qe Widenin.q over Murrieta Creek- Proiect No. PW99-18 RECOMMENDATION: 6.1 Approve the Construction Plans and Specifications and authorize the Department of Public Works to solicit construction bids for Rancho California Road Bridge Widening over Murrieta Creek- Project No. PW99-18. 7 Wolf Valley Middle School Offsite Street Improvements, Tentative Tract Map No. 29035-1 (located south of Loma Linda Road, east of Pechanqa Parkway, north of Wolf Valley Road, west of Via Del Coronado and within the Wolf Creek Specific Plan) RECOMMENDATION: 7.1 Approve the Developer Improvement Agreement by Temecula Valley Unified School District for Wolf Valley Middle School offsite street improvements; R:~Agenda\032503 3 8 7.2 Accept the Faithful Performance Bond as security for offsite street improvements on Loma Linda Road and Via Del Coronado; 7.3 Accept the Labor and Materials Bond as security to provide contractors a source for their claims. Temecula Valley - La Serena Way Storm Drain, Staqe 3, Proiect No. 7-0-0315, Temecula Valley - Chardonnay Basin Project No. 7-0-0314 Tract Map No. 23101-6 - Cooperative Aqreement RECOMMENDATION: 8.1 Approve Temecula Valley - La Ssrena Way Storm Drain, Stage 3, Project No. 07-0- 0315, Temecula Valley - Chardonnay Basin Project No. 7-0-0314 Tract Map No. 23101-6 - Cooperative Agreement with the Riverside County Flood Control and Water Conservation District, the City of Temecula, and Lennar Land Partners II; 8.2 Accept the Faithful Performance Bond in the amount of $18,235; 8.3 Authorize the execution of such agreement in its final form by the Mayor, City Attorney, and City Clerk. Acceptance of an Easement Deed for Drainaqe Purposes within Parcel No. 4 of Parcel Map No. 9783 accommodatinq the Meadowview Equestrian Trail RECOMMENDATION: 9.1 Adopt a resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ACCEPTING AN EASEMENT DEED FOR DRAINAGE PURPOSES WITHIN PARCEL NO. 4 OF PARCEL MAP NO. 9783 ACCOMMODATING THE MEADOWVlEW EQUESTRIAN TRAIL 10 Professional Services Agreement for Geotechnical, Mater a Testing Services, and Special Inspection - Twininq Laboratories of Southern California, Inc. Pechan.qa Parkway Sound Wall Improvements, Project No. PW99-11SW RECOMMENDATION: 10.1 Approve an agreement with Twining Laboratories of Southern California, Inc. in an amount not to exceed $149,029.00 to provide as needed geotechnical, material testing services, and special inspection for the Pechanga Parkway Sound Wall Improvements, Project No. PW99-11SW, and authorize the Mayor to execute the agreement; 10.2 Authorize the City Manager to approve amendments to the agreement not to exceed the contingency amount of $14,902.90, which is equal to 10% of the agreement amount. R:~,genda\032503 4 11 12 13 10.3 Authorize the advance of $320,000.00 from the General Fund, which will be reimbursed from Community Facilities District 01-3 Bond proceeds, to fully fund the construction engineering and project administration of the Pechanga Parkway improvements. Murrieta Creek Multi-Purpose Trail, Proiect No. PW01-27, Professional Services Aqreement for Desi.qn - Kimley-Horn and Associates, Inc. RECOMMENDATION: 11.1 Approve an agreement with Kimley-Horn and Associates, Inc. in an amount not to exceed $232,380 to provide design services for the Murrieta Creek Multi-purpose Trail, Project No. PW01-27, and authorize the Mayor to execute the agreement; 11.2 Authorize the City Manager to approve amendments not to exceed the contingency amount of $11,619 which is equal to 5% of the agreement amount. Solicitation of Construction Bids and Approval of the Plans and Specifications for Project No. PW03-02, FY 2002-03 - Slurry Seal Proiect RECOMMENDATION: 12.1 Approve the Construction Plans and Specifications and authorize the Department of Public Works to solicit construction bids for Project No. PW03-02, FY 2002-03, Slurry Seal Project. Reduction in Development Impact Fees (Traffic Component) RECOMMENDATION: 13.1 Adopt a resolution entitled: RESOLUTION NO, 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA REDUCING THE TRAFFIC COMPONENT OF THE CITY'S DEVELOPMENT IMPACT FEES FOR RESIDENTIAL DEVELOPMENT RECESS CITY COUNCIL MEETING TO SCHEDULED MEETINGS OF THE TEMECULA COMMUNITY SERVICES DISTRICT, THE CITY OF TEMECULA REDEVELOPMENT AGENCY, AND THE TEMECULA PUBLIC FINANCING AUTHORITY R:~Agenda\032503 5 TEMECULA COMMUNITY SERVICES DISTRICT MEETING Next in Order: Ordinance: No. CSD 2003-01 Resolution: No. CSD 2003-06 CALLTO ORDER: President Jeff Comerchero ROLL CALL: DIRECTORS: Naggar, Pratt, Roberts, Stone, Comerchero PUBLIC COMMENTS A total of 15 minutes is provided so members of the public may address the Board of Directors on items that are not listed on the agenda or on the Consent Calendar. Speakers are limited to two (2) minutes each. If you decide to speak to the Board of Directors on an item not on the agenda or on the Consent Calendar, a pink "Request to Speak" form should be filled out and filed with the City Clerk. When you are called to speak, please come forward and state your name for the record. For all other agenda items, a "Request to Speak" form must be filed with the City Clerk Prior to the Board of Directors addressing that item. There is a five (5) minute time limit for individual speakers. Anyone wishing to address the Board of Directors should present a completed pink "Request to Speak" form to the City Clerk. When you are called to speak, please come forward and state your name and address for the record. CONSENT CALENDAR 1 Minutes RECOMMENDATION: 1.1 Approve the minutes of March 18, 2003. DISTRICT BUSINESS 2 Naminq of Crowne Hill and Serena Hills Park Sites RECOMMENDATION: 2.1 Approve the name Pauba Ridge Park for a 5.2 acre park site in Crowne Hill Development, as recommended by the Community Services Commission. 2.2 Approve the name Serena Hills Park for a 3.15 acre park site in the Serena Hills Development, as recommended by the Community Services Commission. R:~Agenda\032503 6 DIRECTOR OF COMMUNITY SERVICES REPORT GENERAL MANAGER'S REPORT BOARD OF DIRECTORS' REPORTS ADJOURNMENT Next regular meeting: Tuesday, April 8, 2003, 7:00 PM, City Councit Chambers, 43200 Business Park Drive, Temecula, California. R:~,genda\032503 7 TEMECULA REDEVELOPMENT AGENCY MEETING Next in Order: Ordinance: No. RDA 2003-01 Resolution: No. RDA 2003-07 CALLTO ORDER: Chairperson Ron Roberts ROLL CALL AGENCY MEMBERS: Comerchero, Naggar, Pratt, Stone, Roberts PUBLIC COMMENTS A total of 15 minutes is provided so members of the public may address the Redevelopment Agency on items that are not listed on the agenda or on the Consent Calendar. Speakers are limited to two (2) minutes each. If you decide to speak to the Board of Directors on an item no__t on the agenda or on the Consent Calendar, a pink "Request to Speak" form should be filled out and filed with the City Clerk. When you are called to speak, please come forward and state your name for the record. For all other agenda items, a "Request to Speak" form must be filed with the City Clerk Prior to the Board of Directors addressing that item. There is a five (5) minute time limit for individual speakers. Anyone wishing to address the Board of Directors should present a completed pink "Request to Speak" form to the City Clerk. When you are called to speak, please come forward and state your name and address for the record. CONSENT CALENDAR 1 Minutes RECOMMENDATION: 1.1 Approve the minutes of March 18, 2003. RECONVENE CITY COUNCIL MEETING JOINT CITY COUNCIL/PUBLIC HEARING Any person may submit written comments to the City Councilrl'emecula Redevelopment Agency before a Public Hearing or may appear and be heard in support of or in opposition to the Approval of the project(s) at the time of the hearing. If you challenge any of the project(s) in court, you may be limited to raising only those issues you or someone else raised at the public hearing or in written correspondence delivered to the City Clerk at, or prior to, the public hearing. R:~Agenda\032503 8 2 Baily's Restaurant Proiect in Old Town RECOMMENDATION: 2.1 That the City Council adopt a resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE CITY AND OLD TOWN DINING LLC, A CALIFORNIA LIMITED PARTNERSHIP 2.2 That the Temecula Redevelopment Agency adopt a resolution entitled: RESOLUTION NO. RDA 03- A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND OLD TOWN DINING LLC, A CALIFORNIA LIMITED PARTNERSHIP RECESS CITY COUNCIL MEETING DEPARTMENTAL REPORT EXECUTIVE DIRECTOR'S REPORT AGENCY MEMBERS' REPORTS ADJOURNMENT Next regular meeting: Tuesday, April 8, 2003, City Council Chambers, 43200 Business Park Drive, Temecula, California. R:~Agenda\032503 9 TEMECULA PUBLIC FINANCING AUTHORITY Next in Order: Ordinance: No. TPFA 2003-01 Resolution: No. TPFA 2003-05 CALL TO ORDER: Chairperson Jeff Stone ROLL CALL AGENCY MEMBERS: Comerchero, Naggar, Pratt, Roberts, Stone PUBLIC COMMENTS A total of 15 minutes is provided so members of the public may address the Temecula Public Financing Authority on items that are not listed on the agenda or on the Consent Calendar. Speakers are limited to two (2) minutes each. if you decide to speak to the Board of Directors on an item not on the agenda or on the Consent Calendar, a pink "Request to Speak" form should be filled out and filed with the City Clerk. When you are called to speak, please come forward and state your name for the record. For all other agenda items, a "Request to Speak" form must be filed with the City Clerk Prior to the Board of Directors addressing that item. There is a five (5) minute time limit for individual speakers. Anyone wishing to address the Board of Directors should present a completed pink "Request to Speak" form to the City Clerk. When you are called to speak, please come forward and state your name and address for the record. CONSENT CALENDAR 1 Minutes RECOMMENDATION: 1.1 Approve the minutes of March 18, 2003. RECONVENE THE CITY COUNCIL MEETING JOINT CITY COUNCIL/TEMECULA PUBLIC FINANCING AUTHORITY PUBLIC HEARING Any person may submit written comments to the City Council/'remecula Public Financing Authority before a public Hearing or may appear and be heard in support of or in opposition to the Approval of the project(s) at the time of tne hearing. If you challenge any of the project(s) in court, you may be limited to raising only those issues you or someone else raised at the public hearing or in written correspondence delivered to the City Clerk at, or prior to, the public hearing. R:~Agenda\032503 lO 2 Formation of Temecula Public Financin.q Authority Community Facilities District No. 03-1 (Crowne Hill) RECOMMENDATION: 2.1 Hold a public hearing regarding the proposed bond financing by the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) of various public improvements and as necessary to eliminate a special assesment lien. 2.2 That the City Council adopt a resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA MAKING FINDINGS WITH RESPECT TO AND APPROVING THE ISSUANCE OF BONDS BY THE TEMECULA PUBLIC FINANCING AUTHORITY 2.3 That the City Council adopt a resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING JOINT COMMUNITY FACILITIES AGREEMENT RELATING TO THE FINANCING OF PUBLIC IMPROVEMENTS AND IMPLEMENTATION OF ACQUISITION AGREEMENT 2.4 That the Public Financing Authority hold public hearings regarding the formation of the proposed Temecula Public Financing Authority Community Facilities District No. 03-01 (Crowne Hill) (the "CFD"), the levy of special taxes in the CFD, and the issuance of bonds by the Public Financing Authority for the CFD. 2.5 That the Temecula Public Financing Authority adopt a resolution entitled: RESOLUTION NO. TPFA 03- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY OF FORMATION OF TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO 03-1 (CROWNE HILL), AUTHORIZING THE LEVY OF A SPECIAL TAX WITHIN THE DISTRICT, PRELIMINARILY ESTABLISHING AN APPROPRIATIONS LIMIT FOR THE DISTRICT AND SUBMrYrlNG LEVY OF THE SPECIAL TAX AND THE ESTABLISHMENT OF THE APPROPRIATIONS LIMIT TO THE QUALIFIED ELECTORS OF THE DISTRICT R:\Agenda\032503 11 2.6 That the Temecula Public Financing Authority adopt a resolution entitled: 2.7 RESOLUTION NO. TPFA 03- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DETERMINING THE NECESSITY TO INCUR BONDED INDEBTEDNESS WITHIN TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) AND SUBMITrlNG PROPOSITION TO THE QUALIFIED ELECTORS OF THE DISTRICT That the Temecula Public Financing Authority adopt a resolution entitled: RESOLUTION NO. TPFA 03- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY CALLING SPECIAL ELECTION WITHIN COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) 2.8 2.9 That the Temecula Public Financing Authority hold an election regarding the CFD, and adopt a resolution entitled; RESOLUTION NO. TPFA 03- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DECLARING RESULTS OF SPECIAL ELECTION AND DIRECTING RECORDING OF NOTICE OF SPECIAL TAX LIEN That the Public Financing Authority introduce and read by title only an ordinance entitled: ORDINANCE NO. TPFA 03- AN ORDINANCE OF THE TEMECULA PUBLIC FINANCING AUTHORITY LEVYING SPECIAL TAXES WITHIN TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) EXECUTIVE DIRECTOR'S REPORT BOARD MEMBERS' REPORTS ADJOURNMENT R:~Agenda\032503 12 RECONVENE THE CITY COUNCIL MEETING PUBLIC HEARING Any person may submit written comments to the City Council before a public Hearing or may appear and be heard in support of or in opposition to the Approval of the project(s) at the time of the hearing. If you challenge any of the project(s) in court, you may be limited to raising only those issues you or someone else raised at the public hearing or in written correspondence delivered to the City Clerk at, or prior to, the public hearing. 14 Appeal of the Planninq Commission's decision to deny Planninq Application No. 02-0567, a request for a findinq of Public Convenience or Necessity and a Minor Conditional Use Permit to operate a niqhtclub to include a type 48 liquor license, live music, dancin.q, and other entertainment uses as outlined in the submitted statement of operations in a 4,860 square foot existinq buildin.q located at 28822 Old Town Front Street, Unit No. 203 - The Edqe Ni.qhtclub RECOMMENDATION: 14.1 Adopt a Notice of Exemption for Planning Application No. 02-0567 (Public Convenience or Necessity and Minor Conditional Use Permit) per the California Environmental Quality Act, Section 15270 (Projects which are disapproved); 14.2 Adopt are resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY PLANNING APPLICATION NO. 02-0567, A REQUEST FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES) FOR THE EDGE NIGHTCLUB LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203, KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003 14.3 Adopt a resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY PLANNING APPLICATION NO. 02-0567, A MINOR CONDITIONAL USE PERMIT TO OPERATE A NIGHTCLUB TO INCLUDE TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES), LIVE MUSIC, DANCING, AND OTHER ENTERTAINMENT USES IN AN EXISTING 4,860 SQUARE FOOT BUILDING LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203, KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003 R:~Agenda\032503 13 COUNCIL BUSINESS 15 Status Report on the Riverside County General Plan Update RECOMMENDATION: 15.1 Receive and file. DEPARTMENTAL REPORTS CITY MANAGER'S REPORT CITY ATI'ORNEY'S REPORT ADJOURNMENT Next regular meeting: City Council, Tuesday, April 8, 2003, at 7:00 P.M., City Council Chambers, 43200 Business Park Drive, Temecula, California. R:~Agenda\032503 14 PROCLAMATIONS AND PRESENTATIONS ITEM 1 ITEM 2 RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A THE CITY COUNCIL OF THE CITY OF TEMECULA DOES RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the following claims and demands as set forth in Exhibit A, on file in the Office of the City Clerk, have been audited by the City Manager, and that the same are hereby allowed in the amount of $1,594,515.13. Section 2. The City Clerk shall certify the adoption of this resolution. PASSED, APPROVED AND ADOPTED, this 25th day of March, 2003. ATTEST: Jeffrey E. Stone, Mayor Susan W. Jones, CMC City Clerk [SEAL] R:/Resos2003/Resos 03- 1 STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE) ss CITY OF TEMECULA ) I, Susan W. Jones, CMC, City Clerk of the City of Temecula, hereby do certify that the foregoing Resolution No. 03- was duly adopted at a regular meeting of the City Council of the City of Temecula on the 25th day of March, 2003 by the following roll call vote: AYES: NOES: ABSENT: COUNCILMEMBERS: COUNCILMEMBERS: COUNCILMEMBERS: Susan W. Jones, CMC City Clerk R~Resos2003/Resos03- 2 CITY OF TEMECULA LIST OF DEMANDS 03/16/03 TOTAL CHECK RUN: 03/16/03 TOTAL PAYROLL RUN: 297,858.00 TOTAL LIST OF DEMANDS FOR O3/25/03 COUNCIL MEETING: DISBURSEMENTS BY FUND: CHECKS: 001 155 190 192 193 194 210 28O 30O 320 33O 340 GENERAL FUND RDA-LOW/MOD INCOME HOUSING COMMUNITY SERVICES DISTRICT TCSD SERVICE LEVEL B TCSD SERVICE LEVEL C TCSD SERVICE LEVEL D CAPITAL IMPROVEMENT PROJ. FUND RDA-REDEVELOPMENT INSURANCE INFORMATION SYSTEMS SUPPORT SERVICES FACILITIES $ 949,956.91 5,516.23 147,643.95 36.43 47,106.61 512.30 87,452.33 10,860.77 6,877.44 29,812.32 2,055.87 8,825.97 $ 1,594,515.13 $ 1,296,657.13 001 165 190 192 193 194 28o 300 32O 330 34O GENERAL FUND RDA-LOW/MOD INCOME HOUSING COMMUNITY SERVICES DISTRICT TCSD SERVICE LEVEL B TCSD SERVICE LEVEL C TCSD SERVICE LEVEL D RDA-REDEVELOPMENT INSURANCE iNFORMATION SYSTEMS SUPPORT SERVICES FACILITIES TOTAL BY FUND: PREPARED BY RETA WEST N, ACCOUNTING SPECIALIST I GE~i~F FINANCE SHAWN NELSON, CITY MANAGER 212,303.01 5,123.96 107.84 4,865.40 730.52 2,181.43 1,188.50 11,624.24 2,242.23 6,394.56 297,858.00 $ 1,594,515.13 , HEREBY CERTIFY THAT THE FOLLOWING IS TRUE AND CORRECT. HEREBY CERTIFY THAT THE FOLLOWING IS TRUE AND CORRECT. apChkLst Final Check List Page: 1 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA Check# Date 94 03/13/2003 95 03/13/2003 96 03/13/2003 97 03/13/2003 000283 INSTATAX (IRS) 98 03/13/2003 000444 INSTATAX (EDD) 82834 03/07/2003 006045 CLIFFS AT SHELL BEACH 82835 03/07/2003 006046 CSAIASPRINGTRAINING 82836 03/13/2003 003552 A F L A C 82837 03/13/2003 004524 ABSOLUTE ASPHALTINC 82838 03/13/2003 005909 ACTION SALES & MARKETING 82839 03/13/2003 005288 ADAMS, GREG 82840 03/1 3/2003 82841 03/13/2003 001375 AMERICAN CONSTRUCTION 82842 o3/13/2oo3 000747 AMERICAN PLANNING ASSOCI 82843 03/13/2003 82844 03/13/2003 82845 03/13/2003 Vendor Description 000245 PERS (HEALTH INSUR. PREMIU PERS Health Insurance Premium 000642 TEMECULA CITY FLEXIBLE Childcare & Medical reimbursements 000246 PERS (EMPLOYEES' RETIREME PERS retirement Federal income taxes State disability insurance Hfl:Sexual Assault Conf:Campbell:3/12 Sexual Assault Conf:3/12-14:Campbell AFLAC Cancer insurance Asphalt Supplies for PW mntc Green speakers grills: Old Twn Reimb :Fire House World Conf:2/18- 005339 ADMINISTRATIVE PROFESSION lyrSubscription :Personal Rept 000101 APPLE ONE, INC. 005590 ARMSTRONG & BROOKS 002848 BADGER, THE Membership:Jack Hodson Membership:Debbie Ubnoske 068647 Membership: Emery J. Papp 117057 Membership: Don Hazen 092146 Delarm temp help PPE 02/22/03 Engineering svc:Vail Ranch Park Fire Prevention-Sticker Kids Badges Amount Paid Check Total 43,292.82 43,292.82 8,173.62 8,173.62 48,348.79 48,348.79 57,924.75 57,924.75 13,161.53 13,161.53 371.80 371.80 325.00 325.00 1,512.30 1,512.30 784.42 784.42 323.25 323.25 1,066.11 1,066.11 59.95 59.95 125.00 125.00 280.00 272.00 255.00 807.00 499.20 499.20 868.54 868.54 347.70 347.70 Page:l apChtd, st F~nai Check List Page: 2 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA Check # Date Vendor 82846 03/13/2003 004778 BERRYMAN & HENIGAR INC (Continued) Description Design svcs:Pavement mgmt update 82~47 03/13/2003 003817 BLUE RIDGE MEOICAL 82848 03/13/2003 003126 ~,OOMGAARDEN, DENNIS 82849 03/13/2003 005103 BUCKLEY, TIM Paramedic squad suppliss:Fire Dept TCSD icatructor earnings Reimb;Fi~e House World Co~:~18-20 82850 03/13/2003 002099 BUTTERFIELD ENTERPRISES Mar 03 lease pmt:Oid Twn RR 82852 03/13/2003 82853 03/13/2003 82855 03/13/2003 004038 CAD ZONE INC, THE 003138 CAL MAT First look pro software:Fire Dept PW patch tnJC~ materials 003554 CANADA LIFE ASSURANCE CO Mandatory Life Insumnca ' 82856 03/13/2003 82857 03/13/2003 002534 CATERERS CAFE 003628 CHUYS RESTAURANT Refreshments:Volunteer Recognition Refshmnts:Budget Workshop Mtg Refshmnts:Accela wireless mtg 3/13/ 82858 03/13/2003 005708 cLEAR CHANNEL BROADCASTI Broadcasting for Erie Stanley Gardner 82859 03/13/2003 002989 CLEAR IMAGE WINDOW CLEA Cleaning canopy window. City Hall 82860 03/13/2003 004405 COMMUNITY HEALTH CHARI Community Hea~th charities 82861 03/13/2003 82862 03/13/2003 001193 COMP U S A INC Misc computer supplies: Info Sys MiSC computer supplies:Info Sys 002147 COMPLIMENTS cOMPLAINTS & Entertainment:Amazing Dana 3/7/03 82863 03/13/2003 000447 COMTRONIX OF HEMET Install police radio on motorcycle Install porice radio on motorcycle Install police radio accys on motorcycl Amount Paid Check Total 4,020.80 4,020.80 825.46 825.46 420.00 420.00 566.23 566.23 826.00 826.00 999.00 990.00 1,091.27 1,091.27 2,318.75 2,318.75 1.508.50 69.88 1,578.38 164.00 164.00 1,555.00 1,555.00 173.50 173.50 901.15 40.71 941.86 175.00 175.00 2,498.18 2,498.18 360.00 5,356.36 Page2 apChkLst Final Check List Page: 3 03/13/2003 12:06:58PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description 82864 03/13/2003 002945 CONSOLIDATED ELECTRICAL Electricalsupplies&repairs:TCSD Amount Paid 96.98 Check Total 96.98 82865 03/13/2003 001014 COUNTRY SIGNS & DESIGNS Fac Imp Prgm: Homes Magazine 75.00 75.00 82866 03/13/2003 002631 COUNTS UNLIMITED INC Citywide Traffic Count Data Collection 2,205.00 2,205.00 82867 03/13/2003 001009 DBXINC Prgss Pmt:lntersection Monitoring Sys 60,260.40 60,260.40 82868 03/13/2003 82869 03/13/2003 003272 DAISY WHEEL RIBBON 002701 DIVERSIFIED RISK Plotter paper and ink:GIS Plotter paper and ink:GIS Feb 03 special events premiums 293.83 104.37 368.24 398.20 368.24 82870 03/13/2003 82871 03/13/2003 82872 03/13/2003 82873 03/13/2003 82874 03/13/2003 004192 DOWNS COMMERCIAL FUELI 001380 E S I EMPLOYMENT SERVICES 003223 EDAW INC 005052 EMCOR SERVICE 002577 ENGINEERING RESOURCES Fuel for city vehicles:61348 B&S Fuel for city vehicles:61351 PW Fuel for city vehicles:61349 City Van Fuel for city vehicles:PW 61953 Rosales tamp help PPE 02/21/03 Novotny temp help PPE 02/21/03 Kanigowski temp help PPE 02/21/03 Jones,A. temp help PPE 02/21/03 Cammarota temp help PPE 02/21/03 Montecino temp help PPE 02/21/03 Novotny temp help PPE 02/21/03 Adj Biological monitoring-Lg Canyon Basi Credit:Charges not part of agrmnt H.V.A.C. repair @ City Hall H.V.A.C. repair @ City Hall Rd Impr:J.Warner/Sanitago PW02-07 277.47 169.23 49.73 49.02 1,919.93 1,397.75 1,392.77 1,200.81 1,086.01 1,054.12 94.46 539.34 -6.60 590.04 466.50 1,600.00 545.45 8,145.85 532.74 1,056.54 1,600.00 82875 03/13/2003 82876 03/13/2003 001056 EXCEL LANDSCAPE 002037 EXPANETS Feb 03 Ldscp Maint Svcs Jan Idscp impr:Margarita Park Jan Idscp impr:Veterans Prk Repair/mntc City hall telephone equip 96,478.00 107.62 88.00 643.00 96,673.62 643.00 82877 03/13/2003 005954 FAIRMONT HOTEL SAN JOSE Hotel:TCSD Staff:CPRS Cf:3/19-22 576.40 576.40 82878 03/1312003 000165 FEDERAL EXPRESS INC Express mail services 88.60 88.60 Page3 apChkLst Final Check List Page: 4 03/13/2003 12:06:5gPM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA Check # Date Vendor 82879 03/13/2003 003747 FINE ARTS NETWORK (Continued) Description Amount Paid Check Total FY 02-03 Comm Service Funding 5,000.00 5,000.00 82880 03/13/2003 82881 03/13/2003 003347 FIRST BANKCARD CENTER 006050 FISHER, TIFFANY xx-9277 R.Roberts:Air/Conf Expenses xx-1405 Ubnoske:APA Conf/Pmf Mtgs xx-0515 Tnornhill:United/APA Conf xx-1143 Parker:SW Air/Conf Expense xx-6165 Yates:Prof Mtgs/Conf/Misc xx-7824 Comerchero:Am. Air/Conf xx-9798 Stone:Nt'l League of Cities xx-2292 G.Roberts:GFOA Conf xx-0432 Elmo:Publications/United Air Refund: Mother/Son Date Night 2,525.10 1,920.71 1,799.00 1,392.00 989.12 427.75 385.00 330.00 181.14 14.00 9,949.82 14.00 82882 03/13/2003 006051 FITZPATRICK, PAUL Release claim Settlement 1,037.00 1,037.00 82883 03/13/2003 002982 FRANCHISE TAX BOARD State income taxes 52.11 52.11 82884 03/13/2003 004944 FULLCOURT PRESS Printing dept stationary:TCSD 366.00 366.00 82885 03/13/2003 001937 GALLS INC Posse Boxes for Fire Inspectors 166.03 166.03 82886 03/13/2003 000173 GENERAL BINDING CORPORAT Bindingsuppliesforcentralsvcs 53.06 53.06 82887 03/13/2003 004146 GILLILAND, ROBIN Reimb:Volunteer Recognition Supplies 72.07 72.07 82888 03/13/2003 82889 03/13/2003 000177 GLENNIES OFFICE PRODUCTS 005947 GOLDEN STATE OVERNIGHT Misc. Office supplies :TCSD Office supplies:City ClerkJCouncil Office Supplies:City Mgr Office Supplies:Finance Office Supplies:Records Mgmt Office supplies:Econ Devel Misc. office supplies:B&S Express Mail Service:Econ Devel 1,504.61 317.63 208.46 112.46 61.23 31.18 2.47 34.35 2,238.04 34.35 82890 03/13/2003 82891 03/13/2003 003640 GRAYNER ENGINEERING 000520 H D L COREN & CONE INC - Retro-Fit design:Old Twn Mercantile B Retrc-Fit design:Old Twn Memantile B Retrc-Fit design:Old Twn Mercantile B Retro-Fit design:Old Twn Mercantile B Jan-Mar Property Tax Consulting Srvc 805.00 603.75 603.75 115.00 2,400.00 2,127.50 2,400.00 Page~ apChkLst Final Check List Page: 5 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA Check# Date 82892 03/13/2003 82893 03/13/2003 82894 03/13/2003 82895 03/13/2003 82896 03/13/2003 82897 03/13/2003 82898 03/13/2003 82899 03/13/2003 82900 03/13/2003 82901 03/13/2003 82902 03/1 3/2003 82903 03/13/2003 82904 03/13/2003 82905 03/13/2003 82906 03/1 3/2003 82907 03/13/2003 82908 03/13/2003 82909 03/13/2003 Vendor 004053 HABITATWEST INC 000116 HEALTH NETDENTALANDVI 006049 HERRERA, DEB 004811 HEWLETT PACKARD 002107 HIGHMARK INC 005748 HODSON, CHERYL A. 006052 HORTON, MIKE 000820 K R W & ASSOCIATES 001091 KEYSER MARSTON ASSOCIAT 003631 KLEtNFELDER INC 003286 LIBRARY SYSTEMS & SERVICE (Continued) Description Lg Cyn Detention basin:Mntc Agrmnt Health net dental/vision plan Refund: Mother/Son Date Night Compaq TCl000 tablet: Inf Sys Voluntary supp I~fe insurance Support payment Reimb:Riskwatch Comm Mtg:02/26/03 Reimb:CFPI Wrkshp:2/9-14/03 000194 ICMARETIREMENTTRUST45 ICMAretirement 004219 INDUSTRIAL DISTRIBUTION GR Mntc&SafetySuppliesforPW Mntc & Safety Supplies for PW Mntc & Safety Supplies for PW 001407 INTER VALLEY POOL SUPPLY I Pool sanitizing chemicals Pool sanitizing chemicals 002776 INTOUCH AMERICA Jan cellular svcs:City Van 003266 IRON MOUNTAIN OFFSITE Records mgmt microfilm storage unit 002140 JAGUAR COMPUTER SYSTEMS Compaq server spare fan:lnf Sys Eng Plan Ck, Map & Legal Description Consulting svcs:Affordable Housing Design svc:OId Twn Memantile Bidg Feb svcs-libraty system agrmt Feb svcs-library system agrmt 004905 LIEBERT, CASSIDY&WHITMOR Jan 03 HR legal svcs Amount Paid 761.66 985.28 14.00 507.50 574.00 60.60 107.91 49.42 7,474.85 310.82 49.38 19.50 209.79 96.11 27.68 215.86 317.86 6,150.00 1,342.50 2,775.25 10,007.58 1,048.04 72.00 Check Total 761.66 985.28 14.00 507.50 574.00 60.60 157.33 7,474.85 379.70 305.90 27.68 215.88 317,86 6,150.00 1,342.50 2,775,25 11,055.62 72.00 Page5 apChkLst Final Check List Page: 6 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA Check # Date Vendor 82910 03/13/2003 003726 LIFEASSISTINC 82911 03/13/2003 82912 03/13/2003 82913 03/13/2003 82914 03/13/2003 82915 03/13/2003 82916 03/13/2003 82917 03/13/2003 82918 03/13/2003 82919 03/13/2003 82920 03/13/2003 82921 03/13/2003 82922 03/13/2003 82923 03/13/2003 82924 03/13/2003 82925 03/13/2003 82926 03/13/2003 82927 03/1 3/2003 003782 MAIN STREET SIGNS 004141 MAINTEX INC 004068 MANALILI, AILEEN 005877 MARKETING SOLUTIONS 003448 MELODYS AD WORKS 003076 MET LIFE INSURANCE 001905 MEYERS, DAVID WILLIAM (Continued) Description Paramedic squad supplies:Fire Splint sets for paramedics 004174 LIGHT IMPRESSIONS Museum exhibit supplies 002634 LITELINES INC Old Twn light poles w/hardware 004135 LOGIC COMPUTER PRODUCTS 4 DLT Tapes for Inf Sys Misc. Signs & Hardware for PW T.C.C. Custodial Supplies T.V. Museum Custodial Supplies TCSD instructor eamings Child ID stickem: Police Dept Entertainment:Bluegrass Festival Metlife premium TCSD instructor earnings TCSD instructor earnings 004894 MICHAEL BRANDMAN ASSOCIA Environ Study-Pechange Pkwy 001384 MINUTEMAN PRESS Business Cards:PVV Staff Business Cards: M. Boardrnan 004534 MOBILESATELLITEVENTURES Emergency Satellite Phone Serv 000883 MONTELEONE EXCAVATING Clean streets-heavy rains 2/24-28/03 002925 NAPA AUTO PARTS Misc. vehicle supplies: FWV Maint Amount Paid 1,084.36 294.94 372.53 6,583.50 1,038.88 2,375.24 28.23 28.23 714.00 206.24 2,500.00 7,042.38 480.00 128.00 7,040.23 673.60 114.86 69.00 3,980.00 43.09 001065 NATIONWIDE RETIREMENTSO 002139 NORTH COUNTY TIMES- ATTN: Nationwide retirement CIP Construction Updates Park Naming Campaign ad 17,889.06 583.68 278.09 Check Total 1,379.30 372.53 6,583.50 1,038.88 2,375.24 56.46 714.00 206.24 2,500.00 7,042.38 608.00 7,040.23 788.46 69.00 3,980.00 43.09 17,889.06 861.77 Page~ apChkLst Final Check List Page: 7 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA Check# Date 82928 03/13/2003 82929 03/13/2003 82930 03/1 3/2003 82931 03/13/2003 82932 03/13/2003 82933 03/13/2003 82934 03/13/2003 82935 03/13/2003 82936 03/1 3/2003 82937 03/13/2003 82938 03/13/2003 82939 03/13/2003 82940 03/13/2003 82941 03/13/2003 82942 03/t3/2003 82943 03/13/2003 82944 03/13/2003 (Continued) Vendor Description 003964 OFFICE DEPOT BUSINESS SVS Misc. Office Supplies:Planning Misc. Office Supplies:Pranning Misc Office Supplies: Finance 002105 OLD TOWN TIRE & SERVICE Vehicle Maint & Repairs:Land Devel City vehicle repairs & maint:B&S 001171 ORIENTALTRADINGCOMPANY Supplies for Easter Egg Hunt Misc Res Supplies: TCC 006056 OSTER, ROGER 002256 P & D CONSULTANTS INC 004852 PACIFIC PROFILES GROUP 000472 PARADISE CHEVROLET CADI 004805 PEACOCK ENTERPRISES INC 003218 PELA Release of claim settlement Bldg Inspectors PPE 2/21103 Dynamics of Leadership Training:Staff vehicle repairs & Maint Chevy Lumina Misc Computer Supplies:lnf Sys Feb Plan check Svcs:Planning Feb Plan Check svcs:TCSD 001958 PERS LONG TERM CARE PROG PERSLongTermCarainsurance 000249 P~: I I Y CASH Petty cash reimbursement 000580 PHOTOWORKSOFTEMECULA ExhibitSupplies:Museum 001999 PITNEY BOWES 002354 POSITIVE PROMOTIONS 005820 PRE-PAID LEGAL SERVICES I 000254 PRESS ENTERPRISE COMPAN 005075 PRUDENTIAL OVERALL SUPPL postage meter rental for Apr-Jun Fire Paramedic handouts Prepaid legal services Employment Ads:HR Dept Feb: ClP construction updates Public notices: Planning/City Clerk Feb Uniforms RentaI:TCSD mnt Amount Paid 177.37 103.70 22.40 147.95 19.19 1,542.41 166.00 4,844.69 3,360.00 10,000.00 26.13 451.47 6,350.00 1,640.00 227.08 587.57 75.43 309.52 266.34 143.55 1,315.73 1,228.50 321.40 816.75 Check Total 303.47 167.14 1,708.41 4,844.69 3,360.00 10,000.00 26.13 451.47 7,990.00 227.08 587.57 75.43 309.52 266.34 143.55 2,865.63 816.75 Page~ apChkLst Final Check List Page: 8 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description 82945 03/13/2003 001416 QUICK CRETE PRODUCTS INC 82946 03/13/2003 000635 R & J PARTY PALACE Amount Paid Vail Ranch Park Sign Linen Jr Memorial Park Sign Volunteer Recognition Linens Rental 2,526.74 2,526.74 287.00 82947 03/13/2003 002012 R D O EQUIPMENTCOMPANY PW Maint Backhoe repairs 202.11 82948 03/13/2003 82949 03/13/2003 000262 RANCHO CALIF WATER DIST 005062 RAWLINGS, PHIL Various water meters Various water meters Feb 01-02-02001-0 Rancho Vista Various water meters Various water meters Reimb:Fire House World:2/18-19/03 8,260.62 1,282.45 278.22 184.37 70.36 323.49 82950 03/13/2003 82951 03/13/2003 005910 REDHAWK GAS & AUTO CENT 004584 REGENCY UGHTING Car Wash Srvcs: CM Car Wash Srvcs: B&S Car Wash Svcs:TCSD Car Wash Svcs:PW Mntc Car Wash Svcs:Engineering Car Wash Svcs:Planning Car Wash Svcs:Fire Prevention C.R.C. Electric Supplies 119.57 44.95 26.97 17.98 17.98 17.98 8.99 205.80 82952 03/13/2003 002907 REINHART FONTES Appraisal Poole Property 4,000.00 10.29 60.78 660.00 82953 03/13/2003 002110 RENTAL SERVICE CORPORATI Misc. Rental Equip PW Maint 82954 03/13/2003 000266 RIGH3WAY Porta Potty Rental:Paseo Prk 82955 03/13/2003 005334 RIVERSIDE CO FACILITIES 1-15/Cherry Ave Intemhg Title seamh 82956 03/13/2003 82957 03/13/2003 000267 RIVERSIDE CO FIRE 000411 RIVERSIDE CO FLOOD Haz/Mat Class:4/26-27/03:McKuhn Haz/Mat Class:4/5-6/O3:Piccini Haz/Mat Class:4/5-6/03:B uckley Haz/Mat Class:4/5-6/O3:Febler Haz/Mat Class:4/26-27/O3:Horton Haz/Mat Class:4/26-27/03: Foster Haz/Mat Class:4/26-27/03:Mansilla Haz/Mat Class:4/26-27/03:Cummings Plan Ck fees for Pechanga Parkway 26.00 26.00 26.00 26.00 26.00 26.00 26.00 26.00 2,085.64 Check Total 5,053.48 287.00 202.11 10,076.02 323.49 254.42 205.80 4,000.00 10.29 60.78 660.00 208.00 2,085.64 Page~ apChkLst Final Check List Page: 9 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA Check # Date Vendor 82958 03/13/2003 82959 03/13/2003 82960 03/13/2003 82961 03/13/2003 82962 03/13/2003 82963 03/13/2003 82964 03/13/2003 82965 03/13/2003 82966 03/13/2003 82967 03/13/2003 82968 03/13/2003 82969 03/13/2003 82970 03/13/2003 82971 03/1 3/2003 (Continued) 000406 RIVERSIDE CO SHERIFFS DEP 003587 RIZZO CONSTRUCTION INC 001097 ROADLINE PRODUCTS INC 000873 ROBERTS, RONALD H. 002226 RUSSO, MARY ANNE 005736 SAN BERNARDINO CO SHERIF 005227 SAN DIEGO COUNTY OF 000403 SHAWN SCOTT POOL & SPA Description Amount Paid Check Total 12/12/02-1/8/03 Law Enforcement Svc Computer Room Expansion PW Maint Stencil Truck parts 637,148.68 637,148.68 10,000.00 10,000.00 445.19 445.19 Reimb:Lobby Trip 2/9-11/03 TCSD instructor earnings 42.00 42.00 700.00 700.00 Motomycle basic Academy: Stephen Child support/armam Pool sanitizing chemicals 600.00 600.00 107.00 107.00 110.00 110.00 000385 SHELDON EXTINGUISHER COM Fire extinguishers maint 005940 SKY CANYON STUDIOS TCSD High Hopes Portraits 000537 SO CALIF EDISON 000519 SOUTH COUNTY PEST Mar 2-01-202-7603 Various Meters Mar 2-02-351-5281 CRC Mar 2-05-791-8807 Various Meters Mar 2-08-105-0654 Various Meters Mar 2-10-331-2153 Pujol St Mar 2-19-683-3255 Front St Mar 2-22-417-8772 Rancho Vista Rd. Mar 2-19-538-2262 Various Meters Mar 2-20-798-3248 Chi]drens Museum Mar 2-23-693-2810 Pala Rd Mar 2-24-077-3069 Pala Rd. Mar 2-23-051-9399 Margarita Rd Spray for Bees:Code Enfomement 004420 STATE COMP INSURANCE FUN Feb 03 workers' comp premium 000305 TARGET STORE Rec. Supplies for Skate Park Rec Supplies Skate Park 19.04 19.04 225.00 225.00 13,806.78 5,864.58 3,784.71 2,752.25 686.84 499.41 126.16 128.13 102.81 44.66 36.67 14.02 84.00 31,307.58 107.73 77.35 27,845.02 84.00 31,307.58 185.08 Page9 apChkLst Final Check List Page: 10 03/13/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description 82972 03/13/2003 001547 TEAMSTERSLOCAL911 Uniondues Amount Paid Check Total 3,209.00 3,209.00 82973 03/13/2003 003673 TECH 101 ARCUS INC 82974 03/13/2003 000168 TEMECULA FLOWER CORRAL 10 PC workstations: City Hell 10 PC workstations: City Hall 3 Viewsonics LCD monitors: PW 10 PC ensite warranty svcs Sun Shine Fund 8,438.37 7,938.37 1,015.94 500.00 17,892.68 107.64 107.64 82975 03/13/2003 005412 TEMECULA GARDEN & POWER Repair & Maint Sm Equip PW Maint 193.94 193.94 82976 03/13/2003 82977 03/13/2003 82978 03/13/2003 000307 TEMECULA TROPHY COMPAN 003140 TEMECULA VALLEY TAEKWON 006055 TESTERMAN, NORMAN Explorers Plaques:Fire Dept Misc Supplies B&S TCSD instructor earnings TCSD instructor earnings TCSD instructor eamings Refund: Reduction in Sq ft 301.70 47.84 349,54 160.00 120.00 80.00 360.00 196.20 196.20 82979 03/13/2003 003862 THYSSENKRUPP ELEVATOR. Mar Elevator inspect svcs:CH/Museum 900.00 900.00 82980 03/13/2003 000668 TIMMY D PRODUCTIONS INC DJ svc:Teen Dance 2/14/03 350.00 350.00 82981 03/13/2003 82982 03/13/2003 000320 TOWNE CENTER STATIONERS 006054 TRIBELLI, BEVERLY Misc. Office Supplies: CIP Misc. Office Supplies: PW Misc. Office Supplies: ClP Misc. Office Supplies: CIP Credit:Returned Office supplies: ClP Refund: Security Deposit 354.14 294.94 16.25 9.70 -34.72 100.00 640.31 100.00 82983 03/13/2003 004895 TUMBLES, J.W. 82984 03/13/2003 000389 U S C M WEST (OBRA) TCSD instructor earning TCSD instructor earning TCSD instructor earning TCSD instructor earning TCSD instructor earning TCSD instructor earning TCSD instructor earning TCSD instructor earning OBRA ~roject retirement 224.00 224.00 151.20 112.00 112.00 100.80 56.00 56.00 1,882.58 1,036.00 1,882.58 Page:lO apChkLst Final Check List Page: 11 03/1 3/2003 12:06:50PM CITY OF TEMECULA Bank: union UNION BANK OF CALIFORNIA (Continued) Check # Date Vendor Description 82985 03/13/2003 002702 USPOSTALSERVICE Amount Paid Postage meter deposit 3,363.16 Check Total 3,363.16 82986 03/13/2003 000325 UNITEDWAY United Way charities 320.30 320.30 82987 03/13/2003 004819 UNUM LIFE INS. CO. OFAMERI Long term disability insurance 6,251.65 6,251.65 82988 03/13/2003 000332 VANDORPE CHOU ASSOCIATE B&S Plan Check Serv. Feb 4,184,66 4,184.66 82989 03/13/2003 82990 03/13/2003 82991 03/13/2003 004261 VERIZON CALIFORNIA 004279 VERIZON CALIFORNIA INC. 004789 VERIZON INTERNET SOLUTION Feb xxx-5029 general usage Feb xxx-1408 General usage Feb xxx-5509 General Usage Feb xxx-1540 General Usage Feb xxx-0049 General Usage Feb xxx-5780 General Usage Feb xxx-5840 General Usage Feb xxx-2629 General Usage Feb xxx-1289 general usage Feb xxx-2730 General Usage Feb xxx-2670 General Usage Feb access-Rvsd co phone line Feb access-CRC co phone line Internet Sen/ices/EOC Backup:Stn 84 666,53 339.21 143.77 88.20 34.16 32.11 32.11 30.93 30.30 28.53 28.39 343.30 268.20 69.95 1,454.24 611.50 69.95 82992 03/13/2003 003730 WESTCOASTARBORISTS INC CitywideTree Trimming Mntc 4,216.30 4,216.30 82993 03/13/2003 002109 WHITE CAP INDUSTRIES INC Misc. Supplies: PW Maint 37.56 37.56 Sub total for UNION BANK OF CALIFORNIA: 1,296,657.13 Page:11 ITEM 3 CITY OF TEMECULA AGENDA REPORT APPROVAL ~ C TYATTORNEYII DIR. OF FINANCE ~II c mY MANAGER IJ TO: City Manager/City Council FROM: x,~[~Susan W. Jones, City Clerk/Director of Support Services DATE: March 25, 2003 SUBJECT: Award of Contract for Storage Area Network (SAN) and Data Backup Tape Library Prepared by: Tim Thorson, Information Systems Manager RECOMMENDATION: That the City Council: 1. Award a contract to Nth Generation Computing Inc. in the amount of $108,360 for purchase and installation of an HP Storage Area Network (SAN) with a robotically controlled Data Backup Library. 2. Approve a 10% contingency not to exceed $10,836.00 for the SAN/Data Backup Tape Library project BACKGROUND: Problem: The current storage architecture cannot keep up with the City's growth of data caused by the massive amounts of documents being imaged, permits being compiled, and the addition of Enterprise Resource Planning applications that support City Financials, Payroll, and Human Resources. Figure 1: (Data Storage Requirements ara Growing Sharply) depicts the intense growth of City data. Figure 1 Temecula's Growing Data Storage Requirements Nearly 4 terabytes of external storage will be needed in Year 2005 2001 2002 2003 2004 2005 Figure 2: Current Storage (DAS Amhitecture Design) displays the existing Information System Storage design. The problem with this configuration is the lack of system integration and limited centralized management for performance and capacity planning. The City's growth requirements and the need to maintain systems at a state of high availability have created the challenge of moving the City's information infrastructure to the next level. Solution: The City needs a flexible, easily expandable data-storage solution, which will support its growing data-management requirements, and need for systems integration. Figure 3: Proposed Storage (SAN Architecture Design) supports the current and future requirements for storage, while increasing productivity and decreasing system downtime. This is the most significant Information Infrastructure upgrade in the City's history. DISCUSSION: The City published a Request for Proposal (RFP) on February 13, 2003 for a SAN and Data Backup Tape Library that was based on the City's Information Systems Strategic Plan. The ability to obtain Compaq/HP Value Added Reseller (VAR) pricing and install this equipment without a piecemeal subcontractor approach was a critical criterion for selection. Eleven vendors responded to this bid. Three of the eleven vendors satisfied the criteria of being Compaq/HP certified. Nth Generation's SAN Implementation Services (SIS) is a comprehensive project management and service delivery methodology for implementing Storage Area Networks (SANs). As a Compaq certified method for ensuring successful SAN implementations, SIS involves twelve distinct activities, from project management and design to installation, testing, and support. With 7 Master SAN Architects on staff, Nth Generation is the only Compaq-certified SIS consulting organization in the western United States. With over 150 successful SAN implementations nationwide, Nth is the leader in delivering technologically advanced SANs and Enterprise Tape Backup Systems. This is what puts Nth Generation in a league of its own and clearly separates them from all other vendor candidates who solicited this bid. Furthermore, Nth Generation was the most competitively priced vendor. # Vendor Name Location HP Certified TOTAL PRICE 1 Nth Generation Computing San Diego, CA Yes $108,360.00 2 Impex Technologies Torrance, CA Yes $110,050.49 3 Computer Masters SanDiego, CA No $119,148.00 4 Insight Investments Orange, CA No $119,402.00 5 Jaguar Riverside, CA Yes $120,314.00 6 Agile360/Netconnx Irvine/Temecula, CA No $129,406.39 7 GTC Systems Inc. San Diego, CA No $139,734.47 8 ET Group Inrl Inc Secaucus, NJ No $152,116.00 9 Caliber Computer Fremont, CA No $155,134.00 10 Tech101 Irvine, CA No $157.949.63 11 CDW-G Inc Vernon Hills, IL No Pulled Bid FISCAL IMPACT: Adequate funds were appropriated in the 2002-03 Fiscal Year Budget for the Information Services Internal Services fund. ATTACHMENTS: Figures 2 & 3 Agreement Z CITY OF TEMECULA CONTRACT AGREEMENT FOR EQUIPMENT PURCHASE AND INSTALLATION This Pumhase and Installation Agreement ("Agreement") is made and entered into as of March 25, 2003, between the City of Temecula ("City"), a municipal corporation, and Nth Generation Computing, Inc. ("Vendor"). In consideration of the mutual covenants and promises contained herein, the parties agree as follows: 1. Purchase and Sale of Equipment. On and subject to the terms and conditions set forth in this Agreement and the Contract Documents, Vendor agrees to manufacture, sell and deliver to the City a SAN Storage & Tape Library as more particularly described in Exhibit A, Description of Equipment, attached hereto and incorporated herein as though set forth in full (hereafter "Equipment"). 2. Purchase/Installation Price. The Pumhase and Installation price which City agrees to pay to Vendor for the Equipment and service is One Hundred Eight Thousand Three Hundred Sixty Dollars and No Cents. ($108,360.00) The Pumhase price is final and shall be paid by City to Vendor. 3. Scope of Work. Vendor shall manufacture and install the equipment as described in the Scope of Work, attached hereto and incorporated herein as Exhibit A ("Work"). Vendor shall provide and furnish all labor, materials, necessary tools, expendable equipment and all utility and transportation services required for the Work. All of said Work to be performed and materials to be furnished for the Work shall be in strict accordance with the specifications set forth in the Scope of Work. The Work shall be completed within the time set forth in the Scope of Work. Contractor shall not commence the Work until such time as directed by the City. 4. Representations and Warranties of Vendor. Vendor makes the following representations and warranties to City: a. Authority and Consents. Vendor has the right, power, legal capacity and authority to enter into and perform its obligations under this Agreement. No approvals or consents of any persons are necessary in connection with Vendor's execution, delivery, installation and performance of this Agreement, except for such as have been obtained on or prior to the date hereof. The execution, delivery, installation and performance of this Agreement by Vendor have been duly authorized by all necessary action on the part of Vendor and constitute the legal, valid and binding obligations of Vendor, enforceable against Vendor in accordance with their respective terms. b. Title and Operatinq Condition. Vendor has good and marketable title to all of the Equipment manufactured and installed. All of the Equipment are free and clear of any restrictions on or conditions to transfer or assignment, and City will acquire absolute title to all of the Equipment free and clear of mortgages, liens, pledges, charges, encumbrances, equities, claims, covenants, conditions and restrictions except for such as may be created or granted by City. All of the Equipment are in good operating condition, are free of any defects, and are in conformity with the specifications, descriptions, representations and warranties set forth in the Contract Documents. Vendor is aware the City is pumhasing the -1- Equipment for use as Storage Area Network (SAN) and Data Backup Tape Library and that City is relying on Vendor's warranties that the Equipment is fit for this purpose and the ordinary purposes for which the Equipment is normally used. c. Full Disclosure. None of the representations and warranties made by Vendor in this Agreement contain or will contain any untrue statement of a material fact, or omits to state a material fact necessary to make the statements made, in light of the circumstances under which they were made, not misleading. 5. Performance. Vendor shall at all times faithfully, competently and to the best of his or her ability, experience, and talent perform all tasks described herein. Vendor shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Vendor hereunder in meeting its obligations under this Agreement. 6. City Approval. All labor, materials, tools, equipment, and services shall be furnished and work performed and completed subject to the approval of the City or its authorized representatives, and the quality of the workmanship shall be guaranteed for one year from date of acceptance. City shall inspect the Equipment at the time and place of delivery. Such inspection may include reasonable tests and use of the Equipment by City. If, in the determination of City, the Equipment fails to conform to the Agreement IN ANY MANNER OR RESPECT, City shall so notify Vendor within ten (10) days of delivery of the Equipment to City. Failing such notice, the Equipment shall be deemed accepted by City as of the date of receipt. The City Manager may approve additional work not to exceed ten percent (10%) of the amount of the Agreement, but in no event shall such sum exceed twenty -five thousand dollars ($25,000.00). Any additional work in excess of this amount shall be approved by the City Council. 7. Place of Delivery. The Equipment shall be delivered to this location: 43200 Business Park Drive, Temecula, CA 92589 8. Reiection. In the event of such notice of non-conformity by City pursuant to Section 6, City may, at its option, (1) reject the whole of the Equipment and Installation, (2) accept the whole of the Equipment and Installation, or (3) accept any commercial unit or units of the Equipment and reject the remainder or the Installation. The exercise of any of the above options shall be "without prejudice" and with full reservation of any rights and remedies of City attendant upon a breach. In the event of such notice and election by City, City agrees to comply with all reasonable instructions of Vendor and, in the event that expenses are incurred by City in following such instructions, Vendor shall indemnify City in full for such expenses. 9. No Replacements of Cure. This Agreement calls for strict compliance. Vendor expressly agrees that both the Equipment and Installation tendered and the tender itself will conform fully to the terms and conditions of the Agreement on the original tender. In the event of rejection by City of the whole of the Equipment or any part thereof pursuant to Section 8, City may, but is not required to, accept any substitute performance from Vendor or engage in subsequent efforts to effect a cure of the original tender by Vendor. 10. Indemnification. Vendor agrees to defend, indemnify, protect and hold harmless the City, its officers, officials, employees, agents and volunteers from and against any and all claims, demands, losses, damages, costs and liability of any kind or nature which the City, its officers, officials, employees, agents or volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to properly arising out of or from the -2- P:'~AGREEMF~NTS~EQU IPM F~TAND 12qSTALLATIONO I Equipment or Vendor's maintenance thereof, excepting only liability arising out of the sole negligence of the City 11. Default of Vendor. a. The Vendor's failure to comply with the provisions of this Agreement shall constitute a default. In the event the Vendor is in default for cause under the terms of this Agreement, the City shall have no obligation or duty to continue compensating Vendor for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Vendor. If such failure by the Vendor to make progress in the performance of work hereunder arises out of causes beyond the Vendor's control, and without fault or negligence of the Vendor, it shall not be considered a default. b. If the City Manager or his delegate determines the Vendor is in default in the performance of any of the terms or conditions of this Agreement, it shall service the Vendor with written notice of the default. The Vendor shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event the Vendor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 12. Liability Insurance. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as bread as: (1) Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001 ). (2) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code I (any auto). (3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. (4) Errors and omissions liability insurance appropriate to the consultant's profession. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage. -3- P:XAGKEFJdENTSkEQUIPMENTAND INSTALL3.TION01 (3) Employer's Liability: $1,000,000 per accident for bodily injury or disease. 4) Errors and omissions liability: $1,000,000 per occurrence. c. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager. At the option of the City Manager, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (4) The City, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers. (2) For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insured maintained by the City, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. (3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers. (4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (5) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. f. Verification of Coverage. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before -4- work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. 13. Survival of Representations and Warranties. All representations, warranties, covenants and agreements of the parties contained in this Agreement shall survive the execution, delivery, installation and performance of this Agreement. 14. Legal Responsibilities. The Vendor shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Vendor shall at all times observe and comply with all such laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Vendor to comply with this section. 15. Prohibited Interest. No officer, or employee of the City of Temecula shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Contractor, or Contractor's sub-contractors for this project, during his/her tenure or for one year thereafter. The Contractor hereby warrants and represents to the City that no officer or employee of the City of Temecula has any interest, whether contractual, non-contractual, financial or otherwise, in this transaction, or in the business of the Contractor or Contractor's sub-contractors on this project. Contractor further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 16. Independent Contractor. Vendor is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of the Vendor shall at all times be under the Vendor's exclusive direction and control. Neither the City nor any of its officers, employees, agents or volunteers shall have control over the conduct of the Vendor or any of the Vendor's officers, employees, agents or volunteers except as set forth in this Agreement. Vendor shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner, officers, employees or agents of the City of Temecula. Vendor shall not incur or have the power to incur any debt, obligation or liability whatever against the City, or bind the City in any manner. 17 Assignment. The Vendor shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the 18. Notices. Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice: To Vendor at: Nth Generation Computing, Inc. 17055 Camino San Bernardino San Diego, CA 92127 To City at: City of Temecula 43200 Business Park Drive Temecula, California 92589 Attn: Tim Thorson -5- P:~AGREEMENTSXEQUIPMENTAND INSTALLATION01 19. Governing Law. The City and Vendor understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior or federal district court with jurisdiction over the City of Temecula. 20. Entire Aqreement. This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 21. Authority To Execute This A,qreement. The person or persons executing this Agreement on behalf of Vendor warrants and represents that he or she has the authority to execute this Agreement on behalf of the Vendor and has the authority to bind Vendor to the performance of its obligations hereunder. 22. Prevailing Wages. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the District Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contractor from the Director of the Department of Industrial Relations. These rates are on file with the City Clerk. Copies may be obtained at cost at the City Clerk's office of Temecula. Contractor shall post a copy of such wage rates at the job site and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Contractor shall forfeit to the District, as a penalty, the sum of $25.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this contract, by h!m or by any subcontractor under him, in violation of the provisions of the Contract. -6- IN WITNESS WHEREOF, the parties to this Agreement have duly executed in on the day and year first above written. CITY OFTEMECULA Jeffrey E. Stone, Mayor ATTEST: Susan W. Jones, CMC City Clerk Approved As to Form: Peter M. Thorson City Attorney Nth Generation Computing, Inc. 17055 Camino San Bernardino San Diego, CA 92127 -7- P:XAGREEMEN TSXEQ UIPMENTAND INSTALLATION01 EXHIBIT A DESCRIPTION OF EQUIPMENT/SCOPE OF WORK Tasks to be performed as per Specifications & Pricing worksheet from RFP Dated 02/13/03 attached hereto & incorporated herein. -8- COMPUTING, INC. 12. Scope of Work for City of Temecula Scope of Work for City of Temecula The following list covers tasks to be performed by Nth Generation Computing, Inc. in conjunction with installation of the equipment pumhased by the City of RFP IS 15-03 RFP SAN/Tape Library Nth Generation will schedule the installation services upon receipt of a signed copy of this document, acknowledging that this is a complete description of all work that has been discussed and agreed upon. Any work not expressly listed on this document will be performed, if requested, upon receipt of an additional pumhase order from City of Temecula to Nth Generation, at Nth's standard billing rate of $300.00 per hour with a minimum billing of 4 hours. Dudng the installation, an authorized representative of City of Temecula will be raquired to initial each section to acknowledge satisfactory completion of that section. A copy of the completed document (as initialed by the authorized representative) will be provided to City of Temecula upon completion of the installation. Part 1 - Tasks to be performed by City Staff 1. Provide TCP/IP Addresses for two SAN Switch2/16-EL switches, the MSL5026S2 Library and E1200 embedded NSR. A total of 4 addresses will be required. 2. Verify that sufficient rack space and power are available to mount the MSA1000, any associated ddve enclosures provided, MSL5026S2, and SAN Switch2/16-EIs. 3. Identify the servers which will be connected to the MSA1000 during this deployment project. 4. Identify the servers which will participate in the Enterprise Backup Solution deployment (if different). Nth Generation Computing Confidential 15 ~)N CO~I~UTiHG, I#C. Part 2 -Tasks to be performed at Nth Generation Facility: 1. Integrate 2nd MSA1000 controller and Fibre Channel I/O modules into MSA1000 enclosure. 2. Update MSA Controllers to currently supported firmware if required. 3. Install 14 72 GB HDDs in MSA1000, create an Array, and perform initial operations testing. 4. Configure SAN Switch2/16-EIs with Host names and IP addresses provided by City Staff. Update SAN Switches to currently supported firmware level if required. Part 3 - Storage Installation 1. Rack mount MSA1000 as directed by Customer. Connect one MSA1000 controller to each SAN Switch. 2. Connect no more than one split-bus or two s!ngle-bus drive enclosures to the MSA1000 (if desired by customer). 3. Rack mount two SAN Switch2/16-EL switches as directed by Customer. Connect to Ethernet network. 4. Rack mount MSL5026S2 Tape Library as directed by Customer. Connect Library manager card and embedded storage muter card to Ethernet network. 5. Install two FCAs in each server which will be connected to the MSA1000. Route fibre channel cables to each SAN Switch. Label cables using standard label format. 6. Install Secure Path for Workgroups on each server which will be connected to the MSA1000. 7. Configure SAN Zoning on both SAN Switches. 8. Provide knowledge transfer to Customer staff on SAN switch operations and maintenance. 9. Configure Arrays and Logical Drives in the MSA1000 per storage design provided by the Customer. 10. Configure Host Names and Selective Storage Presentation as required to deliver designed storage to each server on the SAN. 11.Configure designated storage to support two servers in a Microsoft Windows 2000 Advanced Server cluster. AccePted/Approved Date Nth GeneratiOn Computing Confidential 16 COMPUTING, linC. Part 4 - Enterprise Backup Solution Installation 1. Verify that SAN zoning is in place on the affected switch. 2. Connect E1200 NSR to SAN Switch. 3. Create Host Names for all affected servers in the E1200, include Customer training for future maintenance. 4. Install required ddvers and .inf files to properly identify MSL Library and SDLT160 drives in all affected servers. 5. Install and configure selected backup software on all affected servers, configuring for shared library access to the MSLS026 6. Configure sample backup jobs and test backup functionality on all servers, including dispatching multiple simultaneous backup jobs. Accepted/Approved Date NOTES: · This Scope of Work does not include data migration services not described above. · Customer is responsible for completing backups of all servers which will be modified by this project before the project begins. Scope of Work accepted by authorized representatives: Nth Generation Computing, Inc. 17055 Camino San Bemardo San Diego, CA 92127 City of Temecula 43200 Business Park Drive PO Box 9033 Temecula, CA 92589-9033 Signature Title Date Signature Title Date Sales review Date Engineering review Date Nth Generation Computing Confidential 17 EXHIBIT B FEE SCHEDULE -9- OH COMPUTING, II~C, OPTION TWO City Of Temecula Request for Price Proposal Sheet two rar[ ~: ~-qulpment ~ 3ectr,catlons upuon Item I Description Qty, Price Extended Price SAN Storage Array Components 201723-B22 Storage- Business 1 $7121.00 $7121.00 HP MSA1000 ALL 218231-B22 Modular SAN Array 1 $3203.00 $3203.00 1000 Controller 218960-B21 Storage - Business 1 $267.00 $267.00 Modular SAN Array Fibre Channel I/O Module 254786-B2t Storage - Business 2 $458.00 $916.00 256 MB Cache Module for SA-5300 190209-001 IntemalStomge- 0 $2105.00 $.00 Business Class StorageWorks Enclosure Model 4314R - Rack- mountable 119826-B21 StorageWorks 0 $209.00 $.00 Enclosure 4200/4300 Redundant Power Supply Option 2867t4-B22 72GB 10KU320 14 $381.00 $5334.00 UNI HDD ALL 286713-B22 36.4GB Universal 0 $315.00 $.00 Pluggable Drive 15K 286716-B22 146GB 10K U320 0 $1269.00 $.00 UNI HDD ALL SAN Server Components 245299-B21 2GB Fibre Channel t6 $1702.00 $27232.'00 HBA for Windows NT/Windows 2000 213076-B23 Secure Path V4 for 3 $1425.00 $1425.00 Windows Workgroup Edition I license 231316-B23 Secure Path V4 for 1 $6413.00, $6413,00 Windows Nth Generation Computing Confidential 10 COMPUTING, INC. Workgroup Edition 5 licenses San Interconnect Components 283056-B21 StorageWorks SAN 2 $10527.00 $21054.00 Switch 2GB, 16 Port Entry Level 221470-B21 2Gb/s SFP SW 19 $180.00 $3420.00 Transceiver Kit 221692-B22 2m LC-LC cable kit 2 $55.00 $55.00 221692-B22 Cable5m Multi-modeKit 17 $58.00 $986.00 SAN Tape Library Components 293472-B25 MSL5026S2, Fibre 1 $24172.00 $24172.00 Channel, 2 SDLT2 Drives, RM Tape Library 158398-001 DLT Bar Code 1 $41.00 $41.00 Labels- Qt¥ 100 188527-B21 5 Pack SDLT Data 1 $534.00 $534.00 Cartridge 188527-B26 SDLT1 Tape 1 $2841.00 $2841.00 Cartridge - 20 Pack C7982A HP SDLT Cleaning t . $105.00 $105.00 Cartridge Services 4021164- Uplift hardware wananty on 1 $1697.00 $1697.00 002 Compaq RA4000, RA4100, MSA1000 or Smart An'ay Cluster Storage from 3 yrs limited warranty, best effort response, to 3 yrs same day on-site hardware maintenance, 4 hr response. Se~'ica will be provided 24 hours a day, 7 days a week, including holidays. Service available in U.S. Only, Service includes only options internal t~ enclosure. Conflg. must be registered to be el~lbla for sen, ica, 198251-002 3YrPdorltySvcPkgfor 0 =$14,870.00 $0.0 On-Site HW malnt, 9/hm, 5/days, 4 hr resp, next available engineer. Technical SW spt, 2 hm resp, next available specialist. Mc subscription & update distribution for Storagewodcs ACS SW & Stwks platform kits. Phone support only for SANworks Nth Generation Computing Confidential 1 1 !NERATION COMPUTING, INC. )roducts. Service will be )rovided M-F, 8AM-5PM Iocel time, excl published Compaq holidays. Avail in U.S. only. Excls third party HW & SW products. Zone charges may apply. 285212-002 NTH Generation's SAN 1 $7200.00 $7200.00 Implementation Services (SIS) is a comprehensive project management and service delivery methodology for implementing Storage Area Networks (SANs). Activities include: Project Management Pre-installation Consulting and Planning Logical and Physical Design. Hardware Installation Configuration and Verification. Installation, Configuration, and Verification of StomgeWorks and SANworks Software Installation, Configuration, and Verification of SecurePath SANworks Software Configuretion and Verffication of Disk Ddves Installation, Configuration, and Verification .of Service Tools. Verification Testing Customer Orientation and Knowledge Data Migration Guide Overview Documentation Software - Backup BABWBN29 arightStor ARCserve 1 $423.00 $423.00 00NE01G Backup - ( ver. 9 ) - license only - 1 user - VOL, GOV - GLP ' BABWBN29 BrightStorARCserve 1 $544.00 $544.00 Backup Tape Library Option 00NEllG - ( ver. 9 ) - license only- 1 user - VOL~ GOV - GLP BABWUP29 BllghtStor ARCserve I $970.00 $970.00 Backup Storage Ama 00 NE31G Network Option - ( ver. 9 ) - license only - 1 user- VOL, GOV - GLP Nth Generation ComPuting Confidential 12 COI~I~UTING, IHC. MPL3MED CA OLP Solutions Kit Initial I $13.00 ! $13.00 OLP100TC Orders Only (Media Pack) SHIPPING 1 $200.00 TOTAL $108,360.00 Note: Engineering changes noted in Bold Print. These include correcting quantities and updating part numbers. All items will be delivered in 30 business days of order with Net 30 Terms. All hardware products should have a three years warranty unless otherwise stated above. Vendor Name: Nth Generation ComputinR, Inc. Contact: Larry O'Shell Address: 17055 Camino San Bemardo City/St/Zip: San Die.qo, CA 92127 Phone: (858)451-2383 Fax: {858)673-8431 Federal Tax ID: 33-0451285 By signing this RFP, Vendor has read and will comply with all terms and conditions herein. Signature: ~.y. ~/ ~/'f~'~/ ~#~,, Date: 3~5~03 Nth Generation Computing Confidential 13 ITEM 4 APPROVAL CITY A3-rORNEY ~ DIRECTOR OF FINANO~E ,~ CITY MANAGER ~1 ~ ' TO: FROM: DATE: SUBJECT: TEMECULA CITY COUNCIL AGENDA REPORT City Manager/City Council Jim O'Grady, Assistant City Manager[~-~ Mamh 25, 2003 Approve Sponsorship Request for the Temecula Valley International Film & Music Festival Prepared by: Gloria Wolnick, Marketing Coordinator RECOMMENDATION: That the City Council: 1) Approve the funding request of $30,000 for the Temecula Valley International Film & Music Festival. 2) Approve the event advertising agreement with the Temecula Valley International Film & Music Festival and authorize the Mayor to execute the agreement. BACKGROUND: The City of Temecula has previously sponsored the Temecula Valley International Film & Music Festival in the amount of $30,000. This year the event will be held September 10 - 14, 2003 at the Movie Experience 10-plex at Tower Plaza in Temecula. The Festival's subsequent events will be held at locations within the City of Temecula. If locations are held outside the City of Temecula they will be subject to the written approval of the City of Temecula. On Tuesday, June 11, 2002, the City Council approved funding for this event as part of the City's FY 2002-03 Operating Budget. On April 8, 2002, the Economic Development Subcommittee, comprised of Mayor Ron Roberts and Councilmember Jeff Comemhero, met with representatives of Cinema Entertainment Alliance regarding the 2003 Temecula Valley International Film & Music Festival. The Sub-committee funding recommendations for the Festival contains the same level as last year's funding, $30,000. Since this event will be held in September it is now appropriate to bring this forward for Council consideration. The 2003 Festival marks the 9~ annual Film Festival presentation and the third edition of the music competition component of the Festival. For five days in September, Temecula will host the mardage of two influential art forms - Film & Music. The best up and coming creative talents in film and music from all over the world will compete for recognition and prizes. The 2003 Temecula Valley International Film & Music Festival will include the following venues: The Film Program The program will consist of a selection of feature films, short films, animated films, student work and documentaries from around the globe. The work screened at the Festival will be representative of new and emerging styles of cinema and include films from North and South America, Europe, Asia, the Pacific Rim and other regions of the world. The following individuals are being approached for the honor of the Lifetime and Career Achievement Award: · Dr. Howard Suber, founder of the UCLA Producers Program. · Penelope Spheeds, major Hollywood director whose credits include Wayne's World, The Adams Family and The Decline of Western Civilization. · Gary Sinise, Academy Award Actor whose credits include Apollo 13, Forest Gump and Truman. · Sophia Loren/Jane Seymour/Gene Rowlands/Steve Martin/Donald Sutherland (Still to be confirmed.) The Music Competition The main goal for this competition is to provide a forum by which new, unsigned musical talents are showcased before an international audience of music industry professionals and music fans. Music genres include Folk to Pop, from Rock to Jazz, and from Country to Rhythm & Blues music. The following individuals are being approached for the honor of the Lifetime and Career Achievement Award for Music: · Two-time Academy Award Winner Al Kasha is confirmed. He is most noted for the Poseidon Adventure and The Towering Inferno. · Still to be confirmed: Nell Diamond (pop), Randy Travis (country), Donna Summer (disco) and Stevie Wonder. New to the music component of the 2003 Festival will be the addition of a Sunday All Star Jam highlighting the Festival's Closing Day Festivities. This is an all day music celebration capped by the presentation of the Jury and Audience Choice Award winners of both the film and music competition. Invited performers may include "celebrity bands" of Keanu Reeves, Dennis Quaid, and Doug Flutie. Workshops/Dialogue Series In addition to the usual slate of Writing Directing, Finance and Distribution workshops, the Festival will program the "Coffee and Conversation/Dialogue Series" with film and music industry personalities. Special Events The 5-day event's social calendar starts with the Opening Night Festivities. events include: Daily and Nightly Filmmaker/musician Receptions Saturday Night Black Tie Awards Gala Sunday Morning Hot Air Balloon Ride Closing Day and Night Festivities Other Ongoing Activities Throughout The Festival There will be film screenings in six theaters, music performances by bands and individual performers and film and music industry related exhibits. Awards Several Lifetime Achievement awards will be given for both Film and Music categories. Jury and Audience Awards for Film and Music Competition will also be given as well as College Scholarship Awards. Event Organizers The Film Festival will be organized and presented by Cinema Entertainment Alliance. Jo Moulton will serve as the Festival Director. Steve Montal will serve as this year's Film Program Director. Mr. Steve Montal, former Amedcan Film Institute's Director of Education & Program Development, will be in charge of the film acquisition and programming. The Special Events Director is Kelly Daniels and the Music Competition Director is Timmy D. Daniels. Marketing Plan Publicity for the 2003 event will include a direct mail campaign to film industry professionals, a public relations campaign to major industry trade publications, prime national and local television news/entertainment programs. The local newspapers will be the Festival's primary advertising vehicles, coupled with a media mix of broadcast, pdnt and outdoor advertising, which will be scheduled two months before the Festival. Major industry trade publications as well as tour and travel publications will be contacted for calendar listings and story editorials. For increased web presence, the Festival is in negotiations with Fender Guitars regarding a promotional partnership arrangement. The partnership involves heavy and aggressive Intemet cross promotion of the Festival, courtesy of Fender Guitars which boasts of 9 million hits per month. Information speaking engagements with local service organizations, Community Theater, school and civic groups will also be scheduled. 2002 Festival Publicity and Highlights The 2002 Festival attracted approximately 6,000 guests. The 2002 Festival publicity included flyers, posters, Intemet, press releases, movie theater advertising and media advertising (due to limited funds). Combined pdnt, broadcast and Intemet impressions are estimated at over 10,000,000. Entertainment industry press and local, national and international media covered the Festival. A sampling of pdnt media included: North County Times, San Diego Union Tribune, LA Times Calendar Listings, The Press Enterprise, The Californian, and the Inland Empire Magazine. Radio coverage included live remotes, mentions, promotional ads by: KATY, FROGGY, KOLA, KOGO (San Diego) and KGBB (San Diego). In addition, the Festival participated in two trade shows, which included Location Expo and Showbiz Expo, which gave added exposure for the event. Over 100 films were screened and 13 countries and states participated. The film breakdown consisted of: 23 feature films, 29 short films, 25 student films, 6 animation films and 17 documentaries. The American Film Institute showed its support of the Festival with another Amedcan Film Institute Showcase of Short Films. Over 200 filmmakers, musicians, producers, directors, wdters, judges, casts and crews participated in the festivities. Lifetime Achievement Awards were presented to actors William Shatner and Sean Astin (on behalf of his mother, actress Patty Duke). Musician Billy Preston was awarded the Lifetime Achievement Award for music. In addition, producers Julie Corman and Sam Grogg were presented with Career Achievement Awards at the Gala. A first-time Career 3 Achievement Award was presented to a local Temecula Valley resident, Monty Seward, for his outstanding accomplishments in film and music composing. The Film Festival provides many economic benefits to the community. The Festival's effectiveness is measured by the filmmakers and musicians who attend the event. Through the exposure of a Film & Music Festival, Temecula is considered as a viable filming destination for the fllmmaker's films, commercials, and television projects as well as forum for recording industry talents. The Festival's commitment to ~Shop Temecula First" resulted in the Festival contributing $74,636.54 to the community through using local hires and vendors. Hotel stays by Festival participants increased from an average stay of one night to three nights. In addition, there is an increase in revenue for the City's restaurants and shopping centers while the Film Festival takes place as well as potential filming projects throughout the year. There will be no commissions, consultant fees and/or salaries paid to any party from the City of Temecula's sponsorship. FISCAL IMPACT: Adequate funds have been included in the FY 2002-03 Operating Budget (Economic Development line item, account #001-111-999-5266) for the recommended sponsorship amount of $30,000. ATTACHMENTS: Attachment A - Advertising Agreement Attachment B - Sponsorship Package Attachment C- Business/Media Plan and Budget Attachment D - 2002 Financial Audit Attachment E - Recap of 2002 Temecula Valley Film & Music Festival 4 ATTACHMENT A ADVERTISING AGREEMENT ADVERTISING AGREEMENT BETWEEN CITY OF TEMECULA AND TEMECULA VALLEY INTERNATIONAL FILM &MUSIC FESTIVAL This Agreement, made this 25th day of March, 2003, by and between the CITY OF TEMECULA, (hereinafter referred to as "City"), and TEMECULA VALLEY INTERNATIONAL FILM & MUSIC FESTIVAL, a California nonprofit corporation (hereinafter referred to as ("TVIFMF"). A. TVIFMC will operate the "9th Annual Temecula Valley International Film Festival" on September 10-14, 2003. The Temecula Valley International Film & Music Festival is a special event located at the Movie Experience 10-plex at Tower Plaza in Temecula. The Festival's subsequent events will be held at locations within the City of Temeeula. If locations are held outside the City of Temecula they will be subject to the written approval of the City of Temecula. Attendance at last year's event was approximately 6,000 people. B. The City of Temecula desires to be a "Major Sponsor" of the 2003 Temecula Valley International Film & Music Festival. AGREEMENT NOW, THEREFORE, it is agreed by and between the parties as follows: A. In exchange for the payment of thirty thousand dollars ($30,000.00), the City of Temecula shall be designated as a "Major Sponsor" of the 2003 Temecula Valley International Film & Music Festival. In exchange for being a Major Sponsor, the City of Temecula will receive the benefits as listed in Exhibit A. The city sponsorship of thirty thousand dollars ($30,000) will not be used to pay for any professional independent contractors hired by the Festival for specific functions required to produce the Temecula Valley International Film and Music Festival. The City's sponsorship funds will be designated to the following categories: theater rental, video equipment projection rental, printing costs, special events catering costs and party equipment rentals. B. Within 60 days after conclusion of the Film & Music Festival, TVIFMC shall prepare and submit to the Assistant City Manager a written report evaluating the Film & Music Festival event, its attendance, media coverage, description of the materials in which the City was listed as a Major Sponsor, TVIFMC agrees that it will defend, indemnify and hold the City and its elected officials, officer, agents, and employees bee and harmless from all claims for damage to persons or by reason of TV1FMC's acts or omissions or those of TVIFMC's employees, officers, agents, or invites in connection with the Temecula Valley International Film & Music Festival to the maximum extent allowed by law. R:\Wolnickg~Agendar epor t s~Film Festival '03 Agreement.doc D. TVIFMC shall secure from a good and responsible company or companies doing insurance business in the State of California, pay for and maintain in full force and effect for the duration of this Agreement a policy of comprehensive general liability and liquor liability in which the City is named insured or is named as an additional insured with TVIFMC and shall furnish a Certificate of Liability by the City. Notwithstanding any inconsistent statement in the policy or any subsequent endorsement attached hereto, the protection offered by the policy shall; Include the City as the insured or named as an additional insured covering ail claims arising out of, or in connection with, the Temecula Valley International Film & Music Festival. Include the City, its officers, employees and agents while acting within the scope of their duties under this Agreement against all claims arising out of, or in connection with Temecula Valley International Film & Music Festival. Minimum Scope of Insurance. Coverage shall be at least as broad as: (A) Insurance Services Office Commercial General Liability coverage provided on ISO-CGL Form No. CG 00 01 11 85 or 88. Minimum Limits of Insurance. Consultant shall maintain limits no less than: (A) General Liability: One million dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. (B) Liquor Liability: One million dollars ($1,000,000) combined single limit per occurrence for bodily injury, personal injury and property damage. The insurer shall agree to waive all rights of subrogation against the City, its officer, officials, employees and volunteers for losses arising fxom the Temecula Valley International Film & Music Festival. Bear an endorsement or shall have attached a rider whereby it is provided that, in the event of expiration or proposed cancellation R:\Wolnickg~Agendar cpor t s~Film Festival '03 Agreement.doc of such policy for any reason whatsoever, the City shall be notified by registered mail, postage prepaid, remm receipt requested, not less than thirty (30) days beforehand. Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City, either the insurer shall reduce or eliminate such deductible or self-insured retention as respects the City, its officers, officials and employees or TVIFMC shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Should any litigation be commenced between the paffms, hereto, concerning the provisions of this Agreement, the prevailing party concerning the provisions of this Agreement, the prevailing party in such litigation shall be entitled to reasonable attorney's fees, in addition to any other relief to which it may be entitled. The TVIFMC will provide an audit conducted by an independent certified public accountant of the 2003 Temecula Valley International Film & Music Festival. This audit shall be conducted to coincide with the 2003 event and should be completed by December 30, 2003. It is required that the auditor be on-site during the 2003 Festival. THE TVIFMC will repay the Temecula Valley Film Council loan of $10,000 per the following reimbursement schedule for 2003: June 15 $1,500 August 15 $1,500 September 15 $1,500 October 15 $1,500 November 15 $2,000 December 15 $2,000 The TVIFMC will provide the City with evidence of payment after each installment. R:\Wolnickg~AgendareportsXFilm Festival '03 Agreement.doc IN WITNESS WHEREOF, the City has caused its corporate name and seal to be hereunto subscribed and afl[xed by Chairperson and attest to by the City Clerk, both thereunto duly authorized, and the Temecula Valley International Film & Music Festival, has hereunto subscribed this Contract day, month, and year hereinabove written. DATED: TEMECULA VALLEY INTERNATIONAL FILM & MUSIC FESTIVAL CITY OF TEMECULA BY: Jo Moulton Jeffrey E. Stone, Mayor Founder and Advisory Board City of Temecula Temecula Valley International Film & Music Festival 31468 Coae Montiel Temecula, CA 92592 ATTEST: Susan W. Jones, CMC City Clerk APPROVED AS TO FORM: Peter Thorson, City Attorney R:\WolnickgXAgendareports~Film Fmtival ~)3 Agreemem.doc EXHIBIT A - SPONSORSHIP BENEFITS R:\Wolnickg~AgendareportskFilm Festival '03 Agreement.doc City of Temecula ($30,000) Sponsorship Benefits include: · Recognition of City of Temecula's sponsorship in all festival collateral materials · Recognition of City of Temecula's Sponsorship in all applicable Broadcast and Print Media advertising, festival flyers, brochures, signage and press releases. · Acknowledgment of City of Temecula's sponsorship prior to and after every film screening, live music performances and workshops/panel discussions. · Full page, black & white Inside cover page Advertisement in the festival program. · 10 complimentary tickets to Opening Night Premiere and Reception, Black Tie Awards Gala, Festival workshops/panel discussions, closing Day Festivities and to all pre-festival awareness and fundralsing functions. · 50 regular live music performance tickets for giveaway to city employees. · 50 regular screening tickets for giveaway to city employees · Festival Souvenirs · Access to VIP Hospitality Suite · Acknowledgment of City if Temecula representatives at Opening Night, Black Tie Awards Gala and Closing Day Festivities. · Insertion of City logo in the Festival website and the program sponsors' logo page, · Oppommity for City of Temecula to incorporate Festival logo in any City of Temeenla Marketing campaign materials. · Opportunity for City of Temecula to enhance commnnity relations by involving City of Temecula officials and employees in different aspects of the festival (from festival presenteers to hosts/hostesses in all prime festival special events). As Host City, the City will alsways be acknowledged as a cooperative entity in the the event titling regardless of who the eventual Presenting or Tire sponsor will be. The Festival will secure from a good and responsible company or companies, pay for and maintain in full force and effect for the duration of the event a policy of comprehensive general liability and liquor liability in which the City oftemecula is named insured or as an additional insured covering all claims arising out of, or in connection with the 2003 Temeenla valley International Film & Music Festival. Coverale will provide the following minlmim limits: General Liability - $1,000,000 combined single limit per occurrence for bodily injury, personal injmy and property damage. Liquor liability - $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. CINEMA ENTERTAINMENT AIJJANCE * 27740 JEFFERSON AVE. · SUITE 100 · TEMECULA, CALIFORNIA 92590 909.699.6267 · 909.506.4193 fax ATTACHMENT B SPONSORSHIP PACKAGE City of Temecula ($30,000) Sponsorship Benefits include: Recognition of City of Temecula's sponsorship in all festival collateral materials · Recognition of City of Temecula's Sponsorship in all applicable Broadcast and Print Media advertising, festival flyers, brochures, signage and press releases. · Acknowledgment of City of Temecula's sponsorship prior to and al~er every film screening, live music performances and workshops/panel discussions. · Full page, black & white Inside cover page Advertisement in the festival program. · 10 complimentary tickets to Opening Night Premiere and Reception, Black Tie Awards Gala, Festival workshops/panel discussions, closing Day Festivities and to all pre-festival awareness and fundraising functions. · 50 regular live music performance tickets for giveaway to city employees. · 50 regular screening tickets for giveaway to city employees · Festival Souvenirs · Access to VIP Hospitality Suite · Acknowledgment of City if Temecula representatives at Opening Night, Black Tie Awards Gala and Closing Day Festivities. · Insertion of City logo in the Festival website and the program sponsors' logo page, · Oppommity for City of Temecula to incorporate Festival logo in any City of Temecula Marketing campaign materials. · Oppommity for City of Temecula to enhance community relations by involving City of Temecula officials and employees in different aspects of the festival (from festival presenteers to hosts/hostesses in all prime festival special events). As Host City, the City will alsways be acknowledged as a cooperative entity in the the event titling regardless of who the eventual Presenting or Tire sponsor will be. The Festival will secure from a good and responsible company or companies, pay for and maintain in full force and effect for the duration of the event a policy of comprehensive general liability and liquor liability in which the City of temeeula is named insured or as an additional insured coveting all claims arising out of, or in connection with the 2003 Temecula valley International Film & Music Festival. Covemle will provide the following minimim limits: General Liability - $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. Liquor liability - $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. CINEMA ENTERTAINMENT ALLIANCE · 27740 JEFFERSON AVE. ,, SUITE 100 · TEMECULA, CALIFORNIA 92590 909.699.6267 · 909.506.4193 fax ATTACHMENT C BUSINESS/MEDIA PLAN AND BUDGET Febmatry 25, 2003 Mr. Jim O'Grady Assistant City Manager City of Temecula P.O. Box 9033, Temecula, Ca 92589 Dear Jim, Preparations for the 2003 Temecula Valley International Film & Music Festival (TVIFMF) are now underway. Our goal for 2003 is the same as in the previous years: Make every aspect of the festival better than the last one. Just one exciting new component this year will be the additional music offedng of an All Star Jam on Sunday. The festival is set for Sept. 10-14, 2003. As we enter our 9th year, we are proud to say that TVIFMF has become a staple 'must attend' event of the Southwest Riverside county. Media coverage is more widespread than ever. Film and music indus~ participation is stronger. Ticket sales, attendance in the tilm screenings, music competition, special events and workshops show a marked increase from previous years. But with a growing festival and a tighter economy, the 2003 event will not be an easy one to produce. We will need all the support we can get. Jim, the City has given the festival $30,000 the last three years, and we greatly appreciate it. We have also shown our commitment to Temecula by "shopping Temecula first." Festival spending and hidng of local residents and vendors show that we have censistentJy provided a more than double return-on-investment of the city's annual $30,000 event cent~bution ($74,636.54 for 2002, $61,000 for 2001, $42,000 for 2000). And that's not even talking about attendee's contributions to the local economy through the festival, hotels, shops and restaurant spending. With continued growth of the festival and anticipated significant growth this year through new segments and in-kind partners like Fender Guitars and dsing product costs, our festival expenses have increased. We would really appreciate if the City would consider stepping up its sponsorship con~bution to $50,000, knowing there will be a significant return-on-investment and benefit to the community. Because expenses are already incurred in adve~sing, sponsorship development and printing, we would also greatly appreciate it if the City's funds could be released to us much sooner (Mamh, preferably) than in the past. If you have any questions, please feel free to give me a call. Enclosed is our 2003 Sponsorship Opportunities and Information packet for your review. CINEMA ENTERTAINMENT ALLIANCE · 27740 JEI'I",'e;RSON AVE. · SUI'I'/~ 100 * TEMECULA, CALIFORNIA 92590 909.699.6267 · 909.506.4193 fax To: Jim O'Grady _ From: Jo Moulton ~ Date: March 5, 2003~ Subject: Addendum to the Temecula Valley International Film & Music Festival Sponsorship Request Please note that thc city sponsorship contribution of $30,000 will not be used to pay for any professional indcpendem contractor~ hired by thc festival for specific functions required to produce the Temecula Valley International Film and Music Festival. The $30,000 will be used mainly to pay for the following Temccnla Valley International Film & Music Festival expenses: Theater Rental - Sanborn Theater Video Equipment Projection Rental Printing Costs $10,000 Approx. $4,000 Appmx. $6,000 Special Events Catering Costs and Party Equipment RentalsApprox. $10,000 I would also like to add that the Temecula Valley Film Council informed me that per contract, the festival has until 2004 to reimburse them the $10,000 they had advanced the festival in 2001. However, I worked out a reimbursement schedule starting June 15, August 15, September 15, October 15, November 15 and ending on December 15, 2003. The goal is to reimburse TVIFF by end of 2003 instead of 2004. With regard to the Music Competition, please note that in line with the City mandate that City sponsored events be held within the City limits, and because of the change in the logistics requirement of this component of the Festival, we are looking into holding the event in the vacant Edwards Theater at Target Center or in the vacant Temeku Cinemas at Palm Plaza. Also under consideration, if available, will be the Stampede in Old Town and the CRC on Rancho Vista Road. The City will be advised of all final festival venues selected for every component of the event. Please note also that the city's sponsorship contribution of $30,000 is not included in our projected cash sponsorship dollars of $80,000 that the Festival hopes to raise in 2003. Last but not least, the Festival will provide the City with a Certificate of General Liability Insurance naming the City of Temecula as additional insured. Liquor Liability will also be provided. Minimum limits of insurance to be no less than One Million Dollars ($1,000,000) per occurrence. Attached is the list of Sponsorship Benefits. CINEMA ENTERTAINMENT ALLIANCE * 27740 JEFFERSON AVE. * SUITE 100 * TEMECULA, CALIFORNIA 92590 909.699.6267 · 909.506.4193 fax 2003 TEMECULA VALLEY INTERNATIONAL FILM & MUSIC FESTIVAL MARKETING PLAN The 2003 Temecula Valley International Film & Music Festival's marketing strategy will consist of the following: ADVERTISING Although local newspapem will be the festival's primary advertising vehicle, a media mix of broadcast, pdnt and outdoor advertising will be scheduled two months before the festival. TVIFMF is in negotiations with Fender Guitars regarding a promotional partnership arrangement. I partnership arrangement. The partnership involves heavy and aggressive Intemet cross promotion of the festival, courtesy of Fender Guitars which beasts of 9 Million hits a month. Cross promotions with festival sponsors and advertisers will be aggressively encouraged. On sr~een advertising in theaters, postern, magnetic signs for cars, free standing inserts or brochures and ticket giveaways are just a few of the high impact promotions planned to advertise the festival. Past sponsors such as KOLA, K-FROG and KATY radio stations and pdnt media sponsors such as The Press Enterprise, The Califomian, Entertainment Roundup, The Valley News, Rancho News, and other area publications will also be tapped for combined sponsor/vendor partnerships. DIRECT MAIL Informative and timely brochures, updates, reminders and bulletins will be sent via direct mail campaign to filmmakers, film distributors, production companies, talent agents, publicists, schools, musicians, recording studios, music -related trade magazines and websites. PUBLICITY & MEDIA RELATIONS Extensive public relations campaign before, dudng and after the festival. Although area newspapers and publications, radio and cable are our prime target oultets for event coverage, major industry trade publications, tour and travel publications will be aggressively pursued for calendar listings, story editorials as well. Pdme local television news/entertainment programs such will be tapped for strategic story placements. Festival fact sheets will be distributed to travel publications, local event calendar guides, chambers of commerce, area schools, area organizations. Information speaking engagements with local service organizations, theater, school and civic groups will be scheduled. TRADE SHOWS As in past years, TVIFMF will continue to participate in industry bade shows such as the American Film Market in Santa Monica, Locations Expo and ShowBiz Expo in LA. TVIFF will also collaborate with the Temecula Valley chamber of Commerce and City of Temecula's Marketing and Toudsm trade show activities by providing them with TVIFF promotional materials for mass distribution. FESTIVAL PARTICIPANTS The festival will actively collaborate and cross promote with filmmakers and musicians selected to participate in the festival. These finalists run their own promotional campaigns about their participation via direct mail, flyers, posters, intemet links with ~m/music industry sites and their own websites. 2003 Temecula Valley International Film & Music Festival Schedule of Events & Ticket Information Opening Night Festivities Wednesday, Sept. 10 Movie Experiencs at Tower Plaza Cocktails I hors d'oeuvres, 5:30pm-Tdbatss/Scresning, 6:30-Poat -Screening Party, 8:30 $25 ($10,Tributes/Screening only) General Screenings Thursday, Sept. 11- Sunday, Sept.14, The Movie Experience at Tower Plaza, from 11:00am to 11:00pm. Film Screenings begin. $7 per person (Students & Seniors, $4) or $151 all day Film Pass Festival Marketplace Friday Sept. 13-Sunday, Sept.14, 10AM -SPM, Tower Plaza. · A~t Galley, Artisan A;ts & Crafts, Sponsors Row, FilmlMusic indusW related exhibit. Free to public MusicFest Competition Saturday, Sept. 13, 11AM -4PM, Vail Lake Resort, $15- Music Pass Black Tie Awards Gala (Ponte Winew, under consideration) Saturday, Sept. 14, 6:30 pm Cocktails, 6:30pm, Dinus~/Special Awards, Tributes & Awards for film & music $95 per person - Venue, TBA Festival Workshop Series Saturday, Sept. 13-Sunday, Sept.14, 10:00am-l: {)Opm, The Movie Expedenca, Tower Plaza. Industry experts' lead woricshops & panel discussions on various Film/Music industry related topics. $t 0 per person ($5 students and seniors) I $t5 Wo~,(shop Serius Pass Festival Hot Air Balloon Experience Sunday, Sept. 14, 6AM. Exhilarating usriy rooming balloon ride over lush vineyards of Temecula for festival guests-RSVP Required & subject to weather conditions Closing Day Festivities All Star Jam and Closing Night Wrap -Venue, TBA 11:00AM - 5PM, Sunday, Sept. 14, $t5 per person Special Ticket Packages: Film Pass, $15, good for any film all day I MusicPaes, $15, good for band performances all night WorkshopPaus, $15, good for any Workshop I One Day Muiti-Paes, $25, good for any film,music or workshop Festival Pass- $150, good for all screenings, workshops, music & all special events A Word about Screenin_as, Worksho~ and Specia, I Events Due to circumstances beyond our control, some schedules of screenings, wodr~ho~ and special events rn~y be subject fo change with little or no advance notice. Daily upclatus will I~ posted ~ ~he ~eater, the Box Office and the Hospitality Suite. No refunds or exchanges, except in case Of a program Ot special event concellation. Seating is available at all screenings on a first come-firet served basis. We recommend that you come t5 minutes before your scheduled screening fime. Festival films are not rated. Parental discretion advised on some films. Films not in English will be presented with English subtf'Jes. What's On Tap for The 2003 Temecula Valley international Film & Music Festival The Film Program The program for TVIFF this year will consist of a selection of feature films, short films, animated films, student work and documentaries from around the globe. The work screened at TVIFF 2003 wilt be representative of new and emerging styles of cinema and include films from North Amedca, South Amedca, Europe, Asia, the Pacific Rim and other regions of the wodd. As in previous yearn, the program will be substantial in quality and present vadous styles and genres of films. The filmmakers whose work is screened will be encouraged to attend the festival and spend time in Temecula dudng the event. Lifetime and Career Achievement Awards The following individuals are being approached for the honor of Lifetime and Career Achievement Award at TVIFF 2003: Howard Suber Dr. Suber is a Professor Emedtus at UCLA School of Theater, Film and Television. Dr. Suber was instrumental in the founding of the UCLA Film Archive, one of the largest and most significant film amhives in the world. Dr. Suber founded the UCLA Producers Program, whose faculty is among the leaders in the film industn/including the heads of several studios and talents agencies. Penelope Spheeris Spheeris is a major Hollywood director whose credits include WAYNE'$ WORLD, THE ADAMS FAMILY and THE DECLINE OF WESTERN CIVILIZATION. Spheeris is active in the film festival cimuit and has participated in film festivals throughout the world. Gary Sinise An Academy Award winning actor with substantial stage experience, Sinise's credits include APOLLO 13, FOREST GUMP and TRUMAN. Sinise has made significant contributions to acting and education throughout his career. Sophia Loren/Jane Soymour IGene Rowfands/Steve Martin/Donald Sutherland (Still toi be confim~ed and discussed, April 24, 2003) CINEMA ENTERTAINMENT ALLIANCE * 27740 JEFFERSON AVE. * SUITE 100 * TEMECUIA, CALIFORNIA 92590 909.699.6267 * 909.506.4193 fax Jury The jury consists of throe individuals with substantial professional and academic backgrounds. The jury makes the award decisions for the competitive film program. The following have confirmed their participation in this year's jury: Jeff W. Bens Director of the Screenwdting Program of Manhattanville College in New York. Bens is a noted film professor and screenwriter. Bens' recentJy published his tirst novel, Albert Himseff,, which received strong roviews. Bens has served on film judes in Europe, Australia, Canada and theUnited Sates. Edward Stencil Filmmaker whose films have won numerous awards at festivals throughout the wodd. Stencil is a Board Member and among the founders of the Kansas City Filmmakem Jubilee, a major film event in the Midwest. Stencil works for the Independent Featuro Project, a nafional organization dedicated to supporting independent filmmakers. Special Programs Every year, TVIFF selects programs that aro representative of important and diverse areas filmmaking. This year, TVIFF will featuro the following special programs: American Film Institute Showcase featuring the work of filmmakers from America's preeminent institution dedicated to proserving and advancing the art of the moving image. Martial Arts Showcase will featuro the work of filmmakers dedicated to this popular film genre. This showcase will also include demonstrations and workshops for people of all ages. The Music Competition The main goal is to provide a forum by which new, unsigned musical talents aro showcased before an international audience of music industry professionals and music loving fans. New to the Music Component of the festival for 2003 will be the add,on of a Sunday ALL STAR JAM to cap the Festival's Closing Day Festivities. From Folk to Pop, from Rock to Jazz, from Country to Rhythm & Blues and ail points in between, we aim to reach new levels and discover new musical artists from all genros. Lifetime and Career Achievement Awards The following individuals are being approached for the honor of Lifetime and Career Achievement Award for Music at TVIFF 2003: Al Kasha (Confirmed) 2 time academy award winner, (For Poseidon Advbenturo and The Towering Inferno) Al Kasha has scored over 30 movies, produced and dirocted several broadway shows and while head of Artist Relations of CBS Music Publishing Company, he was rosponsible for signing: Arelha Franklin, Nell Diamond, Donna Summer, Frank Sinatra, Jackie Wilson, among others Still to be confirmed: Nell Diamond (pop) Randy Travis (country) Donna Summer (Disco) Stevie Wonder Workshops/Dialogue Series Education has always been an important part of the TVIFF. In addition to our usual slate of Writing Directing, Finance and Distribution workshops, we will program inspiring and entertaining "Coffee and Convemation/Dialogue Series" with film and music industry pemonalities. Special Events The §-day event's social calendar starts with a spectacular Opening Night Festivities, then on daily and highly filmmaker/musician receptions, a spectacular Saturday Black Tie Awards Gala, a Sunday morning Hot Air Balloon Ride and an exciting array of Closing Day and Night Festivities. Ongoing throughout the Festival Film Screenings in six theaters Music Performances by bands and individual performers Film & Music industry related exhibits Awards Jury and Audience Awards for Film & Music Competition College Scholarship Awards Lifetime and Career Achievement Awards for Film and Music Temecula Valley International Film & Music Festival Staff Jo Moulton, Festival Director Steve Montal, Film Program Director Kelly Daniels, Special Events Director Timmy D. Daniels, Music Compefi#on Director Kathi Allen, PR/Marketing Director Tami Steigley, Sponsor Development Director Jo Ann Moore, Administrative Coordinator Ed Burt, Festival Technical Operations Director Cinema Entertainment Alliance Board of Directors Herbert Margolis, President Jo Moulton, Vice President Pamayla Ziolkowski, Secretary Sunny Thomas, Member Ellen Watkins, Member Don Moulton, Member Stacy Sievek, Member Advisory Board Dylan Sellers, Pmducar Wendie Margolis, Producer Paul Maslak, Producer Neva Friedenn, Producer Kevin Haesarud, Program Director, HBO's US Comedy of Arts Festival Dan Stephenson, Theater Foundation Beverly Stephenson, Fine Arts Network Terry Gilmore, Paradise Chevrolet-Cadillac Martha Minkler, Arts Council of Temecula Valley Roger Hageman, Prudential Real Estate Felicia Hogan, Rancon Real Estate Mike Kerrigan, Syndicated Columnist Eve Craig, Temecula Valley Historical Society Sherl Davis, Inland Empire Rim Commission Susan Sentilena, Business Consultant .2003 Temecula Valley International Film & Music Festival Budget Festival Marketing Printing $6,000 Graphics Design $5,000 Signage $5,000 Publicity / Advertising $25,000 Festival Operations Hospitelily Suite $1,000 Accommodations $4,000 Trophies/Plaques/Ce~cates $2,000 Scholamhips $2,000 Security (3 days) $2,000 Video Proj. Rental $3,000 Equipment/Stage Rental $2,000 Sound/Lighting Systems $3,000 Theater Rental $10,000 Insurance $3,000 Postege/Fmight $3,000 Telephone $2,000 Merchandise $3,000 Party Rentals $5,000 Website Maintenance $1,000 Tent Rentals $3,000 $41,000 $53,000 Special Events Opening Night $1,000 Black T~e Awards Gala $20,000 Closing Day/Night FestiviC~,s $1,000 Uve Entertainment $3,000 Festival Management & General Administrative Expenses Festival Director $15,000 Film Program Director $3,500 Music Program Director $3,500 Festiva~ Opera,ohs Director $3,500 Sp~al Events Director $3,500 Office Administrative Coord. $2,500 Technical Operations Director $2,500 Pr/Marketing Director-LA $3,500 Pr/Marketing Director-Temesula $3,500 Office Miiscellaneous $1,500 $25,000 $42,500 TOTAL FESTIVAL BUDGET $161,500* * This budget is significantly lower than the 2002 budget to realistically reflect our conscious effort to produce the event the most cost effective way possible in light of world economic conditions. In-Kind trade and services Mill be aggressively pursued to offset possible cash sponsorship shortfall. 2003 Temecula Valley International Film & Music Festival Projected Income Sponsorships (Cash) General Admission Screening Tickets @ $7. 5 screenings in 6 theaters for 4 days @ $7/person w/attendance of 30/screaning, $80,000 $25,200 Opening Night Festivities @ $25 $25 x 120 paid tjx, $3,000 $3,000 Black Tie Awards Gala @ $95 $95 x 200 paid f~ckets $t9,000 Closing Day Festivities/Night Wrap Party @ $15 $15 x 100 paid tjckets $1,500 One Oay Film/MusicPass @ $25 Good for all day screenings & music acts $25 x 100 paid tjckets $2,500 Music Pass @ $t5, all day music pass $15x400 paid lickers/2 days Film Pass @ $15, all day film screening pass $15x6 theaters for 4 days with average sales of 30/day Festival Pass @ $150.00, good for all s~eenings, music performances, workshops and parlies. $150 x 100 paid ~ckets $t2,000 $10,800 $15,000 Festival Workshop & Panel Discussions, @ $7 $7x300 paid attendees $2,100 Workshop Pass ~ 15, good for all worl(shops& panels $15 x 100 paid attendees $1,500 Merchandise $3,000 Shirts @ $10 x 200, $2000 / Mugs @ $5 xl00, $500 / Programs @ $1x 500, $500 Entry Fees 200 x $25=$5,000 / 200x $10 (students) = $2,000 $7,000 Exhibit I On Site Promotions Fees, 10x$200=$2,000 $2.000 Total Projected Cash Sponsor & Ticket Sales: $184,600 Less EventExponses: ($ 161,500) Projected Net Proceeds: $23,100 World Class Film &Music Celebration 2003 Temecula Valley International Film & Music Festival This September, the festival marks its 9th anniversary of showcasing a remarkable diversity of local, national and international films and personalities to the delight of enthusiastic audiences. This September will also mark the third edition of the Music Competition component. The best up and coming creative talents in film and music from all over the world will compete for recognition, honor and prizes, Sept. 10-14, 2003. The Film Program Since 1995, the festival has screened over 600 films from 20+ countries. The 2003 line up of films featuring over 70 film programs from around the world will be held at the state of the art Movie Experience 10-plex at Tower Plaza. Categories showcased are US and foreign full-length feature films, short films, student films, documentaries, and animation. The Music Competition The main goal is to provide a forum by which new, unsigned musical talents are showcased before an international audience of music industry professionals and music loving fans. From Folk to Pop, from Rock to Jazz, from Polka to Country to Rhythm & Blues and all points in between, we aim to reach new levels and discover new musical artists from all genres. Workshops/Dialogue Series Education has always been an important part of the TVIFE In addition to our usual slate of Writing Directing, Finance and Distribution workshops, we will program inspiring and entertaining "Coffee and Conversation/Dialogue Series" with film and music industry personalities. Special Events The 5-day event's social calendar starts with a spectacular Opening Night Premiere and Party, then on to daily and nightly filmmaker/musician receptions, a spectacular Saturday Night Black Tie Awards Gala, an exhilarating Sunday morning Hot Air Balloon Ride and a wonderful array of Closing Day festivities. Ongoing throughout the Festival Film Screenings in six theaters Music Performances by bands and individual performers Film & Music industry related exhibits, gallery of unique arts & crafts at the Festival Marketplace. Awards Jury and Audience Awards for Film & Music Competition College Scholarship Awards Lifetime Achievement Awards for Film and Music The Festival has honored several significant film artists in front of and behind the cameras, luminaries of the past and present, for their remarkable and outstanding body of work, achievements and contributions to Film. Past honorees include Howard W. Koch, Robert Wise, Karl Malderb Carl Reiner, Shirley Jones, Michael York, Robert Stack, Marsha Mason, Gale Ann Hurd, Rita Coolidge, Ray Charles, William Shatner, Patty Duke, Monty Seward, Julie Corman, Billy Preston and Sam Grogg. For More Information, call (909) 699-6267 or visit www.tviff.com Our Vi si on With the belief that moving images and music are our culture's most influential art fomts, the Temecula Valley International Film & Music Festival vision is clear. Our nss on To create an awareness of the diversity of film and music by presenting creative cinematic efforts and musical talents of people from various cultures and backgrounds within Temecula and beyond; To provide a stimulating, supportive environment and unique experience for independent filmmakers and musicians from around the world; To showcase the freest in film and music, while offering cultural, entertaining and education opporttmities for film and music lovers; and To provide grants to enhance existing high school film and music programs and scholarships to deserving film and music students. CINEMA ENTERTAINMENT ALLIANCE · 27740 JEFFERSON AVE. · SUITE 100 · TEMECULA, CALIFORNIA 92590 909.699.6267 · 909.506.4193 fax Sponsorship of the Temecula Valley International Film and Music Festival puts you in the spotlight and offers unparalleled marketing and branding opportunities. EXCELLENT MARKETING OPPORTUNITY Sponsoring the festival also provides excellent value for your marketing dollars. It uniquely offers repeated high-visibility opportunities to make thousands of impressions in multiple formats. In addition, Festival advertising reaches an upseale audience of local, national and international potential customers. Instead of concentrating your marketing dollars on one avenue of advertising, our marketing slrateg~ includes repeated: · Direct mailpieces · Public and media relations campaigns · Regional and local print and broadcast coverage · Website advertising · Corporate logos/signage/litemtnre displayed & distributed throughout festival · Public recoLmition at points and places throughout the festival. · Opportunities for corporate display tables in venues and sample distribution The Temecula Valley International Film and Music Festival is a 501c3 non-profit (IDg95-466-1028) Your sponsorship is tax deductible to the extent allowed by law. FACTS AT A GLANCE The Festival has received over 4,000 submissions in the last eight years. It has selected and screened over 600 full length features, documentaries, shorts and student films from more than 20 countries. The Ternecula Valley International Film and Music Festival is a chosen site for World and U.S. Film Premieres and attracts local, national and international attendees and attention. According to recent studies, the City of Temecula has one of the highest standard of living of all the Inland Empire cities and our typical event demographics bears that out. Our event profile consists of middle to upper income, well-educated consumers who value what the City of Temecula and its people are all about--a city of culturally rich and diverse people who love the am, recreational sports, frae dining and travel, are between the ages of 18-55 and hold professional and managerial positions. For more information, please contact: Temecula Valley International Film & Music Festival Phone: 909.699.6267 or www. tviff, com You can choose the level and type of sponsorship that best meets your marketing and promotional objectives. Whether you want to participate in overall sponsorship or own a major event such as the Black Tie Gala, we'll create a custom package for you. Benefits increase with levels of participation (see chart). In addition, we also offer a few premium sponsor positions (Presenting Sponsor $50,000~ M~jor Sponsor $30,000, Official or Product Sponsor $20,000) with premier customized benefits. FOR EVENT INFORMATION: Phone 909-699.6267 Fax 909-506-4193 Diamond www.tviff, com $10,000 On-Air Advertising PHnt (logo) Advertising t Advertising Ruby Sapphire Emerald Opal $7,500 $5,000 $2,500 $1,000 t Advertising Website Sponsor (logo) $ignage: Banner/Displays Full Page Full Page 1/2 Page 1/3 Page 1/4 Page EVENT OWIqERSH]I~ OPPORTUNITIES: Opening Night O Black Tie Gala O Closing Event O Post-Screening Party O Awards Celebrity Travel 0 Celebrity Gift Packs 0 VIP Hospitality Suite 0 Film Premiere Media Night O Scholarship O Conversation 14qth the Masters Series O Film Series Panel Discussion O Individual Sc~ening O Music Competition O Workshop Series · "By blending film and music, the Temecula Valley Festival celebrates two powerful forces that shape our world's culture. Congratulations to the creative artists in film and music invited to perform and compete in this event." George .W. . Bush, President of The United States of America · "I commend the participants and supporters of the Temecula Valley International Film and Music Festival for their ongoing commitment to achieving excellence. Their devotion to the arts is truly an inspiration for us all." Gray Davis, Governor, State of California · "After having been to numerous film festivals including Cannes and Sundance. I can honestly say yours was one of my happiest experiences. Your festival really provides an invaluable personable forum for independent filmmakers to screen films outside the context of Hollywood." Kevin Haasarud, Program Director, HBO's US Comedy of Arts Festival, Aspen · "Another orbit for Hollywood...Hollywood has landed its starship in Temecula, in the heartland of Southern California Wine Country..." The Morning Report, Los Angeles Times · "Films and filmmakers are what make a great festival. This is how the great events of our creative community - Sundance, Berlin, Cannes, Toronto, Slamdance and Zagreb - have earned their reputation. The Temecula Valley Film and Music Festival has been about creativity, diversity and excellence." Steve Montal, Film Program Director 2001 TVIFF · "It was a pleasure to be with you at the TVIFE I had to leave after the awards and wrap up ceremony to go back to LA. to catch a flight to Paris. It was a good idea to maintain the festival in spite of last week's terrible events." Bernard Pres, Ligner Production, Paris, France · "I just wanted to thank you and all of the volunteers for a terrific weekend. I had a great time at the festival and wanted to let you know. Lawrence B. Schechter, "One Hit Wonder" Electrum Entertainment, Encino, California · 'q~/e are still coming down from a great trip to LA and ]~emecula. Everyone we met at the festival were so pleasant-it makes my heart warm to remember all the organizers, volunteers and filmmaking teams we met...Thanks for the support you gave our film. The extra screenings made the trip really great for us---especially to be one of the favorites." Jennifer 1~eur, Director/Writer, "Not Not Now", Sydney, Australia · "First of all, a big "Thank You" for putting on a first rate festival under such difficult conditions. Tim and I both enjoyed Temecula's hospitality." Edward Stencel, Producer, "Shades of Gray'', Los Angeles, California · "I had a very positive experience at Tv'IFF this year and was proud to have my AFl short, Father Christmas, as a Tv'IFF winner." Marie Rose, "Father Christmas", Tareana, California · "Thanks so much for the great job you did at TVIFF! Midline said they had a great time and that everything was very well organized. They are glad they placed in the music competition and thought the plaque was beautiful. We thank you for the opportunity." Sandy Serge, Manager, Serge Enterlalnment Group · "Thank you so much. We had a great time in Temecula! We would love to come back to perform in Temeculal" Eileen Carg, The Eileen Cary Band TOP TEN FILM FESTIVALS Sundance Film Festival Toronto Internatinna] Film Festival Cannes Film Festival Berlin International Film Festival SXSW: South by Southwest Film Festival Telluride Film Festival Chicago International Film Festival Florida Dilm Festival Slamdance International Film Festival Cinequest: The San Jose Film Festival BEST KEPT SECRET FESTIVALS Ann Arbor Film Festival Ohio Independent Film Festival Penchtrce International Film Festival Portland International Film Festival Rhode Island International Film Festival San Diego International Film Festival San Francisco Independent Film Festival Sedona International Film Festival and Workshop Temecula Valley International Film Festival ~' BEST INTERNATIONAL FESTIVALS IN ~ USA Cleveland International Film Festival Denver International Film Festival Fort Lauderdale International Film Festival Houston International Film and Video Festival Santa Barnbara International Film Festival San Francisco International Film Festival Seattle International Film Festival St. Louis International Film Festival West Virginia International Film Festival BEST INTERNATIONAL FESTIVALS ' Berlin International Film Festival Cannes Film Festival Durban International Film Festival London Film Festival Melbourne International Film Festival The International Film Festival Rotterdam Sydney Film Festival Tokyo International Film Festival Toron~o International Film Fetsival Venice International Film Festival Mark your calendar for the world-class entertainment event of the year... Temecula Val!ey's ~th Annual Temecula Vall~ Intemationa! Film & Music Festival! Experience the best in up-and-coming creative talents in film and music. Enjoy spectacular special events. Learn from top entertainment industry leaders. Attend parties and screenings. Cheer on independent filmmakers and come celebrate the arts. Werld Class Ente~ainment G~at Film~, Great Mestc Talents F~em All www, t~ff, cem 2003 Temecula Valley International Film & Music Festival Individual Ticket Prices and S~cial Ticket Packa_~Q; Ticket Order: # Of Tickets Amount General Admission Ticket, $7 Your ticket to a screening ($4, for Seniors & Students) FilmPsss, $15 Your pass to any film you want to see in one day MusicPaes, $15 Your pass to any music performance, all day Individual Workshop Ticket, $10 Your ticket to a workshop Workshop Series Pass, $15 Your ticket to any workshop in one day ONE DAY MULTIPASS, $25 Your ticket to any film, music or workshop in one day Opening Night Festivities $ 25 Your ticket to Opening Night festivities, includes food, Iribute and screening. ($t0 for tributes/screening only) Black Tie Awards Gala, $95 Your ticket to the festival's most glamorous event Closing Night Wrap, $t 5 Your ticket to Closing Night festivities Festival Pass, $t50 Your ticket to all screenings, music competition, workshops, special events Friend of the Festival: I cannot attend but I would like to donate Cinema Entertainment Alliance, the producing organization of the Temeeula Valley Int'l Film & Music Festival is a 501-c-3- not for profit educational and cultural corporation. All donations arc tax deductible m the extent allowed by law flax ID: 95-4661028) Festival Merchandise: Shirt, Hat, $10 Mug, $5 Program, $1 TOTAL: How to Purchase Tickets General Admission tickets and special fes6vai ticket packages may be purchased through lhe TVIFF at He Hospitalily ~uite or at the Faslival Box Oflce starling September 3, 2003. To purchase ticket by phone or mail, please make checks or monw order p~_ able to TVIFF and mail to: TVIFF. 27740 Jefferson Ave. Suite t00. Tent~cula, Ca 92590. For credit card users, we ars set up to accept on_ly Vies or Mastercard. All pass and ticket orders by phone will be held at WILL CALL at the Festival Box. Office. Pick Up at WILL CALL starts September 5, 2003. NI ticket sates ars FINAL. NO REFUNDS OR EXCHANGES. If paying by credit card, please fill out the following: VisL Mastercard Card # Exp. Date: Print Name: .Signature:. Address: Phone (Home). Work E-mail: For more event details, call (90g) 699-6267 or visit our site at www. tviff.com September 10-14, 2003 The Movie Experience, Tower Plaza, Temecula, California The festival is open to U.S. and Foreign films in five categories: Full Length Features, Shorts, Documentaries, Animation, Student. (US & Foreign). To be eligible, a film entry must have been completed in 2001, 2002 or 2003. All film entries must be submitted on 1/2" VHS NTSC videocassette to be (NO PAL SECAM, please!) considered for selection. Submission tapes will not be returned unless requested with an enclosed SASE. Deadline is July 30, 2003. If selected, a 35mm print or Beta/Beta SP must be in the TV1FF office by Sept. 3, 2003. Ail film prints have to be on projection reels, heads outs. 16ram's will be screened on video format There is a non-refundable $25 processing fee (students, $10). Entries must be submitted with the processing fee. This form may be photocopied. All entries must include a synopsis, a cast / crew list, production stills, press kits, if any. All photos provided must be clearly identified on the back, will not be returned & may be used for festival promotions. Non-English language produced films must have English subtitles or be dubbed in English. Film prints and other film materials will be handled with utmost care, but neither TVIFF organizers nor supporting organizations can assume responsibility for damage or loss of the print and other film materials en route or otherwise during the course of the Festival's possession of the film. Film producers / distributors are responsible for the cost of insurance & shipment of films to TVIFF. The title of the work and name of entrant must be on all mailing containers, mailing labels, can reels and film leaders. Ail containers must be numbered (Ex: 1 of 1, or 2 of 3, etc.) The number, date, location and time of screenings of films are at the discretion of the TVIFE It is important for a selected film to have a presence at the festival. TV'IFF encourages all selected films to have at least one member of the film's production staff and/or cast, present for the screenings or special events of the festival. The act of submitting this form constitutes acceptance without reservation of all rules of TVIFF. Ail checks should be made payable to: Temecula Valley lnt'l Film Festival. 2003 Temecula Valley International Film & Music Festival September 10-14, 2003 The Movie Experience Tower Plaza, Temecula, California Call for Entry Form/Film Film Title: Press Screenings __Yes __No Date Completed: Country of Origin. Prod. Co. Category: __ Feature Short Documentary __ Animation Student Music Video If student, name of school: Format:__35mm __16mm __Video Color __ B/W~ Running Time: minutes # Of Reels:__ # of cans:__ Aspect Ratio:__l:85__l:66 __1:33 Optical Sound Format:__ Mono__Dolby A._.Dolby SR __ D01by Digital (SRD) __Other Has film been shown at other festivals? Yes No Awards Won {if any): Director: Exec. Producer: Producer (s): Writer (s): Cinematographer Principal Cast Contact Name Tel. # FAX Address: Distributor (if any) E-Mail Print Name: Position: Date: Signature: Your signature constitutes acceptance of festival rules without reservations.) Note: 16mm format will be screened on video. Send completed form, 1/2" VHS, processing fee ($25 processing fee. Students, $10) and PRESS KIT, if any, to: Tv'IFF, 27740 Jefferson Ave. Suite 100 Temecula, CA 92590 For more information, call (909) 699-6267 or e-mail: jmmoulton@earthlink.net or visit: www. tviff, com September 10 - 14, 2003 Temecula, California ~,. Music Competition This significant world class music competition component of the 2003 Temecula Valley International Film & Music Festival is designed to showcase the music vision and artistic wizardry of talented individuals and groups from across America and around the world. Who are the participants? · Emerging, up and coming unsigned performing artists and bands. · Vocal performers may be a solo, duo, trio, quartet or an ensemble. What genres of music are involved? Contemporary, Traditional, Rock, Pop, Folk and World Music (From Rock and Roll to Irish Fiddle Tunes, American Folk to Gospel, Jazz to Latin Rhythms to Country, Big Band to R&B, Zydeco to Alternative Rock, etc.) If selected, a notice of acceptance will be sent via mail, fax, E-mail or phone. For application, fill out application information in the back and send with all the required elements listed above, to: TVIFF, Attn: Jo Moulton cio 27740 Jefferson Ave., Suite 100, Temecula, CA 92590 For more information, call (909) 699-6267 or e-mail: jmmoulton@earthlink.net or visit our site at www. tviff, com 2003 Temecula Valley International Film & Music Festival September 10-14, 2003 Temecula, California -- Music Competition -- Call For Entry Form Please complete the form below. Additional torres may be reproduced as needed. Send completed form along with your tape/CD, photo and bio, along with a $25.00 non-refundable processing fee: Temecula Yalley lnt'l Film & Music Festival 27740 Jefferson Ave., Suite 100 Temecula, CA 92590 For consideration, all required elements must accompany your application. Entry materials will not be returned and may be used for festival promotions. Name of Band / Artist: Contact Person: Address: City State Country Zip/Postal Code Phone: FAX: E-mail: No. of Band members: Manager: Phone: FAX: E-mail: Booking Agent (if any) Phone: FAX: E-mail: Short Description of Music: Name of Three (3) tracks being submitted: FINAL CHECKLIST: __ Entry Form __ Entry Fee (in IJS dollars, payable to TVIFF) __ Tape or CD __ Publicity Materials / Photos For more info, call: (909) 699-6267/FAX (909) 506-4193 e-mail: jmmoulton@earthlink.net / www.tviff.com ~ ~, Think Y~ 6or What It T~kes? e H a e or in Ha e er n ~ make a $pbsh on ~e ~obd musie $eene? Showcase your ~len[jOln anaeompe~ ~a In~mational & de~iis, 699-626~ " CINEMA ENTERTAINMENT ALLIANCE · 2~40 JEFFERSON AVE. · SUITE 100 * TEMECU~, CALIFORNIA 92590 909.699.6267 · 909.506.4193 fax 2003 Temecula Valley International Film & Music Festival Music Competition Application Form Please complete the form below. Additional forms may be reproduced as needed. Send completed form along with your tape/CD, photo and bio, and 3-' a $25.0Onon-refundable processing fee to: TemeCUla Valley Int'l Film & Music Festival 2774oJefferson Ave., Suite 100 Temecula, CA 92590 For consideration, all required elements must accompany your application. If you would like~donfirmatlon that your entry has been received please include ;i self-addressed stamped postcard with your submission. Entry materials will not be returned and may be used for festival py0motions. Name of Band I Artist: Contact Person: Address: State: Phone: No. of Band members: Phone: Booking Agent (i~.any): ~hone: Short Description of Name of Three Country: .- - Zip/Postal C~]e.~ fax~ "~ '" e-mall, Manag'~er:, e-mail: /.? ? .,' ' . e-mail: ' P~blicity MaterialS / Photos For more info, call: 909.699.6267 · fax 909.506.4193 e-mail: jmmoulton@earthlink.net ° www.tviff.com to TVlFF) ATTACHMENT D 2002 FINANCIAL AUDIT 2002 Temecula Valley International Film & Music Festival INCOME CASH 1. 2. 3. 4. 5. 6. 7. 8. 9. SPONSORS City of Temecula Rancon Real Estate Lennar Communities Blockbuster Video Paradise Chevrolet Guidant Corporation Harold Matzner Jo Mouiton Eve Craig $30,000 $ 7,000 $ 5,000 $ 5,000 5 5,000 5 5,000 5 5.000 $ 1,250 $ 1~000 Cash Sub Total: TRADE 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. 25 26. / IN-KIND SPONSORS The Press Enterprise KOGO/Clear Channel Entertainment Roundup Potamus Press Sammy*s Woodfired Pizza Arden Realty/Tower P!~7~ Pechanga Resort & Casino KATY- 101.3 FM K-FROG 92.9 The Californian Timmy D. Productions Neighbors RSVP Limousine Service Rancon Real Estate (mailing/telephone) Paradise Chevrolet (additional pick-up service) FedEx Embassy Suites Temecula Creek Inn The Valley Business Journal PSTSPS, Inc. R&J's Party Palace California Dreamin' A Grape Escape Balloon Adventure Kinko's MilLennium Technology Gibson Guitars $64,250.00 VALUE $15,000 $14,000 $10,000 $10,000 $10,000 $ 7,500 $ 7,500 5 5,000 $ 5,000 $ 5,000 $ 5,000 $ 5~000 $ 5,000 $ 3,000 $ 2,500 $ 2,500 $ 2,500 $ 2,500 $ 2 oo $ 2,500 $ 2,500 $ 2,000 $ 2,000 $ 2,000 $ 2,000 $ 2,500 27. The Art Department 28. F/X Lighting 29. Matrix Video Solutions 30. Los Willows Inn & Spa 31. Comfort Inn 32. Black Tie Tuxedos 33. Corporate Concerts 34. Friendship Transportation Service 35. Glass Blasters 36. Lake Elsinore Outlets 37. Temeeula Trophy 38. Film Music Network 39. Taxi.corn 40. Tweeters 41. Indiespace. com 42. Rosa's 43. Presto's 44. Winegrowers Association of Temecula Valley 45. Armstrong Garden Centers 46. Wine Country Flower Farm 47. Office Depot 48. Pat & Oscar's 49. On The Border 50. Mexican Grill & Cantina 51. Sprouts 52. Orchard's Marketplace 53. Home Depot 54. California Grill 55. Trader Joe's 56. Vons $ 2,000 $ 2,000 $ 2,000 ' $ 2,000 $ l,O00 $ 1,000 $ 1,000 $ 1,000 $ 1,000 $ 5OO $ 5OO $ 5OO $ 5O0 $ 5OO $ 5O0 $ 3OO $ 3OO $ 30O $ 30O $ 30O $ 3O0 $ 30O $ 2OO $ 200 $ 100 $ 100 $ 100 $ 100 $ 100 $ 100 Trade/In-Kind Sub Total: $156,300.00 Call for Entry Fees & Ticket Sales ~ 26, 182.46 Cash Sub Total: S 26. 182.46 TOTAL CASH INCOME (Sponsorships & Ticket Sales): $90,432.46 TOTAL TRADE/IN-KIND INCOME $152,100.00 Combined Total Cash & Trade/In Kind Income: $ 242,532.46 2002 Temecula Valley International Film & Music Festival Expenses Event Management and Operations Jo Moulton Festival Director $11,000.00 (Film/Music Programming, Editorial, Celebrity/Workshops/Filmmaker/Musician Participation and over-ail event management/production services) Steve Montal Film Program Director $ 3,500.00 (Film Programming, Film Competition/Int'l Jury Coordination) Pat Martinez Special Events Coordination $ 3,046.52 (Media Day, Opening, Black Tie Gala & Closing Night party coordination) Judy Weigel/Corporte Concerts Timmy D. Daniels (Timmy D. Productions) Darrell Connerton Pat Comerchero PSTSPS, Inc. Jim Biesterfeld MusicFest Judges/Prizes/Bands Coord. Festival Basic PA/Hosting & Live Live Entertainment Coord. Services Theater Operations/Facilities Set-Up (Telephone/Computer/Electrieal InstalL) Website Maintennnce Accounting Services Security SUBTOTAL: Marketing/Advertislnq/Promotional Expenses FireRose Communications Kelly Daniels James Davis KOGO Film Festival Eat. Group A-I Signs The Art Department Potamus Press Darrell Connerton Glass Blasters Holly Pflum $ 3,500.00 $ 1,000.00 Sub Total $ 3,500.00 1,000.00 1,000.00 1,500.00 29, 046.52 PR/Media Relations-Temecula Media Sponsors/Media Buys Coord. & Sponsor Development Assist PR/Media Relations-LA $ 3,500.00 Radio Ads $ 500.00 Internet Banner Ads/Announcements $ 200.00 Banners and Street Signage $ 219.64 Graphics Design $ 3, 958.09 Printing Services $ 5,500.00 Sponsor Dev.-commission $ 500.00 Trophies $ 1,077.50 Scholarship Award $ 1, 000.00 $20,355.23 $ 2,400.00 $ 1, 500.00 Special Events Expenses Catering Expenses Jon Laskin Tony Washington The Movie Experience Starwuy Productions Light/F/X Unlimited Matrix Visual Solutions Steachota Insurance European Deli Black Tie Gala Music Projection/Videotaping Services Theater Rental MusicFest Sound Equipment Rental Lighting Equip. Rental Video Projection Rentals Festival Insurnnee Sub Total: Office/Miscellaneous Expenses Office Supplies/Postage/Freight/Hospitality Suite/Janitorial/Phones Miscellaneous Fees & Reimbursements TOTAL EXPENSES TOTAL CASH INCOME (including beginning cash balanc® o! ~3,976,14, Jan. 2002) NET PROFIT (LOSS) $ 12, 500.00 $ 1,6~6.00 $ 500.00 $ 10, 000.00 $ 1, 950.00 $ 650.00 $ 2, 155.27 $ 2, 097.48 32~288.75 $ 8,102.31 Sub Total: $8~101.31 $ 89,791.81 $ 90,432.46 $640.65 Submitted by: J~oulton, Festival Director Temecula Valley Int'l Film & Music Festival (909) 699-8681 / Fax (909) 506-419:} / email: jmmoulton~earth]ink, net Date: December 4, 2002 Independently Audited for Cinema Entertainment Alliance by: Ter~h~fo~r,'Enrac55664 PSTSPS, Inc., a Professional Business Management Co~p. P.O. Box 641097 Los Angeles, CA 90064 Date: ~C $0~ ~O0 ~ ATTACHMENT E RECAP OF 2002 TEMECULA VALLEY FILM & MUSIC FESTIVAL Temecula Valley International Film & Music Festival (909) 699-6267 Jo Moulton Festival Director 2002 TVIFF Wrap Up Report Growing Attendance & Tourism Media Impressions/Marketing Coverage Summary for the 2002 Temecula Valley International Film & Music Festival Combined print, broadcast and Internet impressions for the 8th Annual Temecula Valley International Film & Music Festival are estimated at over 10,000,000. ·Print Publications with festival related articles and calendar listings include: The Press Enterprise, North County Times, Sen Diego Union Tribune, The Californian, Daily Breeze, Sen Bernardino Sun, Daily Bulletin, TVCC Temecuia Today, Neighbors, Hemet News, Rancho News, Californian Tourism Calendar, LA Times Calendar Listings Section, Desert Sun, RV Travel, The Valley Business Journal, Temecuia Bugle, Murrieta Bugle, Inland Empire Magazine, Entertainment Roundup Radio coverage include live remotee, live mentions, promotional ads and ticket giveaways by: KATY, FROGGY, KOLA, KOGO (Sen Diego), KGBB (Sen Diego) Sanborn Cinemas gave the Festival on screen slide advertising weeks before the festival. The slides were shown in 10 theaters prior to every screening during the last week of August and the first two weeks of September. Six area Blockbuster Video stores stuffed festival flyers in every Blockbuster Video rental bag, a month before and during the entire run of the Festival. Semmy's Woodfired Pizza put festival promotional table tents in 16 of their restaurant locations (San Diego, Los Angeles, Orange County, Riverside Count and Las Vegas) Festival general information brochures and special events invitations were mailed and distributed to area schools, area hotels, local businesses, LA & San Diego-based production companies, TV/Film Distributors & Temecuia/Murrieta residents. · The festival eiao participated in two trade shows: Location Expo & Showbiz Expo. Film Festival participants (Filmmakers and musicians) gave added marketing push for the event by posting the Festival in their own webaites, distributing their own festival flyers, posters and other collateral materials announcing their participation in the festival. Distribution of these filmmaker/musician generated marketing materials were primarily in the Los Angeles and San Diego areas. CINEMA ENTERTAINMENT ALLIANCE · 27740 JEFFERSON AVE. · SUITE 100., TEMECULA, CALIFORNIA 92590 909.699.6267 · 909.506.4193 fax Overview of 8"' Annual Temecula Valley International Film & Music Festival The festival is growing in attendance and worldwide recognition. '1) Over 500 film entries were received. 2) Over 100 films were screened including: 23 feature films, 29 short films, 25 student films, 6 animation films and 17 documentaries. 3) Over 150 music entries were received and 17 performers were selected. 4) Over 200 filmmakers, musicians, producers, directors, writers, judges, casts and crews palicipated in the festivities. 5) People from 13 nations and 13 states came to Temecula for the Intemational and Music Festival. 6) Over 8,000 votes were cast in Audience Choice balloting. This count has a vay Iow margin of error since balloting was monitored and controlled to prevent stuffing. 7) Hotel stays, by Festival participants increased from an average stay of one night to 3 nights. 8) There are (war 1,000 Temecula Valley International Film Festival links on ~he intenaat. Media coverage was extensive and global. Entertainment industry press and local, national and international media covered the Festival. "Ano'd~a' oflR ~ Holiywood...Hollywood has landed its sta'ship in Ten'ecula, in the heaitland of Soulhem California Wine Court/..." The Morning RepoR Los Angeles T~mes While we've only included local dips in the Media Coverage Book, The Temecula Festival is also listed in hundreds of national publications and newspapers. Some of the online publications featuring the Temecula Festival include: · Art ~treet · Aspen · Digital Artist · Education India · FestivalsUSA · Film Artists Network · Film Festivals.corn · Film Threat (India site) · Germany · Hollywood Byline · India Bin · Indie Hollywood · IndJe Wire · Inland Empire Tourism Coundl · Kodak. corn · Media Lawyer · MIT · MPTV Intem~onal Documentay Assodation · Musicians W(xkshop · New England Films · Queensland Australia Animations · Reelmind.com · RV Destinations · Showcase Entertainment · The Actor's Studio · UCR While lhe Festival posted very positive numbers, there were harsh economic realities that restricted the Festival and severely impact future planning. Some of the economic realities include: Increasing expenses such as movie theater rental, projection equipment rental, shippirtg, mailing and catering costs significantly outpaced the 15% increase in ticket sales. 2) Sharp downtum in corporate sponsomhip due to tough economic woes of 2002 was one of the biggest hardships the Festival faced. Loss of corporate sponsorship dollars significantly affected our Festival. 3) Limited funding limited ability to advertise and mall(et the event. Our plans to market and improve the caliber of production for the Festival opening, Awards Gala, Closing and the Music Competition had to he put on the back bunter. 2 4) Compensating by increasing in-kind contributions. In order to survive in 2002, the Festival scaled back, increased inJ, dnd trade and services to offset much oftha loss of coq~3rate sponsorship dollars and p~udently kept expenses to almost the same level as prior year even with increased attendance and expenses. Prognosis for 2003--Plans for 2003 include aggressive fund raising efforts, a new marketing plan that encompasses an expanded emphasis on Temecula Tourism and a focus on increased community,involvement. As we seek to attract en even greater audience to the Festival, we will be working towards attracting outside corporate funding to meet increasing costs. We know we have entertainment industry support. We know we have growing community awareness of the event. We know we have to work harder on sponsor devabpment and wa do know we have an excellent event. In conclusion, the pregnosis for the Festival's future is cautiously optimisU~ A very netewodhy fact is the Festival's measurable economic impact in 2002. Our commifll~ent to "shop Temecula flint" resulted in the Festival cont~bulJng $74,636.54 to the community through using local hires and vendors. Not a bad return for the City of Temeoula's sponsorship inveslment of $,30,000. While the City profited sign'~icantly from the Festival, the sponsorship shortfall resulted in slim net proceeds to the fastival of $E'~3.65. Other positive economic impact that is currentJy unmeasurable includes increased patronage at the thirty restaurants surrounding the festival grounds, increased hotei usage and increased winaT, ballooning, golfing and olher community activities. A new process is in place for 2003 to increase Festival participants patronage of local businesses and to make their economic impact more visible and measurable. 2002 Festival Highlights Threug~ the Festival, The City of Temecula played host to thOUsands of visitors including celebrities, filmmakers, musidans and many others. Some of the highlights were: · The American Film Institute showed its support of the Festival with another American Film Institute Showcase of Short Films. · · 100 films were screened and 13 countries and states participated. · Counfl'ies included: o ~rgenUna o Australia o Belgium o Canada o England 3 o France o Germany o Ireland o Israel o Russia ' o South Korea o Spain o Venezuela · States included: o California o Flodda o Hawaii o Mississippi o Missoud o Montana o New Yo~ o Oregon o Texas o Virginia o Washington o Washington DC · Participating schools induded o University of Southern California o New York University o San Diego State University o Chapman University o Loyola Marymount University o University of Miami. o Savannah College of the ,Nt end Design o Northwest Film center of Portland, Oregon Personal appearances by. o William Shatner, Lifetime Achievement Award redpient (Actor) at the Awards Gala o Sean Astin (Lord of the Rings Acer) on behalf of his mother, Patty Duke, I_'~atima Achievement Award recipient (actress) at the Awards Gala o Billy Preston (Sgt. Pepper/Musicien) Lifetime Achievement Award redpient (music) at the Awards Gala. Julia Com~an (Producer) Career Achievement Award recipient at the Gala Awards. o Sam Grogg (Educator and Producer) is the dean of the American Film Institute. He received the Career Achievement award at the Gala Awards. o Adrian Paul (ace. or--The Highlander) appeared as a friend and supporter of the Festival. perSonal appearances by some of the producers, directorS, casts & crews of the following movies: o Virginia's Run o Airship o Aizea o A Day in the Life o Almost Salinas o A Match Made In Heaven o Anacardium o Bat'City o Bayou Shower o Belles & Whistles o The Book and The Rose o Homeland o Joey Pab-c, qe o TV Cop o Karma, Inc. o Kiho Alu Keola Bearner o Killing Michael Bay o Major Damage o Missed o No Turning Back o Ocean Park o Dance Hall o Dischord o Dodgeball o Don1 Get Me VVrong o The Duel o Easter o Fantasy Concerto o Fault Unes o 5 Card Stud o The Gatekeeper o Peeping o Phreekers o Postcards from Paradise Park o Pursuit of Happiness o Repossessed o Rita, Pigboy and Me o Roseigasinos o A Song for Honest Abe o Shutterbox o Singing Sticks o The Syndicate o Taste of Victory o Tomato and Eggs o Two Summers o Union o We've Got Johnny Attached am: o The Festival Income/Expense Report o The Festival Media Coverage Book o The Official 2002 Festival Program Local Individuals and Businesses hired, used or contracted by the 2002 Temecula Valley International Film & Music Festival 1. Embassy Suites 2. Comfort Inn 3. Motel 6 4. Potamus Press 5. Glass Blasters 6. Temecula Trophy 7. F/X Lighting 8. Starway Productions 9. Timmy D. Productions 10. Kelly Daniels 11. Darrell Connerton 12. Jon Laskin Band 13. A-I Signs 14. Office Depot 15, R&J's Party Palace 16. Klnko's t7. Local US Post Off'ica t 8. Local Federal Express 1 9. Temecula Valley Chamber of Commerce 20. Rightway, Inc 21. Rosa's Cafe 22. Asden Rea~/Tower Plaza 23. The Movie Experience, Temecula 24. CR&R 25. The Mt Department 27. European Deli 28. Von's 29. Albertson's 30. Lowe's 3t. ~taples 32. Sfarbucks 33. Scaroella's Italian Grill & Pizza 36. Black Tie Tuxedos 37. Bank of America 38. 8trachota Insurance 39. Michael's 40. Pst & Oscar's 41. Wilson Creek Winery 42. Sammy's Woodfired pi-,-,= 43. Trader Joe's 44. Ma~y's Janflodal Sarvica 45. KOGOIClear Channel 46. Jo Mouflon 47. Pat Martinez 46. Pat Comerchero 49. FirsRose Communications 50. Holly Pflum 51. Tony Washington ITEM 5 APPROVAL ~~ CiTY ATTORNEY ~/' ~.~'-u D RECTOR OF FiNAN~;E /~',~/'~- CITY MANAGER ~ / CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Gary Thornhill, Deputy City Manager DATE: March 25, 2003 SUBJECT: Riverside County Habitat Conservation Agency Joint Amendment No. 7 Powers Agreement PREPARED BY: Stephen Brown, Principal Planner RECOMMENDATION: That the City Council approve the seventh amendment to the Joint Powers Agreement creating the Riverside County Habitat Conservation Agency. BACKGROUND: The Riverside County Habitat Conservation Agency (RCHCA) Board of Directors took action to amend the Joint Exercise of Powers Agreement that created the RCHCA. This seventh amendment to the agreement needs to be approved by all the member agencies before it will become effective. A summary of the revisions follows: Establishment of a $100.00 stipend and mileage for Board members attendance at and participation in regular and special meetings of the Board. This provision also pertains to Board member alternates. This amount is consistent with meeting attendance stipends received by boards governing matters with the same regional oversight. The stipend will be paid through the collected SKR mitigation fees and will not fiscally impact the City. Amendment of the time that collected Stephen's Kangaroo Rat (SKR) mitigation fees be forwarded to the RCHCA from 60 days of receipt to a quarterly basis, specifically on or before July 1, October 1, January 1,and April 1 of each fiscal year. This regular schedule for payments will lessen the amount of paper work for the City and The RCHCA. 3. Deletion of the provision that provides for expulsion of a Board member I would like to emphasize that the RCHCA is a separate joint powers authority and is not connected with the Western Riverside County Multi-Species Habitat Conservation Plan (MSHCP) that is currently part of the County's RCIP process. FISCAL IMPACT: None, mitigation fees collected for the SKR program will pay all stipends. ATFACHMENTS: Seventh Amendment to Joint Exercise of Powers Agreement Creating the Riverside County Habitat Conservation Agency R:\BROWNS\RCHCA staffrpt CC 3-25-03.doc 1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SEVENTH AMENDMENT TO JOINT EXERCISE OF POWERS AGREEMENT CREATING THE RIVERSIDE COUNTY HABITAT CONSERVATION AGENCY THIS SEVENTH AMENDMENT TO JOINT EXERCISE OF POWERS AGREEMENT CREATING THE RIVERSIDE COUNTY HABITAT CONSERVATION AGENCY ("Seventh Amendment") is made by and between the County of Riverside, the City of Corona, the City of Hemet, the City of Lake Elsinore, the City of Moreno Valley, the City of Murrieta, the City of Perris, the City of Riverside and the City of Temecula (collectively referred to as the "Parties" or the "Member Agencies"). RECITALS WHEREAS, the County of Riverside, the City of Hemet, the City of Lake Elsinore, the City of Momno Valley, the City of Perris and the City of Riverside entered into that certain agreement entitled Joint Exercise of Powers Agreement Creating the Riverside County Habitat Conservation Agency (the "Agreement"); and WHEREAS, the First Amendment to Joint Exercise of Powers Agreement Creating the Riverside County Habitat Conservation Agency made the City of Temecula a party to the Agreement; and WHEREAS, the Third Amendment to Joint Exemise of Powers Agreement Creating the Riverside County Habitat Conservation Agency made the City of Corona a party to the Agreement; and WHEREAS, the Sixth Amendment to Joint Exercise of Powers Agreement Creating the Riverside County Habitat Conservation Agency made the City of Murrieta a party to the Agreement; and WHEREAS, the Member Agencies desire to further amend the Agreement. NOW, THEREFORE, the Parties agree as follows: 1. The last sentence of the last paragraph of Section 3.6 is hereby amended to read as follows: "Members of the Board and their alternates shall be entitled to compensation in the amount of One Hundred Dollars ($100.00) per meeting and mileage for attendance at and participation in regular and special meetings of the Board. Except as hereinabove expressly provided, members of the Board and their alternates shall not be entitled to any other salary or compensation for attendance at or participation in meetings of the Board or for any similar services rendered on behalf of the Agency." 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 2. The last sentence of Section 3.10.1 is hereby amended to read as follows: "All mitigation fees collected for the Stephens' kangaroo rat from and after the effective date of this Agreement shall be forwarded to the Agency on or before July 1, October 1, January 1 and April 1 of each fiscal year." 3. Section 3.13 of this Agreement shall be deleted in its entirety. 4. The terms and conditions of the Agreement not expressly amended by this Seventh Amendment shall continue in full force and effect. 5. This Seventh Amendment shall become effective on the date that execution of this Seventh Amendment is authorized by the last of the governing bodies of the Member Agencies. IN WITNESS WHEREOF, the Parties have executed this Seventh Amendment as of the date last set forth below and agree to abide by its terms from that date forward. Dated: Attest: Clerk of the Board Dated: Attest: City Clerk Dated: Attest: City Clerk COUNTY OF RIVERSIDE By: Chairman, Board of Supervisors CITY OF CORONA By: Mayor CITY OF ItEMET By: Mayor 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Dated: Attest: City Clerk Dated: Attest: City Clerk Dated: Attest: City Clerk Dated: Attest: City Clerk Dated: Attest: City Clerk CITY OF LAKE ELSINORE By:. Mayor CITY OF MORENO VALLEY By:. Mayor CITY OF MURRIETA By:. Mayor CITY OF PERRIS By:. Mayor CITY OF TEMECULA By:. Mayor 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Dated: Attest: City Clerk CITY OF CORONA By:. Mayor ITEM 6 TO: FROM: DATE: SUBJECT: CITY OF TEMECULA AGENDA REPORT City Manager/City Council CITY ATTORNEY DI RECTOR OF FINANC E~j(~. CITY MANAGER '~j~/Villiam G. Hughes, Director of Public Works/City Engineer Mamh 25, 2003 Approval of the Plans and Specifications and Authorization to Solicit Construction Bids for Rancho California Road Bridge Widening Over Murrieta Creek, Project No. PW99-18 PREPARED BY: Steve Charette, Assistant Engineer RECOMMENDATION: That the City Council approve the Construction Plans and Specifications and authorize the Department of Public Works to solicit construction bids for Rancho California Road Bridge Widening Over Murrieta Creek, Project No. PW99-18. BACKGROUND: This project will include the widening of the Rancho California Road Bridge over Murrieta Creek an additional four lanes including one additional lane each-way along with dual left and free right turn lanes for eastbound traffic. Improvements will include scour protection and seismic retrofitting. The Specifications and Contract Documents have been completed and the project is ready to be advertised for construction bids. The Specifications are available for review in the City Engineer's office. The Engineer's Construction Estimate for this project is $4,800,000. FISCAL IMPACT: The Rancho California Road Bridge Widening Over Murrieta Creek Project is funded through Redevelopment Agency funds and Development Impact Fees (Street Improvements). Adequate funds are available in the project's Account No. 210-165-710-5802 for the project construction. ATrACHMENTS: 1. Project Location 2. Project Description I r:~agd rpt~2003\O325~pw99 - 18. bid ITEM 7 APPROVAL CITY ATTORNEY DIRECTOR OF FINANCE~ CITY MANAGER TO: FROM: DATE: SUBJECT: CITY OF TEMECULA AGENDA REPORT City Manager/City Council William G. Hughes, Director of Public Works/City Engineer March 25, 2003 Wolf Valley Middle School Offsite Street Improvements, Tentative Tract Map No. 29035-1, Located South of Loma Linda Road, East of Pechanga Parkway, North of Wolf Valley Road, West of Via Del Coronado and within the Wolf Creek Specific Plan) PREPARED BY: j~?Ronald J. Parks, Deputy Director of Public Works (~).Clement Jimenez, Associate Engineer RECOMMENDATION: That the City Council: APPROVE Developer Improvement Agreement by Temecula Valley Unified School District for Wolf Valley Middle School offsite street improvements. ACCEPT Faithful Performance Bond as security for offsite street improvements on Loma Linda Road and Via Del Coronado. ACCEPT Labor and Materials Bond as security to provide contractors a source for their claims. BACKGROUND: The Wolf Creek Specific Plan was approved with a proposed Middle School as one of its land uses. The developer for the Specific Plan was conditioned to make improvements on Loma Linda Road and Via Del Coronado. These same improvements are being required of the Temecula Valley Unified School District as warranted by the construction of a new school. Improvement plans for these two streets have been reviewed and approved by the Department of Public Works. An engineer's cost estimate was prepared by a registered engineer and approved by City staff. As security for these improvements, City staff has required Temecula Valley Unified School District to enter into an agreement to complete the street improvements and post bonds to secure the improvements as indicated below. The bonds were posted by Liberty Mutual Insurance Company. Faithful Performance Bond No. 24-006-436 in the amount of $303,000 Labor & Materials Bond No. 24-006-436 in the amount of $151,500 FISCAL IMPACT: None A'I-FACHMENTS: 1. Developer Improvement Agreement 2. Faithful Performance Bond 3. Labor & Materials Bond 1 r:~agdrpt~002~0423~tm26828.map g~cording Requested by City of Temecula When recorded mail to: City of Temecula Office of the City Clerk Post Office Box 9033 Temecula, CA 92589-9033 CITY OF TEMECULA DEVELOPER IMPROVEMENT AGREEMENT DATE OF AGREEMENT: NAME OF DEVELOPER: PROJECT NAME: TRACT NO.: Temecula Valley Unified School District (referred to as "DEVELOPER") Wolf Valley Middle School #50ffsite Improvements (referred to as "PROJECT") TTM 29~5-1 IMPROVEMENT PLAN(S) PERMIT NO(S).: Loma Linda Rd and Via Del Coronado~ LD00-046CO ESTIMATED TOTAL COST OF IMPROVEMENTS: ESTIMATED TOTAL COST OF MONUMENTATION: COMPLETION DATE: (referred to as "Improvement Plans") $ 303~000 $ 0 NAME OF SURETY AND BOND NO. FOR LABOR AND MATERIALS BOND (Include name, address, phone number and point of contact for surety company): NAME OF SURETY AND BOND NO. FOR FAITHFUL PERFORMANCE BOND (Include name, address, phone number and point of contact for surety company): City of Temecula Developer Improvement Agreement This agreement is made and entered into by and between the City of Temecula, California, a Municipal Corporation of the State of California, hereinafter referred to as CITY, and the DEVELOPER. RECITALS DEVELOPER desires to enter into this agreement, whereby DEVELOPER promises to install and complete, at DEVELOPER'S own expense, all the Public Improvement work required by CITY in connection with the proposed PROJECT. DEVELOPER has secured this agreement by improvement security approved by the City Attorney. Complete Improvement Plans for the construction, installation and completion of the Public Improvements have been prepared by DEVELOPER and approved by the City Engineer. The Improvement Plans numbered as referenced previously in this agreement are on file in the Department of Public Works and are incorporated into this agreement by this reference. All references in this agreement to the Improvement Plans shall include reference to any specifications for the improvements as approved by the City Engineer. An estimate of the cost of construction of the Public Improvements and performing land development work in connection with the Public Improvements according to the Improvement Plans has been made and has been approved by the City Engineer. The estimated amount is stated on Page 1 of this agreement. The basis for the estimate is attached as Exhibit "A" to this agreement. The CITY has adopted standards for the construction and installation of improvements within the CITY. The Improvement Plans have been prepared in conformance with the most current CITY standards. Within thirty (30) days after completion of the required Public Improvements and their acceptance by C1TY street signs shall be placed at intersections. NOW, THEREFORE, in consideration of the mutual promises set forth herein, the sufficiency of which is accepted by each patty, DEVELOPER and CITY agree as follows: DEVELOPER'S Obligations to Construct Improvements. DEVELOPER shall: a. Complete by the time established in section'S[ of this agreement and at DEVELOPER'S own expense, all the Public Improvement work required in conformance with the Improvement Plans and the CITY standards ("Public Improvements"). Prevailing Wages. Pursuant to the requirements of Labor Code Section 1720, DEVELOPER shall pay prevailing wages for all work performed for the construction, alteration, demolition, installation, or repair for the Street Improvement Work required by this Agreement. In accordance with the City of Temecula Developer Improvement Agreement provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contractor from the Director of the Department of Industrial Relations. These rates are on file with the City Clerk. Copies may be obtained at cost at the City Clerk's office of Temecula. DEVELOPER shall post a copy of such wage rates at the job site and shall pay the adopted prevailing wage rates as a minimum. DEVELOPER shall comply with the provisions of Sections 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code and other applicable laws and regulations with respect to the payment of prevailing wages. Pursuant to the provisions of 1775 of the Labor Code, DEVELOPER shall forfeit to the City, as a penalty, the sum of $25.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Agreement, by it or by any subcontractor under it, in violation of the provisions of the Agreement or in violation of any applicable laws or regulations pertaining to the payment of prevailing wages. Furnish the necessary materials for completion of the Public Improvements in conformity with the Improvement Plans and CITY standards. Grant the CITY and any authorized agent or employee of the City, the irrevocable permission to enter upon the Public Improvements area for the purpose of completing the Public Improvements. The irrevocable permission shall terminate upon completion of the Public Improvements within the time specified or any extension thereof granted by the City. Provide adequate warning to the traveling public of all dangerous conditions caused by the construction of the Public Improvements and protect the traveling public from these dangerous conditions throughout the course of work until completion and acceptance of the Public Improvements. Keep all traveled ways that are a part or affected by the construction of the Public Improvements clear of dirt, mud and debris and shall provide street sweeping service at least twice a month. The DEVELOPER shall provide a copy of the contract for street sweeping service. The street sweeping service shall continue until the Public Improvements are complete and the CITY accepts the Public Improvements. The faithful performance bond of this agreement shall serve to secure the developer's obligation under this provision. Give the Public Works Director notice at least 48 hours before beginning any work and facilitate obtaining full information with respect to the progress and manner of work. Acquire and dedicate, or pay the cost of acquisition by CITY, of all right-of- way, easements and other interests in real property for construction or installation of the Public Improvements, free and clear of all liens and City of Temecula Developer Improvement Agreement encumbrances. The DEVELOPER'S obligations with regard to acquisition by CITY of off-site rights-of-way, easements and other interests in real property shall be subject to a separate agreement between DEVELOPER and CITY. DEVELOPER shall also be responsible for obtaining any public or private drainage easements or authorizations to accommodate the Public Improvements. Install street name signs conforming to CITY standards. If permanent street name signs have not been installed before acceptance of the Public Improvements by the CITY, the DEVELOPER shall install temporary street name signs according to such conditions as the City Engineer may require. o Acquisition and Dedication of Easement or Rights-of-Way. ff any of the Public Improvement and land development work contemplated by this agreement is to be constructed or installed on land not owned by DEVELOPER, no construction or installation shall be commenced before: The offer of dedication to CITY of appropriate rights-of-way, easements or other interest in real property, and appropriate authorization from the property owner to allow construction or installation of the improvements or work, or The dedication to, and acceptance by, the CITY of appropriate rights-of-way, easements or other interests in real property, as determined by the City Engineer, or The issuance by a court of competent jurisdiction pursuant to the State Eminent Domain Law of an order of possession. DEVELOPER shall comply in all respects with the order of possession. Nothing in this Section 2 shall be construed as authorizing or granting an extension of time to DEVELOPER. Security DEVELOPER shall at all times guarantee DEVELOPER'S performance of this agreement by furnishing to CITY, and maintaining, good and sufficient security as required by the forms approved by CITY for the purposes and in the amounts as follows: to assure faithful performance of this agreement in regard to said Public Improvements in an amount of 100% of the estimated cost of the Public Improvements; and bo to secure payment to any contractor, subcontractor, persons renting equipment, or furnishing labor and materials for the Public Improvements required to be constructed or installed pursuant to this agreement in the additional amount of 50% of the estimated cost of the improvements; and to guarantee or warranty the work done pursuant to this agreement for a period of one year following acceptance thereof by CITY against any defective work or labor done or defective materials furnished in the City of Temecula Developer Improvement Agreement additional amount of 10% of the estimated cost of the Public Improvements; and The securities required by this agreement shall be kept on file with the City Clerk. The terms of the security documents referenced on Page I of this agreement are incorporated into this agreement by this reference. If any security is replaced by another approved security, the replacement shall be filed with the City Clerk and, upon filing, shall be deemed to have been made a part of and incorporated into this agreement. Upon filing of a replacement security with the City Clerk, the former security may be released. 4. Alterations to Improvement Plans. Any changes, alterations or additions to the Improvement Plans and specifications or to the Public Improvements, not exceeding 10% of the original estimated cost of the improvement, which are mutually agreed upon by CITY and DEVELOPER, shall not relieve the improvement security given for faithful performance of this agreement. In the event such changes, alterations, or additions exceed 10% of the original estimated cost of the improvement, DEVELOPER shall provide improvement security for faithful performance as required by Paragraph 3 of this agreement for 100% of the total estimated cost of the improvement as changed, altered, or amended, minus any completed partial releases allowed by Paragraph 6 of this agreement. The DEVELOPER shall construct the Public Improvements in accordance with the CITY Standards in effect at the time of this agreement. If DEVELOPER requests and is granted an extension of time for completion of the Public Improvements, CITY may apply the standards in effect at the time of the extension. Inspection. DEVELOPER shall at all times maintain proper facilities and safe access for inspection of the Public Improvements by CITY inspector and to the shops wherein any work is in preparation. Upon completion of the work the DEVELOPER may request a final inspection by the City Engineer, or the City Engineer's authorized representative. If the City Engineer, or the designated representative, determine that the work has been completed in accordance with this agreement, then the City Engineer shall certify the completion of the Public Improvements to the City Council. No improvements shall be finally accepted unless all aspects of the work have been inspected and determined to have been completed in accordance with the Improvement Plans and CITY standards. DEVELOPER shall bear all costs of inspection and certification. Release of Securities. Subject to approval by the City Council of CITY, the securities required by this agreement shall be released as follows: Security given for faithful performance of any act, obligation, work or agreement shall be released upon the final completion and acceptance of the act or work, subject to the provisions of subsection (b) hereof. City of Temecula Developer Improvement Agreement The City Engineer may release a portion of the security given for faithful performance of improvement work as the improvement progresses upon application therefore by the DEVELOPER; provided, however, that no such release shall be for an amount less than 25% of the total improvement security given for faithful performance of the Public Improvement work and that the security shall not be reduced to an amount less than 50% of the total improvement security given for faithful performance until final completion and acceptance of the Public Improvement work. In no event shall the City Engineer authorize a release of the improvement security, which would reduce such security to an amount below that required to guarantee the completion of the improvement work and any other obligation imposed by this agreement. Security given to secure payment to the contractor, his or her subcontractors and to persons furnishing labor, materials or equipment shall, six months after the completion and acceptance of the work, be reduced to an amount equal to the total claimed by all claimants for who lien have been filed and of which notice has been given to the legislative body, plus an amount reasonably determined by the City Engineer to be required to assure the performance of any other obligations secured by the Security. The balance of the security shall be released upon the settlement of ail claims and obligations for which the security was given. No security given for the guarantee or warranty of work shall be released until the expiration of the warranty period and until any claims filed during the warranty period have been settled. As provided in paragraph 10, the warranty period shall not commence until final acceptance of all the work and Public Improvements by the City Council. The CITY may retain from any security released, an amount sufficient to cover costs and reasonable expenses and fees, including reasonable attorneys' fees. Injury to Public Improvements, Public Property or Public Utilities Facilities. DEVELOPER shall replace or have replaced, or repair or have repaired, as the case may be, all Public Improvements, public utilities facilities and surveying or PROJECT monuments which are destroyed or damaged as a result of any work under this agreement. DEVELOPER shall bear the entire cost of replacement or repairs of any and all public or public utility property damaged or destroyed by reason of any work done under this agreement, whether such property is owned by the United States or any agency thereof, or the State of California, or any agency or political subdivision thereof, or by the CITY or any public or private utility corporation or by any combination of such owners. Any repair or replacement shall be to the satisfaction, and subject to the approval, of the City Engineer. Permits. DEVELOPER shall, at DEVELOPER'S expense, obtain all necessary permits and licenses for the construction and installation of the Public Improvements, give all necessary notices and pay all fees and taxes required by law. City of Temecula Developer Improvement Agreement 9. Default of DEVELOPER. ao Default of DEVELOPER shall include, but not be limited to, DEVELOPER'S failure to timely commence construction of this agreement; DEVELOPER'S failure to timely complete construction of the Public Improvements; DEVELOPER'S failure to timely cure any defect in the Public Improvements; DEVELOPER'S failure to perform substantial construction work for a period of 20 calendar days after commencement of the work; DEVELOPER'S insolvency, appointment of a receiver, or the filing of any petition in bankruptcy either voluntary or involuntary which DEVELOPER fails to discharge within thirty (30) days; the commencement of a foreclosure action against the PROJECT or a portion thereof, or any conveyance in lieu or in avoidance of foreclosure; or DEVELOPER'S failure to perform any other obligation under this agreement. bo The CITY reserves to itself all remedies available to it at law or in equity for breach of DEVELOPER'S obligations under this agreement. The CITY shall have the right, subject to this section, to draw upon or utilize the appropriate security to mitigate CITY damages in event of default by DEVELOPER. The right of CITY to draw upon or utilize the security is additional to and not in lieu of any other remedy available to CITY. It is specifically recognized that the estimated costs and security amounts may not reflect the actual cost of construction or installation of the Public Improvements and, therefore, CITY damages for DEVELOPER'S default shall be measured by the cost of completing the required Public Improvements. The sums provided by the improvement security may be used by CITY for the completion of the Public Improvements in accordance with the improvement plans and specifications contained herein. Co In the event of DEVELOPER'S default under this agreement, DEVELOPER authorizes CITY to perform such obligation twenty days after mailing written notice of default to DEVELOPER and to DEVELOPER'S Surety, and agrees to pay the entire cost of such performance by CITY. CITY may take over the work and prosecute the same to completion, by contract or by any other method CITY may deem advisable, for the account and at the expense of DEVELOPER, and DEVELOPER'S Surety shall be liable to CITY for any excess cost or damages occasioned CITY thereby; and, in such event, CITY, without liability for so doing, may take possession of, and utilize in completing the work, such materials, appliances, plant and other property belonging to DEVELOPER as may be on the site of the work and necessary for performance of the work. eo In the event that DEVELOPER fails to perform any obligation hereunder, DEVELOPER agrees to pay all costs and expenses incurred by CITY in securing performance of such obligations, including costs of suit and reasonable attorney's fees. City of Temecula Developer Improvement Agreement The failure of CITY to take an enforcement action with respect to a default, or to declare a breach, shall not be construed as a waiver of that default or broach or any subsequent default or breach of DEVELOPER. 10. Warranty. DEVELOPER shall guarantee or warranty the work done pursuant to this agreement for a period of one year after final acceptance by the City Council of the work and improvements against any defective work or labor done or defective materials furnished. Where certain improvements are to be constructed in phases or sections, the one-year warranty period shall commence after City acceptance of the last completed improvement. If within the warranty period any work or improvement or part of any work or improvement done, furnished, installed, constructed or caused to be done, furnished, installed or constructed by DEVELOPER falls to fulfill any of the requirements of this agreement or the improvement plans and specifications referred to herein, DEVELOPER shall without delay and without any cost to CITY, repair or replace or reconstruct any defective or otherwise unsatisfactory part or parts of the work or structure. Should DEVELOPER fail to act promptly or in accordance with this requirement, DEVELOPER hereby authorizes CITY at CITY option, to perform the work twenty days after mailing written notice of default to DEVELOPER and to DEVELOPER'S and agrees to pay the cost of such work by CITY. Should the CITY determine that an urgency requires repairs or replacements to be made before DEVELOPER can be notified, CITY may, in its sole discretion, make the necessary repairs or replacement or perform the necessary work and DEVELOPER shall pay to CITY the cost of such repairs. 11. DEVELOPER Not Agent of CITY. Neither DEVELOPER nor any of DEVELOPER'S agents or contractors are or shall be considered to be agents of C1TY in connection with the performance of DEVELOPER'S obligations under this agreement. 12. Iniurg to Work. Until such time as the Public Improvements are accepted by CITY, DEVELOPER shall be responsible for and bear the risk of loss to any of the Public Improvements constructed or installed. Until such time as all improvements required by this agreement are fully completed and accepted by CITY, DEVELOPER will be responsible for the care, maintenance of, and any damage to such improvement. CITY shall not, nor shall any officer or employee thereof, be liable or responsible for any accident, loss or damage, regardless of cause, happening or occurring to the work or improvements specified in this agreement prior to the completion and acceptance of the work or improvements. All such risks shall be the responsibility of and are hereby assumed by DEVELOPER. 13. Other Agreements. Nothing contained in this agreement shall preclude CITY from expending monies pursuant to agreements concurrently or previously executed between the parties, or from entering into agreements with other developers for the apportionment of costs of water and sewer mains, or other improvements, pursuant to the provisions of the CITY ordinance providing therefore, nor shall anything in this agreement commit CITY of any such apportionment. 14. DEVELOPER'S OBLIGATION TO WARN PUBLIC DURING CONSTRUCTION. Until final acceptance of the improvements, DEVELOPER shall give good and City of Temecula Developer Improvement Agreement adequate warning to the public of each and every dangerous condition existent in said Public Improvements, and will take all reasonable actions to protect the public from such dangerous condition. 15. Vesting of Ownership. Upon acceptance of the work on behalf of CITY and recordation of the Notice of Completion, ownership of the Public Improvements constructed pursuant to this agreement shall vest in CITY. 16. Final Acceptance of Work. Acceptance of the work on behalf of CITY shall be made by City Council upon recommendation of the City Engineer after final completion and inspection of all Public Improvements. The City Council shall act upon the Engineer's recommendation within thirty (30) days from the date the City Engineer certifies that the work has been finally completed, as provided in Paragraph 5. Such acceptance shall not constitute a waiver of defects by CITY. 17. Indemnity/Hold Harmless. CITY or any officer or employee thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVIl. lOPER, its agents or employees in the performance of this agreement. DEVELOPER further agrees to protect and hold harmless CITY, its officials and employees from any and all claims, demands, causes or action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPER, its agents or employees in the performance of this agreement, including all claims, demands, causes of action, liability, or loss because of, or arising out of, in whole or in part, the design or construction of the Public Improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said subdivision, and the Public Improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design or construction of public drainage systems, streets and other Public Improvements. Acceptance by the CITY of the Public Improvements shall not constitute an assumption by the CITY of any responsibility for any damage or taking covered by this paragraph. CITY shall not be responsible for the design or construction of the subdivision or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by the CITY in approving the plans or map, unless the particular improvement design was specifically required by CITY over written objection by DEVELOPER submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance of the Public Improvements, the DEVELOPER shall remain obligated to eliminate any defect in design or dangerous condition caused by the design or construction defect, however DEVELOPER shall not be responsible for routine maintenance. Provisions of this paragraph shall remain in full force and effect for ten years following the acceptance by the CITY of the Public Improvements. It is the intent of this section that DEVELOPER shall be responsible for all liability for design and construction of the Public Improvements installed or work done pursuant to this agreement and that CITY shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, or correcting any plans or specifications or in approving, reviewing or inspecting any work or construction. The improvement security shall not be required 12ity of Temecula Developer Improvement Agreement to cover the provisions of this paragraph. 18. Time of the Essence. Time is of the essence of this agreement. 19. Time for Completion of Work/Time Extensions. DEVELOPER shall complete construction of the Public Improvements required by this agreement within twelve (12) months of this agreement. In the event good cause exists as determined by the City Engineer, the time for completion of the Public Improvements hereunder may be extended. The extension shall be made by writing executed by the City Engineer. Any such extension may be granted without notice to DEVELOPER's Surety and shall not affect the validity of this agreement or release the Surety or Sureties on any security given for this agreement. The City Engineer shall be the sole and final judge as to whether or not good cause has been shown to entitle DEVELOPER to an extension. Delay, other than delay in the commencement of work, resulting from an act of CITY, or by an act of God, which DEVELOPER could not have reasonable foreseen, or by storm or inclement weather which prevent the conducting of work, and which were not caused by or contributed to by DEVELOPER, shall constitute good cause for an extension of the time for completion. As a condition of such extension, the City Engineer may require DEVELOPER to furnish new security guaranteeing performance of this agreement as extended in an increased amount as necessary to compensate for any increase in construction costs as determined by the City Engineer. 20. Legal Responsibilities. The DEVEkDPER shall keep itself informed of all local, State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its obligations pursuant to this Agreement. The DEVELOPER shall at all times observe and comply with all such laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the DEVELOPER to comply with this section. 21. Notices. All notices required or provided for under this agreement shall be in writing and delivered in person or sent by mail, postage prepaid and addressed as provided in this Section. Notice shall be effective on the date it is delivered in person, or, if mailed, on the date of deposit in the United States Mail. Notices shall be addressed as follows unless a written change of address is filed with the City: Notice to CITY: William G. Hughes, Director of Public Works/City Engineer City of Temecula 43200 Business Park Dr. Post Office Box 9033 Temecula, CA 92589-9033 Notice to DEVELOPER: Contact Name: Company Name: '-"['_ ~ ~-~52 F) .~_ City of Temecula Developer Improvement Agreement 22. Severabilit¥. The provisions of this agreement are severable. If any portion of this agreement is held invalid by a court of competent jurisdiction, the remainder of the agreement shall remain in full force and effect unless amended or modified by the mutual consent of the parties. 23. Captions. The captions of this agreement are for convenience and reference only and shall not define, explain, modify, limit, exemplify, or aid in the interpretation, construction or meaning of any provisions of this agreement. 24. Litigat/on or Arbitration. In the event that suit or arbitration is brought to enfome the terms of this contract, the prevailing party shall be entitled to litigation costs and reasonable attorneys' fees. 25. Incorporation of Recitals. The Recitals to this agreement are hereby incorporated into the terms of this agreement. 26. Entire Agreement. This agreement constitutes the entire agreement of the pacdes with respect to the subject matter. All modifications, amendments, or waivers of the terms of this agreement must be in writing and signed by the appropriate representatives of the parties. In the case of the C1TY, the appropriate party shall be the City Manager. City of Temecula Developer Improvement Agreement IN WITNESS WHEREOF, this agreement is executed by CITY, by and through its Mayor. Title: ASS'E. $ Yr- bP, OT CITY OF TEMECULA JeffStone, Mayor By: ATTEST: Name: Title: Susan W. Jones, CMCCity Clerk (Proper Notarization of DEVELOPER's signature is required and shall be attached) *Two signatures are required for corporations unless corporate documents are provided that indicate otherwise. RECOIVIlVIENDED FOR APPROVAL: By: William G. Hughes Director of Public Works/City Engineer APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney CITY OF TEMECULA ENGINEERING DEPARTMENT CONSTRUCTION SECURITY WORKSHEET Page 1 of 4 TTM 29305-1 PARCELfrRACTMAP wn f v~ll~ Middle Sch. ~5 Street Improvements IMPROVEMENTS FAITHFUL?ERFORMANCE Streets/Drainage (City Maintained) *Flood Control (RCFCD Maintained) Water Sewer Total DATE 1-20-03 SECURITY (100% of Estimated Construction Costs) $ 290,000 $ $ $ $ 13f000 $ 6,500 $ $ MATERIAL & LABOR SECURITY (50% of Estimated Construction Costs) 145,000 $ 3n~:non $ 151,50o DESIGN ENGINEER'S OPINION OF CONSTRUCTION SECURITY The construction items and their quantities as shown on the attached worksheet are accurate for the construction of the improvements required or implied to fulfill the Conditions of Approval for this project. The mathe~cal extensions, using the City of Temecula's Unigate for determining Bond / Russell E. Sharp Name typed or printed C28248 3/31/06 RCE# Expiration Date Civil Engineer's Stamp *Flood Control Constmcti6h Cost Estimate to be provided by Flood Control District and to be bonded separately. Provide copy of F.C.D. letter stating cost estimate. ***** PLEASE READ INSTRUCTIONS BELOW ***** 1. Quantities to be taken from improvements plans. Unit costz to be as provided on "City of Temecula Improvements Requirement Worksheet". 2. Show Bond Amounts to the nearest $500.00 (Rounded up). 3. For construction items not covered by "City of Temecula Improvement Requirement Worksheet", Design Engineer ia to provide his opinion of consmactiou cost and use that cost. 'If City of Temecula Unit Costs are determined to be too low in the opinion of the Design Engineer, the higher costs as provided by the Design Engineer should be used. 4. Estimates for water and sewer are for bonding purposes only. Plan Check fees for water and sewer will be paid to the utility provider. City will collect inspection fee.for water only .ush!_~ tlte~aormal.[foe q~l.o_ul_a~gp. ~ons~'ufion ~eC, urity Wor~nect_on s~te: lOfZ4fzoo;/:aa CITY OF TEMECULA ENGINEERING DEPARTMENT P~ge 2 of 4 IMPROVEMENT REQUIREMENT WORKSHEET TTM 29305-1 ~olf Valley DATE: I/20/03 Street Improvements' STREET IMPROVE~B~.NTS QUANII'r¥ UNIT ITEM UNIT COST AMOUNT 110011' '. S.F. Sawcut Remove-AC 1'i00.~ 11 .00 1867 C.Y. R0adwayExcava6on 5.00 9,335 ~,~,~, C.Y. Base Material Class (Crushed Aggregate Base) 20.00 40,1 60 ~ ~ no TON A.C. Pavement ( "thickness) 40.00 44,36 o 32,053 S.F. A:C R~mo~val Loma Linda 1._00' 32,053 2424 S.F. 8" P.C.C. Cross Gu~er and Aprons 6.00 14,544 14.1 oo S.F. 4" P.C.C. SidewaL~ 2.25 31 ! 725 ~aaq L.F. P.C.C. Curb & Gutter (T~e A-6) 9.00 21 S.F. 6" P.C.C. Drive Approach 3.00 ~n S.F. 8" P.C.C. Commercial Drive Approach 4.50 2,970 9 EA. Access Ramp 300.00 2 ~ 700 ~ EA. Sidewalk Drains 1 500. O0 ~ ~ 500 L.F. Remove Barricades 1.50 ~0 L.F. Install Barricades 30.00 1 t 5OO ~aqfl L.F. Utility Trench ~ street L±qt~t 4.00 7~200 L.F. [18" R.C.P. 67.00 L.F. [21" R.C.P. 71.00 ~ L.F. 24" R.C.P. 76.00 380 L.F. 27" R.C.P. 80.00 L.F. 30" R.C.P. 85.00 L.F. 3Y' R.C.P. 90.00 L.F. 36" R.C.P. 95.00 L.F. 39" R.C.P. 100.00 L.F. 42" R.C.P. 105.00 t 4 L.F. Catch Bas[tm (Use) ' 400.00 5 ~ 600 EA. Mamhole at Junction 4,080.00 I EA. Manholes 2,320.00 2. 320 EA. Junet~0n SUmctures 2,000.00 1 EA. ~ Concrete Collar 1,500.00 I, 500 C.Y. Rip Rap 31.50 C.Y. Rip Rap (Grouted) 7530 L.S. Landscapin~ and Irrisation Lump Sum ~ ~ EA. Trees 85.00 1.275 q EA. Street Lights 1,$00.00 EA. Street Name Si~n 250.00 EA. Stop Si~n 250.00 q EA. Pul 1 ._B~OX ~nn nn 900 20% Contingency: Total: ~89~964 Page 3 of 4 CITY OF TEMECULA ENGINEERING DEPARTMENT IMPROVEMENT REQUIREMENT WORKSHEET TTM 29305-1 PROJECT: Wolf Valley DATE: 1/20/03 Street Improvements WATER IMPROVEMENTS QUANTITY UNIT ITEM UNIT COST AMOUNT L.F. 4" Waterline 8.00 L.F. 6" Waterline 10.00 L.F. 8" Waterline 15.00 L.F. 10" Waterline 20.00 L.F. 12" Waterline 28.00 EA. 4" Gate Valve 600.00 1 EA. g" Gat~ Valve 800.00 800 EA. 10" Gate Valve 1,000.00 EA. 12" Gate Valve 1,200.00 6 EA. Fire Hydrant (6") 3,000.00 EA. Fire Hydrant (4") 2,000.00 EA. 4" Misc. Fittings 120.00 EA. 6" Misc. Fittings 150.00 EA. 8" Misc. Fittings 190.00 EA. I0" Misc. Fittings 210.00 EA. 12" Misc. Fittings 240.00 EA. Blowoffs 1,000.00 EA. Service Connections 250.00 EA. 1" Air Vae./Rel. 900.00 EA. Remove End Cap 200.00 EA. Install End Cap 200.00 1 EA. Relocate Fit 1.000.00 1,000 Subtotal: 10. 800 20% Contingency: 2. ~ 6o Total: 1 ?. CITY OF TEMECULA ENGINEERING DEPARTMENT IMPROVEMENT REQUIREMENT WORKSHEET ~?M 29305-1 PRO~ECT: wolf Valley DATE: 1/20/03 Stree~ Improvements SEWER IMPROVEMENTS QUANTITY UNIT ITEM UI<qT COST AMOUNT L.F. 4" V.C.P. 10.00 L.F. 6" V.C.P. 12.00 L.F. 8" V.C.P. 15.00 L.F. 10" V.C.P. 19.00 L.F. 12" V.C.P. 24.00 EA. Standard Manholes 3,000.00 EA. Drop Manholes 4,000.00 ! EA. Cleanouts 500.00 EA. Sewer "Y"s 25.00 EA. Chinme)'$ 300.00 EA. Adiust Manholes to Grade 300.00 L.F. Concrete Encasement 20.00 EA. Remove Temp End Plug 100.00 Subtotal: 20% Contingency: Total: Page 4 of 4 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ) County of '~/b/~'~'/~¢2~ / ss. On '~'///Z~'-~ ,before me, /J/'~-.~-~ ,K/~/_.~&:~, ,/J/'~',~-"'~?J/ ,/~?#'~//~, personally appeared '~'~" ~:fr~,~/ ,~ersonally known to me /[~ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(les), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Ptace Notary Seal Above W~E~y. ~hand and.official seal. OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: ~//'Y~,~ ~"z=~'~'~'~"~'~//_~ ,~,~"~"~,,~,~;~ Document Date: '~////~-~ Number of Pages: ,~) Signer(s) Other Than Named Above: Capacity(les) Claimed by Signer Signer's Name: [] Individual [] Corporate Officer -- Title(s): [] Partner-- [] Limited [] General [] Attorney in Fact [] Trustee [] Guardian or Conservator [] Other: Signer Is Representing: Top of thumb here Bond No. 24-006-436 Premium: $6,363.00 CITY OF TEMECULA SUBDIVISION FAITHFUL PERFORMANCE BOND WHEREAS, fl~e City of Telnecu!a, Sta e of Cai'fnma, and douglas e. barnhart, inc. (hereinafter designated as ~Principal~') have entered into an agrcemen~ whereby Principal agrees to install and complete certain de, ignored public improvements, which said agreemem, dated 20 , and Identified as Project TTM 29305-1, Wolf *, is hereby refened to and made a part hereof: and * Valley Middle School #5 Street Improvements WHEREAS, Principal is required undeT the terms Of the agreement to furnish a boud for the FaithPal Performance of lhe agreement: NOW, TttEKEFO1LE, we the Principal and Liberty Mutual Insurance Company as s'arety, are lield and firmly bound unto the City of Temecula, California, it the venal sum of $ 303,000.00 lawful money of the United States, for the payment of such sum well and truly tO be made, we b!nd ourselves, our heirs, successors, executors and administrators, jointly. and severally. 'l'he condition oI this obligation is such that 'the obligation shall become null and void if the above-bounded Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all thing~ stand co, abide by, ~ell and t~uly keep, and perform the covenants, conditions, and' provisions in the agreement anti any alteration thereof made as therein provided, on hB or tlleir part. to be kep~ ~nd performed at the t me and in thc manner therein specified, and in all yespc~t~ according to this or their true intent and meaning, and shall indenmify and save harmless the City of Temecula. its officers, agems, and employees, as therein stipulated; other~vi~e, this obligation' shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to tile face amount specified therefore, lhere shall be included costs and reasonable expenses and fees, ncluding reaaomb e attorney's fees, incurred by City i~). sucees~£~ally enforcing ~ueh obligation, ali to be taxed as costs anc~ included in an), judgment ~¢nOered. Cily of Temecula Subdivision Fatthfal Performance Bond Page 2 The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work to be performed thereunder Or the s?ecifications accompanying the same shall in any way affect irs obligations on this bond, and it does hereby waive notice of any such change, extension of time. alteration or addition to the terms of the agreement or to ~he work or to the specifications. IN WITNESS WHEREOF, th,s instrument has been duly executed by the Principal and Surely above named, on January 28. ,2003 . [SEAM [SEAL] SURETY Liberty Mutual Insurance Company Leigh McDonot~h (~Vame)- (j' Attorney-in-Fact (Title) PRINCIPAL* douglas e. j~arnhart, inc. . _ (h/me) By:_ (Title) APPROYED AS TO FORM: *Two signatu[es are required · for corporations unless corporate documents are provided that indicate otherwise. P~ter M. Thorson, C/~y/lrtorrey CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT No. State of Ca~t'on~a County of Orange On January 28, 2003 before me, Alexis H. Bryan, Notaxy Public DATE NAME, TITLE OF OFFICER - E.G., 'JANE DOE, NOTARY PUBLIC' personally appeared Leigh McDonough NAME(S) OF SIGNER(S) [] personally known to me - OR - [] proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/hedtheir authorized capacity(les), and that by his/hedtheir signature(s) on the instrument the person(e), or the entity upon behalf of which the person(s) acted, executed the instrument. Commission# 1306738 MvComm Expires Jun 1 2005 WITNESS my hand and official seal. OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form, CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT [] INDIVIDUAL [] CORPORATE OFFICER TITLE(S) [] PARTNER(S) ~ [] ATTORNEY-IN-FACT [] TRUSTEE(S) [] GUARDIAN/CONSERVATOR [] OTHER: LIMITED GENERAL TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) DATE OFDOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE S-4067/GEEF 2/98 © 1993 NATIONAL NOTARY ASSOCIATION · 8236 Rernmet Ave., P.O. Box 7184 * Canoga Park, CA s1309-7184 · ~ALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT State of California t ss. County of San Diego On January 29, 2003 beforeme, Grace M. Schuessler, Notary Public, personally appeared William R. Sharp Xpersonally known to me [] proved to me on the basis of satisfactory evidence to be the person,(g~' whose name,.{~ is/a.~e-. subscribed to the within instrument and acknowledged to me that he/~c/thcy executed the same in his/~ authorized capacity,0ae'~, and that by his/he~/.thei~ signature,,(~on the instrument the person~, or the entity upon behalf of which the person~ acted, executed the instrument. WITNESS my hand/~ ~,~eial seal. OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document %itle or Type of Document: Faithful Performance Bond - City of Temecula Subd~ Document Date: January 28, 2003 Number of Pages: Two. plus notarizations & Power Signer(s) OtherThan Named Above: Leigh McDonough of Attormey Capacity(les) Claimed by Signer Signer's Name: William R. Sharp [] Individual _,~ Corporate Officer -- 'Rtle(s): _President [] Partner-- [] Limited [] General [] Attorney-in-Fact [] Trustee [] Guardian or Conservator [] Other: Signer Is Representing: douglas e. barnhart ~ inc. Top of thumb here s~on Bond No. 24-006-436 Premium i~cluded in charge for the Performanc~ CITY OF TEMECULA SUBDIIqSION LABOR AND MATERIALS BOND WHEREAS, the City of Temco,eta. S~ate of California, and douglas e. barnhart, inc. (hereinafter designated as "Principal") have en[ered into an agreement wheret~y principal agrees to install and complete certain designated public improvements, which said agreement, dated ,20__, and idemified as Project TTM 29305-1, Wolf Valley Middle School is hereby referred to and rpmde a parr hereof; and ** #5 Street Improvements WIfEREAS, under the terms of said agreement. Principal is required be~re entering upon ~he performance of the work, to file a good and sufficient payment bond with the City of Temecula, to secure the claims to which reference is made in Title 15 (co.~m'tenclng with Section 3022) of Part ¢ of Division 3 of fl~.e Civil Cod~. 0~ the State of California; ~6 NOW, THEI:LEFORE, we the Principal and Liberty Mutual Insurance Comp~ny Surety, are held and firmly bound un:o the City of Yemecula, Califorgia, and all oontraotors, subcontractors, laborer*, materialmen, and other persons employed in the performaa¢,, of the aforesaid agreement and referred to in T[tle 15 of the Civil Code, in the penal ,urn of $151,500. oo , lawful money of The United States, for materials furnished or labor thereon Of any kind, or for amounts due under the Unemployment Insurance Act with re,peet to such work~ or labor, the Surety will pay the same io an amount not exceeding the amount set forth. As a part of the obligation secured hereby and in addition to the face amount specified tberef*r, there shall be included costs and reasonable expenses and fees, including reasonable altr)rney's fees, incurred by City in successfully ~rfforcing such obligation, all to be ts×ed as costs ,sd included in any judgment rendered. k is hereby expressly slipulated and agreed that this bond shall inure to the benefl~ of any and alt persons, companies and corp0rat~ons enr!tled to file claims under Title 1S with Section 3082) of Part 4 of Division 3 of the Ci;'[i Code, so as to give a right of action to them or their assigns in any suit brought aport this bond. Cit~ ~' Temaeuia Subdivision Labor .nd Materials Bond Page 2 I~' the condi:ioo of this bond is ruby performed, th~n this obligation shall become null and void: otherwise, it shall be and remain in ~ll force and effeb, t, The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work to be performed thereunder or tile specifications accompanying the same shall in any way affect i~s obligations on this bond, and it does hereby waive notice of any such change, extension of time. alteration or addition to the terms of the agreement or to the work or to the specifications. IN WITNESS WHEREOF. this instrument has been duly executed by the Principal and Surety above named, on January 28 , 20 03 [SEAL] [SEAL] SUREI'Y Liberty Mu~tual Insurance Company rNnmoLe~Jh McDonough Attorney-in-Fact dPRI~CtPAL~ oug±a§ ~. bar~art~~ inc. (Name) (Title) APPROVED AS TO FORM: Peter M. Thorson, Cfty Attorney *Two signatures are required for oorporations unless corporate documents are provided that indicate othemqse ~ALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT No. ~o7 State of California County of Orange On January 28, 2003 before me, Alexis H. Bryan, Notary Public DATE NAME, TITLE OF OFFICER - E.G., 'JANE DOE, NOTARY PUBLIC" personally appeared [,cig]] McDonoug~ NAME(S) OF SIGNER(S) [] personally known to me - OR - [] proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(les), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. ~ ~ Nolary Public- California WITNESS my hand and official seal. ~ ~ t SIGNATURE O~ N O~TARY OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT [] INDIVIDUAL [] CORPORATE OFFICER TiTLE(S) [] PARTNER(S) [] LIMITED GENERAL [] A'i-I'ORNEY-IN-FACT [] TRUSTEE(S) [] GUARDIAN/CONSERVATOR [] OTHER: TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(lES) DATE OFDOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE S-4067/GEEF 2/98 © 1993 NATIONAL NOTARY ASSOCIATION · 8236 Remmet Ave., P.O. Box 7184 · Canoga Park, CA 91309-7184 ~ALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California t ss. County of San Diego On January 29, 2003 personally appeared William R. Sharp beforeme, Grace M. Schuessler, Notary Public. j~pemonally known to me [] proved to me on the basis of satisfactory evidence to be the person,~'"whose name~)/is/a,~e-- subscribed to the within instrument and acknowledged to me that he/shc/thc7 executed the same in his/hc, r/thc, lr authorized capacity(~')~, and that by his/~ signature.(s~n the instrument the person.(.~';', or the entity upon behalf of which the person~''~ acted, executed the instrument. OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Labor and Haterials Bond Document Date: January 28, 2003 Signer(s) OtherThan Named Above: Lei§h McDonough - City of Temecula Subdi NumberofPages:Two, plus notarizations & Power of Attorney Capacity(ies) Claimed by Signer Signer's Name: William R. Sharp [] Individual ~ Corporate Officer -- Title(s): Pre s ident [] Partner -- [] Limited [] General [] Attomey-in-Fact [] Trustee [] Guardian or Conservator [] Other: Signer Is Representing: douglas e. barnhart, inc. s~on This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. ]. 09 8 65 8 LIBERTY MUTUAL INSURANCE COMPANY BOSTON, MASSACHUSE'rl's POWER OF A'I-FORNEY KNOW ALL PERSONS BY THESE PRESENTS: That Liberty Mutual Insurance Company (the "Company"), a Massachusetts stock insurance company, pursuant to and by authority of the By-law and Authorization hereinafter set forth, does hereby name, constitute and appoint RHONDA C. ABEL, NAN,- t t E MARIELLA-MYERS, JAMES A. SCHALLER, JANE KEPNER, MICHAEL D. PARIZINO, JERI APODACA, LINDA ENRIGHT, PATRIClA H. BREBNER, LEIGH MCDONOUGH, ALEXIS H. BRYAN, ALL OF THE CITY OF IRVlNE, STATE OF CALIFORNIA ......... ;~:~ ...................... ? ............................ ~ ............ i' ......... ~;'- ............................................ , each individually if there be more than one named; its true and lawful attorneY?in-fact to make, execute, seal, acknowledge and deliver, for and on its behalf as surety and as its act and deed, any and all undertakings, bonds, recognizances and othe[ surety obligations in the penal sum not exceeding ONE HUNDRED SEVENTY-FIVE MILLION AND 00/100'************ DOLLARS ($ 175,000,000.00'***~ ) each, and the execution of such undertakings, bonds, recognizances and other surety obliger!ohS, in pursuance of these presents, shall be as binding upon the Company as if they had been duly signed by the president and attested by the secretary of the Company in their own proper persons. That this power is made and executed pursuant to and by a~thority of the followi0g By-law end Authorization: ARTICLE XIII - Execution of Cont[acts: Section 5. Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president; and subject to such limitations as the chairman or the president may prescribe, shall appoint such attorneys-in-fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obtigations. Such attorneys-in-fact, subiect to the limitations set forth in their respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. By the following instrument the chairman or the president has authorized the officer or other official named therein to appoint attorneys-in-fact: Pursuant to Article XIII, Section 5 of the By-Laws, Timothy C. Mulloy, Assistant Secretary of Liberty Mutual Insurance Company, is hereby authorized to appoint such attorneys-in-fact as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. That the By-law and the Authorization set forth above are true copies thereof and are now in full tome and effect. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Company and the corporate seal of Liberb/Mutual Insurance Company has been affixed thereto in Plymouth Meeting, Pennsylvania this 5th day of September , 2002 COMMONWEALTH OF PENNSYLVANIA COUNTY OF MONTGOMERY SS LIBERTY MUTUAL INSURANCE COMPANY TimothY/C~vlulley~ssistant Secretary ~. On this _5th day of September , 2002, before me, a Notary Public, personally came Timothy C. Mullov, to me known, and acknowledged that he is an Assistant Secretary of Liberty Mutual Insurance Company; that he knows the seal of said corporation; and that he executed the above Power of Attorney and affixed the corporate seal of Liberty Mutual Insurance Company thereto with the authority and at the direction of said corporation. IN TESTIMONY WHI first above written. -- CERTIFICATE name and affixed my notarial seal at Plymouth Meeting, Pennsylvania, on the day and year '.~a~,~.,b.~ ¢;~,-,~...~ ~ Tar sa P~,~ella. Notary Public I, the undersignea, Mutual Insurance Company, do hereby certify that the odginal power.of attorney of which the foregoing __ is a full, true and correct copy, is in ~uli forqe and effect o~ ihe date of this ~r~te; aild~ do furthe~'(~rtify that th~ ~er or official who executed the said power of attorney is an Assistant .Secret~ry specially a0thor!zed by th~:cha~rman or the presiderit to appoint a~tb,;;~eys-in-fact as Drevided in Article XlII. Section 5 of the By-laws of Liberty Mutbal Insurance Cornpar~y... . This certificate and the above power of attomey may be signed by facsimile or mec~fticall,) re[sr'o~rd~ed'signatures under and by authority of me following vote of the board of directors of Liberty Mutual Insurance Comoany at a meeting duly ca led and held on the 12th day of March 1980 VOTED that the facsimile or mechanically reproduced signature of any assistant secretary of the company wherever appearing upon a certified copy of any power of attorney ~ssuea Dy the company in connection w~th surety bonds shall be valid and binding uPOn the comDany with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF. I have hereunto subscribed my name and affixed the comorate seal of th~ sa~a company, this 28 t:~ day of ITEM 8 APPROVAL ~,~,.--~ CITY A'I-I'O RN EY DIRECTOROFFINANCE~.__. CITY MANAGER TO: FROM: DATE: SUBJECT: CITY OF TEMECULA AGENDA REPORT ,~ty ManagedCity Council illiam G. Hughes, Acting Director of Public Works/City Engineer March 25, 2003 Temecula Valley - La Serena Way Storm Drain, Stage 3, Project No. 7-0- 0315, Temecula Valley- Chardonnay Basin Project No. 7-0-0314 Tract Map No. 23101-6 - Cooperative Agreement PREPARED BY: J'/~Ronald J. Parks, Deputy Director of P~lb)ic. Works Gerald L. Alegria, Senior Engineer RECOMMENDATION: That the City Council: Approve Temecula Valley- La Serena Way Storm Drain, Stage 3, Project No. 7-0-0315, Temecula Valley - Chardonnay Basin Project No. 7-0-0314 Tract Map No. 23101-6 - Cooperative Agreement with the Riverside County Flood Control and Water Conservation District, the Cityof Temecula, and Lennar Land Partners I1. Accept the Faithful Performance Bond in the amount of $16,235 (eighteen thousand two hundred thirty five dollars). Authorize the execution of such agreement in its final form by the Mayor, City Attorney, and City Clerk. BACKGROUND: Tract Map No. 23101-6 is located at the southwest corner of La Serena Way and Meadows Parkway, a portion of the Temeku Hills Development. As a condition of approval, the developer must construct certain flood control storm drain facilities in order to provide flood protection for this planned development. The required facilities to be constructed include approximately 465 lineal feet of underground concrete pipe and sediment basin as shown on Exhibit Pursuant to the Cooperative Agreement, the developer will construct said facilities, and the County Flood Control District will assume ownership and maintenance responsibility of mainline storm drain improvements excluding all associated catch basins and connector pipes, provided the City is willing to share equally with County Flood Control District the cost of sediment removal from the facility. Furthermore, in accordance with the cooperative agreement, County Flood Control District will review and approve all construction plans associated with the storm drain improvements, inspect the construction of the project (County and City Inspectors will have indirect contact with the contractor via District inspectors), and accepts ownership and responsibility for the operation and maintenance of La Serena Way Storm Drain, Stage 3 and the sediment basin ater construction. 1 R:',AG EN DA REPORTS~2003\O32503\TR23101-6COOP.AGR.doC Participation by the City includes the review and approval of plans and specifications prepared by the Developer, granting permission to the County Flood Control District to inspect, operate and maintain La Serena Way Storm Drain, Stage 3 within City rights of way, the sediment basin, and acceptance of the operation and maintenance of all inlets and connector pipes located within City rights of way. The City will accept and hold Faithful Performance Bonds for the storm drain improvements. Following City Council adoption of the Cooperative Agreement, it will be sent to the County Flood Control District and Countyof Riverside Board of Supervisors for their approval. FISCAL IMPACT: None Attachments: 1. Location Map (Exhibit "A") 2. Cooperative Agreement (6 copies) 2 R:~AGENDA RE PO RTS~2C03~032503'~TP.23101-6COO P.AG R.doc PROJECT SITE DE STATE VICINITY MAP NO SCALE. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 COOPERATIVE AGREEMENT (Tract No. 23101-6 in the City of Temecula) La Serena Storm Drain, Stage 3, Project No. 7-0-315 Chardonnay Basin, Project No. 7-0-0314 The PdVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, hereinafter called "DISTRICT", the CITY OF TEMECULA, hereinafter called "CITY", and LENNAR LAND PARTNERS I1, a Florida General Partnership, hereinafter called "LENNAR", hereby agree as follows: RECITALS A. LENNAR has received approval for Tract No. 23101-6 in the incorporated city of Temecula in western Riverside County and, as a condition of approval, LENNAR was required to construct a certain storm drain facility in order to provide flood protection for LENNAR'S planned development and surrounding properties; and B. The required storm drain facility is comprised of approximately 465 lineal feet of underground concrete pipe, hereinafter called "STORM DRAIN". Additionally, as a condition of DISTRICT agreeing to accept STORIvi DRAIN for ownership, operation and maintenance, LENNAR was requested to construct a sedimentation basin, hereinafter called "BASIN", immediately upstream of STORM DRAIN; and C. STORM DRAIN is shown in concept in red and BASIN is shown in concept outlined in green on Exhibit "A" attached hereto and made a part hereof. Together, STORM DRAIN and BASIN are hereinafter called "PROJECT"; and D. LENNAR has constructed STORM DRAIN pursuant to a certain right of entry and inspection agreement between DISTRICT, LENNAR and M-A Temeku Hills Development, LLC executed on August 17, 1999 and has constructed BASIN pursuant to grading permits issued by CITY; and ~l- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 E. DISTRICT initially agreed to accept STORM DRAIN for ownership, operation and maintenance and approved plans and specifications for its construction with the understanding that CITY would accept ownership and maintenance responsibility for BASIN; and F. The purpose of BASIN is to prevent sediment from accumulating in STORM DRAIN and certain downstream storm drain facilities which are connected to PROJECT and which have been constructed by others pursuant to separate Cooperative Agreements with DISTRICT. Together, STORM DRAIN and the downstream facilities are hereinat~er called SYSTEM. SYSTEM includes all of the following facilities which DISTRICT anticipates accepting for ownership, maintenance and operation: a. Temecula Valley - Calle Pina Colada Storm Drain (DISTRICT Project No. 7-0-0302) constructed in conjunction with Tract 20881 and pursuant to an agreement executed on August 1, 1989 between the DISTRICT, County of Riverside and Warmington Homes, Inc.; and b. Temecula Valley - Margarita Road/La Serena Way Storm Drain, Stage 1 (DISTRICT Project No. 7-0-0315-01 ) constructed in conj unction with Tract 23371 and pursuant to an agreement executed on November 14, 1989 ,between DISTRICT, County of Riverside and Margarita Village Development Company; and c. Temecula Valley - Margarita Road/La Serena Way Storm Drain, Stage 2 (DISTRICT Project No. 7-0-0315-02) constructed in conjunction with Tract 23371-11 and pursuant to an Addendum to the agreement executed on November 14, 1989 between DISTRICT, County of Riverside and Margarita Village Development Company. Said Addendum being executed on August 14, 2001 between DISTRICT, CITY and M-A Temeku Hills Development; and 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 d. Temecula Valley - Margarita Road/La Serena Way Storm Drain, Stage 3 (DISTRICT Project No. 7-0-0315-03) constructed in conjunction with Tract 23101-6 and pursuant to this Agreement; and G. In DISTRICTS judgement, BASIN, as it is currently constructed, may result in the need for more frequent sediment removal from SYSTEM; and H. LENNAR and CITY desire DISTRICT to accept ownership and responsibility for the operation and maintenance of STORM DRAIN. Additionally, LENNAR and CITY now desire DISTRICT to accept ownership and responsibility for the operation and maintenance of BASIN; and 1. DISTRICT is willing to (i) review and approve plans and specifications prepared by LENNAR for STORM DRAIN, (ii) inspect the construction of entire PROJECT, and (iii) accept ownership and responsibility for the routine operation and maintenance of PROJECT, but excluding all PROJECT catch basins and connector pipes, provided CITY is willing to share equally with DISTRICT the cost of sediment removal from SYSTEM as provided in Section 111.7. and provided LENNAR (i) complies with this Agreement, (ii) pays DISTRICT the anaounts specified herein to cover DISTRICT'S plan review and construction inspection costs, (iii) pays DISTRICT the amount specified herein to cover DISTRICTS estimated routine operation and maintenance costs for PROJECT for a period of ten (10) years commencing upon DISTRICTS acceptance of PROJECT as complete for ownership, operation and maintenance, (iv) constructs PROJECT in accordance with plans and specifications approved by DISTRICT and/or CITY, (v) accepts ownership and responsibility for the operation and maintenance of PROJECT until such time as DISTRICT formally accepts ownership and responsibility for the operation and maintenance of completed PROJECT, (vi) obtains all regulatory permits, and (vii) obtains and conveys to DISTRICT all rights of way necessary for the inspection, operation and maintenance of PROJECT as set forth herein; and J. CITY is willing to (i) review and approve plans and specifications prepared by LENNAR for PROJECT, (ii) accept and hold faithful performance and payment bonds submitted by LENNAR for PROJECT, (iii) consent to the recordation and conveyance of Irrevocable Offer(s) of -3- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Dedication furnished by LENNAR as provided herein, (iv) grant DISTRICT the right to inspect, operate and maintain PROJECT within CITY rights of way, (v) accept ownership and responsibility for the operation aud maintenance of all PROJECT catch basins and connector pipes located within CITY rights of way, and (vi) share equally with DISTRICT the cost of sediment removal from SYSTEM as provided in Section 1II.7. provided PROJECT is constructed in accordance with plans and specifications approved by DISTRICT and/or CITY. NOW, THEREFORE, the parties hereto mutually agree as follows: SECTION I LENNAR shall: 1. Prepare plans and specifications for STORM DRAIN in accordance with DISTRICT and CITY standards and submit said plans and specifications to DISTRICT for its review and approval. 2. Continue to pay DISTRICT, within thirty (30) days after receipt of periodic billings from DISTRICT, any and all such mounts as are deemed reasonably necessary by DISTRICT to cover DISTRICT'S costs associated with the review of plans and specifications for PROJECT, and with the processing and administration of this Agreement. 3. Continue to pay DISTRICT, within thirty (30) days after receipt of periodic billings from DISTRICT, any and all such amounts as are deemed reasonably necessary by DISTRICT to cover DISTRICTS costs of inspecting PROJECT facilities to be operated and maintained by DISTRICT. 4. Upon execution of this Agreement, pay DISTRICT the one time cash sum of $25,000 (twenty five thousand dollars), the amount agreed upon to cover DISTRICTS estimated cost of routine operation and maintenance for PROJECT for a period of ten (10) years (Zone 7 Maintenance Trust Fund) commencing upon DISTRICT'S acceptance of PROJECT as complete for ownership, operation and maintenance. 5. Secure, pursuant to its sole cost and expense, all necessary licenses, agreements, permits and rights of entry as may be needed for the construction, inspection, operation and maintenance -4- 1 2 4 6 ? 8 9 10 11 12 13 14 15 16 1'/ 18 19 2O 21 22 23 24 25 26 ~7 28 of PROJECT. Furnish DISTRICT with sufficient evidence of having secured such necessary licenses, agreements, permits and rights of entry, as determined and approved by DISTRICT. 6. Furnish DISTRICT with copies of all permits, approvals or agreements required by any Federal or State resource and/or regulatory agency for the construction, operation and maintenance of PROJECT. Such documents include but are not limited to those issued by the U.S. Army Corps of Engineers, California Regional Water Quality Control Board, California State Department of Fish and Game and State Water Resources Control Board. 7. Upon execution of this Agreement, provide CITY with a faithful performance bond in the amount of $18,235.00 (eighteen thousand two hundred thirty five dollars). The surety, amount and form of the bond shall be subject to the approval of DISTRICT and CITY. The bond shall remain in full force and effect for a period of one year following DISTRICT'S acceptance of PROJECT for ownership, operation and maintenance as surety against any defective work, labor or materials. 8. Grant DISTRICT, by execution of this Agreement, the right to enter upon LENNAR'S property where necessary and convenient for the purpose of gaining access to, and performing inspection service for, the construction of PROJECT as set forth herein. 9. Furnish DISTRICT with duly executed Irrevocable Offer(s) of Dedication to the public for flood control and drainage purposes, including ingress and egress, for the rights of way deemed necessary by DISTRICT for the construction, inspection, operation and maintenance of PROJECT, as shown in concept cross-hatched in blue and cross-hatched in red on Exhibit "B" attached hereto and made a part hereof. The Irrevocable Offer(s) of Dedication shall be in a form approved by DISTRICT and shall be executed by all legal and equitable owners of the property described in the offer(s). 10. Furnish DISTRICT, when submitting the Irrevocable Offer(s) of Dedication as set forth in Section 1.9. with Preliminary Title Reports dated not more than thirty (30) days prior to date of submission for all the property described in the Irrevocable Offer(s) of Dedication. 11. Not permit any change to or modification of the plans and specifications for PROJECT without the prior written permission and consent of DISTRICT. -5- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 12. Upon execution of this Agreement and continuing until DISTRICT accepts PROJECT as complete for ownership, operation and maintenance: (a) Provide and maintain or cause its contractor(s) to provide and maintain comprehensive liability insurance coverage which shall protect LENNAR from claim from damages for personal injury, including accidental and wrongful death, as well as from claims for property damage which may arise from LENNAR'S construction of PROJECT or the performance of its obligations hereunder, whether such construction or performance be by LENNAIL by any of its contractors, subcontractors, or by anyone employed directly or indirectly by any of them. Such insurance shall name DISTRICT and CITY as additional insured with respect to this Agreement and the obligations of LENNAR hereunder. Such insurance shall provide for limits of not less than two million dollars ($2,000,000) per occurrence. (b) Cause its insurance carrier(s) or its contractor's insurance carrier(s), who shall be authorized by the California Department of Insurance to transact business of insurance in the State of California, to furnish DISTRICT and CITY with certificate(s) of insurance and applicable policy endorsements showing that such insurance is in full force and effect and that DIST1KICT and CITY are named as additional insured with respect to this Agreement and the obligations of LENNAR hereunder. Further, said certificate(s) shall state that the issuing company shall give DISTRICT and CITY sixty (60) days written notice in the event of any cancellation, termination, non- renewal or reduction in coverage of the policies evidenced by the certificate(s). In the event of any such cancellation, termination, non- renewal or reduction in coverage, LENNAR shall, forthwith, secure replacement insurance meeting the provision of this paragraph. -6- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Failure to maintain the insurance required by this paragraph shall be deemed a material breach of this Agreement and shall authorize and constitute authority for DISTRICT, at its sole discretion, to proceed to perform the remaining work pursuant to Section IV.3. 13. Prior to DISTRICT acceptance of PROJECT for ownership, operation and maintenance, remedy, or cause to be remedied, all deficiencies in construction of the PROJECT, as detailed in Exhibit "C", attached and made a part hereof. Such remedies shall be subject to the inspection and verification by DISTRICT and CITY and shall be a condition of PROJECT acceptance. 14. Upon CITY acceptance of all street rights of way as deemed necessary by DISTRICT and CITY for the operation and maintenance of PROJECT, but prior to DISTRICT acceptance of PROJECT for ownership, operation and maintenance, convey, or cause to be conveyed to DISTRICT (i) flood control easements, including ingress and egress, in a form approved by DISTRICT, to the rights of way as shown in concept cross-hatched in red and cross-hatched in blue on Exhibit "B", No. I of 2 and (ii) fee simple title to the right of way shown cross-hatched in red on Exhibit "B", No. 2 of 2. 15. At the time of recordation of the conveyance document(s) set forth in Section I. 14. above, furnish DISTRICT with policies of title insurance, each in the amount of not less than fifty percent (50%) of the estimated fee value, as determined by DISTRICT, for each easement parcel to be conveyed to DISTRICT and not less than one-hundred percent (100%) of the estimated fee value, as determined by DISTRICT, for each parcel to be conveyed in fee. Said title insurance policies shall guarantee DISTRICT'S interest in said property as being free and clear of all liens, encumbrances, assessments, easements, taxes and leases (recorded and unrecorded), and except those which, in the sole discretion of DISTRICT, are acceptable. 16. Accept sole ownership and responsibility for the operation and maintenance of PROJECT, including all PROJECT catch basins and connector pipes, until such time as DISTRICT accepts ownership and responsibility for operation and maintenance of PROJECT. Further, it is mutually understood by the parties hereto that prior to DISTRICT acceptance of ownership and responsibility for -7- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 the operation and maintenance of PROJECT as set forth herein, PROJECT shall be itl a satisfactorily maintained condition as solely determined by DISTRICT. 17. Pay, if suit is brought upon this Agreement or any bond guaranteeiug the completion of PROJECT, all costs and reasonable expenses and fees, including reasonable attorneys' fees, and acknowledge that, upon entry of judgment, all such costs, expenses and fees shall be computed as costs and included in any judgment rendered. 18. Prior to DISTRICT acceptance of PROJECT for ownership, operation and maintenance, furnish DISTRICT with final mylar plans for STORM DRAIN and BASIN and assign their ownership to DISTRICT. 19. Prior to DISTRICT acceptance of PROJECT for ownership, operation and maintenance, LENNAR'S civil engineer of record or construction civil engineer of record, duly registered in the State of California, shall provide to DISTRICT redtined "as-builts" of STORM DRAIN and BASIN. After DISTRICT approval of redlined "as-builts", engineer shall schedule with DISTRICT a time to ~'ansfer the redlines onto DISTRICT'S original mylars at DISTRICT'S office, at'er which the engineer shall review, stamp and sign STORM DRAIN and BASIN plans as "as-built". SECTION II DISTRICT shall: 1. Review and approve plans and specifications prepared by LENNAR for STORM 2. Provide CITY an opportunity to review STORM DRAIN design plans prior to DISTRICT'S approval. 3. Upon execution of this Agreement, record or cause to be recorded, a copy of_this Agreement in the Official Records of the Riverside County Recorder. 4. Record, or cause to be recorded, the Irrevocable Offer(s) of Dedication provided by LENNAR pursuant to Section 1.9. 5. Inspect the construction of PROJECT. -8- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 6. Keep an accurate accounting of all DISTRICT costs associated with the review and approval of plans and specifications for STORM DRAIN, review and approval of PROJECT right of way documents and in the processing and administration of this Agreement. 7. Keep an accurate accounting of all DISTRICT construction inspection costs, and within forty-five (45) days after DISTRICT acceptance of PROJECT as being complete, submit a final cost statement to LENNAR. If, at the time of DISTRICT'S acceptance of PROJECT as being complete, the cumulative sum of LENNAR'S deposits exceeds such costs, DISTRICT shall reimburse LENNAR the excess amount within sixty (60) days thereof. If at any time DISTRICT'S inspection costs exceed LENNAR'S cumulative deposits or are anticipated to exceed said deposits, LENNAR shall pay such additional amount, as deemed reasonably necessary by DISTRICT to complete PROJECT, within thirty (30) days after receipt of billing from DISTRICT. 8. Accept ownership and responsibility for the routine operation and maintenance of PROJECT, excluding all PROJECT catch basins and connector pipes located within CITY right of way, upon (i) DISTRICT acceptance of PROJECT construction as being complete, (ii) recordation of all conveyancing documents described in Section I. 14., (iii) acceptance by CITY of all necessary street rights of way as deemed necessary by DISTRICT and CITY for the operation and maintenance of PROJECT and (iv) acceptance of those elements of SYSTEM located downstream of PROJECT. 9. Provide CITY reproducible duplicate "as-built" mylar prints for all PROJECT facilities constructed within CITY rights of way, upon DISTRICT acceptance of PROJECT as being complete. 10. Share equally with CITY the cost of all future sediment removal from SYSTEM; it being understood that DISTRICT and CITY shall bear no maintenance responsibility for SYSTEM until such time as all SYSTEM facilities are accepted by DISTRICT for operation and maintenance in accordance with their respective cooperative agreements. -9- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SECTION III CITY shall: 1. Review and approve plans and specifications prepared by LENNAR for BASIN and those portions of STORM DRAIN located within CITY rights of way. 2. Accept CITY and DISTRICT approved faithful performance bond submitted by LENNAR as set forth in Section 1.7. and hold said bond as provided herein. 3. Consent, by execution of this Agreement, to the recording of any Irrevocable Offer(s) of Dedication furnished by LENNAR pursuant to this Agreement. 4. As requested by DISTRICT, accept the Irrevocable Offer(s) of Dedication as set forth herein, and any other outstanding offers of dedication necessary for the construction, inspection, operation and maintenance of PROJECT, and convey sufficient rights of way to DISTRICT to allow DISTRICT to construct, inspect, operate and ma'mtain PROJECT. 5. Grant DISTRICT, by execution of this Agreement, the right to construct, inspect, operate and maintain PROJECT within CITY rights of way as set forth herein. 6. Upon DISTRICT acceptance of PROJECT as being complete, accept ownership and responsibility for the operation and maintenance of all PROJECT catch basins and connector pipes located within CITY rights of way. 7. Share equally with DISTRICT the cost of all future sediment removal from SYSTEM; it being understood that DISTRICT and CITY shall bear no maintenance responsibility for SYSTEM until such time as all SYSTEM facilities are accepted by DISTRICT for operation and maintenance in accordance with their respective cooperative agreements. SECTION IV It is further mutually agreed: 1. All work involved with PROJECT shall be inspected by DISTRICT and shall not be deemed complete antil approved and accepted in writing as complete by DISTRICT. -10- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 2. CITY and LENNAR personnel may observe and inspect all work being done on PROJECT, but shall provide any comments to DISTRICT personnel who shall be solely responsible for all quality control communications with the contractor during the construction of PROJECT. 3. As requested by DISTRICT or CITY, LENNAR shall complete all remaining PROJECT construction, modifications and punch-list items within six (6) months following execution of this Agreement. It is expressly understood that since time is of the essence in tbis Agreement, failure of LENNAR to perform the remaining work within the agreed upon time shall constitute authority for DISTRICT to perform the remaining work and require LENNAR'S surety to pay to CITY the penal sum of any and all bonds. In which case, CITY shall subsequently reimburse DISTRICT for DISTRICT costs incurred. 4. LENNAR and DISTRICT, knowingly and voluntarily, waive the provisions of Government Code Section 65913.8, relating to fees and charges. Such waiver is accomplished with the understanding that DISTRICT is. voluntarily undertaking the obligation to accept ownership and responsibility for the operation and maimenance of PROJECT, and LENNAR is not required by DISTRICT to enter into this Agreement. 5. PROJECT construction work shall be on a five (5) day, forty (40) hour work week with no work on Saturdays, Sundays or DISTRICT designated legal holidays, unless otherwise approved in writing by DISTRICT. If LENNAR feels it is necessap.¢ to work more than the normal forty (40) hour work week or on holidays, LENNAR shall make a written request for permission from DISTRICT to work the additional hours. The request shall be submitted to DISTRICT at least 72 hours prior to the requested additional work hours and state the reasons for the overtime and the specific time frames required. The decision of granting permission for overtime work shall be made by DISTRICT at its sole discretion and shall be final. If permission is granted by DISTRICT, LENNAR will be charged the cost incurred at the overtime rates for additional inspection time required in connection with the overtime work in accordance with Ordinance Nos. 671 and 749, including any amendments thereto, of the County of Riverside. -Il- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 6. In the event that any claim or legal action is brought against DISTRICT or CITY in connection with this Agreement because of the actual or alleged acts or omissions by LENNAR, LENNAR shall defend, indemnify and hold DISTRICT and CITY harmless therefrom, without cost to DISTRICT or C1TY. Upon LENNAR'S failure to do so, DISTRICT and CITY shall be entitled to recover from LENNAR all of their cost and expenses, including, but not limited to, reasonable attomeys' fees. 7. LENNAR shall defend, indemnify and hold DISTRICT and CITY, their respective officers, agents, employees and independent contractors free and harmless from any claim or legal action whatsoever, based or asserted, pursuant to Article I, Section 19 of the California Constitution, the Fifth Amendment of the United States Constitution, or any other law or ordinance which seeks to impose any other liability or damage whatsoever, for the design, construction or failure of PROJECT or from the diversion of the waters from the natural drainage patterns, save and except claims and litigation arising through the sole negligence or sole willful misconduct of DISTRICT or CITY. LENNAR shall defend DISTRICT and CITY without cost to DISTRICT or CITY, and upon LENNAR'S failure to do so, DISTR[.CT and CITY shall be entitled to recover from LENNAR all of their cost and expenditures, including, but not limited to, reasonable attorneys' fees. 8. LENNAR for itself, its successors and assigns hereby releases DISTRICT and CITY, their respective officers, agents, and employees from any and all claims, demands, actions, or suits of any kind arising out of any liability, known or unknown, present or future, including, but not limited to any claim or liability, based or asserted, pursuant to Article I, Section 19 of the California Constitution, the Fifth Amendment of the United States Constitution, or any other law or ordinance which seeks to impose any other liability or damage, whatsoever, for the design, construction or failure of PROJECT, or the discharge of drainage within or from PROJECT. Nothing contained herein shall constitute a release by LENNAR of DISTRICT or CITY, their officers, agents and employees from any and all claims, demands, actions or suits of any kind arising out of any liability, known or unknown, present or future, for the negligent maintenance of PROJECT, after the acceptance of PROJECT by DISTRICT. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 9. Any waiver by DISTRICT or by CITY of any breach of any one or more of the terms of this Agreement shall not be construed to be a waiver of any subsequent or other breach of the same or of any other term hereof. Failure on the part of DISTRICT or CITY to require exact, full and complete compliance with any terms of this Agreement shall not be construed as in any manner changing the terms hereof, or estopping DISTRICT or CITY from enforcement hereof. 10. If any provision in this Agreement (with the exception of Section IV.4.) is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. Should it be held by a court of competent jurisdiction that any portion of Section IV.4 is invalid, void, or unenforceable, the provisions of Government Code 65913.8(b) shall apply. It shall, therefore, be determined that this fee is extended through the year 2011. 11. This Agreement is to be construed in accordance with the laws of the State of California. 12. Any and all notices sent or required to be sent to the parties of this Agreement will be mailed by first class mail, postage prepaid, to the following addresses: RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 Market Street Riverside, CA 92501 Attn: Mark Wills CITY OF TEMECULA 43200 Business Park Drive Temeeula, CA 92390 Attn: Bill Hughes, Public Works Director LENNAR LAND PARTNERS II, a Florida General Partnership c/o Lennar Communities 5780 Fleet Street, Suite 320 Carlsbad, CA 92008-4700 Attn: John Slatton 13. Any action at law or in equity brought by any of the parties hereto for the purpose of enforcing a right or rights provided for by the Agreement, shall be tried in a court of competent iurisdiction in the County of Riverside, State of California, and the parties hereto waive all provisions of !aw providing for a change of venue ill such proceedings to any other county. -13- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 16 17 18 19 20 21 22 23 24 25 26 27 28 14. This Agreement is the result of negotiations between the parties hereto, and the advice and assistance of their respective counsel. The fact that this Agreement was prepared as a matter of convenience by DISTRICT shall have no import or significance. Any uncertainty or ambiguity in this Agreement shall not be construed against DISTRICT because DISTRICT prepared this Agreement in its final form. 15. The rights and obligations of LENNAR shall inure to and be binding upon all heirs, successors and assignees. 16. LENNAR shall not assign or otherwise transfer any of its rights, duties or obligations hereunder to any person or entity without the written consent of the other parties hereto being first obtained. In the event of any such transfer or assignment, LENNAR expressly understands and agrees that it shall remain liable with respect to any and all of the obligations and duties contained in this Agreement. 17. This Agreement is intended by the parties hereto as a final expression of their understanding with respect to the subject matter hereof and as a complete and exclusive statement of the terms and conditions thereof and supersedes any and all prior and contemporaneous agreements and understandings, oral or written, in connection therewith. This Agreement may be changed or modified only upon the written consent of the parties hereto. // // -14- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on (to be filled in by Clerk to the Board) RECOMMENDED FOR APPROVAL: By WARREN D. WILLIAMS General Manager-Chief Engineer RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT By JAMES A. VENABLE, Chairman Riverside County Flood Control and Water Conservation District Board of Supervisors APPROVED AS TO FORM: WILLIAM C. KATZENSTEIN County Counsel By I-- LEE A. VINOCOUR Deputy County Counsel Dated 'z. ATTEST: NANCY ROMERO Clerk to the Board By Deputy (SEAL) RECOMMENDED FOR APPROVAL: By_ WILLIAM G. HUGHES Director of Public Works CITY OF TEi~IECULA By JEFF STONE Mayor A'I-IEST: SUSAN W. JONES, CMC/AAE City Clerk By. (SEAL) KEC:MHW:mcv PC\73758.3 02/25/2003 -15- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Dated PC\73758.3 LENNAR LAND PARTNERS II, a Florida General Partnership By: LENNAR HOMES OF CALIFORNIA, INC., a California Corporation, Its Attorney-in Fact Tom Banks, Vice President NOTARY) -16- CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT State of California County of Riverside On March 6, 2003 before me, Denise L. Tobin, Notary Public, personally appeared Tom Banks, personally known to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person or the entity upon behalf of which the person acted, executed the instrument. Witness my hand and official seal. OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER Corporate Officer- Vice President SIGNER IS REPRESENTING: Lennar Homes of California, Inc. DESCRIPTON OF ATTACHED DOCUMENT Type of Document: Cooperative Aqreement- Tract No. 23101-6 - City of Temecula Number of Pages: Twenty-Two (22) Date of Document: March 6, 2003 Signers (other than those named above): Warren D. Williams, Lee A. Vinocour Lee A. Vinocour, William G. Hu.qhes, James A. Venable, Deputy to Nancy Romem, Mayor Jeff Stone, Susan W. Jones, CMC/AAE Exhibit A I2 LOOA'I10N UAP Cooperative Agreement, Tract No. 23101-6 La Serena Storm Drain; Stage 3, Project No. 7-0-315 Chardormay Basin, Project No. 7-0-0314 1/3 Exhibit A TRACT TRACT 23100 Cooperative Agreement, Tract No. 23101-6 La Serena Storm Dm/n; Stage 3, Project No. 7-0-315 Chardonnay Basin, Project No. 7-0-0314 Exhibit A TRACT 23100 Cooperative Agreement, Tract No. 23101-6 La Serena Storm Drain; Stage 3, Project No. 7-0-315 Chardonnay Basin, Project No. 7-0-0314 3/3 Exhibit B TRACT 23100 TRACT 23101-6 1oo Tract No. 23 I01-~ La Serena Storm Drain; Stage 3, Project No. 7-0-31 fi Chardonnay Basin, Project No. 7-0-0314 1/2 Exhibit B TRACT 23100 Cooperative Agreemem Tract No. 23101-6 La Serena Storm Drain; Stage 3, Project No. 7.0-315 Chardonnay Basin; Project No. 7-0-0314 2/2 Exhibit C REMEDIES to be effected prior to acceptance (per Section l(17)(a) of cooperative agreement. Chardonnay desilting basin. 1) Inlet Works: a) Repair head cutting damage. b) Construct acceptable means to prevent recurrence, such as grouted riprap or cut-offwall. c) Raise existing chain link fence 12-18" to facilitate flow. d) Remount fence on downstream side of posts. i) Altemativly replace chain link fence with barbed wire fencing. 2) Left Bank: a) Repair erosion damage b) Install down drain or construct brow ditch to prevent recurrence. 3) Outlet Works: a) Cut outlet CMP flush with concrete slope paving. Cooperative Agreement Tract No. 23101-6 1/1 ITEM 9 TO: FROM: DATE: SUBJECT: CITY OF TEMECULA AGENDA REPORT APPROVAL CITY ATTORNEY ~ I DIRECTOR OF FINANC-~.~_ CiTY MANAGER --~l JCity ManagedCity Council ~',~ ~l~William G. Hughes, Director of Public Works/City Engineer March 25, 2003 Acceptance of an Easement Deed for Drainage Purposes within Parcel 4 of Parcel Map 9783 Accommodating The Meadowview Equestrian Trail PREPARED BY: /_~ Ronald J. Parks, Deputy Director of Public Works -- Gerald L. Alegria, Senior Engineer- Land development RECOMMENDATION: That the City Council adopt a resolution entitled: RESOLUTION NO. 2003- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ACCEPTING AN EASEMENT DEED FOR DRIANAGE PURPOSES WITHIN PARCEL 4 OF PARCEL MAP 9783 ACCOMMODATING THE MEADOWVlEW EQUESTRIAN TRAIL BACKGROUND: Calle Fiesta, a cul-de-sac in Tract Map 3883 is such that the runoff is collected at its terminus and is conveyed via an underground storm drain pipe northerly within lot 273 of Tract Map 3883. The runoff currently discharges onto the Meadowview Equestrian Trail easement area and damages the equestrian trail. Presently, the City maintains the storm drain system within an existing easement. Meadowview is requesting to extend the storm drain pipe to discharge the runoff beyond the equestrian trail and lot 273 onto the adjacent property, Parcel 4 of Parcel Map 9783. Meadowview Community Association has provided the required construction plan and has acquired the required easement from the property owner of Parcel 4 of Parcel Map 9783, The California Inland Empire Council Boy Scouts of America Emerson Endowment Grant. The latter is deeding the required easement to the City accommodating the maintenance of the storm drain facility/outlet. Meadowview Community Association will pay the construction cost of the storm drain pipe extension and City's inspection fee. FISCAL IMPACT: None ATTACHMENTS: 1. Resolution No. 2003- 2. Easement Deed with Exhibit "A" and "B" made parts thereof. R:~agdrpt~2003\0325\parcel 4 pm 9783 drainage easement deed 27,3 Notre TEMECULA California Rd LOCATION MAP No Scale RESOLUTION NO. 2003- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ACCEPTING AN EASEMENT DEED FOR DRAINAGE PURPOSES WITHIN PARCEL 4 OF PARCEL MAP 9783 ACCOMMODATING THE MEADOWVlEW EQUESTRIAN TRAIL THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: WHEREAS, The City Council of the City of Temecula does hereby find, determine and declare that: The design of the storm drain pipe in Lot 273 of Tract Map 3883 requires extension of certain storm drain facility to convey upstream runoff within Calle Fiesta to Parcel 4 of Parcel Map 9783; The owners of Parcel 4 of Parcel Map 9783, The California Inland Empire Council Boy Scouts of America Emerson Endowment Grant, are herby submitting an easement deed for drainage purposes, C. Said easement is to the City in order to accommodate the maintenance of the storm drain facility/outlet, D. Acceptance of the easement serves both the public and private interests of the community. WHEREAS, The City Council of the City of Temecula hereby desires to accept the easement deed for drainage purposes by The California Inland Empire Council Boy Scouts of America Emerson Endowment Grant as described on Exhibits "A" and shown on Exhibit "B" attached hereto. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Temecula hereby accepts the easement deed for drainage purposes by The California Inland Empire Council Boy Scouts of America Emerson Endowment Grant. PASSED, APPROVED, AND ADOPTED, by the City Council of the City of Temecula at a regular meeting held on the 25th day of March 2003. Jeffrey E. Stone, Mayor A'I-I'EST: Susan W. Jones, CMC, City Clerk R:~agdrpt~2003\0325~pamel 4 pm 9783 drainage easement deed (SEAL) STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) CITY OF TEMECULA ) I, Susan W. Jones, CMC, City Clerk of the City of Temecula, California, do hereby certify that Resolution No. 2003- was duly and regularly adopted by the City Council of the City of Temecula at a regular meeting thereof held on the 25thday of March 2003 by the following vote: AYES: 0 NOES: 0 ABSENT: 0 COUNCILMEMBERS: COUNClLMEMBERS: COUNCILMEMBERS: Susan W. Jones, CMC, City Clerk R:~agdrpt~2003\0325\parcel 4 pm 9783 drainage easement deed EXEMIrr RECORDING REQUESTED BY CITY OF TEMECULA PER GOVERIqMENT CODE 6103 AND WHEN RECORDED MAIL TO City of T~mecula - City Clerk 43200 Business Paxk Drive 'P O Box 9033 Temeeula CA 92589-9033 MAIL TAX STATElvlI/NTS TO City of Temecula 43200 Business Park Drive P O Box 90:33 Temecula CA 92589-9033 EASEMENT DEED - DRAINAGE PURPOSES FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, THE CALIFORNIA INLAND EMPIRE COUNCIL BOY SCOU~S OF AMERICA EMERSON ENDOWMENT GRANTS to the CITY OF TEMECULA, a political subdivision, an easement for drainage purposes, including the consU'uction and maintenance over, upon, across, and within real property in the City of Temecula, State of California, described as: See Attached Exhibit "A" for Complete Description IN WITNESS THEREOF, these presents have executed this instrument this ~ ~ ~ ~-4Y' dayof t~4.~)t,.t,~,4~.~./ .200-3 STATE OF CALIFORNIA } SS. COUNTY OF RIVERSIDE} On ~e~att~a.a i,~ .~ . before me the undersigned, a Nota~ Public i~ and for the State of California, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person0-).whose name(s) is/m~.subscribed to the within instnu~ent and acknowledged m me that he/~ executed the same in his~c'r/~aoir authorized capacity(i~)~ and that by his~cr,'tXc.'2 signature(sO'on the instrument the person(~)r, or the entity upon behalf of which the person(v) acted, executed the instrument. Print Name and Title Comm. # 1346297 ACCEPTANCE CERTIFICATE The City Council, City of Temecula hereby accepts the grant of real property as set forth above. CITY OF TEMECULA By: Mayor ATTEST: Owner: Calif. Inland Empire Council Boy Scouts of America APN 919-350-020 February 1, 2003 Page 1 of 1 EXHIBIT A DRAINAGE EASEMENT A strip of land 25.00 feet wide within Parcel 4 of Parcel Map 9783 as shown by map on file in book 54 page 45 of Parcel Maps, records of Riverside County, California, in the City of Temecula, County of Riverside, State of California, the centerline of which is described as follows: Beginning on the most northeasterly line of Lot 273 of Tract 3883 as shown by map recorded in book 63 pages 1 through 35 of Maps, records of Riverside County, distant thereon South 68°48'40" East 13.43 feet from the most northerly corner of said lot; Thence North 42°38'56" East 34.21 feet; Thence North 28°00'37" West 30.00 feet. The side lines of said strip are lengthened or shortened so as to terminate on said northeasterly line of Lot 273, which line is collinear with a southwesterly line of said Parcel 4. Basis of beadngs for this description: A field survey by LCF Surveying in 2002 based on the most southwesterly line of said Lot 273 bearing North 68°57'42'' East. A map entitled "EXHIBIT B" is attached hereto and made a part hereof by this reference. Title report reference: none C:\WordDocs~JP N-RCE~rojects',Meadowvtew'~Drain easement.doc Jack P. Norris, RCE 15446 GRAPHIC SCALE ( ,~ r~ ) nch -- 10 . r 3~. ~ / ~ (6j/ ~ o~: ~o~ ~,o~ o~ ~x- ~ ~. ~*~,*. ~ City of lemecula APN: 919-350-020 X ~'~ Portion of: i ~ ~ c~ Scale: 1" = 10' _% Pcl 4 PM 9785 B~ JPN Dote: 2/1/05 EXHIBIT B c,,~,~o~ ~o~-~ File: dwg~leg~l pie[ ITEM 10 APPROVAL CITY ATTORNEY DIRECTOR OF FINAN~;E CITY OF TEMECULA AGENDA REPORT TO: FROM: DATE: SUBJECT: City ManagedCity Council William G. Hughes, Director of Public Works/City Engineer Mamh 25, 2003 Professional Services Agreement for Geotechnical, Material Testing Services, and Special Inspection - Twining Laboratories of Southern California, Inc. Pechanga Parkway Sound Wall Improvements, Project No. PW99-11SW PREPARED BY: Greg Butler, Principal Engineer - Capital Projects Brian Guillot, Assistant Engineer - Capital Projects RECOMMENDATION: That the City Council: Approve an agreement with Twining Laboratories of Southern California, Inc. in an amount not to exceed $149,029.00 to provide as needed geotechnical, material testing services, and special inspection for the Pechanga Parkway Sound Wall Improvements, Project No. PW99- 11 SW, and authorize the Mayor to execute the agreement. Authorize the City Manager to approve amendments to the agreement not to exceed the contingency amount of $14,902.90, which is equal to 10% of the agreement amount. Authorize the advance of $320,000.00 from the General Fund, which will be reimbursed from Community Facilities District 01-3 Bond proceeds, to fully fund the construction engineering and project administration of the Pechanga Parkway Soundwall Improvements. BACKGROUND: The Pechanga Parkway Sound Wall Improvements, Project No. PW99-11SW will require geotechnical, materials testing, and special inspection services. The contract with Twining Laboratories will provide the needed professional services for the project. On February 25, 2003, the City Council awarded a construction contract for the Pechanga Parkway Sound Wall Improvements, Project No. PW99-1 lSW, to R.J. Dullard construction, Inc. Thereafter, City staff evaluated seven proposals received for geotechnical, materials testing, and special inspection services for the subject project. Twining Laboratories was selected to provide the needed services based upon their experience with similar projects, previous work performed for the City, and their expertise with specific task assignments. This Professional Services Agreement with Twining Laboratories is for an amount not to exceed $149,029.00. 1 R:\AGENDA REPORTS~003\032503\Geot ech PW99-11SW.agr DOC FISCAL IMPACT: The geotechnical, materials testing, and special inspection services for the subject project is a portion of the Pechanga Parkway Improvements - Phase II Capital improvement Project that is funded through Development Impact Fees - Street Improvements, a contribution from the Pechanga Indian Tribe, a Public Lands and Highways Grant, the Wolf Creek Community Facilities District, and AD-159. As of this date only the Development Impact Fees and a portion of the Pechanga Indian Tribe contribution are available to fund these improvements. A share of these available funds was expended on the construction of the interim 4-lanes along Pechanga Parkway and the design of the ultimate improvements including the sound wall. The total authorization for this professional services agreement is $163,931.90, which includes the base agreement in the amount of $149,029.00, plus the contingency in the amount of $14,902.90 equal to 10% of the base agreement. An adequate appropriation is available in Account No. 210-165-668-5804. However, because all of the revenue sources for this appropriation are not available at this time, an advance from the General Fund will be necessary to fully fund the construction engineering and project administration until the CFD Bond proceeds are available. At which time the General Fund will be reimbursed with CFD Bond proceeds. A'I-rACHMENTS: Agreement with Twining Laboratories 2 R:~AGENDA R E PO RTS~2003\0325031Geot ech PW99-1 lSW.agr. DOC CiTY OF TEMECULA AGREEMENT FOR GEOTECHNICAL MATERIAL TESTING & SPECIAL INSPECTION PECHANGA PARK~NAY SOUNDWALL IMPROVEMENTS PROJECT NO. PW99-11SW THIS AGREEMENT, is made and effective as of March 25, 2003, between the City of Temecula, a municipal corporation ("City") and Twining Laboratories of Southern California, Inc., ("Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. TERM. This Agreement shall commence on March 25, 2003, and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2004, unless sooner terminated pursuant to the provisions of this Agreement. 2. SERVICES. Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE. Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PREVAILING WAGES. Pursuant to the provisions of Section 1773 of the Labor Code of the State of Califomia, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contractor from the Director of the Department of Industrial Relations. These rates are on file with the City Clerk. Copies may be obtained at cost at the City Clerk's office of Temecula. Consultant shall provide a copy of prevailing wage rates to any staff or sub-contractor hired, and shall pay the adopted prevailing wage rates as a minimum. Consultant shall comply with the provisions of Sections 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Consultant shall forfeit to the City, as a penalty, the sum of $25.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this contract, by him or by any subcontractor under him, in violation of .the previsions of the Contract. 5. PAYMENT.. a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B other than the payment rates and schedule of payment are null and void. This amount shall not exceed One Hundred Fourty Nine Thousand Twenty Nine Dollars and No ($149,029.00) for the total term of the Agreement unless additional payment is approved as provided in this Agreement. I r:'~cip',p roj e cts~pw99-11SW',agrmts\Twining Lab Agrmt b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's wdtten authorization is given to Consultant for the performance of said services. c. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all nondisputed fees. If the City disputes any of consultant's fees it shall give written notice to Consultant within 30 days of receipt of a invoice of any disputed fees set forth on the invoice. 6. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE. a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section 4. 7. DEFAULT OFCONSULTANT. a. The Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. 2 r :\cip~p rojects~pw99-11 SW~agrmts\Twining Lab Agrmt b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agra ement, it shall serve the Consultant with written notice of the default. The Consultant shall have (10) days after service upon it of said notice in which to cum the default by mndering a satisfactory performance. In the event that the Consultant fails to cum its default within such period of time, the City shall have the dght, notwithstanding any other provision of this Agra ement, to terminate this Agra ement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agra ement. 8. OWNERSHIP OF DOCUMENTS. a. Consultant shall maintain complete and accumte m cords with mspect to sales, costs, expenses, mceipts and other such information required by City that relate to the performance of services under this Agra ement. Consultant shall maintain adequate m cords of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with genera Ily accepted accounting principles and shall be cleady identi- fied and madily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make tm nscripts them from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities mlated to this Agreement. Such records, together with supporting documents, shall be maintained fora pedod of throe (3) yearn after mceipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agra ement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents pm pared in the course of providing the services to be performed pursuant to this Agra ement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written m quest by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. c. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage m suiting from the muse of the design at a location other than that specified in Exhibit A without the wdtten consent of the Consultant. 9. INDEMNIFICATION. The Consultant agrees to defend, indemnify, protect and hold harmless the City, its officers, officials, employees and volunteers from and against any and all claims, demands, losses, defense costs or expenses, including attorney fees and expert witness fees, or liability of any kind or nature which the City, its officers, agents and employees may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Consultant's negligent or wrongful acts or omissions arising out of or in any way mlated to the performance or non-performance of this Agreement, excepting only liability adsing out of the negligence of the City. '10. INSURANCE REQUIREMENTS. Consultant shall procure and maintain for the dura tion of the contract insure nce against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hem under by the Consultant, its agents, representatives, or employees. 3 r:\cip'ko roj e cts\pw99-11 SV~agm~ts\Twining Lab Agrmt Minimum Scope of Insurance. Coverage shall be at least as broad as: (1) Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. (2) Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non-owned auto endorsement to the General Liability policy described above is acceptable. (3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. (4) Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: One Million Dollars $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. (2) Automobile Liability: One Million Dollars ($1,000,000) per accident for bodily injury and property damage. (3) Worker's Compensation as required by the State of California; Employer's Liability: One million dollars ($1,000,000) per accident for bodily injury or disease. (4) Professional Liability coverage: Two Million Dollars ($2,000,000)per claim and in aggregate. c. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager. At the option of the City Manager, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (1) The City, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by 4 r :\cip\proj ects\pw99-11SW~agrmts\Twining Lab Agrmt the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers. (2) For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insured maintained bythe City, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. (3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers. (4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (5) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. Consultant shall fumish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. 11. INDEPENDENT CONTRACTOR. a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 5 r:\cip',,projects~w99-11SW~agrmts\Twining Lab Agrmt 12. LEGAL RESPONSIBILITIES. The Consultant shall keep itself informed of all local, State and Federel ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 13. RELEASE OF INFORMATION. a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officere, employees, agents or subcontrectore, shall not without wdtten authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declaretions, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" previded Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, heating or similar proceeding. Consultant agrees to cooperete fullywith Cityand to provide Citywith the opportunityto review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 14. NOTICES. Any notices which either party may desire to give to the other party under this Agreement must be in wdting and may be given either by (I) pereonal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federel Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. To City: City of Temecula Mailing Address: P.O. Box 9033 Temecula, California 92589-9033 43200 Business Park Drive Temecula, California 92590 Attention: City Manager To Consultant: Twining Laboretories of Southern California, Inc. 9235 Chesapeake Drive, Suite D San Diego, California Attention: Thomas A. Ritchie, Vice PresidentJGen. Mgr. r:\cip'tp r oje cts\pw99-11 SVV~agrmts\Twining Lab Agnmt 15. ASSIGNMENT. The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 16. LICENSES. At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 17. GOVERNING LAW. The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 18. PROHIBITED INTEREST. No officer, or employee of the CityofTemecula shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Contractor, or Contractor's sub-contractors for this project, during his/her tenure or for one year thereafter. The Contractor hereby warrants and represents to the City that no officer or employee of the City of Temecula has any interest, whether contractual, non-contractual, financial or otherwise, in this transaction, or in the business of the Contractor or Contractor's sub-contractors on this project. Contractor further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 19. ENTIRE AGREEMENT. This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All pdor or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 20. AUTHORITY TO EXECUTE THIS AGREEMENT. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA Jeffrey E. Stone, Mayor Attest: Susan W. Jones, CMC, City Clerk Approved As to Form: Peter M. Thorson, City Attorney CONSULTANT Twining Laboratories of So. California, Inc. 9235 Chesapeake Dr., Suite D San Diego, CA 92121 (858) 974-3750 Thomas A. Ritchie, Vice President/Gen. Mgr. Name: Title: (Signatures of two corporate officers required for Corporations) r :\cip~oroj e cts~w99-11SW~grmts\Twining Lab Agrmt EXHIBIT A TASKS TO BE PERFORMED And PAYMENT RATE AND SCHEDULE 9 r:\cipkorojects~pw99-11SW~agrmts\Twining Lab Agrmt Twining_ . Laboratories March ]2, 2003 Mr. Brian Oui~M City of Temeoula Public Works Dcpann~n~ 43200 Business Park Drive T~ecuin, CA 9259O Subject: CrEO'i'ECI:fl~ICAJL, AND CONSTRUCTION MATERIALS T~STI]qO SERVICES Proposal No: SD-03-6I (Amendment iii) Rcference: PECHANGA PARKWAY SOUNDWALL IMPROVEMENTS, PROIECT NO. PW99- ! Dee~ Mr. Omllot: As per om' meeting Twining Laboratories (TI.) would lace to amemi our original prolx)sal as follows: 1) TL wt]l no1 charge any travel tin~ or nu'le~e for any of our personud, 2) Due to City req~-~.,:~s on mininmms, ~L w~l not send an kZlX~tor for work that is ]¢ss than four hours. That is, wc will only work and c~rgc for days that at~ ~1OrC thnn folir ]lOUIS b{~. (P~r tlIlJOn 1~, nny field inspection work that extends past four hours, gets charged ~ght hour) 3) TL ngrees to waive the cost of certified payroils. 4) TL agrees to waive the cost of Invoice Carrying Cost (over 30 days) i~fpnyments are received within 30 days of invoice date. 5) TI. ag~ces to the terms of Exhibit A and B, Agn~crncnt for Consultant Services. 6) TL designates the following lahora~oty as ll~ main lesting lab for this projecl: Twining Laboratories of Southern California, Inc. 3310 Airport Way Long Beach. CA 90g06 (We have daily pickups in Murrieta that go to Long Beach so the distance is not a problem). 7) Co~t List: · Dispatch for Soils or Struotm-al: Anila Radosevic (8~8) 974-37,60 · Soils Engincc~: San. jay Govit (562) 787-~80 cell · Slructural En~neer: Peter Forsythe ('/14) 306-2986 cell · Lab Manager for Soils: Hanna Kakish (562) 426-3355 X 238 Lab Manal~er for Cor~,~te/Moztar/Orout/Masomy/Rebar: lay MoDowoll {S62} 426-335S X 220 · Project Executive: Contracts/Billies, Tom Ritchie (858) 974-3750 ~RPonal'~ OFr4~. 3310A~ Wa): Long Beacl~, CA~)g(}6 · 'vbicc: .'J62-42~-3355 · Fax: .S62-426-d,424 ~ ~ 5942 F, dinger Ave.. Suite 113, Hlmd.t~too Be~ch, (.',i 926~9 · Voice: ? 14-960-0830 · F~ot: ? 14-96f14~60 ~ mEaO~ 9235 C~e Ddw. Sui~ D, ~ Diego, CA 921.21 * ~.t~ce: 85g-~4-3750 · Fax: 858-974-3752 7) TASK ANALYSIS A) It is our ~ing the scope of wo~ Jxas IX:eh reduced so that a full time Project Engineer w~l not be required. We have agpointed Peter Forsylhe as our Smlctural F. ngin~ and Sa~y Govil a~ our Soils Engineer and propose that they spend one day or 8 hours per v,,x.k each on this thtoughom th: t~m of construction. Since ~bey ar~ not full time, daily coordination of field inspector(s) must be pro,~ded by others. (Typicatly the inspectors can schedule themselves, but from time to time our Dispatcher Hourly Rate: $8.5.00 Anticipated Dmation: 30 weeks at 16 hours po' week (both men) ~ 480 horns X Budget Estirna~: $40,800.00 B). Field Sons Observ~ionandMatcrial Testing Respon~'bility: Ficld Soils Technician und~ direction of Sanjay Govil Mmbours: Full ti~e during graa~, u~A~g, I~u~k~l opemtiom Hourly l~te: $67.00 Anticipated Duration: .3 months, 516 hours Budget F~h~tc: $~4~72.00 C). Cona~mT/R&lfomlng Steel Insert and Rcspomlb'dity:. F~ld lm~mr ~ d~n ofP~ F~ ~u~: Full ti~ dud~ ~ b~c~ ~ut~ o~ Ho~ ~e: $57.25 ~ ~ 5 ~ 8~ h~ B~get ~st~c: TOTAL OF A+B+C -- $124,007.00 Mat~nial Tcstin~ Costa (Approx ]~%~ = SlS,691.OQ Adminish-~i;.ive Costs (report preparation, review, disln'but~ copying, postage, facimil~, job set up GRAND TOTAL ESTIMATE: $149,029.00 We would like to offe~ one more Soils I~sl~'ctor, Tom Boyle, s, to those we have provided. ~ wc have a firm start date w~ will dcsigr~¢ an i~spector to the p~o. iect. We wilJ .ttem~ to keep the same inspecto;s on ~ project, but from time to time emergencies will ~levelop and we may have Io jusgle an impector to another projecL AU peeviously submitted Fee Schedules shall apply to this araeedment. We look forward to a long prof~sional working mlafion~ip ~ the City of Tcmecub. Pk~e forward any information on the scheduled pre-construction meeting. Tom Ritchie Vice Pteaidem A ITEM 11 APPROVAL CITY ATTORNEY DIRECTOR OF FiNANC~...v CITY MANAGER CITY OF TEMECULA AGENDA REPORT TO: FROM: City Manager/City Council -~.~,William G. Hughes, Director of Public Works/City Engineer DATE: March 25, 2003 SUBJECT: Murrieta Creek Multi-Purpose Trail, Project No. PW01-27 Professional Services Agreement for Design- Kimley-Horn and Associates, Inc. PREPARED BY: ~-~a, mer Attar, Principal Engineer - Capital Projects ~ Laura Bragg, Project Engineer - Capital Projects RECOMMENDATION: That the City Council: Approve an agreement with Kimley-Horn and Associates, Inc. in an amount not to exceed $232,380 to provide design services for the Murrieta Creek Multi-Purpose Trail, Project No. PW01-27, and authorize the Mayor to execute the agreement. Authorize the City Manager to approve Amendments not to exceed the contingency amount of $11,619, which is equal to 5% of the agreement amount. BACKGROUND: At its ultimate condition, the Murrieta Creek Multi-Purpose Trail will extend from the southwest side of Murrieta Creek in the vicinity of the State Route 79 South/I-15/Front Street juncture, north to City limits at Cherry Street. This project will consist of the design and construction of a two-mile portion on the west side of Murrieta Creek from Rancho California Road to Winchester Road. It will include gazebos, benches, and lookout points; appropriate signage; necessary grading, paving and striping of the trail course; related street improvements; landscaping; and necessary infrastructure to support trail facilities. City staff received ten proposals to provide professional engineering design services as outlined in Request for Proposal No. 111. The following firms submitted the proposals: Kimley-Horn and Associate, Inc. Boyle Engineering RRM Design Group WRC Consulting Services, Inc. Purkiss Rose - RSI Project Design Consultants Community Works Design Group David Evans and Associates, Inc. RDS and Associates The Keith Companies, Inc. San Diego Ontario San Luis Obispo Anaheim Hills Fullerton Temecula Riverside Ontario Temecula Moreno Valley I R:\AGENDA R EPO RTS',2003\032503',Multipu rposeTr aJlPW 01-27.agr,DOC The firms were ranked, and the top four firms, as shown, were invited for interviews. Staff has determined that Kimley-Horn and Associates was the highest ranked consultant based on their submitted proposal, their presentation and interview. The team of Kimley-Horn and Associates include the firm that produced the City's Multi-Use Trails Master Plan, K'rU&A. The firms have also successfully completed numerous similar projects. Staff has negotiated a scope of work and an equitable fee with Kimley-Horn and Associates for the professional design services. FISCAL IMPACT: The Murrieta Creek Multi-Purpose Trail is a Capital Improvement Project funded through Development Impact Fees - Public Facility and Transportation Enhancement Activities Program(TEA). Adequate funds are available for this project in Account No. 210-190-142-5802 for the subject professional services agreement in the amount of $232,380 plus the 5% contingency amount of $11,619, for a total agreement amount of $243,999. ATrACHMENTS: 1. Professional Services Agreement with Kimley-Horn and Associates, Inc. 2 CITY OF TEMECULA AGREEMENT FOR CONSULTANT SERVICES MURRIETA CREEK MULTI-PURPOSE TRAIL PROJECT PROJECT NO. PW01-27 THIS AGREEMENT, is made and effective as of March 25, 2003, between the City of Temecula, a municipal corporation ("City") and Kimley-Horn and Associates, Inc., ("Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. TERM. This Agreement shall commence on March 25, 2003, and shall remain and continue in effect until tasks described herein are completed, but in no event later than March 25, 2004, unless sooner terminated pursuant to the previsions of this Agreement. 2. SERVICES. Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE. Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are raquirad of Consultant hereunder in meeting its obligations under this Agreement. 4. PREVAILING WAGES. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contractor from the Director of the Department of Industrial Relations. These rates ara on file with the City Clerk. Copies may be obtained at cost at the City Clerk's office of Temecula. Consultant shall provide a copy of prevailing wage rates to any staff or sub-contractor hired, and shall pay the adopted pravaiiing wage rates as a minimum. Consultant shall comply with the provisions of Sections 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Consultant shall forfeit to the City, as a penalty, the sum of $25.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this contract, by him or by any subcontractor under him, in violation of the provisions of the Contract. 5. PAYMENT. a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B other than the payment rates and schedule of payment are null and void. This amount shall not exceed Two Hundred Thirty Two Thousand Three Hundred Eighty Dollars and No Cents ($232,380.00) for the total term of the Agreement unless additional payment is approved as provided in this Agreement. ] r:\ClP~ProJects\PW01-27~Kimley Horn b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. c. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all nondisputed fees. If the City disputes any of consultant's fees it shall give written notice to Consultant within 30 days of receipt of a invoice of any disputed fees set forth on the invoice. 6. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE. a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the consultant at least ten (10) days prior wdtten notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section 4. 7. DEFAULT OF CONSULTANT. a. The Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by wdtten notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder adses out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the dght, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 2 r:\CI FAP roJecf, s',PW 01~27~Kimley Horn 8. OWNERSHIP OF DOCUMENTS. a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identi- fied and readily accessible. Consultant shall provide free access to the representatives of Cityor its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. c. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A without the written consent of the Consultant. 9. INDEMNIFICATION. The Consultant agrees to defend, indemnify, protect and hold harmless the City, its officers, officials, employees and volunteers from and against any and all claims, demands, losses, defense costs or expenses, including attorney fees and expert witness fees, or liability of any kind or nature which the City, its officers, agents and employees may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Consultant's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non-performance of this Agreement, excepting onlyliability adsing out of the negligence of the City. 10. INSURANCE REQUIREMENTS. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as broad as: Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. (2) Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non-owned auto endorsement to the General Liability policy described above is acceptable. 3 r:\CIFSProJects~W01-27~Kimley Horn (3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. (4) Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. Minimum Limits of Insurance. Consultant shall maintain limits no less than: General Liability: One Million Dollars $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. (2) Automobile Liability: One Million Dollars ($1,000,000) per accident for bodily injury and property damage. (3) Worker's Compensation as required by the State of California; Employer's Liability: One million dollars ($1,000,000) per accident for bodily injury or disease. (4) Professional Liability coverage: Two Million Dollars ($2,000,000) per claim and in aggregate. c. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager. At the option of the City Manager, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: (1) The City, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees or volunteers. 4 r:\ClP~Projects~PW01-27~KIrnley Horn (2) For any claims related to this project, the Consultant's insurance coverage shall be pfimaryinsurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insured maintained by the City, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. (3) Any failure to comply with reporting or other previsions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers. (4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (5) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coveraqe. Consultant shall fumish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed bya person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. 11. INDEPENDENT CONTRACTOR. a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness adsing out of performing services hereunder. $ r:\CIP~rojects~W01-27V~Jmley Horn 12. LEGAL RESPONSIBILITIES. The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 13. RELEASE OF INFORMATION. a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's pdor written authorization. Consultant, its officers, employees, agents or subcontractors, shall not without wdtten authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "volunta~' provided Consultant gives City notice of such court order or subpoena. b, Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, headng or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 14. NOTICES. Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (I) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. To City: To Consultant: City of Temecula Mailing Address: P.O. Box 9033 Temecula, California 92589-9033 43200 Business Park Ddve Temecula, California 92590 Attention: City Manager Kimley-Hom and Associates, Inc. 517 Fourth Avenue, Suite 301 San Diego, California 92101 Attention: James M. Roberts, Sr. Vice President 6 r:\CIP'u° r ojects~W 01-27~Klmley Horn 15. ASSIGNMENT. The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 16. LICENSES. At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 17. GOVERNING LAW. The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 18. PROHIBITED INTEREST. No officer, or employee of the City of Temecula shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Contractor, or Contractor's sub-contractors for this project, during his/her tenure or for one year thereafter. The Contractor hereby warrants and represents to the City that no officer or employee of the City of Temecula has any interest, whether contractual, non-contractual, financial or otherwise, in this transaction, or in the business of the Contractor or Contractor's sub-contractors on this project. Contractor further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 19. ENTIRE AGREEMENT. This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 20, AUTHORITY TO EXECUTE THIS AGREEMENT. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. 7 r:\ClP~Projects~W01-27~Kimley Horn IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above wdtten. ClTY OFTEMECULA Jeffrey E. Stone, Mayor Attest: Susan W. Jones, CMC, City Clerk Approved As to Form: Peter M. Thorson, City Attorney CONSULTANT Kimley-Horn and Associates, Inc. 517 Fourth Ave., Suite 301 San Diego, CA 92101 (619) 234-9411 James R. Roberts, Senior Vice President Charles R. Spinks, Associate (Signatures of two corporate officers required for Corporations) r:\CiFAPmjec~s~WO 1-27~Kimley Hom EXHIBIT A TASKS TO BE PERFORMED r:\CIP~ProJects\PWO 1-27~Kimley Hom Kimley-Horn and Associates, inc. SCOPE OF SERVICES March 11, 2003 The proposed multi-purpose trail project consists of approximately two miles of pedestrian/bicycle trails and could potentially include pedestrian crossings, landscaping, irrigation, lighting, gazebos, benches, lookout points and necessary grading, paving, and striping of the trail course along the Murrieta Creek. The multi-purpose trail will run along the west side of Murrieta Creek from Rancho California Road to 200 feet north of Pilot Park (north of Winchester Road) in Temeeula (approximately 2 miles). Task 1 - Data Collection 1.1 Base Mapping a) Aerial topographic mapping will be obtained from the Riverside County Flood Control District (RCFCD). b) Existing easements and right-of-way mapping will also be obtained from RCFCD. c) Field survey of existing conditions. KHA shall perform vertical and horizontal surveys of existing conditions. These surveys will consist of the following: · Cross-sections at 100 foot intervals along the entire length of bikeway. · Cross sectional .and spot elevations will be obtained for the areas of the bikeway that will ~'averse the existing drainage channels. · Visible utilities. Spot elevations and locations will be surveyed for all visible utilities within proximity to the proposed alignment. 1.2 Opportunity/Constraints Mapping a) Existing environmentally sensitive areas within the project area will be obtained from the RCFCD and the ACOE for their work associated with the Murrieta Creek improvements. b) Right-of-way/easements. Mapping will be produced which shows right-of-way and easement boundaries within the project area. 100-year flood limits (from FEMA). KI-IA will coordinate with the Army Corp of Engineers and the Riverside County Flood Control District to obtain current 100-year flood mapping. 1.3 Drainage Study. It is assumed that the drainage information can be obtained from Riverside County Flood Control District Kimley-Hom and Associates, Inc. Task 2 Preliminary Engineering of Alternative(s). 2.1 Proposed Alignment. The proposed alignment consists of a trail running along the west side of Murrietta Creek from north of Winchester Road to Rancho California Road. 30% level Plan views will be prepared at l-inch equals 40-feet scale and approximate grading will be shown on these sheets. For the PE up to two alignments will be developed. 2.2 Bridge General Plan and Elevation. A typical Bridge General Plan and Elevation will be prepared for the numerous drainage crossings along the western side of the creek. This GP will be used for cost comparison only as an alternative to locating the proposed trail along Diaz Road. The most likely scenario is that any bridge crossing will be a later phase of the project. 2.3 Typical sections. Typical sections will be produced which describe all pertinent cross sections and transition areas. 2.4 Existing utilities. KHA will add the City provided existing utilities information to the base mapping and will check for potential utility conflicts. 2.5 Trail surfacing recommendations. Several alternative surfaces will be identified and presented to the City in a technical memorandum. 2.6 Interpretive opportunities. Locations will be identified where there is potential for interpretive facilities. These facilities could include kiosks that describe native plants and wildlife or significant historical features of the area. 2.7 Urban design elements/trail amenities. KHA will identify opportunities for urban design features within the criteria established in the Master Plan. 2.8 Cost estimate. KHA will prepare a cost estimate based on findings from the preliminary engineering process. Task 3 - Environmental Documentation KHA Team will meet and coordinate with the City of Temecula to discuss the project and the proposed scope of work. This coordination effort is proposed to ensure that the City concurs with the scope of work, studies to be completed, and appropriate environmental documentation for the project. This document also provides the opportunity for the City to provide input on the anticipated community reaction to the proposed project. If there are available resource documents related to the proposed project or other projects in close proximity to the project site, KHA Team would need to obtain a copy of these documents at this meeting. It appears that the Preliminary Environmental Study (PES) completed for this project included areas outside of the current project limits. Also the conclusions of the PES were based on a map that did not clearly indicate the proposed location of the trail and the area of potential effect (APE). We propose that City/CaBxans revisit the PES after the completion of the Task 2 Preliminary Engineering. We feel that the trail can be design to avoid most if not all Kimley-Horn and Associates, Inc. environmental issues and that the technical studies identified in the PES might not be required. Therefore we are limiting our environmental scope to: 3.1 Revising the PES. The KHA team will revise the PES based on the Preliminary Engineering and opportunity/constraints mapping. The effort includes a field walk with the City/Caltrans explaining the project design in more detail with actual site observations. If technical studies are required based on the revised PES, the effort and fee associated with the studies will be considered additional services. Deliverables: Revised PES. 3.2 INITIAL STUDY - The KHA Team will prepare an Initial Study in compliance with Section 15063 of the CEQA Guidelines, the IS will contain a description of the project, including the location of the project; a discussion of the environmental setting; an identification of environmental effects; and a discussion of mitigation measures. This scope assumes that thc project will have no environmental impacts. Thc discussion of environmental setting will be based on a review of existing literature and a site visit. The discussion of environmental effects will follow the State CEQA environmental checklist form unless another format is requested by the City. In compliance with the Sundstrom vs. Mendocino case (1988), an explanation for all checklist answers will be included to provide the City of Temecula with an understanding of how the IS conclusions were reached. Land Use and Planning - KHA Team will conduct a site visit to document existing land uses surrounding the project site and will review existing planning documents relevant to the project area. Environmental documentation previously prepared for the project vicinity will also be reviewed. A discussion of the project compatibility with surrounding land uses, and consistency with applicable planning documents, will be provided. Mitigation measures will be provided as necessary. Geologic Factors - KHA Team will summarize geotechnical information available through the General Plan or other documents prepared for projects in the area. This scope of work assumes that the informatiofl provided will be sufficient to address the questions in the CEQA checklist and that mitigation measures will be identified as necessary. [3 Water - KHA Team will summarize any available site drainage information provided by the City. This scope of work assumes that the information available will be sufficient to address the questions identified in the CEQA checklist. [] Air Quality- KHA Team will estimate construction emissions using Southern California Air Quality Management District (SCAQMD) emission generation factors. Given that the project is a trail system, no assessment of operational emissions is required. Mitigation measures will be identified as necessary. Transportation/Circulation - The project would not generate additional vehicle trips. A qualitative evaluation of trail interface with the circulation network will be provided. 3 Kimley-Horn and Associates, Inc. Biological Resources - The IS will summarize the existing biological and wetland technical studies prepared for the RCFD/ACOE, as outlined above. Energy and Mineral Resources - KHA Team will prepare a qualitative discussion of potential effects related to energy and mineral resources. Hazards - KHA Team will summarize the hazardous materials study prepared for the RCFD/ACOE. Noise - An explanation that the trail would not result in significant noise impacts because of the nature of the project will be provided in the IS. Public Services and Utilities - KHA Team will assess potential impacts to public services and utilities, including the following: police, fire, water, sewer, schools, electricity, and natural gas. If construction of the project will require the replacement or relocation of any utilities, this will be identified in this task. KItA Team will coordinate with utility and service purveyors, as necessary, to complete this analysis. We assume that no impacts will occur to police, fire, and schools; appropriate documentation will be provided to confirm this assumption. Mitigation will be provided as necessary. Aesthetics - KHA Team will assess potential visual changes resulting from implementation of the project. The analysis will utilize cross sechons to be provided to KHA Team and will focus on sensitive viewsheds. Ground photographs will be used; however, this scope does not assume the need for simulations or renderings. Mitigation will be recommended as llecessary. [] Cultural Resources - KHA Team will summarize the existing ACOE/RCFD Section 106 studies identified above. [] Recreation - The IS will discuss how the project interfaces with the surrounding recreational resources Following review of the IS by the City of Temecula, KIIA Team will revise the IS document to address the comments and suggested revisions provided. Based on coordination efforts with Caltrans, there may be a request to include Caltrans in the preliminary review of the CEQA document. Concurrent with preparation of the revised IS. This will be submitted to the City, for final review prior to public release. Following receipt of comments on the IS, the document will be finalized and submitted to the City of Temecula for signature. KItA Team is assuming that the CEQA documentation will be a Categorical Exemption (CE) and a N'EPA Categorical Exclusion (CE). The KHA Team will assist the City in filing a notice of exemption. The notice will include a brief description of the project, finding that the project is exempt from CEQA and a brief statement to support the findings. We are also assuming that environmental permits are not required. ~]~ Kimley-Horn and Associates, Inc. Task 4 - Final Design 1.0 We are assuming that the contractor will complete Storm Water Pollution Prevention Plan (SWPPP). KHA will add this requirement to the contract documents as a special provision. 2.0 Detailed geotechnical Investigations are assumed not required for this project. A minor amount of effort is assumed for spot checking and for soil type determination. If after the preliminary engineering analysis is completed and it is determined that detailed (borings, lab work and/or analysis) geotechnical investigations are required we will negotiate additional services for this effort. 3.0 Plans, Specifications and Estimates. The following is a list of items that will be included in the PS&E submittal package: a) Cover Sheet. A standard City of Temecula cover sheet will be used. b) Notes/Typical sections. Typical sections will be shown for the entire length of the multi- purpose trail. c) Details. Details will be shown to further identify special design features. The following is a list of potential areas for additional details: · Connections to existing trails; and · Connections to proposed bridges. Plan and Profile sheets with grading. Plan and profile sheets will be prepared at a scale of 1" = 40'. The minimal amount of grading that will be required for this project will be shown on the plan sheet. e) Erosion Control Plan. An erosion control plan will be submitted as part of the PS&E package. The erosion control plan will be drawn at l-inch equals 100 feet scale. Signing and Marking. Prepare Signing and marldn§ sheets. g) LandscapeB_rrigation plans h) Trail Amenities/Interpretive Facilities plans. i) Specifications. Specifications will be prepared using the Green Book. j) Cost Estimates. Final cost estimates will be prepared. No structure (retaining walls or bridges) or drainage improvements are assumed to be included in the final design. Kirnley-Horn and Associates, Inc. 4.0 Plan Processing a) City of Temecula. It is assumed that the City of will have three opportunities to review and comment on the submitted plans. Task 5 - Project Coordination 1.0 Community/Environmental Groups. It is assumed that KHA may be required to attend up to 2 meetings with community or environmental groups. 2.0 Caltrans. It is assumed that KHA may be required to attend up to 2 meetings with Caltrans during the completion of the PES. 3.0 Utilities. Up to two meetings are assumed. \~PADRE\VOLI W-DKlVE~larketing'dV[KT~02-xxxs~02-055 Temecula-Murrieta Creek'Gcope of ScrvicesR2.doc EXHIBIT B PAYMENT RATES AND SCHEDULE l0 r,~CII~P rojects~N01-27~Kimley Horn SCH~DULt~ ITEM 12 APPROVAL CITY ATTORNEY ~ DIRECTOR OF FINAN~ CITY MANAGER ~ TO: FROM: DATE: SUBJECT: CITY OF TEMECULA AGENDA REPORT ii(City Manager/City Council Jif -William G. Hughes, Director of Public Works/City Engineer March 25, 2003 Solicitation of Construction Bids and Approval of the Plans and Specifications for Project No. PW03-02, FY2002-03 - Slurry Seal Project PREPARED BY: Greg Butler, Principal Engineer RECOMMENDATION: That the City Council approve the Construction Plans and Specifications and authorize the Department of Public Works to solicit construction bids for Project No. PW03-02 FY2002-03, Slurry Seal Project. BACKGROUND: All streets within the City were physically inspected, evaluated and prioritized during the update of the Pavement Management System. The City's PMS makes recommendations for various types of preventive maintenance and rehabilitation depending upon the condition of the existing roadway. Of the recommended for slurry sealing, Staff has grouped those in close proximity to each other to provide a cost-effective project. As in previous years, this year's Slurry Seal Project will be using a rubberized sealing agent called, "Rubberized Emulsion Aggregate Slurry (REAS)", which is a preventive maintenance measure used where an asphalt concrete surface has become dry or brittle. This rubberized agent will be placed over the existing asphalt concrete pavement to replace the fine materials/oils and seal the pavement surface against water intrusion. This treatment will extend the life of the existing asphalt concrete pavement five to seven years. The work to be performed in this project includes the following:, crack sealing, treatment of all oil stains, traffic control, application of REAS and replacement of all pavement delineation. The Plans, Specifications and Contract Documents have been completed and the project is ready to be advertised for construction. These Plans and Specifications are available for review in the City Engineer's office. The Engineer's estimate for this project is $342,500.00. FISCAL IMPACT: Adequate funds are available in the Public Works Department Maintenance Division FY2002-2003 Budget for Routine Street Maintenance, Account No. 001-164-601-5402. ATTACHMENT: Slurry Seal List FY2002-2003 1 r:~agdrpt~0o2\0423\pw02~)5 bid/AJP LIST OF STREETS FOR SLURRY SEAL FY200212003 - SLURRY SEAL PROJECT PROJECT NO. PW03-02 OVERLAND TRAIL - REDHAWK PKWY. TO VAIL RANCH PKWY. 2,825 41 115,825 HAFIZ PASS - OVERLAND TRAIL TO HUPP DR. 135 42 5,670 HUPP DRIVE - POTESTAS DR. TO LINALOU RANCH RD. 710 37 26,270 LINALOU RANCH ROAD-HUPP DR. TO STRIGEL CT. 1,150 37 42,550 ENRIQUETA CIRCLE - LINALOU RANCH RD. TO END OF STREET 300 37 11,100 AKES PASS - LINALOU RANCH RD. TO POTESTAS DR. 462 37 17,094 CERVIN CIRCLE - LINALOU RANCH RD. TO END OF STREET 490 37 18,130 POTESTAS DRIVE - STRIGEL CT. TO HUPP DR. 1,095 37 40,515 STRIGEL COURT - LINALOU RANCH RD. TO END OF STREET 990 37 36,630 CUTCHOQUE DRIVE - STRIGEL CT. TO VAIL RANCH PKWY. 130 38 4,940 BANANAL WAY - OVERLAND TRAIL TO HISLOP WAY 2,175 37 80,475 HISLOP WAY - BANANAL WAY TO BANANAL WAY 1,230 37 45,51C VlARZ1 COURT - HISLOP WAY TO END OF STREET 730 37 27,01C KIT COURT- HISLOP WAY TO END OF STREET 545 37 20,165 qICLYN DRIVE - BANANAL WAY TO VAIL RANCH PKWY. 128 38 4,864 VALENTINO WAY - VAIL RANCH PKWY. TO REGINA DR. 2,300 37 85,10( FIBURCIO DRIVE - VALENTINO WAY TO END OF STREET 110 37 4,07( 3tUPA DRIVE - VALENTINO WAY TO KARIE WAY 1,650 37 61,05( REGINA DRIVE - FREESIA WAY TO TEHACHAPI PASS 1,970 37 72,89( ~.ARIE WAY - HUPA DR. TO FREESIA WAY 276 37 10,212 ?REESIA WAY - MACHON DR. TO REGINA DR. 1,170 37 43,29( VIACHON DRIVE -FREESIA WAY TO CINON DR. 770 37 28,49( EUPA LANE - CINON DR. TO JOSHERO CT. 550 37 20,35( '.INON DRIVE - VAIL RANCH PKWY. TO LEVI CT. 800 37 29,600 IOSHERO COURT - CUPA LANE TO END OF STREET 680 37 25,160 LEVI COURT - CINON DR. TO END OF STREET 480 37 17,760 LEVI COURT - CINON DR. TO FERN CIRCLE 590 37 21,830 5HALE CIRCLE LEVI CT. TO END OF STREET 325 37 12,025 KHIANNON WAY - CINON DR. TO SOTELO DR. 375 37 13,875 SOTELO DRIVE - RHIANNON WAY TO FERN CIRCLE 1,520 37 56,240 HUPA DRIVE- VALENTINO WAY TO END OF STREET 210 43 9,030 FERN CIRCLE - LEVI CT. TO END OF STREET 230 54 12,420 FERN CIRCLE - LEVI CT. TO GAROLI PASS 420 37 15,540 GRADO CIRCLE - FERN CIRCLE TO END OF STREET 290 37 10,730 GAROLI PASS - FERN CIRCLE TO REGINA DR. 970 37 35,890 ?EHACHAPI PASS - CALLE MIRA COPA TO VAIL RANCH PKWY. 2,240 37 82,880 elARGE PLACE - TEHACHAPI PASS TO CALLE ALFREDO 1,580 37 58,460 iHAYANNA CIRCLE - MARGE PL. TO END OF STREET 270 37 9,990 MELISSA CIRCLE - CAMINO ALAMOSA TO END OF STREET 450 37 16,650 EXHIBIT "C" Page 1 of 3 r:\cip~projects~pw03\pw03-02 slurry seal~sslist.xls LIST OF STREETS FOR SLURRY SEAL FY2002/2003 - SLURRY SEAL PROJECT PROJECT NO. PW03-02 EAMINO ALAMOSA- MARGE PL. TO CALLE ALFREDO 1,400 37 51,800 ,~ALLE ALFREDO - CAM1NO ALAMOSA TO MARGE PL. 460 37 17,020 ,'AMINO OTILIA - CALLE ALFREDO TO CAMINO RUBANO 180 37 6,660 EAMINO RUBANO - TEHACHAPI PASS TO VAIL RANCH PKWY. 1,070 37 39,590 LORRAINE DRIVE - CAMINO RUBANO TO PPIS LANE 1,540 37 56,980 EORTE CANARIO -LORRAINE DR. TO END OF STREET 370 37 13,690 KABIAN COURT - LORRAINE DR. TO END OF STREET 240 37 8,880 CAMINO MARACA - LORRAINE DR. TO LABETA CIRCLE 370 37 13,690 LABETA CIRCLE - CAMINO MARACA TO END OF STREET 300 37 11,100 PPIS LANE - LORRAINE DR. TO CALLE HILARIO 620 37 22,940 CALLE HILARIO - PRIS LANE TO CALLE MIRA COPA 750 37 27,750 EALLE MIRA COPA -TEHACHAPI PASS TO AVITA CIRCLE 510 37 18,870 EORTE GANSO - CALLE HILARIO TO END OF STREET 250 37 9,250 A_VITA CIRCLE - CALLE MIRA COPA TO END OF STREET 280 37 10,360 SAWYERS RUN ROAD - PPIS LANE TO HARMONY LANE 290 37 10,730 HARMONY LANE -VAIL RANCH PKWY. TO SAWYERS RUN RD. 1,360 37 50,320 MILL RUN COURT - TERRACE DR. TO END OF STREET 400 37 14,800 7HATCHER COURT - TERRACE DR. TO END OF STREET 250 37 9,250 TERRACE DRIVE - HARMONY LANE TO SAWYERS RUN RD. 1,425 37 52,725 MILL RUN COURT - TERRACE DR. TO VAIL RANCH PKWY. 150 37 5,550 TERZICH DRIVE - VAIL RANCH PKWY. TO SASKIA PASS 125 37 4,625 ~ASKIA PASS -ALIGIHCHI WAY TO BOGUTA WAY 510 37 18,870 ALIGIHCHI WAY - SASKIA PASS TO TULLY RANCH RD. 480 37 17,760 I~3LLY RANCH ROAD -AL1GIHCHI WAY TO CAYENNE TRAIL 2,110 37 78,070 PASCUAL CIRCLE - TULLY RANCH RD. TO END OF STREET 280 37 10,360 BOGUTA WAY - TULLY RANCH RD. TO SASKIA PASS 280 37 10,360 LAURIANO DRIVE - TULLY RANCH RD. TO ROMERO DR. 350 37 12,950 §AMILIN CIRCLE - TULLY RANCH RD. TO END OF STREET 270 37 9,990 P~OSSMAN CIRCLE - TULLY RANCH RD. TO END OF STREET 640 37 23,680 SILKY ROAD -VAIL RANCH PKWY. TO ROMERO DR. 125 40 5,000 ROMERO DRIVE -LAURIANO DR. TO CAYENNE TRAIL 800 37 29,600 SUNBEAM TRAIL - VAIL RANCH PKWY. TO ROMERO DR. 130 37 4,810 EAYENNE TRAIL - TULLY RANCH RD. TO ROMERO DR. 800 37 29,600 EAMINO PIEDRA ROJO - VAIL RANCH PKWY. TO CAM. GONZALES 2,570 37 95,090 ?AROWN DRIVE - CAM1NO PEIDRA ROJO TO TOBIAS CIRCLE 300 37 11,100 WELTON WAY - CAMINO PIEDRA ROJO TO BUTTERFIELD STAGE RD. 120 43 5,160 I~OBIAS CIRCLE - PAROWN DR. TO END OF STREET 360 37 13,320 ZALLE LANGAPICA - CALLE LOPEZ TO CAMINO PIEDRA ROJO 780 37 28,860 ~tVENIDA BICICLETA - CAMINO PIEDRA ROJO TO JOHNSTON DR. 1,075 37 39,775 EXHIBIT "C" Page 2 of 3 r:~cip~projects~pwO3'~:neo3-o2 slun7 sealtsslist.xls LIST OF STREETS FOR SLURRY SEAL FY2002/2003 - SLURRY SEAL PROJECT PROJECT NO. PW03-02 2ALLE LOPEZ - CALLE LANGARICA TO AVENIDA BICICLETA 250 37 9,250 2ALLE CANTO -AVENIDA BICICLETA TO JOHNSTON DR. 1,250 37 46,250 ~SRICE CIRCLE - CALLE CANTO TO END OF STREET 310 37 11,470 IAMIN CIRCLE - CALLE CANTO TO END OF STREET 430 37 15,910 IOHNSTON DRIVE - CAMINO PIEDRA ROJO TO VAIL RANCH PKWY 1,460 37 54,020 2ORTE SANCHEZ -JOHNSTON DR. TO END OF STREET 1,230 37 45,510 EALLE BANUELOS -NIGHTHAWK PASS TO CAMINO GONZALES 1,180 37 43,660 2AMINO GONZALES - CAMINO PIEDRA ROJO TO CALLE BANUELOS 1,025 37 37,925 2ORTE RODRIGUEZ - CALLE BANUELOS TO END OF STREET 650 37 24,050 2AMINO HERNANDEZ - CORTE RODRIGUEZ TO CORTE GUTIERREZ 515 37 19,055 2ORTE GUTIERREZ - JOHNSTON DR. TO END OF STREET 1,215 37 44,955 VIAPLEWOOD COURT -NIGHTHAWK PASS TO BRENTWOOD PLACE 550 33 18,150 BRENTWOOD PLACE - MAPLEWOOD CT. TO BUTTERFIELD STAGE RD. 645 33 21,285 ?,OSEWOOD CIRCLE - BRENTWOOD PLACE TO END OF STREET 620 33 20,460 2RESTWOOD CIRCLE - ROSEWOOD CIRCLE TO END OF STREET 210 33 6,930 TOTAL: 2,570,095 EXHIBIT "C" Page 3 of 3 r:~cip~projects~pwO3~pw03-02 slur~ seal~sslist.xls ITEM 13 APPROVAL CITY ATTORNEY ~)~"~-~ DIRECTOR OF FINANCE~__ CITY MANAGER TO: FROM: DATE: SUBJECT: CITY OFTEMECULA AGENDA REPORT City ManagedCity Council /~.~'~William G. Hughes, Director of Public Works/City Engineer March 25, 2003 Reduction in Development Impact Fees (Traffic Component) PREPARED BY: Beryl Yasinosky, Management Analyst RECOMMENDATION: That the City Council adopt a resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA REDUCING THE TRAFFIC COMPONENT OF THE CITY'S DEVELOPMENT IMPACT FEES FOR RESIDENTIAL DEVELOPMENT BACKGROUND: Pursuant to Chapter 15.06 of the City's Municipal Code entitled "Public Facilities Development Impact Fee" the City requires developers to pay their fair-share in meeting the increased demand for public improvements through the collection of a development impact fee (DIF). The DIF fee is collected in accordance with Government Code Section 66000 and includes a traffic component to provide for the traffic facilities needed to serve the new development. On January 14, 2003, the City Council approved an ordinance authorizing participation in the Western Riverside County Transportation Uniform Mitigation Fee (TUMF) program and adding Chapter 15.08 to the City's Municipal Code. The TUMF ordinance provides a new revenue source to ensure future development will contribute towards the impacts of new growth on the regional transportation infrastructure. For residential development, the fees will take effect on March 31, 2003. For non-residential development, the fees will be phased in over a two-year period beginning July 1, 2004. However, in an effort to avoid any duplication of fees associated with the City's DIF program and the TUMF program, staff has determined it is necessary to reduce the traffic component of the DIF fee 16.94% for residential development, effective March 31, 2003. This fee reduction is necessary to remove facilities from the DIF program that will now be covered under the new TUMF program, in accordance with the following schedule: 1 R:~agdrpt\03\0325\TrafficDIF.red uction Development Impact Fees/Residential Development (Street System Improvement Component Reduction - 16.94%) Effective March 31, 2003 COMPONENT TYPE OF LAND USE (711102-3130~3) CURRENT FEE Street System Residential Attached $556.463 Improvements Residential Detached $793.851 (3/31/03) w/'rUMF REDUCTION $462.198 $659.373 The recommendation to reduce the amount of the traffic component complies with the provisions of the DIF and TUMF ordinances, which allows the developer to request a reduction in the fees for development projects that construct or finance regional public facilities that are included in the City's capital improvement plan. The attached resolution serves to address the interim collection of DIF fees for residential development beginning March 31, 2003 and will continue in effect until such time the City Council approves the future updates/revisions to the DIF Ordinance. FISCAL IMPACT: No fiscal impacts are expected with the approval of the attached resolution. The collection of TUMF fees will offset the equivalent reduction of the traffic component of the DIF program for all residential development beginning March 31, 2003. All other DIF components shall remain in full force and effect. ATTACHMENTS: Resolution No. 03- 2 R:~agdrpt\03\0325\TrafficDIF.red uction RESOLUTION NO. 03- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA REDUCING THE TRAFFIC COMPONENT OF THE CITY'S DEVELOPMENT IMPACT FEES FOR RESIDENTIAL DEVELOPMENT THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The City Council finds, determines and declares that: A. The City of Temecula has approved, by Ordinance, for the collection of a traffic component of its Development Impact Fee (DIF) program to provide for certain traffic facilities needed to serve new residential and non-residential development; and B. The City of Temecula has also approved, by Ordinance, for the collection of a Transportation Uniform Mitigation Fee (TUMF) to ensure future residential and non- residential development contributes towards the impacts of new growth on the regional transportation infrastructure; and C. For residential development, the new TUMF program becomes effective on March 31, 2003. For non-residential development the TUMF program takes becomes effective July 1, 2004; and D. In order to avoid duplication of fees associated with the City's DIF program and TUMF program, it is necessary to reduce the traffic component of the DIF fee 16.94% for residential development, as follows: ICOMPONENT Improvements TYPE OF LAND USE (7/1/02 - 3/30/03) CURRENT FEE (3/31/03) W/TUMF REDUCTION Residential Attached $556.463 $462.198 Residential Detached $793.851 $659.373 E. The reduction of the traffic component of the DIF program complies with Government Code Section 66000 and the provisions of the City's DIF and TUMF ordinances. F. This resolution serves to address the interim collection of DIF fees for residential development beginning March 31, 2003, pursuant to Exhibit A, and will continue in effect until such time the City Council approves the future updates/revisions to the DIF Ordinance. Section 2. The City Council of the City of Temecula hereby approves a reduction of the traffic component of the DIF fee for residential development effective March 31, 2003, as follows: · Street System Improvements Component for Residential Attached = $462.198 · Street System Improvements Component for Residential Detached -- $659.373 Except as specifically provided in this Resolution, all other DIF components shall remain in full force and effect. 3 R:\agd rpt\03\0325\TrafficDIF.reduction PASSED, APPROVED, AND ADOPTED, by the City Council of the City of Temecula at a regular meeting held on the 25~ day of March 2003. Jeffrey E. Stone, Mayor ATTEST: Susan W. Jones, CMC, City Clerk (SEAL) STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) CITY OF TEMECULA ) l, Susan W. Jones, CMC, City Clerk of the City of Temecula, California, do hereby certify that Resolution No. 03- was duly and regularly adopted by the City Council of the City of Temecula at a regular meeting thereof held on the 25th day of March 2003, by the following vote: AYES: 0 COUNCILMEMBERS: NOES: 0 COUNCILMEMBERS: ABSENT: 0 COUNCILMEMBERS: Susan W. Jones, CMC City Clerk 4 R:~agdrpt\03\0325\TrafficDJF.red uction EXHIBIT A CITY OF TEMECULA DEVELOPMENT IMPACT FEES CALCULATED TUMF FEES ADJUSTMENT 3/31/03 CURRENT TUMF COMPONENT TYPE OF LAND USE FEES ADJ Street System Residential Attached 556,463 462.198 Improvements Residential Detached 793.851 659.373 Office 0.974 0.974 Retail Commercial 3.006 3.006 Service Commercial 1.504 1.504 Business Park/Industrial 0.712 0.712 Traffic Signals and Residential Attached 83.847 83.847 Traffic Control Residential Detached 118.694 118.694 Systems Office 0.148 0.148 Retail Commercial 0.458 0.458 Service Commercial 0.228 0.228 Business Park/Industrial 0.109 0.109 3orporate Facilities Residential Attached 128.496 128.496 Residential Detached 241.749 241.749 Office 0.051 0.051 Retail Commercial 0.126 0.126 Service Commercial 0.070 0.070 Business Park/industrial 0.043 0.043 --ire Protection Residential Attached 45.739 45.739 Facilities Residential Detached 59,892 59.892 Office 0.133 0.133 Retail Commercial 0.024 0.024 Service Commercial 0.019 0.019 Business Park/Industrial 0.017 0,017 Park and Recreation Residential Attached 1,316.568 1,316.568 Improvements Residential Detached 1,754.337 1,754.337 Office Retail Commercial Service Commercial Business Park/Industrial Libraries Residential Attached 169.885 169.885 Residential Detached 226.506 226.506 Office Retail Commercial Service Commercial Business Park/Industrial TOTAL DEVELOPMENT Residential Attached 2,300.998 2,206.733 IMPACT FEE PER Residential Detached 3,195.030 3,060.552 UNIT Office 1.306 1.306 Retail Commercial 3.614 3.614 Service Commerctal 1.819 1.819 Business Park/Industrial 0.880 0.880 NOTE: Fees for residential development are calculated per dwelling unit. Fees for non-residential development are calculated per square foot of gross building area. P:\Finance\vonrichp\Beryl adj.xls 8:39 AM 3/12/2003 TEMECULA COMMUNITY SERVICES DISTRICT ITEM 1 MINUTES OF AN ADJOURNED REGULAR MEETING OF THE TEMECULA COMMUNITY SERVICES DISTRICT MARCH t8, 2003 A regular meeting of the City of Temecula Community Services District was called to order at 8:07 P.M., at the City Council Chambers, 43200 Business Park Drive, Temecula, California. President Comerchero presiding. ROLL CALL PRESENT: 5 DIRECTORS: ABSENT: 0 DIRECTORS: Naggar, Pratt, Roberts, Stone, Comerchero None Also present were General Manager Nelson, City Attorney Thorson, and City Clerk Jones. PUBLIC COMMENTS No comments. CONSENT CALENDAR 1 Minutes RECOMMENDATION: 1.1 Approve the minutes of February 25, 2003. 2 Fourth of July Fireworks Presentation RECOMMENDATION: 2.1 Award a contract to Pyro Spectaculars exercising the third-year option to renew for the preparation and display for the 2003 Fourth of July Extravaganza Fireworks Show presentation in an amount of $25,000. 2.2 Approve a 10% contingency for an amount not to exceed $2,500. 3 Accept Substitute Landscape bonds in Tract No. 23143-1 (Crowne Hill Development - located southeasterly of intersection of Pauba Road at Butterfield Stage Road) RECOMMENDATION: 3.1 Accept the Substitute Landscape Bonds from Greystone Homes, Inc. for Tract No. 23143-1. MOTION: Director Stone moved to approve Consent Calendar Item Nos. 1 - 3. The motion was seconded by Director Naggar and voice vote reflected unanimous approval. Minutes.csd\031803 1 DIRECTOR OF COMMUNITY SERVICES REPORT No comment. GENERAL MANAGER'S REPORT No comment. BOARD OF DIRECTORS' REPORTS None given. ADJOURNMENT At 8:08 P.M., the Temecula Community Services District meeting was formally adjourned to Tuesday, March 25, 2003, at 7:00 P.M., City Council Chambers, 43200 Business Park Drive, Temecula, California. ATTEST: Jeff Comerchero, President Susan W. Jones, CMC City Clerk/District Secretary [SEAL] Minutes.csd\031803 2 ITEM 2 APPROVAL CITY ATTORNEY ~ DIRECTOR OFFINANCF_j.,~. CITY MANAGER ~'~,/ TO: FROM: DATE: SUBJECT: CiTY OFTEMECULA AGENDA REPORT Board of Directors Herman D. Parker, Director of Community Service~'2~ March 25, 2003 Naming of Crowne Hill and Serena Hills Park Sites PREPARED BY: Cathy McCarthy, Development Services Administrator RECOMMENDATION: That the Board of Directors: 1. Approve the name 'Pauba Ridge Park' for a 5.2 acre park site in the Crowne Hill Development as recommended by the Community Services Commission. 2. Approve the name 'Serena Hills Park' for a 3.15 acre park site in the Serena Hills Development as recommended by the Community Services Commission. BACKGROUND: Crowne Hill is a large specific plan development in eastern area of the City south of Pauba Road and east of Butterfield Stage Road. The developer was conditioned to construct and dedicate two parks to the City of Temecula. The first park, 'Crowne Hill Park' has already been completed. The second is the park site you will be naming tonight. Serena Hills is a 220 unit residential development west of Butterfield Stage Road. The developer was conditioned to construct a 3.15 acre park site which is located on La Serena Road and Walcott Lane. At the direction of the Board of Directors, the Community Services Department ran a community-wide campaign requesting names for future park sites in the City. During a three week period ending March 3, 2003, flyers were distributed, advertisements and press releases were placed in the local newspapers and the park naming was offered on the City's website. During this campaign, several suggestions were made for naming of park sites. Attached, you will find the list of park name recommendations for future City of Temecula Park and Recreation Facilities. Pursuant to City policy, the Community Services Commission forwards recommendations to the Board of Directors regarding the naming of the City's parks and recreation facilities. At their meeting March 10, 2003, the Commission approved a motion to recommend that the names 'Pauba Ridge Park' and 'Serena Hills Park' be forwarded to the Board for these sites. The Community Services Commission selected 'Pauba Ridge Park' as the name for the 5.2 acre park site in Crowne Hill because the park site is adjacent to Pauba Road and as you approach the park on Pauba Road, you gently incline over a ridge to reach the park. As a result the name was selected 'Pauba Ridge Park'. R%McOarthC',Agenda ReportslPack Names Crowne Hill and Serena Hills - Boacd dec The Community Services Commission selected 'Serena Hills Park' as the name for the 3.15 acre park site because the park is located within the Serena Hills Development. The Board may approve these names or select other names of their choice. FISCAL IMPACT: None ATTACHMENTS: Crowne Hill Park Site 'A' Conceptual Design Serena Hills Park Site Conceptual Design List of Proposed Park Names Resolution No. CSD 92-08: Naming Parks and Recreation Facilities ¢,/z mz ~z~z tu ~ z j \/ t59 TP~¢TNO. 23209 CITY OF TEMECULA COMMUNITY SERVICES DEPARTMENT PROPOSED PARK NAMES March 2003 The following is a list of names for various park sites within the City of Temecula. These names were compiled through a community wide park naming campaign, which requested residents of the City of Temecula to submit names for their local park sites to be constructed in the future. The Community Services Commission may select one of these names or another name of their choice, based on the geographical location of the park, a geological feature of the site, or they may name the facility after an individual that has made a significant contribution towards parks, recreation or community services in Temecula, or has played a vital role in the development of this community. Walter Vail Park Palomar Mountain Park Kit Carson Park Immigrant Trail Park Ramona Wolf Park Roripaugh Park Vineyard Park Palomino Park Santa Rosa Park Patricia H. Birdsall Park Ron Parks Park Toddler Park Tony Tobin Park Columbia Memorial Park Tuscany Hills Park Verde Valle Park Kingston Park Wine Country Park Jewel of Crowne Hill Park Palomar Park Sunset Park Luiseno Park Cattleman Park Erie Stanley Gardner Park Wolf Valley Park Vaqueros Park Eve Craig Park Temecula Creek Park Mountain View Park Ronald Reagan Park City View Park Columbia Park President's Park Good Neighbor Park Fun City Park Pauba Meadows Park Pauba Park Grace Mellman Park RESOLUTION NO. CSD 92-08 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA COMMUNITY SERVICES DISTRICT ADOPTING A POLICY FOR NAMING PARKS AND RECREATION FACILITIES W]:Ik'~EAS, on April 23, 1991, the Board of Directors (thc "Board") adopted a policy for naming parks and recreation fac'flitie, s; and WHEREAS, the Community Services District and the Parks and Recreation Commission requests that the aforementioned policy be adopted by resolution; NOW, THI~REFORE, THE BOARD OF DIRECTORS OF THE TEMECULA COMMUNITY SERVICES DISTRICT DOES HEREBY, RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the policy for naming parks and recreation facilities as set forth on Exhibit "A" is adopted establishing a uniform policy and procedure that identifies criteria for the naming of parks and recreation facilities. PASSED, APPROVED AND ADOPTED this 8th day of September, 1992. Ronald I. Parks, President Rcsos CSD 92-08 STATE OF CALIFORNIA) COUNTY OF RIVERSIDE) SS CITY OF TEMECULA ) I, June S. Greek, City Clerk of the City of Temecula, HER~RY DO CERTIFY that the foregoing Resolution No. CSD 92-08 was duly adopted at a regular meeting of the City Council of the City of Temecula on the 8th day of September 1992 by the following roll call vote. AYES: 5 DIRECTORS: Birdsall, Moore, Lindemans, Mufioz Parks, NOES: 0 DIRECTORS: None ABSENT: 0 DIRECTORS: None (~J~une S. Greek,~'~mf'Clerk Resos CSD 92-08 Exhibit "A" TE1V CULA CONh%4TINITY SERVICES DISTRICT Naming Parks and Recreation Facilities PURPOSE To establish a uniform policy and procedUre that identifies criteria for the naming of parks and recreation facilities. POLICY The Park and Recreation Commission will be responsible for the selection of names for parks and recreation facilities. Once a name is selected, it will be forwarded to the Board of Directors for ratification. Staff will be responsible for encouraging citizens and community organizations to suggest possible names that will then be forwarded to the Commission for consideration. At a minimum, each park and community building will be designated a name. Naming of specific areas within a park (garden, swimming pool, lake, ballfield, etc.) is acceptable but should be kept to a minimum to avoid confusion. No park shall be given a name which might be perceived as controversial by the community. Ail names selected shall be acceptable and meaningful to a majority of the neighborhood/community where the park or recreation facility is located. Priority in naming sites shall be given to geographical locations, historic significance or geologic features. No park shall'be named for a person, except where an individual has made a significant financial contribution toward the acquisition and/or development of the park or facility, or has been an outstanding long-time community leader who has supported open space and recreational activities. Ail park and recreation facilities will be designated a formal name within six months of acquisition or construction. All parks shall have an entrance sign. Buildings will have an entrance sign and a plaque inside the facility for name identification. The name of a park or recreation facility may be changed only after a hearing is held by the Commission to receive community input and direction. No name shall be changed unless there is significant justification and support by the community. RESPONSIBILITY ACTION Department Parks and Recreation Commission Department 1. Acquires a new park or recreation facility. 2. Solicits possible names from community. Forwards suggested names to the Parks and Recreation Commission for consideration. 4. Receives any additional community input. 5. Selects a name for the new park or 'recreation facility. 6. Forwards name to City Council for ratification. 7. Installs the appropriate naming sign or plaque. REDEVELOPMENT AGENCY ITEM 1 MINUTES OF A REGULAR MEETING OF THE TEMECULA REDEVELOPMENT AGENCY MARCH 18, 2003 A regular meeting of the City of Temecula Redevelopment Agency was called to order at 8:09 P.M., in the City Council Chambers, 43200 Business Park Drive, Temecula. ROLLCALL PRESENT: 5 AGENCY MEMBERS: Comerchero, Naggar, Pratt, Stone, and Roberts ABSENT: 0 AGENCY MEMBER: None Also present were Executive Director Nelson, Assistant City Attorney Curley, and City Clerk Jones. PUBLIC COMMENTS No input. CONSENT CALENDAR 1 Minutes RECOMMENDATION: 1.1 Approve the minutes of February 11, 2003; 1.2 Approve the minutes of February 25, 2003. 2 Purchase and Sale A,qreement for a Commercial Site in Old Town RECOMMENDATION: 2.1 Adopt a resolution entitled: RESOLUTION NO. RDA 03-06 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING THAT CERTAIN AGREEMENT ENTITLED PURCHASE AND SALE AGREEMENT AND ESCROW INSTRUCTIONS FOR CERTAIN REAL PROPERTY LOCATED AT 28690 MERCEDES STREET IN THE CITY OF TEMECULA MOTION: Agency Member Naggar moved to approve Consent Calendar Item Nos. 1-2. The motion wsa seconded by Agency Member Stone and voice vote reflected unanimous approval. R:\Minutes.rda\031803 1 AGENCY BUSINESS 3 Old Town Identification Siqns RECOMMENDATION: 3.1 Direct staff to proceed with the installation of the additional identification signs in Old Town. Housing and Redevelopment Director Meyer reviewed the staff report (of record). Agency Member Pratt relayed his delight with the recommended proposal but questioned whether the names of individual businesses could be listed on the proposed identification signs. Assistant City Attorney Curley reviewed the proposed categories for the identification signs, noting that those categories conform with the City's Development Code. Speaking in support of the proposed recommendation, Agency Member Stone commended Agency Member Pratt on his effort to achieve a compromise for the merchants in Old Town. Ms. Lorena Spencer, 41946 Fifth Street, merchant in Old Town, reiterated her concerns with regard to the lack of signage for businesses located on side streets of Old Town and noted that the proposed recommendation would not be acceptable, requesting that side street businesses be granted the same signage opportunities as those businesses located on Front Street. Echoing Ms. Spencer's signage concerns, Mr. Otto Baron, 28681 Pujol Street, noted that the lack of signs will continue to promote blight in the area. For Mrs. Nancy Baron, 41915 Fourth Street, staff confirmed that there are no building height mandates in Old Town. Agency Member Stone noted that it would not be the Agency's responsibility to provide exposure for businesses and that deviating from the Code would create a proliferation of signage and, therefore, spoke in support of the recommendation. Agency Member Comerchero as well relayed his support of the recommendation, emphasizing the Agency's legal constraints. MOTION: Agency Member Stone moved to approve staff recommendation. The motion was seconded by Agency Member Comerchero and voice vote unanimous approval. EXECUTIVE DIRECTOR'S REPORT No comment. AGENCY MEMBERS' REPORTS A. Chairman Roberts apprised the public of the upcoming Blue Grass Festival in Old Town on March 22 and 23, 2003, 11:00 A.M. to 5:00 P.M. R:\Minutes.rda\031803 2 ADJOURNMENT At 8:26 P.M., the Temecula Redevelopment Agency meeting was formally adjourned to Tuesday, March 25, 2003, in the City Council Chambers, 43200 Business Park Drive, Temecula, California. Ron Roberts, Chairman ATTEST: Susan W. Jones, CMC City Cler~Agency Secretary [SEAL] R:'~Vlinutes.rda\031803 3 ITEM 2 APPROVAL CITYATTORNEY FINANCE OFFICER' ~/~.~_ CITY MANAGER CITY OFTEMECULA/TEMECULAREDEVELOPMENTAGENCY AGENDA REPORT DATE: TO: FROM: SUBJECT: March 25, 2003 Executive Director/Agency Members John Meyer, Redevelopment Director.~ Baily's Restaurant Project in Old Town RECOMMENDATION: That the City Council: 1. Adopt a Resolution entitled: RESOLUTION NO. 03- A RESOLUTION OF THE CITY OF TEMECULA APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE CITY AND OLD TOWN DINING LLC, A CALIFORNIA LIMITED PARTNERSHIP 2. That the Temecula Redevelopment Agency adopt a Resolution entitled: RESOLUTION NO. RDA 03- A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND OLD TOWN DINING LLC, A CALIFORNIA LIMITED PARTNERSHIP BACKGROUND: Redevelopment Goals The Temecula Redevelopment Agency has been engaged in the revitalization of Old Town since R:~O[dtown'tSaily~3aily PSA staff report,doc 1995. The Agency's revitalization goals include: · Promote the preservation and enhancement of Old Town · Upgrading the physical appearance of Project Area · Establishing new standards for the private development within Project Area Project Description Based on Agency Board direction, staff has negotiated a Disposition and Development Agreement with Chris and Kim-Baily, owners of Baily's Restaurant (Old Town Dining LLC), to develop a new restaurant facility on the Agency owned property located at the northwest corner of Old Town Front Street and 2'd Street. The proposed project w~ll include two restaurant venues totaling 8,600 square feet. The upstairs will be fine dining and downstairs will be casual dining with a lounge, and patio seating. In addition, there is a 3,200 sq. ft. patio style banquet facility, which will be used for large parties and receptions and will also have separate restrooms. When not in use, the Baily's have agreed to allow public access to the banquet grounds. The restrooms serving the banquet facility will be available for public use. The Baily's have been involved in the restaurant business for over 15 years and have managed the existing restaurant for the last ten years. Baily's is considered one of the nicest fine dining establishments in the Valley and enjoys a loyal customer base. Agency Involvement The proposed project represents the first fine dining restaurant development in Old Town. As cited in the 1998 KMA Old Town Market Assessment, this project will contribute to the economic mix of Old Town by developing a fine dining restaurant that will serve as a catalyst Jn bringing locals as well as visitors to Old Town. The Baily's choice of Old Town is a direct reflection of the Agency's goal of stimulating the Old Town economy by locating the Community Theater and Children's Museum in Old Town, The building design is proposed to be a Richardson Romanesque style of Victorian Amhitecture. This style was popular from the 1880's through the early 1900's and therefore should be found to be consistent with the Old Town Specific Plan. The project will be subject to the standard development review process including the Old Town Local Review Board, Disposition and Development Agreement In order to facilitate the proposed project, the Agency and Baily's will need to enter into a Disposition and Development Agreement (DDA) to establish the terms and conditions surrounding the development of the property. The Agency would convey the entire site (12,750 sq. ff.) to the Bailys for fair market value established through an appraisal at $230,000. The Agency would impose a 10- year operating covenant for the fine dining establishment. The Bailys will be required to develop the property immediately. When not in use, the banquet facility and restrooms will be available to the public. Staff believes this project will serve as a catalyst for additional investment in Old Town. This deal provides Old Town a first class restaurant housed in a beautiful building, provides public restrooms, a park like area accessible to the public, and a high quality owner who can make it happen. R:\Oldtown'~Baily~Baily PSA staff report,doc ENVIRONMENTAL: Staff has reviewed the project for compliance with the California Environmental Quality Act. Based upon staffs review, the proposed project is eligible for a Statutory Exemption pursuant to Section 15332 of the Public Resource Code. FISCAL IMPACT: The proceeds from this property disposition will be deposited into the Agency's fund balance and reprogrammed during the upcoming Capital Improvement Program. Attachments: Council Resolution No. 03__ Agency Resolution No. RDA 03 __ Disposition and Development Agreement Proposed Site Plan/Elevation R:\Oldtown~Baily~aily PSA staff report.doc RESOLUTION NO. RDA 03- A RESOLUTION OF THE CITY OF TEMECULA APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE CITY AND OLD TOWN DINING LLC, A CALIFORNIA LIMITED PARTNERSHIP THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The City Council of the City of Temecula hereby finds, determines and declares that: A. The City of Temecula ("City") is a community redevelopment agency duly organized and existing under the Community Redevelopment Law ("CRL"), Health and Safety Code Sections 33000 et seq. and has been authorized to transact business and exercise the powers of a redevelopment agency pursuant to action of the City Council of the City of Temecula. B. On July 12, 1988, the Board of Supervisors of the County of Riverside adopted Ordinance No. 658 adopting and approving the "Redevelopment Plan for Riverside County Redevelopment Project No. 1988-1" (hereafter the "Plan") in accordance with the provisions of the CRL. On December 1, 1989, the City of Temecula was incorporated. The boundaries of the Project Area described in the Plan are entirely within the boundaries of the City of Temecula. On April 9, 1991, the City Council of the City of Temecula adopted Ordinances Nos. 91-08, 91-11, 91-14, and 91-15 establishing the Redevelopment Agency of the City of Temecula and transferring jurisdiction over the Plan from the County to the City. Pursuant to Ordinance Nos. 91-11 and 91- 15, the City of Temecula and the Redevelopment Agency of the City of Temecula assumed jurisdiction over the Plan as of July 1, 1991. C. The Disposition and Development Agreement ("Agreement") approved by this Resolution is intended to effectuate the Redevelopment Plan for the Agency's Redevelopment Project Area No. 1988-1, as amended, by selling certain real property to be used by the Developer to develop a new restaurant facility on the Agency owned property located at the northwest corner of Old Town Front Street and 2"u Street. D. The Agreement is also intended to effectuate the objectives of the Agency and the City of Temecula (the "City") in complying with their obligation to provide Iow and moderate income housing pursuant to the Health and Safety Code of California and the goals of the Temecula General Plan. The Developer's development of the Project and the fulfillment generally of this Agreement are in the best interest of the City and the welfare of its residents, and in accordance with the public purposes and provisions of applicable federal, state, and local laws and requirements. E. Pursuant to the provisions of Health & Safety Code Sections 33430, 33431 and 33433, on January 14, 2003 the Agency duly noticed and held R:\Oldtown\Baily\bailycityreso.doc a joint public hearing before the Board of Directors of the Redevelopment Agency of the City of Temecula and the City Council of the City of Temecula concerning the approval of the proposed Disposition and Development Agreement with Developer. F. Pursuant to the requirements of Health & Safety Code Section 33433, a comprehensive report summarizing and analyzing the proposed Disposition and Development Agreement. The report specifically contains the information required by Section 33433 and has been prepared within the time limit set forth therein and made available for public review from the date of the first publication of the notice of public hearing. G. The Agreement is consistent with the Redevelopment Plan and the Implementation Plan adopted by the Agency for the Project Area adopted by the Agency. H. The redevelopment of the Project site as provided in the Agreement and is consistent with the City's General Plan and the Old Town Specific Plan. I. The City is specifically authorized by Health & Safety Code Sections 33430, 33431 and 33433, and other applicable law, to enter into the Disposition and Development Agreement. J. The City Council has duly considered all terms and conditions of the proposed Agreement and believes that such agreement is in the best interests of the Agency and City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law requirements. K. This Agreement pertains to and affects the ability of all parties to finance and carry out their statutory purposes and to accomplish the goals of the Plan and is intended to be a contract within the meaning of Government Code Section 53511. Section 2. The City Council of the City of Temecula hereby further finds, determines and declares that: A. Pursuant to Sections 33132, 33133, and 33600 of the CRL, the Agency may accept financial or other assistance from any public or private source, for the Agency's activities, powers, and duties, and expend any funds so received for any of the purposes of the CRL. Section 3. The Project is an "in-fill project" and is exempt from the provisions of the California Environmental Quality Act pursuant to Section 15332 of the CEQA Guidelines (Title 14 of the California Code of Regulations). The City Manager is directed to file a Notice of Exemption of this action as required by CEQA and the CEQA Guidelines. Section 4. The City of Temecula hereby approves that certain agreement entitled "Disposition and Development Agreement" by and Between The City of R:\Oldtown\Baily\bailyciiyreso. doc 2 Temecula and Old Town Dining LLC, a California Limited Partnership with such changes in such document as may be mutually agreed upon by the Developer and the City Manager as is in substantial conformance with the form of such Agreement which on file in the Office of the City Clerk. The Mayor of the City is hereby authorized to execute the Agreement, including related exhibits and attachments on behalf of the Agency. A copy of the final Agreement when executed by the Mayor shall be placed on file in the Office of the City Clerk. Section 5. The City Manager (or his designee), is hereby authorized, on behalf of the City, to take all actions necessary and appropriate to carry out and implement the Agreement and to administer the City's obligations, responsibilities and duties to be performed under the Agreement and related documents, including but not limited to the Promissory Note, Deed of Trust, Regulatory Agreement, acceptances, escrow instructions, certificates of completion and such other implementing agreements and documents as contemplated or described in the Agreement. Section 6, The City Clerk shall certify the adoption of this Resolution. R:\Oldtown\Baily\bailycityreso.doc 3 PASSED, APPROVED AND ADOPTED by the City Council of the City of Temecula on March 25, 2003. ATTEST: Jeffrey E. Stone, Mayor Susan Jones, CMC City Clerk [SEAL] STATE OF CALIFORNIA COUNTY OF RIVERSIDE CiTY OF TEMECULA SS I, Susan Jones, CMC, City Clerk of the City of Temecula, do hereby certify that the Resolution No. RDA 03- was duly and regularly adopted by the City Council of the City of Temecula at a regular meeting thereof, held on March 25, 2003, by the following vote, to wit: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ABSTAIN: COUNCILMEMBERS: SUSAN JONES, CMC CITY CLERK R:\Oldtown~Baily\bailycityreso.doc 4 RESOLUTION NO. RDA 03- A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND OLD TOWN DINING LLC, A CALIFORNIA LIMITED PARTNERSHIP THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby finds, determines and declares that: A. The Redevelopment Agency of the City of Temecula ("Agency") is a community redevelopment agency duly organized and existing under the Community Redevelopment Law ("CRL"), Health and Safety Code Sections 33000 et seq. and has been authorized to transact business and exercise the powers of a redevelopment agency pursuant to action of the City Council of the City of Temecula. B. On July 12, 1988, the Board of Supervisors of the County of Riverside adopted Ordinance No. 658 adopting and approving the "Redevelopment Plan for Riverside County Redevelopment Project No. 1988-1" (hereafter the "Plan") in accordance with the provisions of the CRL. On December 1, 1989, the City of Temecula was incorporated. The boundaries of the Project Area described in the Plan are entirely within the boundaries of the City of Temecula. On April 9, 1991, the City Council of the City of Temecula adopted Ordinances Nos. 91-08, 91-11, 91-14, and 91-15 establishing the Redevelopment Agency of the City of Temecula and transferring jurisdiction over the Plan from the County to the City. Pursuant to Ordinance Nos. 91-11 and 91- 15, the City of Temecula and the Redevelopment Agency of the City of Temecula assumed jurisdiction over the Plan as of July 1, 1991. C. The Disposition and Development Agreement ("Agreement") approved by this Resolution is intended to effectuate the Redevelopment Plan for the Agency's Redevelopment Project Area No. 1988-'1, as amended, by selling certain real property to be used by the Developer to develop a new restaurant facility on the Agency owned property located at the northwest corner of Old Town Front Street and 2nd Street. D. The Agreement is also intended to effectuate the objectives of the Agency and the City of Temecula (the "City") in complying with their obligation to provide Iow and moderate income housing pursuant to the Health and Safety Code of California and the goals of the Temecula General Plan. The Developer's development of the Project and the fulfillment generally of this Agreement are in the best interest of the City and the welfare of its residents, and in accordance with the public purposes and provisions of applicable federal, state, and local laws and requirements. R:\Oldtown\BaiIy~BAILYRESO.DOC E. Pursuant to the provisions of Health & Safety Code Sections 33430, 33431 and 33433, on January 14, 2003 the Agency duly noticed and held a joint public hearing before the Board of Directors of the Redevelopment Agency of the City of Temecula and the City Council of the City of Temecula concerning the approval of the proposed Disposition and Development Agreement with Developer. F. Pursuant to the requirements of Health & Safety Code Section 33433, a comprehensive report summarizing and analyzing the proposed Disposition and Development Agreement. The report specifically contains the information required by Section 33433 and has been prepared within the time limit set forth therein and made available for public review from the date of the first publication of the notice of public hearing. G. The Agreement is consistent with the Redevelopment Plan and the Implementation Plan adopted by the Agency for the Project Area adopted by the Agency. H. The redevelopment of the Project site as provided in the Agreement and is consistent with the City's General Plan and the Old Town Specific Plan. I. The Agency is specifically authorized by Health & Safety Code Sections 33430, 33431 and 33433, and other applicable law, to enter into the Disposition and Development Agreement. J. The Agency Board has duly considered all terms and conditions of the proposed Agreement and believes that such agreement is in the best interests of the Agency and City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law requirements. K. This Agreement pertains to and affects the ability of all parties to finance and carry out their statutory purposes and to accomplish the goals of the Plan and is intended to be a contract within the meaning of Government Code Section 53511. Section 2. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby further finds, determines and declares that: A. Pursuant to Sections 33132, 33133, and 33600 of the CRL, the Agency may accept financial or other assistance from any public or private source, for the Agency's activities, powers, and duties, and expend any funds so received for any of the purposes of the CRL. Section 3. The Project is an "in-fill project" and is exempt from the provisions of the California Environmental Quality Act pursuant to Section 15332 of the CEQA Guidelines (Title 14 of the California Code of Regulations). The Executive Director of the Agency is directed to file a Notice of Exemption of this action as required by CEQA and the CEQA Guidelines. R:\Oldtown\Baiiy\BAILYRESO.DOC 2 Section 4. The Board of Directors of the Redevelopment Agency of the City of Temecula hereby approves that certain agreement entitled "Disposition and Development Agreement" by and Between Temecula Redevelopment Agency and Old Town Dining LLC, a California Limited Partnership with such changes in such document as may be mutually agreed upon by the Developer and the Agency Executive Director as is in substantial conformance with the form of such Agreement which on file in the Office of the Agency Secretary. The Chairperson of the Agency is hereby authorized to execute the Agreement, including related exhibits and attachments on behalf of the Agency. A copy of the final Agreement when executed by the Agency Chairperson shall be placed on file in the Office of the Secretary of the Agency. Section $. The Executive Director of the Agency (or his designee), is hereby authorized, on behalf of the Agency, to take all actions necessary and appropriate to carry out and implement the Agreement and to administer the Agency's obligations, responsibilities and duties to be performed under the Agreement and related documents, including but not limited to the Promissory Note, Deed of Trust, Regulatory Agreement, acceptances, escrow instructions, certificates of completion and such other implementing agreements and documents as contemplated or described in the Agreement. Section 6. Resolution. The Secretary of the Agency shall certify the adoption of this R:\Oldtown~Baily\BAILYRESO.DOC ~ PASSED, APPROVED AND ADOPTED by the Board of Directors of the Redevelopment Agency of the City of Temecula on March 25, 2003. ATTEST: Ron Roberts, Chairperson Susan Jones, CMC Agency Secretary [SEAL] STATE OF CALIFORNIA COUNTY OF RIVERSIDE CITY OF TEMECULA SS I, Susan Jones, CMC, Secretary of the Redevelopment Agency of the City of Temecula, do hereby certify that the Resolution No. RDA 03- was duly and regularly adopted by the Board of Directors of the Redevelopment Agency of the City of Temecula at a regular meeting thereof, held on March 25, 2003, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAIN: BOARDMEMBERS: BOARDMEMBERS: BOARDMEMBERS: BOARDMEMBERS: SUSANJONES, CMC SECRETARY R:\Oldtown\Baily\BAILYRESO.DOC 4 DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA [CHRIS BALLY AND KIM BALLY] DATED as of: __ ,2003 11087~0001\722386.2 DISPOSITION AND DEVELOPMENT AGREEMENT THIS DISPOSITION AND DEVELOPMENT AGREEMENT (this "Agreement") is dated as of March 25, 2003, and is entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body corporate and politic ("Agency"), and [CHRIS BAILY and KIM BAILY, General Partners, Old Town Dining LLC (collectively, "Developer"), with respect to the following recitals: RECITALS: A. The purpose of this Agreement is to effectuate the Redevelopment Plan for Riverside County Redevelopment Project Area No. 1988-1, as amended, of Agency (the "Redevelopment Plan"), in the City of Temecula, California, by facilitating improvements to real property within the "Project Area" (as defined below). B. The Redevelopment Plan has been approved and adopted by Ordinance No. 658 of the City of Temecula adopted June 12, 1988. C. Agency is a public body, corporate and politic, exercising governmental functions and powers, and organized and existing under the Community Redevelopment Law of the State of California. D. Developer desires to acquire from Agency certain undeveloped property owned by Agency that is described on Exhibit A attached hereto (the "Property") and construct and operate thereon a first-class dining establishment, including patio-style banquet facilities (the "Project"). The Project is more particularly described on Exhibit B attached hereto (the "Scope of Development"). E. Developer will be required to permit the public to use the restrooms of the restaurant and (when not in use by restaurant patrons) the patio-style banquet facilities, as more particularly specified herein. F. The construction and operation of the Project will assist in the elimination of blight in the Project Area, provide additional jobs, and substantially improve the economic and physical conditions in the Project Area in accordance with the purposes and goals of the Redevelopment Plan. G. The land uses specified in this Agreement and the provisions relating to construction of the Project are consistent with the provisions of the Redevelopment Plan and each of its applicable elements. AGREEMENT: NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants contained in this Agreement the parties hereto agree as follows: ARTICLE 1 DEFINITIONS. 11087~)001\722386.2 Section 1.1 Definitions. The following terms as used in this Agreement shall have the meanings given unless expressly provided to the contrary: 1.1.1 "Agency" means the Redevelopment Agency of the City of Temecula, a public body, corporate and politic, exercising governmental functions and powers, and organized and existing under the Conununity Redevelopment Law of the State of California. 1.1.2 "Agency Board" means the board of directors of Agency. 1.1.3 "Agreement" means this Disposition and Development Agreement. 1.1.4 "City" means the City of Temecula, a California municipal corporation. 1.1.5 "City Council" means the City Council of the City of Temecula, a municipal corporation. 1.1.6 "Certificate of Occupancy" means a certificate issued by the City of Temecula pursuant to the City's building code as defined in such code approving the Project for use by occupants. 1.1.7 "Close of Escrow" is defined in Section 2.3. 1.1.8 "Close of Escrow Date" means the date on which a grant deed for the Property that is executed by Agency in favor of Developer is recorded in the Official Records of the County of Riverside, California (the "Official Records"), in accordance with this Agreement. 1.1.9 "Default" is defined in Section 6.1. 1.1.10 "Escrow" is defined in Section 2.3. 1.1.I1 "Escrow Holder" means First American Title Company at 3625 Fourteenth Street, Riverside, California 92501, Attn:Debi Newton, Escrow Officer, or another licensed escrow holder mutually selected by the Parties. 1.1.12 "Hazardous Materials" means any chemical, material or substance now or hereafter defined as or included in the definition of "hazardous substances," "hazardous wastes," "hazardous materials," "extremely hazardous waste," "restricted hazardous waste," "toxic substances," "pollutant or contaminant," "imminently hazardous chemical substance or mixture," "hazardous air pollutant," "toxic pollutant," or words of similar import under any local, state or federal law or under the regulations adopted or publications promulgated pursuant thereto applicable to the Property, including, without limitation: the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. Sections 9601, et seq. ("CERCLA"); the Hazardous Materials Transportation Act, as amended, 49 U.S.C. Sections 1801, et seq.; the Federal Water Pollution Control Act, as amended, 33 U.S.C. Sections 1251, et seq.; and the Resource Conservation and Recovery Act of 1976, 42 U.S.C. Sections 6901, et seq. The term "Hazardous Materials" shall also include any of the following: any and all toxic or hazardous substances, materials or wastes listed in the United States -2- 11087~0001 \722386.2 Department of Transportation Table (49 CFR 172.101) or by the Environmental Protection Agency as hazardous substances (40 CFR Part 302) and in any and ail amendments thereto in effect as of the Close of Escrow Date; oil, petroleum, petroleum products (including, without limitation, crude oil or any fraction thereof), naturai gas, natural gas liquids, liquified natural gas or synthetic gas usable for fuel, not otherwise designated as a hazardous substance under CERCLA; any substance which is toxic, explosive, corrosive, reactive, flammable, infectious or radioactive (including any source, special nuclear or by-product material as defined at 42 U.S.C. Sections 2011, et seq.), carcinogenic, mutagenic, or otherwise hazardous and is or becomes regulated by any governmentai authority; asbestos in any form; urea formaldehyde foam insulation; transformers or other equipment which contain dielectric fluid containing levels of polychlorinated byphenyls; radon gas; or any other chemicai, material or substance (i) that poses a hazard to the Property, to adjacent properties, or to persons on or about the Property, (ii) that causes the Property to be in violation of any of the aforementioned laws or regulations, or (iii) the presence of which on or in the Property requires investigation, reporting or remediation under any such laws or regulations. 1.1.13 "Improvements" means ail buildings, landscaping, infrastructure, utilities, and other improvements to be built on the Property, or any part thereon, as described in the Scope of Development. 1.1.14 "Opening of Escrow" is defined in Section 2.3. 1.1.15 "Party" means any party to this Agreement. The "Parties" means all parties to this Agreement. 1.1.16 "Permitted Exceptions" are defined in Section 2.4.3. 1.1.17 "Plans and Specifications" means all Basic Concept Drawings, Preliminary Drawings, Finai Construction Drawings (as such terms are defined below), landscaping and grading plans, engineering drawings, and any other plans or specifications required for construction of the Project. 1.1.18 "Project" means the development of the Property with the Improvements, and the operation thereof as a restaurant facility, and includes the development and operation of the Public Improvements. 1.1.19 "Property" is that certain real property described in Exhibit A attached hereto. 1.1.20 "Public Improvements" means the restrooms located in banquet facility and public access from the public parking lot and Old Town Front Street that are designated as such on the Scope of Development described in Exhibit B attached hereto. 1.1.21 "Schedule of Performance" means the schedule attached hereto as Exhibit C. 1.1.22 "Scope of Development" means the description of the Project set forth in Exhibit B attached hereto. -3- 11087~0001 \722386.2 ARTICLE 2 PURCHASE AND SALE OF PROPERTY. Section 2.1 Purchase and Sale. Subject to and in accordance with the terms and conditions hereinafter set forth, Agency agrees to sell to Developer, and Developer agrees to purchase from Agency, fee simple title to the Property. Section 2.2 Purchase Price. The purchase price for the Property to be paid by Developer (the "Purchase Price") shall be the sum of Two Hundred Thirty Thousand Dollars ($230,000). Section 2.3 Opening and Closing of Escrow. Within five (5) business days after Agency's approval of this Agreement, Agency and Developer shall cause an escrow (the "Escrow") to be opened (the "Opening of Escrow") with Escrow Holder for the sale of the Property by Agency to Developer. The Parties shall deposit with Escrow Holder a fully executed duplicate original of this Agreement that shall serve as the escrow instructions for the Escrow. Agency and Developer shall provide such additional escrow instructions as shall be necessary and consistent with this Agreement. Escrow Holder is authorized to act under this Agreement and to carry out its duties as Escrow Holder hereunder. Escrow shall close (the "Close of Escrow") on or before Ninety (90) days after the Opening of Escrow]. By notice to Agency, Developer shall be entitled to set the Close of Escrow Date on any business day which is at least five (5) business days after Developer approves or waives its due diligence conditions set forth in Sections 2.6.1, 2.6.2 and 2.6.3, but in no event later than July 15, 2003. Section 2.4 Failure to Purchase. If Developer fails to purchase the Property when it is obligated to do so under the terms of this Agreement, Agency may instruct Escrow Holder to cancel the escrow, whereupon Agency shall be relieved from all liability hereunder, and, promptly following Escrow Holder's receipt of such instruction, and notwithstanding any conflicting instruction received by Escrow Holder from Developer or any agent of Developer, Escrow Holder shall (i) cancel the Escrow, and (ii) pay all of Escrow Holder's charges from the total amount of funds then held by Escrow Holder (or if no such funds are held by Escrow Holder, then from additional funds deposited by Developer). Section 2.5 Condition of Title; Title Insurance. 2.5.1 Developer has received from First American Title Company ("Title Company"), a preliminary report for title insurance for the Property (the "Preliminary Report") setting forth matters affecting Agency's title to the Property (each an "Exception"), together with copies of all documents relating to Exceptions referred to in the Preliminary Report. Developer shall approve or disapprove each Exception shown on the Preliminary Report by delivering to Seller approval/disapproval on or before April 30, 2003. Any matter not timely disapproved shall be deemed approved. Any Exceptions that are approved or deemed approved by Developer are referred to as "Permitted Exceptions." 2.5.2 If any Exception is disapproved (each a "Disapproved Exception"), then Agency may, at Agency's option, exercisable at Agency's sole and absolute discretion, elect by notice to Seller given on or before May 15, 2003, to use reasonable efforts to cause each Disapproved Exception to be eliminated, all at Agency's sole cost and expense (and Title -4- 1108750001 \722386.2 Company's elimination of, or endorsement over, the Disapproved Exception or shall be deemed an elimination of the Disapproval Exception). If Agency makes such election, then Agency shall have until the Close of Escrow to cause the same to be eliminated. If Agency is unable to obtain the elimination of a disapproved Exception, or if Agency docs not elect to do so, then Developer shall have the fight to: 2.5.2.1 Waive the Disapproved Exception and proceed with Closing, accepting title to the Property subject to the Disapproved Exception, without any price reduction (at which time such Exception shall be deemed a Permitted Exception), or 2.5.2.2 Terminate this Agreement by notice to Agency prior to Close of Escrow, in which event both Developer and Agency shall be relieved of all fu~her obligation and liability to each other under this Agreement and all the funds and documents deposited with Escrow Agent shall be promptly refunded or returned, as the case may be, by Escrow Agent to the depositing party, less escrow cancellation fees. 2.5.3 At the Close of Escrow, Agency shall convey title to the Property to Developer (or its Pemaitted Assignee) by grant deed substantially in the form attached hereto as Exhibit D and incorporated herein by this reference (the "Grant Deed"). Title to the Property shall be conveyed subject to (i) non-delinquent current real property taxes and assessments not yet due for the tax year during which the conveyance occurs, (ii) all Permitted Title Exceptions, (iii) the Memorandum of DDA, and (iv) any other matters which arise out of the actions of Developer or its agents or representatives (collectively, the "Permitted Exceptions"). 2.5.4 At the Close of Escrow, Agency shall, at Agency's sole cost and expense, cause to be delivered to Developer a CLTA Owner's Standard Policy of Title Insurance, Form 1992B, or its equivalent, issued by Title Company in favor of Developer in the amount of the Purchase Price, insuring that title is vested in Developer free and clear of all liens, easements, covenants, conditions, restrictions, and other encumbrances of record, other than the Permitted Exceptions for the Property. Developer may obtain an ALTA survey and an ALTA extended coverage policy of title insurance and/or title endorsements at its own cost. Section 2.6 Escrow Charges. Agency shall be responsible for any recording fees, documentary and local transfer taxes, and one-half of any customary escrow fees and charges arising hereunder. Developer shall be responsible for one-half of any customary escrow fees. Section 2.7 Conditions to Close of Escrow. The obligation of Agency and Developer under this Agreement to close Escrow shall be subject to the satisfaction or waiver of each of the following conditions: 2.7.1 Developer's approval of the physical condition of the Property, which Developer shall approve or disapprove by notice delivered to Agency on or before May 30, 2003. 2.7.2 That there shall not be any threat at the Close of Escrow of condemnation of the Property by any entity with the power of eminent domain. -5- 11087~0001\722386.2 2.7.3 That as of the Close of Escrow the representations and warranties of Agency contained in this Agreement are true and correct in all material respects. 2.7.4 Agency's delivery of all documents required to be delivered by Agency pursuant to Section 2.9. 2.7.5 Title Company shall have committed to issue a CLTA Owner's Standard Policy of Title Insurance, Form 1992B, or its equivalent (or if requested by Developer after an ALTA survey has been delivered to Title Company, an ALTA policy), with any endorsements requested by Developer, and with liability equal to the Purchase Price, showing fee simple title to the Property vested in Developer or Developer's assignee or designee, subject only to the Permitted Exceptions, at the Close of Escrow. Section 2.8 Escrow Holder. 2.8.1 Escrow Holder is aUthorized on the Close of Escrow to: 2.8.1.1 Pay and charge Agency and Developer, as applicable, for any fees, charges and costs payable under this Article 2, as set forth on the settlement statements approved by the Parties. Before such payments are made, Escrow Holder shall notify Agency and Developer of the fees, charges, and costs necessary to close under the Escrow, by delivering draft settlement statements to the Parties for their mutual approval. 2.8.1.2 Disburse funds and deliver the deeds and other documents to the parties entitled thereto or for whose benefit they are written. 2.8.1.3 Record the Grant Deed and Memorandum of DDA in the Office of the Official Records (in that order). 2.8.2 Any amendment of these escrow instructions shall be signed by both Agency and Developer. At the time of any amendment, Escrow Holder shall agree to carry out its duties as escrow holder under such amendment. 2.8.3 Escrow Holder is instructed to send copies of notices, demands and communications between the Parties to or from Agency or to or from Developer, to both parties to the addresses and in the manner established in Section 8.1. Section 2.9 Condition of the Property. 2.9.1 Developer shall have the right, for the period commencing with the date hereof through May 30, 2003, to approve or disapprove the physical condition of the Property. During such period, Developer is hereby granted permission to enter onto the Property for the purpose of conducting an ALTA survey and performing a Phase I Environmental Assessment, and inspecting and testing the soil to determine the adequacy and quality of the underlying soil to meet its building requirements. Developer shall indemnify, hold harmless, and defend Agency and the City against and hold Agency, City and the Property harmless from, all losses, costs, damages, liabilities, liens, and expenses, including, without limitation, reasonable attorneys' fees, arising out of such entry and activities by Developer and its agents, employees, or -6- 11087~0001 \722386.2 contractors, prior to the Close of Escrow, except to the extent any such losses, costs, damages, liabilities, and expenses arise out of the gross negligence or willful acts of Agency or City. 2.9.2 Agency shall convey the Property to Developer in an "AS IS, "WHERE- IS" condition with all faults and defects, and except for those representations and warranties expressly set forth in this Agreement, Agency makes no warranty whatsoever to Developer as to the condition of any portion of the Property, including whether the Property contains any Hazardous Materials. Subject to the provisions of Section 2.9.1, Developer has inspected the Property and has determined that the Property is suitable for Developer's purposes. Developer acknowledges and agrees: 2.9.2.1 Agency has made no representation or warranty with respect to the Property except for those express representations and warranties contained in this Agreement. 2.9.2.2 It is purchasing the Property with the objective of constructing and operating the Project thereon. 2.9.2.3 Its decision to purchase the Property will be based on the results of its analysis and the reports it obtains during the period described in Section 2.8.1. 2.9.2.4 Agency has made no representation or warranty as to the accuracy or completeness of any reports and other materials prepared by persons other than Agency and delivered by Agency to Developer, and Developer is not relying on the accuracy and completeness of any such reports and other materials prepared by persons other than Agency. 2.9.2.5 Except as specifically provided in this Agreement, Agency has made no representation or warranty with respect to the use, fitness for a particular reason, zoning, value, improvements, square footages or any other condition of the Property. Developer further agrees that, from and after the Close of Escrow, except with respect to any claims arising out of the breach of this Agreement or Agency's breach of this Agreement or the express representations of Agency herein, Developer, for itself and its agents, employees, affiliates, successors and assigns, hereby releases and forever discharges Agency and the City and their respective council members, officials, officers, directors, attorneys, employees, consultants, agents, and representatives, successors and assigns (collectively "Agency Affiliates") from, and waives any right to proceed against Agency or the City or Agency Affiliates for any or all rights, claims, and demands at law or in equity, including any rights of contribution, whether known or unknown at the time of this Agreement, which Developer has or may have in the future, arising out of the Property or its condition. Without limiting the generality of the foregoing, Developer specifically waives the provisions of Section 1542 of the Califomia Civil Code, which provides: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CRF. DITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AI~'FECTED HIS SETTLEMENT WITH DEBTOR." -7- 11087~0001 \722386.2 Developer hereby specifically acknowledges that it has carefully reviewed this Section 2.9.2 and discussed its import with its own independent legal counsel, and that the provisions of this Section 2.9.2 are a part of this Agreement. Developer's Initials 2.9.3 Agency represents and warrants to Developer as of the date of this Agreement and as of the Close of Escrow Date that: 2.9.3.1 Agency has taken all actions required to duly authorize the execution and performance of this Agreement and the execution and performance of all of the closing documents set forth herein. 2.9.3.2 Agency's execution and performance of this Agreement and the closing documents will not violate any provision of any mortgage, lease, contract, agreement, order, judgment or decree by which Agency is bound. After the execution of this Agreement, Agency's performance of its obligations under this Agreement and the closing documents will not require the consent of any federal, state or local court or governmental authority, or any other person or entity. 2.9.3.3 This Agreement is valid and enforceable against Agency in accordance with its terms and each instrument to be executed by Agency pursuant to this Agreement will, when executed and delivered, be enforceable in accordance with its terms, subject to bankruptcy, insolvency and similar laws affecting creditors' rights generally. 2.9.3.4 There are no currently pending, and to Agency's knowledge, there are no threatened or proposed, suits, actions, proceedings or investigations against or initiated by Agency which relate to or affect the Property. 2.9.3.5 Developer represents and warrants to Agency as of the date of this Agreement and as of the Close of Escrow Date that: 2.9.3.6 Developer is comprised of a California Limited Liability Company, Chris and Kim Bally, Managing Members, Old Town Dining LLC, 27644 Ynez Road M-11, Temecula, CA 92591. .9.3.7 Developer's execution and performance of this Agreement and the closing documents will not violate any provision of any mortgage, lease, contract, agreement, instrument, order, judgment or decree by which Developer is bound. 2.9.3.8 This Agreement is valid and enforceable against Developer in accordance with its terms and each instrument to be executed by Developer pursuant to this Agreement will, when executed and delivered, be enforceable in accordance with its terms, subject to bankruptcy, insolvency and similar laws affecting creditors' rights generally. Section 2.10 Deposit into Escrow. -8- 11087~0001 \722386.2 2.10.1 Agency's Deposits into Escrow. Agency hereby covenants and agrees to deliver to Escrow Holder prior to the Close of Escrow the following instruments and documents, the delivery of each of which shall be a condition of the Close of Escrow: 2.10.1.1 A Grant Deed duly executed and acknowledged by Agency granting and conveying to Developer good and marketable title to the Property. The Grant Deed shall be in the form attached hereto as Exhibit D; 2.10.1.2 A counterpart of a Memorandum of DDA, duly executed and acknowledged by Agency, in the form attached hereto as Exhibit E; 2.10.1.3 Agency's affidavit as contemplated by California Revenue and Taxation Code Section 18662 (the "Withholding Affidavit"); 2.10.1.4 A Certification of Non-Foreign Status in accordance with I.R.C. Section 1445 (the "FIRPTA"); and 2.10.1.5 Such proof of Agency's authority and authorization to enter into this transaction as Title Company may reasonably require in order to issue Developer's policy of title insurance. 2.10.2 Developer's Deposits into Escrow. Developer shall deposit with Escrow Holder, on or prior to the Close of Escrow, the Purchase Price and a counterpart of the Memorandum of DDA, duly executed and acknowledged. Section 2.11 Authorization to Record Documents and Disburse Funds. Escrow Holder is hereby authorized to record documents and disburse the funds and deliver the documents called for hereunder upon the Close of Escrow, provided each of the following conditions has then been fulfilled: 2.11.1 Title Company can issue in favor of Developer a CLTA Owner's Standard Policy of Title Insurance, Form 1992B, or its equivalent (or, if elected by Developer and provided an ALTA survey has been provided to Title Company, an ALTA Owner's Extended Coverage Policy of Title Insurance), with liability equal to the Purchase Price, showing the Property vested in Developer subject only to the Permitted Title Exceptions. 2.11.2 Agency and Developer shall have deposited in Escrow the documents required pursuant to Section 2.8, and Developer shall have deposited in Escrow Developer's share of closing and Escrow costs. 2.11.3 Agency and Developer shall have confirmed to Escrow Holder that all of the other closing conditions set forth in Section 2.7 have been satisfied or waived. Unless otherwise instructed, Escrow Holder is authorized to record at the Close of Escrow any instrument delivered through the Escrow if necessary or proper for issuance of Developer's or Agency's policies of title insurance. -9- 11087~0001 \722386.2 Section 2.12 Escrow's Closing Actions. On the Close of Escrow, Escrow Holder shall close Escrow as follows: 2.12.1 Record the Grant Deed in the Official Records; 2.12.2 Record the Memorandum of DDA in the Official Records; 2.12.3 Issue the Title Policy or cause Title Company to issue the Title Policy; 2.12.4 Prorate taxes, assessments, rants, and other charges as of the Close of Escrow in accordance with the settlement statements approved by the Parties. 2.12.5 Deliver to Agency the Purchase Price; 2.12.6 Charge Developer for those costs and expenses to be paid by Developer pursuant to this Agreement and disburse any net funds remaining after the preceding disbursements to Developer; 2.12.7 Prepare and deliver to both Developer and Agency one signed copy of Escrow Holder's closing statement showing all receipts and disbursements of the Escrow; and 2.12.8 Deliver to Developer the FIRPTA and the Withholding Affidavit. Section 2.13 Environmental Indemnity. Developer shall indemnify, protect, defend and hold harmless the City and Agency, and the City's and Agency's board members, council members, officials, officers, attorneys, employees, consultants, agents, and representatives, from and against any and all claims, liabilities, suits, losses, costs, expenses and damages, including but not limited to attorneys' fees and costs, arising out of any claim for loss or damage to any property, including the Property, injuries to or death of persons, or for the cost of cleaning up the Property and removing Hazardous Materials or toxic substances, materials and waste therefrom, by reason of contamination or adverse effects on the environment, or by reason of any statutes, ordinances, orders, rules or regulations of any governmental entity or agency requiring the clean- up of any Hazardous Materials caused by or resulting from any Hazardous Material, or toxic substances or waste existing on or under or in the vicinity of, any portion of the Property acquired by Developer that were not located on or under such property or in the vicinity of such property on or before the acquisition of such property by Developer. Section 2.14 Additional Instructions. The Parties shall execute appropriate escrow instructions, prepared by Escrow Holder, which are not inconsistent herewith. If them is any inconsistency between the terms hereof and the terms of the escrow instructions, the terms hereof shall control unless an intent to amend the terms hereof is expressly stated in such instructions. ARTICLE 3 DEVELOPMENT OF THE PROPERTY. Section 3.1 Development of the Project. Developer shall develop, or cause to be developed, the Project on the Property, in accordance with the Scope of Development, the Schedule of Performance, all requirements of the City's Municipal Code, and any and all applicable federal, state and local laws, rules and regulations in connection with such -10- 11087~0001 \722386.2 construction, any conditions of approval required by the City (including conditions of approval for the subdivision of the Property), the Plans and Specifications, and all terms, conditions and requirements of.this Agreement. If the Close of Escrow occurs and thereafter Developer fails to open the Project for business as a restaurant by the date that is March 25, 2004, then Developer shall pay damages to Agency for such failure to open by such date in the sum of One Thousand Dollars ($1,000) per day thereafter, until it opens for business which shall constitute Agency's liquidated damages for such failure to open for business by such date; provided, however, that if Developer relinquishes its right to develop the Project pursuant to this Agreement and reconveys title to the Property to Agency free of any liens or encumbrances created by or otherwise arising from the activities of Developer, such penalty shall no longer be in effect. Such payment shall be due within ten (10) days after receipt of demand therefor from Agency. Such covenant to open shall, however, be subject to extensions due to delays in construction, equipping and/or opening caused by reason of any "Force Majeure Delay" (as defined below). In the event of a Force Majeure Delay, Developer's nonperformance shall be excused and the date provided for above shall be extended, by the number of days constituting the Force Majeure Delay.] Section 3.2 Agency's Right to Review Plans and Specifications. In connection with construction of the Project, Developer shall comply in all respects with Plans and Specifications approved by Agency or the City in accordance with this Agreement. Agency shall have the right to review all Plans and Specifications for the Improvements to ensure that the Improvements are constructed to a high quality as described in the Scope of Development in Agency's reasonable judgment. This approval is in addition to that required by the City Council or its applicable subdivisions (such as the Planning Commission, Department of Building and Safety and/or the Department of Public Works). The "Plans and Specifications" include the Preliminary Drawings and the Final Construction Drawings. Section 3.3 Basic Concept Drawings and Preliminary Site Plan. Agency acknowledges that it has received and approved a site plan and conceptual drawings for the Project (the "Basic Concept Drawings"). Section 3.4 Preliminary Drawings. Developer shall prepare and submit to Agency, for Agency's review and approval, Preliminary Drawings based upon the Scope of Development and the Basic Concept Drawings. The Preliminary Drawings shall include, but not be limited to, floor plans, a site plan, elevations, and specifications for the Project. Section 3.5 Landscaping and Finish Grading. Developer shall prepare and submit to Agency, for Agency's review and approval, final landscaping plans for the Project, which shall be included with the Final Construction Drawings. Section 3.6 Final Construction Drawings and Related Documents. After receipt of Agency's approval of Preliminary Drawings, Developer shall prepare and submit to Agency, for Agency's review and approval, Final Construction Drawings for the applicable development phase of the Project, which shall include complete construction documents, site development elevations, final landscaping plans, and related documents. The Final Construction Drawings shall be in sufficient detail necessary to obtain building permits. -11- 11087~0001 \722386.2 Section 3.7 Approval of Construction Plans. Agency shall approve or disapprove such plans, drawings, and related documents referred to in Sections 3.3 through 3.6, in a timely fashion. Any disapproval shall state the reasons for disapproval. Developer, upon receipt of a disapproval, shall revise such portion of the plans, drawings or related documents in a manner that satisfies the reasons for disapproval and shall resubmit such revised portions to Agency as soon as possible after receipt of the notice of disapproval. Agency shall approve or disapprove such revised portions in the same manner as provided in this Agreement for approval or disapproval of plans, drawings, and related documents initially submitted to Agency. Any items submitted to and approved by Agency shall not be subject to subsequent disapproval by Agency. Section 3.8 Construction Contract. Developer shall retain a reputable and financially responsible general contractor ("General Contractor") to undertake the construction of the Project. General Contractor shall be acceptable to and approved by Agency, licensed in California, and experienced in completing the improvements to be constructed at the Property by Developer. On or before the date set forth in the Schedule of Performance, Developer shall enter into a written contract (the "Construction Contract") with General Contractor for performing the work constituting the construction of the Project. Such Construction Contract shall be a guaranteed maximum cost contract insuring construction of the improvements for a fixed price, subject to such reasonable adjustments as are customarily allowed with respect to construction contracts, and shall obligate General Contractor to commence and complete such construction in accordance with this Agreement and all applicable federal, state and local laws, rules and regulations. Such Construction Contract shall provide for retention of at least 10 percent from each progress payment (except there shall be no retention for any items excused from retention as specified in the Construction Contract) until the final payment and such final payment shall not be paid to General Contractor until the portion of the Project covered by such Construction Contract shall have been completed to Developer's satisfaction, and Developer shall have obtained all appropriate lien waivers from General Contractor and its subcontractors, or bonds acceptable to Developer in form and amount, insuring against loss arising from any mechanics', laborers', materialmen's or other like liens filed against the Property. Section 3.9 Construction Loan. On or before the date set forth therefor in the Schedule of Performance, Developer shall submit to Agency, for approval by Agency's Executive Director (which approval will not be unreasonably withheld or delayed), evidence of construction financing commitment for the Project. Adequate financing shall consist of binding construction loan commitments and commitments of equity funds in an aggregate amount equal to all hard costs of designing and constructing the Improvements of the Project and all soft costs for owning and operating the Project until maturity of the construction loan, as shown on the Proforma and Construction Budget. If Developer falls to provide Agency with proof of adequate financing by the date set forth in the Schedule of Performance, then Agency shall have the option of terminating this Agreement and Agency shall be released from any and all further obligations to Developer under the terms of this Agreement. Section 3.10 Changes in Construction Drawings. ff Developer desires to make any material changes in the Final Construction Drawings and related documents after their approval by Agency, Developer shall submit the proposed changes to Agency for its approval. If approved, Agency shall notify Developer of such approval within thirty (30) days. after -12- 11087~0001\722386.2 submission to Agency. Developer shall revise such portions as are disapproved and resubmit them to Agency within thirty (30) days of receipt of disapproval. Section 3.11 Cost of Construction. The cost of constructing the Project, including the costs for developing and constructing the Improvements thereon, shall be borne by Developer. Section 3.12 Rights of Access. In addition to those rights of access to and across the Property to which Agency and the City may be entitled by law, members of the staffs of Agency and the City shall have a reasonable right of access to the Property, without charge or fee, at any reasonable time, upon reasonable notice to Developer (which may be telephonic notice to Developer or Developer's construction foreman) to inspect the work being performed at the Property. Developer may require that a representative of Developer accompany Agency's or City's staff members during any such inspection. Section 3.13 Local, State and Federal Laws. Developer shall carry out the construction of the Improvements on the Property in conformity with all applicable laws, including all applicable federal and state occupation, safety and health standards. Developer represents and warrants that all of the Improvements to be constructed by Developer shall be constructed in compliance with the current City and State of California standards and laws (including, without limitation, any applicable prevailing wage requirements). Section 3.14 City and Other Governmental Agency Permits and Approvals. Before commencement of construction or development of any work or improvement on the Property, Developer shall (at Developer's expense) secure, or cause to be secured, any and all permits that may be required by the City or any other agency having jurisdiction over such construction or development. Section 3.15 Anti-discrimination During Construction. Developer, for Developer and Developer's successors and assigns, agrees that Developer shall not discriminate against any employee or applicant for employment because of age, sex, marital status, race, handicap, color, religion, creed, ancestry, or national origin in the construction of the Improvements. Section 3.16 No Agency Created. In performing this Agreement, Developer is an independent contractor and not the agent of Agency or the City. Agency and the City are not agents of Developer. Neither Agency nor the City shall have any responsibility whatsoever for payment to any contractor or supplier of Developer. Developer shall not have any responsibility whatsoever for payment to any contractor or supplier of Agency or the City. Section 3.17 Consent by City. Any consent or approval by Agency required by this Article 3 shall be deemed satisfied or given to the extent the City consents or approves any such matter or issues a discretionary permit or approval. Section 3.18 Plans and Data. If this Agreement is terminated for any reason, then Developer shall deliver to Agency, without cost or expense to Agency, copies of any and all maps, architecture, engineering, subdivision approvals, permits, entitlements, rights, contracts, plans, drawings, studies, designs, reports, surveys, and data pertaining to the Project and its development (collectively, the "Site Designs") that are in the possession of Developer, together with a bill of sale therefore. The Site Designs shall then be the sole property of Agency and may -13- 11087~0001 \722386.2 be used by Agency, free of all claims or interests of Developer or any other person, other than the interest therein held by Developer's construction lender. Agency may use, grant, license or otherwise dispose of the Site Designs to any person for development of the Project or any other purpose, subject to the rights of Developer's construction lender. Section 3.19 Certificate of Occupancy. Upon Developer's completion of the construction of the Project, Developer will apply to the City for a Certificate of Occupancy for the Improvements. ARTICLE 4 LIMITATIONS ON TRANSFERS AND SECURITY INTERESTS. Section 4.1 Restriction on Transfer of Developer's Rights and Obligations. 4.1.1 Prior to issuance of the Certificate of Occupancy for the Project, Developer shall not sell, assign, transfer, mortgage, hypothecate, or convey (collectively, a "Transfer") the Property or any part thereof or any of Developer's rights or obligations hereunder, without Agency's prior consent, which consent may be granted or withheld in Agency's sole and absolute discretion, except for the execution of one or more mortgages, deeds of trust and related instruments securing Developer's construction loan. Developer acknowledges that the identity of Developer is of particular concern to Agency, and it is because of Developer's identity that Agency has entered into this Agreement with Developer. Except for any Transferee approved pursuant to this Section 4.1, and except for any "Holder" (as defined below) that has taken possession of the Property, no voluntary or involuntary successor in interest of Developer shall acquire any rights or powers under this Agreement. No transfer or assignment of Developer's interest hereunder without Agency's prior approval shall be deemed to release Developer from the obligations of Developer hereunder. 4.1.2 After the issuance of a Certificate of Occupancy for the entire Project, and the opening of the Project for business, Developer shall have the right to Transfer the Property to any party (a "Transferee") provided that: 4.1.2.1 The Transferee (and/or its management company, if any) has the experience, quality, character, trade record, financial ability and reputation, as determined by Agency in its reasonable business judgment, to own, lease and manage the Project; and 4.1.2.2 The Transferee assumes in writing all obligations of Developer set forth in this Agreement (except those pursuant to Articles 2 and 3, which shall be deemed satisfied upon the Close of Escrow and the issuance of final Certificate(s) of Occupancy for the Improvements, respectively). In the event that Developer desires to Transfer the Property pursuant to this Section 4.1.2, Developer will so notify Agency, and will provide Agency with all pertinent information regarding the Transferee and the transfer. Agency will approve or disapprove the Transferee (in its business judgment) within thirty (30) days after receipt of notice of Developer's intention to make the Transfer and all information regarding the Transferee and/or the transfer of that has been requested by Agency. Upon the completion of any Transfer to a Transferee approved by Agency as provided in this Section 4.1.2, the Transferee shall assume in writing all of Developer's rights and obligations under this Agreement and a copy of the assumption shall be -14- 11087~0001 \722386.2 delivered to Agency, and Developer shall thereupon be released from all further liabilities and obligations under this Agreement. Section 4.2 Mortgages and Deeds of Trust. Notwithstanding any provisions of Section 4.1 to the contrary, Developer shall have the fight to mortgage or hypothecate its interest in the Property and the Project pursuant to one or more mortgages, deeds of trust, sales and leaseback, or any other form of encumbrance or conveyance required for any reasonable method of financing from an institutional lender approved by Agency (which approval shall not unreasonably be withheld), for the purpose of securing loans of funds to be used for financing the direct and indirect costs of the Project (including land development costs, reasonable and customary developer fees, loan fees and costs, and other normal and customary project costs), or for refinancing the construction financing with permanent financing. Any institutional lender of record holding any such mortgage, deed of mast, or other security instrument authorized by this Agreement shall be referred to as a "Holder." Section 4.3 Rights of Holders. Agency shall deliver a copy of any notice or demand to Developer concerning any breach or default by Developer under this Agreement to each Holder who has previously made a written request to Agency for special notice hereunder and whose name and address is provided in such written request. Any notice of breach or default by Developer shall not be effective against any such Holder unless given to such Holder. If Developer has been given a cure period in this Agreement applicable to the default, such Holder shall have the right at its option to cure or remedy any such default during such cure period and to add the cost thereof to the secured debt and the lien of its security interest. If such breach or default can only be remedied or cured by such Holder upon obtaining possession, such Holder may remedy or cure such breach or default within a reasonable period of time after obtaining possession, provided such Holder seeks possession with diligence through a receiver or foreclosure. Such Holder shall be permitted to undertake or continue the construction or completion of the Improvements beyond the extent necessary to conserve or complete the Improvements. Section 4.4 Noninterference with Holders. The provisions of this Agreement do not limit the fight of Holders to foreclose or otherwise enfome any mortgage, deed of trust, or other security instrument encumbering all or any portion of the Property, and the Improvements thereon, or to pursue any remedies for the enforcement of any pledge or lien encumbering such pmtions of the Property. In the event of a foreclosure sale under any such mortgage, deed of trust or other lien or encumbrance, or sale pursuant to any power of sale contained in any such mortgage or deed of trust, the purchaser or purchasers and their successors and assigns, and such portions of the Property shall be, and shall continue to be, subject to all of the conditions, restrictions and covenants of all documents and instruments recorded pursuant to this Agreement, including, without limitation, the restrictions set forth in the grant deed on such property from Agency to Developer. Agency agrees to execute such further documentation regarding the rights of any Holder as is customary with respect to construction or permanent financing, as the case may be, to the extent that such documentation is reasonably requested by Developer and such Holder and is reasonably approved by Agency. ARTICLE 5 USE OF THE PROPERTY. -15- 11087~0001 \722386.2 Section 5.1 Use of Property. 5.1.1 Primary Use. For a period of ten (10) years after the completion of the Improvements, Developer shall use the Property and every part thereof only for the construction of the Project thereon, and shall use and operate the Project only for a fine dining restaurant, and reasonable ancillary uses permitted by law. During that period Developer shall maintain the Project in good condition and repair. 5.1.2 Public Improvements. The public improvements shall be made available for use by members of the public when not being used by patrons of the banquet facility. Section 5.2 Obligation to Refrain from Discrimination. Developer covenants and agrees for itself and its successors and assigns, and for every successor in interest to the Property, or any part thereof, and their fights under this Agreement, that there shall be no discrimination against or segregation of any person, or group of persons, on account of sex, marital status, age, handicap, race, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, and Developer (itself or any person claiming under or through Developer) shall not establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Property or any portion thereof. Section 5.3 Form of Nondiscrimination and Non-Segregation Clauses. Developer shall refrain from restricting the rental, sale or lease of the Property or any portion thereof, on the basis of sex, age, handicap, mm'ital status, race, color, religion, creed, ancestry or national origin of any person. All deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or non-segregation clauses: In deeds: '~l'he grantee herein covenants by and for himself, his heirs, executors, administrators, successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of sex, sexual orientation, marital status, race, age, handicap, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land." In leases: "The lessee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through him, and this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons on account of sex, sexual orientation, marital status, race, age, -16- 11087~0001 \7P9386.2 handicap, color, religion, creed, national origin or ancestry, in the leasing, subleasing, transferring, use, or enjoyment of the land herein leased, nor shall the lessee himself, or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy, of tenants, lessees, subtenants or vendees in the land herein leased." In contracts relating to the sale or transfer of the Property, or any interest therein: '°There shall be no discrimination against or segregation of any person or group of persons on account of sex, sexual orientation, marital status, race, age, handicap, color, religion, creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy, of tenants, lessees, subtenants or vendees of the land." ARTICLE 6 EVENTS OF DEFAULT, REMF. DIES AND TERMINATION. Section 6.1 Defaults--Definition. Occurrence of any or all of the following shall constitute a default under this Agreement (a "Default"): 6.1.1 Any breach of this Agreement by any Party involving the payment of money, and the continuance of such breach for a period of thirty (30) days after the non- defaulting Party has given notice to the defaulting Party, as specified in Section 8.1; 6.1.2 A breach of any material term of this Agreement by any Party not involving the payment of money and failure of such Party to cure such breach within thirty (30) days after the non-defaulting Party has given notice to the defaulting Party; provided, however, if such breach is not reasonably curable within such thirty (30) day period, then such Party shall be deemed in Default only if such Party does not commence to cure such breach within such thirty (30) day period and thereafter fails to diligently prosecute such breach to completion within sixty (60) days thereafter; 6.1.3 A Transfer, whether voluntary or involuntary, in violation of this Agreement; 6.1.4 Developer's failure or refusal to keep in force and effect any material permit or approval with respect to construction of the Project, and Developer's failure to cure such breach within thirty (30) days after notice from Agency of Developer's breach; provided, however, if such breach is not reasonably curable within such thirty (30) day period, then Developer shall be deemed in Default only if Developer does not commence to cure such breach within such thirty (30) day period and thereafter fails to diligently prosecute such breach to completion; -17- 11087~001\722386.2 6.1.5 Filing of a petition in bankruptcy by or against any Party or appointment of a receiver or trustee of any property of any Party, or an assignment by any Party for the benefit of creditors, or adjudication that such Party is insolvent by a court, and the failure of such Party to cause such petition, appointment, or assignment to be removed or discharged within ninety (90) days. Section 6.2 Remedies in the Event of Default. 6.2.1 Remedies Prior to the Close of Escrow. In the event of a Default by any Party prior to the Close of Escrow; the non-defaulting Party shall have the right to terminate this Agreement provided it is not in breach of its obligation under this Agreement, by delivering notice thereof to the defaulting Party and to Escrow Holder, subject to the rights of the defaulting Party to cure such Default as provided in Section 6.1. Such Party may also seek against the defaulting Party any other remedies at law or equity, including but not limited to, the right to receive damages or to pursue an action for specific performance. 6.2.2 Remedies After the Close of Escrow. In the event of a Default by any Party after the Close of Escrow, a defaulting Party shall be liable to the non-defaulting Patty for all damages, costs and losses incurred by the non-defaulting Party, and the non-defaulting Party may seek against the defaulting Party any available remedies at law or equity, including but not limited to the right to receive damages or to pursue an action for specific performance. Section 6.3 Liberal Construction. The rights established in this Article 6 are to be interpreted in light of the fact that Agency will convey the Property to Developer for development and operation of the Project thereon and not for speculation in undeveloped land or for construction of different improvements. Developer acknowledges that it is of the essence of this Agreement that Developer is obligated to timely complete all Improvements comprising the Project. Section 6.4 No Personal Liability. No representative, agent, attorney, consultant, or employee of Agency shall personally be liable to Developer or any successor in interest of Developer, in the event of any Default or breach by Agency, or for any amount which may become due to Developer or any successor in interest, on any obligation under the terms of this Agreement. Section 6.5 Rights and Remedies are Cumulative. The rights and remedies of the parties are cumulative, and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same time or different times, of any other rights or remedies for the same default or any other default. Section 6.6 Inaction Not a Waiver of Default. Any failures or delays by either Party in asserting any of its rights and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies, or deprive either such Party of its rights to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. The acceptance by a Party of less than the full amount due from the other Party shall not constitute a waiver of such Party's fight to demand and receive the full amount due, unless such Party executes a specific accord and satisfaction. -18- 11087~0001 \722386.2 Section 6.7 Force Majeure. Notwithstanding anything to the contrary in this Agreement, any applicable deadline for a Party's performance of an obligation (other than the failure to pay money) shall be extended to the extent such performance is delayed by reason of any of the following forces reasonably beyond the control of such party and its contractors (a "Force Majeure Delay"): (i) actual, industry wide delay or failure to perform by Developer affecting all similar works of construction in the Temecula, California, area, attributable to any strike, lockout or other labor or industrial disturbance (whether or not on the part of the employees of either party hereto), civil disturbance, future order claiming jurisdiction, act of the public enemy, war, riot, sabotage, blockade, embargo, inability to secure customary materials, supplies or labor through ordinary sources by reason of regulation or order of any government or regulatory body; or (ii) delay attributable to lightning, earthquake, fire, 100-year storm, hurricane, tornado, flood, washout, explosion, or similar cause. Any prevention, delay or stoppage due to any Force Majeure Delay shall excuse the performance of the party affected for a period of time equal to any such prevention, delay or stoppage (except the obligations of either party to pay money to the other party or to close escrow). ARTICLE 7 INSURANCE; INDEMNITY. Section 7.1 Insurance. 7.1.1 Developer shall obtain and maintain at no cost or expense to Agency, commercial broad form general public liability insurance, insuring against claims and liability for bodily injury, death, or property damage arising from the construction, use, occupancy, condition, or operation of the Property, which insurance shall provide combined single limit protection of at least $2,000,000. Such insurance policy shall name the City and Agency and their council members, board members, officers, employees, consultants, independent contractors, attorneys and servants as additional insureds and shall include contractual liability coverage. Developer shall also obtain and maintain reasonable employer's liability insurance and business interruption insurance. 7.1.2 Before commencement of any demolition or construction work by Developer on any portion of the Property owned by Developer, Developer shall obtain and maintain in force until completion of such work (i) "all risk" builder's risk insurance, including coverage for vandalism and malicious mischief, in a form and amount and with a company reasonably acceptable to Agency (with contractual liability coverage), and (ii) workers' compensation insurance covering all persons employed by Developer in connection with work on the Project, or any portion thereof. During the construction of Improvements on any portion of the Property by Developer, such builder's risk insurance shall cover improvements in place and all material and equipment at the job site furnished under contract, but shall exclude contractors', subcontractors', and construction managers' tools and equipment and property owned by contractors' and subcontractors' employees. 7.1.3 Developer shall also furnish or cause to be furnished to Agency evidence satisfactory to Agency that any contractor with whom it has contracted for the performance of work on the Property or otherwise pursuant to this Agreement carries workers' compensation insurance as required by law. -19- 11087~0001 \722386.2 7.1.4 With respect to each policy of insurance required above, Developer and General Contractor shall furnish to Agency an insurance certificate satisfactory to Agency setting forth the material provisions of the insurance coverage. Developer shall furnish the required certificates prior to commencement of construction of any Improvements. 7.1.5 All such policies required by this Section 7.1 shall be nonassessable and shall contain language to the effect that (i) the policies cannot be canceled or materially changed except after thirty (30) days' written notice by the insurer to Agency, and (ii) Agency shall not be liable for any premiums or assessments. All such insurance shall have deductibility limits which shall be commemially reasonable and shall be issued by a reputable and financially responsible insurance company qualified to do business in the State of California and having a minimum Best's Insurance Guide rating of A:VII. Each insurance policy required to be carried by Developer hereunder shall be primary insurance with respect to any insurance maintained by Agency, which shall be in excess of Developer's insurance and shall not contribute with it. 7.1.6 Agency shall have the right at any time during the term of this Agreement to change the amounts and types of insurance required hereunder by giving Developer ninety (90) days' advance notice. All coverage type and limits required are subject to approval, modification and additional requirements by Agency, as the need arises. Developer shall not make any reductions in the scope of coverage (e.g., elimination of contractual liability or reduction of the discovery period) that may affect Agency's or City's protection without Agency's or City's prior consent. 7.1.7 Without affecting any other rights or remedies, Agency and Developer each hereby release and relieve the other, and waive their entire right to recover damages (whether in contract or in tort) against the other, for loss or damage to the Property or the improvements located thereon arising out of or incident to the perils customarily insured against in an "all risk" policy of fire and extended coverage insurance. The effect of such release and waivers of the right to recover damages shall not be limited by the amount of insurance carried or required, or by any deductibles applicable thereto. Developer shall obtain, from the insurance company or companies furnishing policies pursuant to this Section 7.1, an appropriate endorsement pursuant to which the insurance company waives the right of subrogation or consent to a waiver of right of recovery for loss or damage occasioned by the negligence, act, omission or fault of Agency or Agency employees, agents, and representatives. Section 7.2 Indemnity. From and after the execution of this Agreement, Developer hereby agrees to indemnify, defend, protect, and hold harmless Agency and the City and any and all agents, employees and representatives of Agency and the City, from and against all losses, liabilities, claims, damages (including foreseeable and unforeseeable consequential damages), penalties, fines, forfeitures, costs and expenses (including all reasonable out-of-pocket litigation costs and reasonable attorney's fees) and demands of any nature whatsoever, related directly or indirectly to, or arising out of or in connection with: 7.2.1 The development of the Project on the Property or the use, ownership, management, occupancy, or possession of the Property, -20- 11087~0001 \722386.2 7.2.2 Any broach or default by Developer hereunder, or 7.2.3 Any of Developer's activities on the Property (or the activities of Developer's agents, employees, lessees, representatives, licensees, guests, invitees, contractors, subcontractors, or independent contractors on the Property), regardless of whether such losses and liabilities shall accrue or are discovered before or after termination or expiration of this Agreement, except to the extent such losses or liabilities are caused solely and exclusively by the gross negligence or intentionally wrongful acts of Agency. Developer shall defend, at its expense, including attorneys' fees, Agency and the City, and Agency's and the City's council members, board members, officers, agents, attorneys, consultants, independent contractors, servants and employees in any legal action based upon such alleged acts or omissions. Agency and the City may in their discretion participate in the defense of any such legal action. ARTICLE 8 GENERAL PROVISIONS. Section 8.1 Notices. Except as otherwise required by law, any notice, request, direction, demand, consent, waiver, approval or other communication required or permitted to be given hereunder shall not be effective unless it is given in writing and shall be delivered (i) in person, (ii) by certified mail, postage prepaid, return receipt requested, (iii) by facsimile, or (iv) by a commercial overnight courier that guarantees next day delivery and provides a receipt, and addressed to the parties at the addresses stated below, or at such other address as either party may hereafter notify the other in writing as aforementioned: Agency: Redevelopment Agency of City of Temecula 43200 Business Park Drive Temecula, California 92589 Attn: Redevelopment Director, Mr. John R. Meyer AICP Fax: (909) 693-3903 With a copy to: Richards, Watson & Gershon 355 South Grand Avenue, 40th Floor Los Angeles, California 90017 Attention: Peter M. Thorson, Esq. Fax: 213-626-0078 Developer: Old Town Dining LLC 27644 Ynez Road, M- 11 Temecula, CA 92591 Attention: Chris and Kim Baily, Managing Members FAX# 909 676-0257 With a copy to: Attention: -21- 11087~0001\722386.2 Service of any such notice or other communications so made shall be deemed effective on the day of actual delivery (whether accepted or refused) as evidenced by confirmed answerback if by facsimile (provided that if any notice or other communication to be delivered by facsimile is unable to be transmitted because of a problem affecting the receiving party's facsimile machine, the deadline for receiving such notice or other communication shall be extended through the next business day), as shown by the addressee's return receipt if by certified mail, and as confirmed by the courier service if by courier; provided, however, that if such actual delivery occurs after 5:00 p.m. (local time where received) or on a non-business day, then such notice or demand so made shall be deemed effective on the first business day following the day of actual delivery. No communications via electronic mail shall be effective to give any notice, request, direction, demand, consent, waiver, approval or other communications hereunder. Section 8.2 Construction. The Parties agree that each Party and its counsel have reviewed and revised this Agreement and that any rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not apply in the interpretation of this Agreement or any amendments or exhibits thereto. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereunder. Section 8.3 Interpretation. In this Agreement the neuter gender includes the feminine and masculine, and singular number includes the plural, and the words "person" and "party" include corporation, partnership, finn, trust, or association where ever the context so requires. Section 8.4 Time of the Essence. Time is of the essence of this Agreement. Section 8.5 Warranty Against Payment of Consideration for Agreement. Developer warrants that Developer has not paid or given, and will not pay or give, to any third person, any money or other consideration for obtaining this Agreement, other than normal costs of conducting business and costs of professional services such as architects, engineers and attorneys. Section 8.6 Attorneys' Fees. If any Party brings an action to enforce the terms hereof or declare its rights hereunder or otherwise brings an action against the other Parties under or in connection with this Agreement, the prevailing Party in any such action shall be entitled to its reasonable attorneys' fees to be paid by the losing Party as fixed by the court. If either Agency or the City, without fault, is made a Party to any litigation instituted by or against Developer, then Developer shall defend the City and/or Agency against and save it harmless from all costs and expenses including reasonable attorney's fees incurred in connection with such litigation. If Developer, without fault, is made a Party to any litigation instituted by or against Agency or the City, then Agency shall defend Developer against and save it harmless from all costs and expenses including reasonable attorney's fees incurred in connection with such litigation. Section 8.7 Entire Agreement, Waivers and Amendments. The Agreement may be executed in duplicate originals. Escrow Holder may accept escrow instructions in counterparts. This Agreement, together with all attachments and exhibits hereto, and all agreements executed pursuant hereto, constitutes the entire understanding and agreement of the Parties. This -22- 11087~0001 \722386.2 Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements, whether written or oral, between the Parties with respect to the subject matter hereof. No subsequent agreement, representation or promise made by either Party hereto, or by or to any employee, officer, agent or representative of either Party, shall be of any effect unless it is in writing and executed by the Party to be bound thereby. No person is authorized to make, and by execution hereof Developer and Agency acknowledge that no person has made, any representation, warranty, guaranty or promise except as set forth herein; and no agreement, statement, representation or promise made by any such person which is not contained herein shall be valid or binding on Developer or Agency. Section 8.8 Sevembility. Each and every provision of this Agreement is, and shall be construed to be, a separate and independent covenant and agreement. If any term or provision of this Agreement or the application thereof shall to any extent be held to be invalid or unenfomeable by a court of competent jurisdiction, the remainder of this Agreement, or the application of such term or provision to circumstances other than those to which it is invalid or unenforceable, shall not be affected hereby, and each term and provision of this Agreement shall be valid and shall be enforced to the extent permitted by law. Section 8.9 Headings. All section headings and subheadings are inserted for convenience only and shall have no effect on the construction or interpretation of this Agreement. The references in this Agreement to "Article" and "Section" shall refer to the articles and sections, respectively, of this Agreement unless it is clear from the context that another meaning is intended. Section 8.10 No Third Party Beneficiaries other than City. The City is an intended third party beneficiary of this Agreement. This Agreement is made and entered into for the sole protection and benefit of the Parties, the City and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement. Section 8.11 Governing Law; Jurisdiction; Service of Process. California law shall govern this Agreement and the rights of the Parties. The Parties consent to the exclusive jurisdiction of the California Superior Court for the County of Riverside, California. If any legal action is commenced by Developer against Agency, or by Agency against Developer, service of process on Agency shall be made by personal service upon the executive director or secretary of Agency, or in such other manner as may be provided by law. If any legal action is commenced by Agency against Developer, service of process on Developer shall be made by personal service on Developer, or in such other manner as may be provided by law. Developer agrees, for the benefit of Agency, that it shall designate an agent for service of process in the State of California in the manner prescribed by law, and if it fails to do so, the Secretary of State of the State of California is designated as agent for Developer, with full authority to receive such service of process on its behalf, which designation and authorization shall survive the Close of Escrow and the expiration or earlier temaination of this Agreement and be irrevocable. Section 8.12 Survival. The provisions hereof shall not terminate but rather shall survive any conveyance hereunder and the delivery of all consideration and documents. -23- 11087~0001 \722386.2 Section 8.13 Fu~her Assurances. Each Party agrees to timely execute, acknowledge and deliver such other documents and perform such other acts as may be necessary and/or expedient to effectuate the purposes of this Agreement. Section 8.14 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. For purposes of this Agreement, facsimile signatures shall be deemed to be original signatures, and shall be followed by the immediate overnight delivery of original signature pages. [This Space Intentionally Left Blank; Signatures On The Next Page] -24- 11087~0001 \722386.2 IN WITNESS WHEREOF, the undersigned have executed this Disposition and Development Agreement as of the date first written above. AGENCY: REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body, corporate and politic By: Name: Its: ATTEST: By: Name: Its: APPROVED AS TO FORM: RICHARDS, WATSON & GERSHON, a professional corporation DEVELOPER: , a. By: Name: Its: -25- 11087~0001 \722386.2 LIST OF EXHIBITS Exhibit A -- Exhibit B -- Exhibit C -- Exhibit D -- Exhibit E - Legal Description Scope of Development Schedule of Performance Form of Grant Deed Form of Memorandum 11087~0001 ~722386.2 EXHIBIT A LEGAL DESCRIPTION THE LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF RIVERSIDE, CITY OF TEMECULA, DESCRIBED AS FOLLOWS: LOTS 9, 10 AND 11 OF BLOCK 29 IN THE TOWN OF TEMECULA, AS SHOWN BY MAP ON FII.E IN BOOK 15 PAGE(S) 726 OF MAPS, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA; TOGETHER WITH THAT PORTION VACATED BY RESOLUTION NO. 79-68, RECORDED APRIL 23, 1979 AS INSTRUMENT NO. 80863 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, LYING NORTHEASTERLY OF THE NORTHWESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF SAID LOT 9, AND LYING SOUTHWESTERLY OF THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY LINE OF SAID LOT 11; ALSO TOGETHER WITH THAT PORTION VACATED BY RESOLUTION NO. 75-104, RECORDED APRIL 23, 1975 AS INSTRUMENT NO. 46491 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CAI JFORNIA LYING SOUTHEASTERLY OF THE NORTHEASTERLY PROLONGATION OF THE NORTHWESTERLY LINE OF SAID LOT 11, AND LYING NORTHWESTERLY OF THE NORTHEASTERLY PROLONGATION OF THE SOUTHEASTERLY LINE OF' SAID LOT 11; ALSO TOGETHER WITH THAT PORTION VACATED BY RESOLUTION 93-86 RECORDED NOVEMBER 9, 1993 AS INSTRUMENT NO. 447563 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. 11087~0001 \722386.2 EXHIBIT B SCOPE OF DEVELOPMENT PROJECT DESCRIPTION BALLY RESTAURANT CITY OF TEMECULA I. Site Area 12,750 SF 0.29 Acres II Gross Building Area Front Street Restaurant - Lower Floor Front Street Patio Baily Restaurant - Upper Floor Baily Restaurant Patio Subtotal Restaurant GBA Floor Area Ratio Add: Banquet Facility Total Gross Building Area (GBA) Number of Stories m Parking Number of Parking Spaces Parking Ratio 3,~.~.~. SF 937 SF 3,717 SF 514 SF 8,612 SF 0.68 3,200 11,812 SF SF 2 Stories 0 Spaces 0.0 Spaces/I,000 SF of GBA 11087~0001 \722386.2 EXHIBIT C SCHEDULE OF PERFORMANCE (See Attached) 11087~0001\722386.2 2. 3. 4. 5. 6. 7. Exhibit G Project Development Schedule Bally ACTION DATE Execution of Redevelopment Agreement Submission of Plans for City Approval Demonstrate Evidence of Construction Financing Close Escrow on all Properties, concurrently Close Construction Financing Receive Building Permits Receive Release of Utilities for all Units On or Before: April 10, 2003 On or Before: April 15, 2003 On or Before: May 25, 2003 On or Before: June 30, 2003 On or Before: July 1, 2003 On or Before: July 1, 2003 On or Before: March 25, 2004 R:\OldtownXBaily~Exhibit G - Project Development Schedule.doc EXHIBIT D FORM OF GRANT DEED (See Attached) 11087~0001\722386.2 RECORDING REQUESTED BY: WHEN RECORDED RETURN TO AND MAIL TAX STATEMENTS TO: APN's: 8523-001-017, 8523-001-006 and 8523-001-005 [Space Above For Recorder's Use Only] Grantor declares that this Grant Deed is exempt from Recording Fees pursuant to Califomia Government Code Section 27383 and exempt from Documentary Transfer Tax pursuant to California Revenue and Taxation Code Section 11922. GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body corporate and politic ("Grantor"), hereby GRANTS to ., a_ ("Grantee"), that certain real property located in the City of Temecula, County of Riverside, State of California, more particularly described on Exhibit A attached hereto and incorporated herein by this reference (the "Property") SUBJECT TO, a lien to secure payment of general and special real property taxes and assessments, not delinquent; the lien of supplemental taxes assessed pursuant to Chapter 3.5 commencing with California Revenue and Taxation Code Section 75; and FURTHER SUBJECT TO, any and all existing building and use restrictions, easements, licenses, rights-of-way, conditions, covenants, restrictions, reservations, liens, encumbrances, exceptions and other matters of record; and FURTHER SUBJECT TO, all matters apparent from an inspection of the Property or which a current, accurate survey of the Property would disclose (including encroachments, overlaps, boundary line disputes, drains, streams or watercourses). BY ACCEPTANCE HEREOF, Grantee covenants, for itself and its successors and assigns, to refrain from restricting the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property on the basis of race, color, creed, religion, ancestry, sex, marital status, national origin or age of any person, nor shall Grantee establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the Property. All deeds, leases or contracts entered into with respect to the Property shall contain or be subject to substantially the following nondiscrimination/nonsegregation clauses: 11087\0001 \722421.1 1N DEEDS: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, national origin, sex, marital status, age or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land." IN LEASES: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming tinder or through him or her, and this lease is made and accepted upon and subject to the following conditions: That there be no discrimination against or segregation of any person or group of persons, on account of age, race, color, creed, religion, sex, marital status, national origin, or ancestry, in the leasing, subleasing, transferring, use or occupancy, tenure or enjoyment of the land herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the land herein leased." 1N CONTRACTS: "There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, creed, religion, age, national origin, sex, marital status or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the land." All covenants contained in this Grant Deed shall run with the land for the benefit of, and shall only be enforceable by, Grantor and its successors and assigns, without regard to whether Grantor is or remains an owner of any land or interest therein to which such covenants relate. In the event of a breach of any covenant contained in this Grant Deed, Grantor shall have the right to exercise any right or remedy provided herein or otherwise available at law or in equity, to enforce the curing of such breach. [This Space Intentionally Left Blank; Signature On The Next Page] 11087\0001 \722421.1 1N WITNESS WHEREOF, the undersigned has executed this Grant Deed as of the date set forth below. Dated as off ___, 2003. GRANTEE: REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body, corporate and politic By: Name: Its: ATTEST: By: Name: Its: 11087\0001 \722421.1 EXItlBIT A LEGAL DESCRIPTION THE LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF RIVERSIDE, CITY OF TEMECULA, DESCRIBED AS FOLLOWS: 11087~0001 \722443.2 A- 1 EXHIBIT A LEGAL DESCRIPTION THE LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF RIVERSIDE, CITY OF TEMECULA, DESCRIBED AS FOLLOWS: LOTS 9, 10 AND 11 OF BLOCK 29 IN THE TOWN OF TEMECULA, AS SHOWN BY MAP ON FILE IN BOOK 15 PAGE(S) 726 OF MAPS, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA; TOGETHER WITH THAT PORTION VACATED BY RESOLUTION NO. 79-68, RECORDED APRIL 23, 1979 AS INSTRUMENT NO. 80863 OF OFFICIAL RECORDS OF RIVERSIDE COLrNTY, CALIFORNIA, LYING NORTHEASTERLY OF THE NORTHWESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF SAID LOT 9, AND LYING SOUTHWESTERLY OF THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY LINE OF SAID LOT 11; ALSO TOGETHER WITH THAT PORTION VACATED BY RESOLUTION NO. 75-t04, RECORDED APRIL 23, 1975 AS INSTRUMENT NO. 46491 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA LYING SOUTHEASTERLY OF THE NORTHEASTERLY PROLONGATION OF THE NORTHWESTERLY LINE OF SAID LOT 11, AND LYING NORTHWESTERLY OF THE NORTHEASTERLY PROLONGATION OF THE SOUTHEASTERLY LINE OF SAID LOT 11; ALSO TOGETHER WITH THAT PORTION VACATED BY RESOLUTION 93-86 RECORDED NOVEMBER 9, 1993 AS INSTRUMENT NO. 447563 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. 11087V:)001\722386.2 STATE OF CALIFORNIA COUNTY OF On ., 2003, before me, a Notary Public in and for the State of Califomia, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instnmaent, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Notary Public in and for the State of California (SEAL) STATE OF CALIFORNIA COUNTY OF On ___, 2003, before me, , a Notary Public in and for the State of California, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Notary Public in and for the State of California (SEAL) 11087X0001 \722443.2 A- 1 EXHIBIT E FORM OF MEMORANDUM (See Attached) 11087~0001 \722386.2 RECORDING REQUESTED BY: WHEN RECORDED RETURN TO: Redevelopment Agency of the City of Temecula P.O. Box 9033 Temecula, California 92589-9033 Attention: City Clerk APN's: [Space Above For Recorder's Use Only] The undersigned declares that this Memorandum of Disposition and Development Agreement is exempt from Recording Fees pursuant to California Government Code Section 27383. MEMORANDUM OF DISPOSITION AND DEVELOPMENT AGREEMENT THIS MEMORANDUM OF DISPOSITION AND DEVELOPMENT AGREEMENT (this "Memorandum") is dated as of ., 2003, and is entered into by and between the REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body corporate and politic ("Agency"), and ., a ("Developer"), with respect to the following recitals: RECITALS: A. On or about __, 2003, Agency and Developer entered into that certain Disposition and Development Agreement (the "DDA") pursuant to which Agency conveyed to Developer the property more particularly described in Exhibit A attached hereto and incorporated herein by reference (the "Property"). B. The DDA contains provisions that specify and restrict the development and use of the Property and impose certain obligations on Developer with respect to the development and use of the Property. C. Agency and Developer desire to execute this Memorandum to provide constructive notice to all third parties of the DDA. AGREEMENT: NOW, THEREFORE, Agency and Developer mutually agree as follows: 1. DDA. The terms of the DDA are incorporated herein by reference. 11087\0001\722443.2 2. Assignment. Except as expressly provided in the DDA to the contrary, Developer's rights and obligations under the DDA shall not be assigned without Agency's prior written consent, which consent may be granted or withheld in Agency's sole and absolute discretion, and any assignment without such consent shall be void. 3. Successors and Assigns. Subject to the provisions in the DDA with respect to assignment, this Memorandum and the DDA shall bind and inure to the benefit of the parties hereto and their respective heirs, successors, and assigns. 4. Governing Law. California law shall govern this Memorandum. 5. Counterparts. This Memoranc[nm may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. [This Space Intentionally Left Blank; Signatures On The Next Page] 11087\0001\722443.2 -2- IN WITNESS WHEREOF, the undersigned have executed this Memorandum of Disposition and Development Agreement as of the date first written above. AGENCY: REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body, corporate and politic By: Name: Its: ATTEST: By: Name: Its: DEVELOPER: By: Name: Its: 11087\0001\722443.2 -3- EXHIBIT A LEGAL DESCRIPTION THE LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTy OF RIVERSIDE, CITY OF TEMECULA, DESCRIBED AS FOLLOWS: 11087\0001 \722443.2 A- 1 EXHIBIT A LEGAL DESCRIPTION THE LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF RIVERSIDE, CITY OF TEMECULA, DESCRIBED AS FOLLOWS: LOTS 9, 10 AND 11 OF BLOCK 29 IN THE TOWN OF TEMECULA, AS SHOWN BY MAP ON FILE IN BOOK 15 PAGE(S) 726 OF MAPS, RECORDS OF SAN DIEGO COUNTY, CALIFORNIA; TOGETHER WITH THAT PORTION VACATED BY RESOLUTION NO. 79-68, RECORDED APRIL 23, 1979 AS INSTRUMENT NO. 80863 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, LYING NORTHEASTERLY OF THE NORTHWESTERLY PROLONGATION OF THE SOUTHWESTERLY LINE OF SAID LOT 9, AND LYING SOUTHWESTERLY OF THE NORTHWESTERLY PROLONGATION OF THE NORTHEASTERLY LINE OF SAID LOT 11; ALSO TOGETHER WITH THAT PORTION VACATED BY RESOLUTION NO. 75-104, RECORDED APRIL 23, 1975 AS INSTRUMENT NO. 46491 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA LYING SOUTHEASTERLY OF THE NORTHEASTERLY PROLONGATION OF THE NORTHWESTERLY LINE OF SAID LOT 11, AND LYING NORTHWESTERLY OF THE NORTHEASTERLY PROLONGATION OF THE SOUTHEASTERLY LINE OF' SAID LOT 11; ALSO TOGETHER WITH THAT PORTION VACATED BY RESOLUTION 93-86 RECORDED NOVEMBER 9, 1993 AS INSTRUMENT NO. 447563 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. 11087~0001~722386.2 STATE OF CALIFORNIA COUNTY OF On ., 2003, before me, , a Notary Public in and for the State of Califomia, personally appeared _, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Notary Public in and for the State of California (SEAL) STATE OF CALIFORNIA COUNTY OF On ., 2003, before me, , a Notary Public in and for the State of California, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Notary Public in and for the State of California (SEAL) STATE OF CALIFORNIA COUNTY OF On ., 2003, before me, , a Notary Public in and for the State of California, personally appeared ., personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal. Notary Public in and for the State of California (SEAL) 1 ~.OUNI~ I=LOOP. PLAN I1 RDA DEPARTMENTAL REPORT APPROVAL CITY ATTORNEY FINANCE DIRECTOR CITY MANAGER TEMECULA REDEVELOPMENT AGENCY AGENDA REPORT TO: FROM: DATE: SUBJECT: Executive Director/Redevelopment Agency Members Meyer, Redevelopment Director ~ John March 25, 2003 Monthly Departmental Report Attached for your information is the monthly report as of March 25, 2003 for the Redevelopment Department. First Time Homebuyers Program Funding in the amount of $200,000 is available for FY 02 -03. Residential Improvement Programs The program budget for FY 02/03 is $250,000, with $147,700 funded on 35 units. Affordable Housing The Planning Commission approved the tentative map for Cottages of Old Town on August 21, 2002. The project will consist of 14 new single-family detached homes and 3 rehabilitated single-family homes located on Sixth Street. The Groundbreaking ceremony was held on February 18, 2003. Construction will begin in the next 30-45 days and the project will be completed by the end of the year. Habitat for Humanity Council entered in to a Disposition and Development Agreement (DDA) with Habitat for Humanity on February 11, 2003 to develop a home-ownership project within the Pujol Neighborhood. The project located on the northwest corner of Pujol and First Streets, will consist of 6 new single-family detached homes. The total project site is approximately 37,000 square feet with approximate lot sizes of 5,000. The houses are arranged along Pujol Street and a private lane. R:\SYERSK~MONTH LLY'~vlarch 2003.doc 1 Rancho Meadows Condominiums The Council approved a housing rehabilitation loan for the Rancho Meadows Housing Project on February 11, 2003. Rancho Meadows is a 146-unit condominium project composed of two, three and four bedroom units. The proposed rehabilitation work includes roofing, siding, painting, fencing, paving, garage doom and related items. Senior Housin.q Council entered in to a Disposition and Development Agreement (DDA) on January 14, 2003 with Community for Better Housing (CBH) for a 66 unit affordable senior housing project on Pujol Street. The project will be two-story garden-style apartments and project amenities, which will include a community room, and swimming pool. The project is proposed to be all one- bedroom units. Old Town Community Theater The Architect has submitted the construction drawings to the City for the second plan check. The Mercantile Buildin.q Retrofit The retrofit continues at a steady pace. The replacement of the exterior brick mortar and the foundation work has been completed. The steel braces are being installed. The retrofit is scheduled to be completed within 30 days. Facade Improvement/Non-Conforming Si-qn Pro_qram The following facade improvement/sign projects are in process or have recently been completed: · Hitching Post Sign Program · Penfold Building Sign Program · Homes Magazine Sign Program · Calico Coffee Sign Program Old Town Promotions/Marketing · Blue.qrass Festival The Agency will be hosting the 3rd annual BlueGrass Festival on March 22 and 23 in Old Town Temecula. The weekend will feature fiddling, acoustic harmony and several bands performing both Saturday and Sunday. in addition, the weekend will feature R:~SYERS K'WIO NTHLLY~Ma rch 2003.doc 2 workshops, kids programs, arts & craft exhibits as well as food vendors. Over the next several months the Agency will also be hosting several special events in Old Town Temecula. These events would include Western Days, May 17 and 18, the Street Painting Festival, June 21 & 22, and First Friday-Hot Summer Nights beginning July 5 in Old Town Temecula. R:\SYERS K~MONTH LLY~March 2003.doc 3 March 22nd'& 23rd, 2003 OLD TOWN TEMECULA, ~ I~15 to Temecula, Old Town Front Street Offramp 1 It's Free! a*m.-$ p.m. BL~'~S E~ pSiLVEItAD0 Workshops, Kids Programs, Arts & Craft Exhibits nw vw, All in Historic Old Town Temeeula [I'Ll[ coul~'i'it~ For more information call: 1,oaca (9o9) 694-6412 or (909) · · WeekemtRVDrilC4~q~in~$$o'Limited~we'C~ll(9og)67B-~lS~tore~e~ve~ ~ STEVE St~UltlilN ,~ ANDY ltAU BAND · .~ LILIES OF TIlE WEST ~ ~LAy ~OUNTY Old Town Temecula April 12th & 13th 15 Freeway to Old Town Temecula Front Street O.ffremD and follow the signs & Hot$~ Antique Rove Show Bdng a Eamily H~irloom for a Free .4pj~raisal Concerts Saturday 11-6 6 p.m. Concert Dance Front Street (Calico Coffee Parking Area) Sunday 12-4:30 For ~f0rma~on call 694-6412 unvw, temecuftcaliforn~a, com Also sponsored by: THE PRESS-ENTERPRISE R&J's Party Palace, RIGHTWAY The ~~ Country~ Porch TEMECULA PUBLIC FINANCING AUTHORITY ITEM 1 MINUTES OF A REGULAR MEETING OF THE TEMECULA PUBLIC FINANCING AUTHORITY MARCH 18, 2003 A regular meeting of the City of Temecula Public Financing Authority was called to order at 8:09 P.M., in the City Council Chambers, 43200 Business Park Drive, Temecula. ROLL CALL PRESENT: 5 AGENCY MEMBERS: Comerchero, Pratt, Naggar, Roberts, and Stone ABSENT: 0 AGENCY MEMBER: None Also present were Executive Director Nelson, Assistant City Attorney Curley, and City Clerk Jones. PUBLIC COMMENTS No input. CONSENT CALENDAR 1 Minutes RECOMMENDATION: 1.1 Approve the minutes of January 28, 2003. MOTION: Agency Member Naggar moved to approve Consent Calendar Item No. 1. The motion was seconded by Agency Member Comerchero and voice vote reflected unanimous approval. AUTHORITY BUSINESS 2 Formation of Community Facilities District - Wolf Creek RECOMMENDATION: 2.1 Adopt a resolution entitled: RESOLUTION NO. TPFA 03-03 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DECLARING ITS INTENTION TO ESTABLISH A COMMUNITY FACILITIES DISTRICT AND TO AUTHORIZE THE LEVY OF SPECIAL TAXES THEREIN - WOLF CREEK R:minutes.tpfa\031803 1 2.2 Adopt a resolution entitled: RESOLUTION NO. TPFA 03-04 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DECLARING ITS INTENTION TO INCUR BONDED INDEBTEDNESS OF THE PROPOSED TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 01-3 (WOLF CREEK) Clarifying the proposed recommendation, Assistant City Attorney Curley reviewed the staff report (as per agenda material), MOTION: Agency Member Naggar moved to approve the staff recommendation 2.1. The motion was seconded by Agency Member Roberts and voice vote reflected unanimous approval. MOTION: Agency Member Naggar moved to approve the staff recommendation 2.2. The motion was seconded by Agency Member Roberts and voice vote reflected unanimous approval. EXECUTIVE DIRECTOR'S REPORT No comments. BOARD OF DIRECTORS' REPORTS No comments. ADJOURNMENT At 8:10 P.M., the Temecula Public Financing Authority meeting was formally adjourned. Jeffrey E. Stone, Chairman ATTEST: Susan W. Jones, CMC City Clerk/Agency Secretary [SEAL] R:minutes.tpfa\031803 2 ITEM 2 APPROVAIt'7~. CITY ATTORNEY DIR.OF FINANCE CITY OF TEMECULA and TEMECULA PUBLIC FINANCING AUTHORITY AGENDA REPORT TO: FROM: DATE: SUBJECT: City Council/Public Financing Authority Governing Board City Manager/Executive Director March 25, 2003 Formation of Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) RECOMMENDATION: That the City Council hold a public hearing regarding the proposed bond financing by the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) of various public improvements and as necessary to eliminate a special assessment lien, and adopt the resolutions entitled: RESOLUTION NO. 03-__ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA MAKING FINDINGS WITH RESPECT TO AND APPROVING THE ISSUANCE OF BONDS BY THE TEMECULA PUBLIC FINANCING AUTHORITY RESOLUTION NO. 03-__ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING JOINT COMMUNITY FACILITIES AGREEMENT RELATING TO THE FINANCING OF PUBLIC IMPROVEMENTS AND IMPLEMENTATION OF ACQUISITION AGREEMENT R:/Agenda Reports/Formation of CFD 03-1 Crown Hill 1 That the Public Financing Authority hold public hearings regarding the formation of the proposed Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "CFD"), the levy of special taxes in the CFD, and the issuance of bonds by the Public Financing Authority for the CFD, and adopt the resolutions entitled: RESOLUTION NO. TPFA 03-__ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY OF FORMATION OF TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL), AUTHORIZING THE LEVY OF A SPECIAL TAX WITHIN THE DISTRICT, PRELIMINARILY ESTABLISHING AN APPROPRIATIONS LIMIT FOR THE DISTRICT AND SUBMI'I-FING LEVY OF THE SPECIAL TAX AND THE ESTABLISHMENT OF THE APPROPRIATIONS LIMIT TO THE QUALIFIED ELECTORS OF THE DISTRICT RESOLUTION NO. TPFA 03-_ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DETERMINING THE NECESSITY TO INCUR BONDED INDEBTEDNESS WITHIN TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) AND SUBMITTING PROPOSITION TO THE QUALIFIED ELECTORS OF THE DISTRICT RESOLUTION NO. TPFA 03-_ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY CALLING SPECIAL ELECTION WITHIN COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) That the Public Financing Authority hold an election regarding the CFD, and adopt the resolution entitled: RESOLUTION NO. TPFA 03-__ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DECLARING RESULTS OF SPECIAL ELECTION AND DIRECTING RECORDING OF NOTICE OF SPECIAL TAX LIEN R:/Agenda Reports/Formation of CFD Crown Hill 03-1 2 4. That the Public Financing Authority have the first reading of the ordinance entitled: ORDINANCE NO. TPFA 03-__ AN ORDINANCE OF THE TEMECULA PUBLIC AUTHORITY LEVYING SPECIAL TAXES WITHIN PUBLIC FINANCING AUTHORITY COMMUNITY DISTRICT NO. 03-1 (CROWNE HILL) FINANCING TEMECULA FACILITIES BACKGROUND: Lennar Homes of California, Inc. ("Lennar"), PCCIII - Crowne Hill, LLC, a California limited liability company, and KB Homes Coastal, Inc., the entities that currently own all of the land in the Crowne Hill development (collectively, the "Landowners") have submitted petitions to the Authority requesting that the Authority form a community facilities district (the "CFD") to provide funds to eliminate a County special assessment lien on the land in the CFD (the "Prior Lien"), as well as to finance various public improvements to be constructed in the City of Temecula. The CFD will only include land owned by the petitioning Landowners. On January 28, 2003, the Authority adopted two resolutions related to the formation of the CFD (the "Resolutions of Intention"), expressing the intent of the Board of Directors of the Authority to establish the CFD and for the CFD to incur bonded indebtedness to finance public improvements necessitated by development to occur in the CFD, and to eliminate the Prior Lien. The Resolutions of Intention called for public hearings regarding the CFD to occur on March 25, 2003. The City has published a notice of public hearing for March 25, 2003, with respect to yet another, different public hearing that the City Council must hoed under applicable State law for the Authority to be able to issue bonds for the CFD. The hearing is to allow the public to provide testimony on the public purposes of the Authority's planned issuance of bonds for the CFD to finance public improvements and to eliminate the Prior Lien. In addition to the public hearing that must be held by the City Council prior to the issuance of bonds for the CFD, State law also requires that the City enter into a joint community facilities agreement with the Authority recognizing that some of the improvements to be financed by the CFD will be owned by the City. A joint community facilities agreement has been drafted by Bond Counsel, and Staff recommends that the agreement be approved by the City Council and immediately be executed by the City and the Authority so that the formation of the CFD can proceed. In addition to meeting State statutory requirements, the agreement provides that the City will assist the Authority in connection with the use of bond proceeds to acquire public improvements. As stated above, the public hearings by the Authority were called pursuant to the resolutions of intention to occur March 25th. The Board of Directors of the Authority will hold the Authority public hearings concurrently. At the hearings, the testimony of all interested persons or taxpayers for or against the establishment of the CFD, the extent of the CFD, the lien to be eliminated and the facilities to be financed by the CFD and the issuance of bonds for the CFD must be heard. Any person interested is authorized to file a protest in writing. As the land proposed to be included in the CFD is all owned by Lennar, PCCIII - Crowne Hill, a California limited liability company controlled by Lennar, and KB Homes Coastal, Inc., and there are no known registered voters residing in the proposed CFD, only Lennar, PCClII - Crowne Hill, and KB Homes Coastal have legal standing to formally protest the formation or any particular aspects of the CFD. R:/Agenda Reports/Formation of CFD Crown Hill 03-1 3 A report has been filed by the Director of Public Works of the City with the Authority Secretary, as required by the resolutions of intention, indicating the proposed boundaries of the CFD, the facilities to be financed and the lien to be eliminated by the CFD, and the estimated costs thereof. Following the closing of the public hearings, the Landowners have requested that the Authority take the actions necessary to officially form the CFD, to authorize the levy of special taxes in the CFD and to authorize the incurrence of bonded indebtedness by the CFD. Staff recommends that the Authority adopt resolutions of formation and of necessity to incur bonded indebtedness, and the resolution calling a special election of the landowners in the CFD. The resolution of formation, in addition to forming the CFD, approves an acquisition agreement with Lennar whereby Lennar will construct some of the public improvements to be financed by the CFD and bond proceeds will be used to acquire the improvements from Lennar. Ballots for the election have already been delivered to the Landowners, and are expected to have been returned to the City Clerk, acting as Secretary of the Authority, prior to Mamh 25th. By law, the landowners are given one vote for each acre of land or portion thereof that they own within the boundaries of the CFD. As stated above, the only eligible voters are Lennar, PCCIII - Crowne Hill, and KB Homes Coastal, as the owners of all of the land within the boundaries of the CFD, as such boundaries are indicated on the boundary map for the CFD on file with the Authority Secretary. The City Clerk, as Secretary to the Authority, will be requested to canvass the election immediately after adoption of the resolution calling the election. If two thirds or more of the votes cast are in favor of the CFD, the Authority is then requested to adopt a resolution declaring the results of the election and providing for the recording of a notice of special tax lien with the County Recorder. The notice provides all future property owners in the Crowne Hill development with knowledge of the existence of the Authority's special taxing powers. The Authority is then requested to have the first reading of an ordinance levying special taxes. The ordinance permits special taxes to be levied only on property located in the CFD. It is expected that special taxes will be levied to pay debt service on bonds proposed to be issued for the CFD, and to pay for the costs of administering the CFD. Staff expects that a resolution authorizing the issuance of the bonds and approving the related legal documents will be presented to the Authority on or about May 13, 2003. SPECIFIC ACTIONS: That the City Council hold the public hearing on the issuance of bonds by the Authority for the CFD, and adopt the resolutions approving the bond issue and the joint community facilities agreement. That the City and the Authority execute the joint community facilities agreement. That the Authority hold the public hearings on the CFD and adopt resolutions of formation of the CFD, of necessity to incur indebtedness of the CFD and calling a special election on the CFD. That the special election be held and canvassed. That the Authority adopt a resolution canvassing the election and have the first reading of an ordinance levying the special taxes in the CFD. R:/Agenda Reports/Formation of CFD Crown Hill 03-1 4 FISCAL IMPACT: The CFD will be authorized to levy special taxes to repay its indebtedness, and to pay the annual costs of administration of the CFD. The City will in no way be liable for the repayment of any bonds issued by the Authority for the CFD or any other costs of administrating the CFD. The CFD will only be authorized to levy the special taxes on land included within the boundaries of the CFD. ATrACHMENTS: Resolutions (6) Ordinance Community Facilities District Report Joint Community Facilities Agreements (4) Acquisition Agreement Notice of Special Tax Lien R:/Agenda Reports/Formation of CFD Crown Hill 03-1 5 RESOLUTION NO. 03-__ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA MAKING FINDINGS WITH RESPECT TO AND APPROVING THE ISSUANCE OF BONDS BY THE TEMECULA PUBLIC FINANCING AUTHORITY WHEREAS, the City of Temecula (the "City") and the Redevelopment Agency of the City of Temecula have heretofore entered into a Joint Exercise of Powers Agreement establishing the Temecula Public Financing Authority (the "Authority") for the purpose, among others, of issuing its bonds to finance public capital improvements; and WHEREAS, the Board of Directors of the Authority intends to form the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "CFD"), and to issue bonds of the Authority for the CFD (the "Bonds") to finance various public improvements within the City of Temecula (the "Improvements"); and WHEREAS, the City Council has on this date held a duly noticed public hearing on the financing of the improvements with the proceeds of the Bonds, as required by Section 6586.5(a) of the California Government Code; and WHEREAS, the City Council now desires to make a finding of significant public benefit, pursuant to Section 6586.5(a)(2) of the California Government Code, and to approve of the financing of the Improvements with the proceeds of the Bonds. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Temecula as follows: Section 1. Findinqs and Determinations. The City Council hereby finds that significant public benefits will arise from the financing of the Improvements with the proceeds of the Bonds, in accordance with Section 6586 of the California Government Code. Section 2. Approval of Financinq. The City Council hereby approves the financing of the Improvements with the proceeds of the Bonds, and the issuance of the Bonds by the Authority for the CFD. R:/Resos 2003/Resos 03-_ 1 Section 3. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. PASSED, APPROVED AND ADOPTED, by the City Council of the City of Temecula at a meeting held on the 25th day of March, 2003. ATTEST: Jeffrey E. Stone, Mayor Susan W. Jones, CMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan Jones, City Clerk of the City of Temecula, HEREBY DO CERTIFY that the foregoing Resolution No. 03-~ was duly adopted at a special meeting of the City Council of the City of Temecula on the 25th day of March, 2003, by the following roll call vote: AYES: NOES: ABSENT: ABSTAIN: COUNCILMEMBERS: COUNCILMEMBERS: COUNCILMEMBERS: COUNClLMEMBERS: Susan W. Jones, CMC City Clerk R:/Resos 2003/Resos 03-~ 2 RESOLUTION NO. 03-__ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA APPROVING JOINT COMMUNITY FACILITIES AGREEMENT RELATING TO THE FINANCING OF PUBLIC IMPROVEMENTS AND IMPLEMENTATION OF ACQUISITION AGREEMENT WHEREAS, the Board of Directors of the Temecula Public Financing Authority (the "Authority") is undertaking proceedings to form the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "CFD") pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), and the Authority intends to issue bonds of the Authority for the CFD (the "Bonds") in order to finance, among other improvements, the costs of public improvements (the "Improvements") to be owned and/or operated by the City of Temecula (the "City") described in the proceedings to form the CFD; and WHEREAS, in order to enable the CFD to finance the Improvements, Section 53316.2 of the California Government Code requires that the City and the Authority enter into a joint community facilities agreement prior to the formation of the CFD with respect to the portion of the Improvements to be owned or operated by the City for the CFD; and WHEREAS, a form of joint community facilities agreement, by and between the City and the Authority relating to the Improvements to be owned or operated by the City (the "Joint Community Facilities Agreement") has been filed with the City Clerk; and WHEREAS, the City Council, with the assistance of City staff, has reviewed the City Joint Community Facilities Agreement, and the City Council now desires to approve the Joint Community Facilities Agreement and direct its execution and delivery; and WHEREAS, the Authority expects to enter into an Acquisition Agreement (the "Acquisition Agreement") with the owner of most of the land in the CFD or an affiliate or designee thereof (the "Developer"), whereby the Developer will construct all or a portion of the Improvements to be acquired with the proceeds of the Bonds; and WHEREAS, the implementation of the Acquisition Agreement will involve actions by the Director of Public Works of the City and certain other City officials, and the City Council now desires to authorize City officials to assist in the implementation of the Acquisition Agreement the current form of which has been reviewed by and is on file with the Director of Public Works. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Temecula as follows: Section 1. Approval of Joint Community Facilities Aqreement. The City Council hereby approves the Joint Community Facilities Agreement in the form on file with the City Clerk, and hereby authorizes and directs the City Manager to execute and deliver the Joint Community Facilities Agreement in such form together with any changes therein deemed advisable by the City Manager upon consultation with the City Attorney, the approval of such changes to be conclusively evidenced by the execution and delivery by the City Manager of the Joint Community Facilities Agreement. The City Council hereby declares that the Joint Community Facilities Agreement will be beneficial to the residents residing within the boundaries of the City. R:/Resos 2003/Resos 03-_ I Section 2. Approval of Assistance Under Acquisition Aqreement. The City Council hereby authorizes the Director of Public Works and all other appropriate officials of the City to assist the Authority in the implementation of the Acquisition Agreement, and to perform those functions described in the Acquisition Agreement as to be performed by officials of the City. Section 3. Official Actions. The Mayor, City Manager, Director of Finance, the Director of Public Works and City Clerk, and all other officers of the City, are hereby authorized and directed to take all actions and do all things necessary or desirable hereunder to implement the Joint Community Facilities Agreement and the Acquisition Agreement, including but not limited to the execution and delivery of any and all agreements, certificates, documents and other instruments which they, or any of them, deem necessary or desirable and not inconsistent with the purposes of this Resolution, the Joint Community Facilities Agreement and the Acquisition Agreement. Section 3. This Resolution shall take effect upon its adoption. PASSED, APPROVED AND ADOPTED, by the City Council of the City of Temecula at a meeting held on the 25th day of March, 2003, ATTEST: Jeffrey E. Stone, Mayor Susan W. Jones, CMC City Clerk [SEAL] R:/Resos 2003/Resos 03-_ 2 STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan Jones, City Clerk of the City of Temecula, HEREBY DO CERTIFY that the foregoing Resolution No. 03-__ was duly adopted at a special meeting of the City Council of the City of Temecula on the 25th day of March, 2003, by the following roll call vote: AYES: COUNCILMEMBERS: Comemhero, Naggar, Pratt, Roberts, Stone NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None ABSTAIN: COUNCILMEMBERS: None Susan W. Jones, CMC City Clerk R:/Resos 2003/Resos 03-_ 3 RESOLUTION NO. TPFA 03-__ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY OF FORMATION OF TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL), AUTHORIZING THE LEVY OF A SPECIAL TAX WITHIN THE DISTRICT, PRELIMINARILY ESTABLISHING AN APPROPRIATIONS LIMIT FOR THE DISTRICT AND SUBMrI-FING LEVY OF THE SPECIAL TAX AND THE ESTABLISHMENT OF THE APPROPRIATIONS LIMIT TO THE QUALIFIED ELECTORS OF THE DISTRICT WHEREAS, on January 28, 2003, this Board of Directors adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority Declaring Its Intention to Establish a Community Facilities District and to Authorize the Levy of Special Taxes Therein - Crowne Hill" (the "Resolution of Intention") stating its intention to form the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "District") pursuant to the Mello-Roos Community Facilities Act of 1982, California Government Code Section 53311 et seq. (the "Law"); and WHEREAS, the Resolution of Intention, incorporating by reference a map of the proposed boundaries of the District and describing the public improvements eligible to be financed by the District (the "Facilities") and the prior lien (the "Prior Lien") secured by a special tax lien on parcels in the District which Prior Lien is to be eliminated by the District, the cost of financing the Facilities and of eliminating the Prior Lien, and the rate and method of apportionment of the special tax (the "initial Rate and Method") to be levied within the District to pay the cost of financing the Facilities and of eliminating the Prior Lien, and to pay the principal and interest on bonds proposed to be issued with respect to the District, is on file with the Secretary and the provisions thereof are incorporated herein by this reference as if fully set forth herein; and WHEREAS, certain technical changes have been made to the Initial Rate and Method and a revised rate and method of apportionment of special taxes for the District has been prepared the form of which is attached hereto as Exhibit A, and a copy of said revised rate and method of apportionment of special tax has been provided to all of the owners of land within the District prior to the date hereof; and WHEREAS, on this date, this Board of Directors held the public hearing as required by the Law and the Resolution of Intention relative to the proposed formation of the District; and WHEREAS, at the hearing all interested persons desiring to be heard on all matters pertaining to the formation of the District, the Facilities eligible to be funded by the District, and the Prior Lien to be eliminated, thereby and the levy of the special tax were heard and a full and fair hearing was held; and WHEREAS, at the hearing evidence was presented to this Board of Directors on the matters before it, including a report by the Director of Public Works of the City of Temecula (the "Report") as to the Facilities eligible to be funded, and the Prior Lien to be eliminated, by the R:/TPFA Resos 2003/'rPFA 03-_ I District and the costs thereof, a copy of which is on file with the Secretary, and this Board of Directors at the conclusion of the hearing was fully advised regarding the District; and WHEREAS, written protests with respect to the formation of the District and/or the furnishing of specified types of Facilities or of the Prior Lien to be eliminated as described in the Report have not been filed with the Secretary by fifty percent (50%) or more of the registered voters residing within the territory of the District or property owners of one-half (1/2) or more of the area of land within the District and not exempt from the special tax; and WHEREAS, the special tax proposed to be levied in the District to pay for the costs of the Facilities and of the elimination of the Prior Lien, as set forth in Exhibit A to this Resolution, has not been eliminated by protest by fifty percent (50%) or more of the registered voters residing within the territory of the District or the owners of one-half (1/2) or more of the area of land within the District and not exempt from the special tax. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Temecula Public Financing Authority as follows: Section 1. The foregoing recitals are true and correct. Section 2. The proposed special tax to be levied within the District has not been precluded by majority protest pursuant to Section 53324 of the Law. On April 10, 2001, this Board of Directors adopted a resolution approving Local Goals and Policies for Community Facilities Districts, and this Board of Directors hereby finds and determines that the District is in conformity with said goals and policies. Section 3. All prior proceedings taken by this Board of Directors in connection with the establishment of the District and the levy of the special tax have been duly considered and are hereby found and determined to be valid and in conformity with the Law. Section 4. The community facilities district designated "Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill)" is hereby established pursuant to the Law. Section 5. The boundaries of the District, as described in the Resolution of Intention and set forth in the boundary map of the District recorded on January 31, 2003 at 8:00 a.m. in the Riverside County Recorder's Office at Book 52 of Maps of Assessment and Community Facilities Districts at Page 79 (instrument no. 2003-072701), are hereby approved, are incorporated herein by this reference and shall be the boundaries of the District. Section 6, The type of facilities eligible to be funded by the District pursuant to the Law, and the Prior Lien to be eliminated by the District pursuant to the Law, are as described in Exhibit A to the Resolution of Intention which Exhibit is by this reference incorporated herein. This Board of Directors hereby finds that the Facilities are necessary to meet increased demands placed upon local agencies as the result of development occurring in the District. This Board of Directors acknowledges that, pursuant to the authority granted in Section 4 of the Resolution of Intention, the Executive Director has executed Joint Community Facilities Agreements with the City of Temecula, the Eastern Municipal Water District and the Rancho California Water District. This Board of Directors also authorizes and directs the Executive Director to execute a Joint Community Facilities Agreement with the State of California Department of Transportation, in a form provided by Bond Counsel, as necessary under the R:/"rPFA Resos 2002/'rPFA 03-_ 2 Law to finance those Facilities to be owned by said agency. This Board of Directors hereby declares that the Joint Community Facilities Agreements described above will be beneficial to residents in the area of the District. Section 7. Except to the extent that funds are otherwise available to the District to pay for the Facilities, to pay the costs to eliminate the Prior Lien, and/or to pay the principal and interest as it becomes due on bonds of the District issued to finance the Facilities and eliminate the Prior Lien, a special tax sufficient to pay the costs thereof, secured by recordation of a continuing lien against all non-exempt real property in the District, will be levied within the District and collected in the same manner as ordinary ad valorem property taxes or in such other manner as this Board of Directors shall determine, including direct billing of the affected property owners. The proposed rate and method of apportionment of the special tax among the parcels of real property within the District, in sufficient detail to allow each landowner within the proposed District to estimate the maximum amount such owner will have to pay, are described in Exhibit A to this Resolution which Exhibit is by this reference incorporated herein. This Board of Directors hereby finds that the basis for the levy and apportionment of the special tax, as set forth in the Rate and Method, is reasonable. Section 8. The Treasurer of the Temecula Public Financing Authority, 43200 Business Park Drive, Temecula, CA 92590, telephone number (909) 694-6430, is the officer of the Authority that will be responsible for preparing annually and whenever otherwise necessary a current roll of special tax levy obligations by assessor's parcel number and which will be responsible for estimating future special tax levies pursuant to Section 53340.2 of the Law. Section 9. Upon recordation of a notice of special tax lien pursuant to Section 3114.5 of the California Streets and Highways Code, a continuing lien to secure each levy of the special tax shall attach to all nonexempt real property in the District and this lien shall continue in force and effect until the special tax obligation is prepaid and permanently satisfied and the lien canceled in accordance with law or until collection of the tax by the Authority ceases. Section 10. In accordance with Section 53325.7 of the California Government Code, the appropriations limit, as defined by subdivision (h) of Section 8 of Article XIIIB of the California Constitution, of the District is hereby preliminarily established at $25,000,000 and said appropriations limit shall be submitted to the voters of the District as provided below. The proposition establishing the appropriations limit shall become effective if approved by the qualified electors voting thereon and shall be adjusted in accordance with the applicable provisions of Section 53325.7 of the Law. Section 11. Pursuant to the provisions of the Law, the proposition of the levy of the special tax and the proposition of the establishment of the appropriations limit specified above shall be submitted to the qualified electors of the District at an election, the time, place and conditions of which election shall be as specified by a separate resolution of this Board of Directors. Section 12. The Acquisition Agreement relating to the acquisition of certain of the Facilities specified therein from Lennar Homes of California, Inc. (the "Acquisition Agreement"), in the form presented to the Board of Directors at this meeting, is hereby approved. The Executive Director is hereby authorized and directed to execute and deliver the Acquisition Agreement in said form, with such additions thereto or changes therein as are approved by the Executive Director upon consultation with the Authority Counsel and Bond Counsel, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Acquisition Agreement by the Executive Director. R:/'FPFA Resos 2002/'FPFA 03-~ 3 Section 13. This Resolution shall take effect upon its adoption. PASSED, APPROVED AND ADOPTED by the Board of Directors of the Temecula Public Financing Authority at a meeting held on the 25th day of March, 2003. ATTEST: Jeffrey E. Stone, Chairperson Susan W. Jones, CMC City Clerk/Authority Secretary [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan Jones, Secretary of the Temecula Public Financing Authority, HEREBY DO CERTIFY that the foregoing Resolution No. TPFA 03- was duly adopted ata. h,special meeting of the Board of Directors of the Temecula Public Financing Authority on the25' day of March, 2003, by the following vote: AYES: NOES: ABSENT: ABSTAIN: BOARDMEMBERS: BOARDMEMBERS: BOARDMEMBERS: BOARDMEMBERS: Susan W. Jones, CMC City Clerk/Authority Secretary R:/TPFA Resos 2002./'rPFA 03-__ 4 EXHIBIT A TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX A Special Tax shall be levied and collected on all Taxable Property located within the boundaries of the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) ("CFD"). The amount of Special Tax to be levied in each Fiscal Year, commencing in Fiscal Year 2003-04 on a Parcel shall be determined by the Board of Directors of the Temecula Public Financing Authority or its designee, acting in its capacity as the legislative body of the CFD by applying the appropriate Special Tax as set forth in Sections B., C., and D., below. All of the real property within the CFD, unless exempted by law or by the provisions in Section E., shall be taxed for the purposes, to the extent and in the manner herein provided. A. DEFINITIONS The terms hereinafter set forth have the following meanings: "Acre or Acreage" means the land area of a Parcel as shown on an Assessor's Parcel Map, or if the land area is not shown on an Assessor's Parcel Map, the land area shown on the applicable final map, parcel map, condominium plan, or other similar recorded County instrument. "Act" means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part I of Division 2 of Title 5 of the California Government Code of the State of California. "Administrative Expenses" the actual or reasonably estimated costs directly related to the administration of the CFD, including but not limited to: the costs of computing the Special Taxes and of preparing the annual Special Tax collection schedules (whether by the CFD Administrator or designee thereof or both); the costs of collecting the Special Taxes (whether by the Authority, County, City, or otherwise); the costs of remitting the Special Taxes to the trustee for any Bonds; the costs of commencing and pursuing to completion any foreclosure action arising from delinquent Special Taxes; the costs of the trustee (including its legal counsel) in the discharge of the duties required of it under any indenture; the costs of the Authority, City or designee in complying with arbitrage rebate and disclosure requirements of applicable federal and State securities laws, the Act and the California Government Code, including property owner inquiries regarding the Special Taxes; the costs associated with the release of funds from any escrow account; the costs of the Authority, City or designee related to an appeal of the Special Tax; and an allocable share of the salaries of the City staff and City overhead expense directly relating to the foregoing. Administrative Expenses shall also include amounts advanced by the City or the Authority for any administrative purposes of the CFD. "Approved Property" means for any Fiscal Year, all Parcels of Taxable Property: (i) that are included in a Final Map that was recorded prior to the January 1st preceding the Fiscal Year in which the Special Tax is being levied, and (ii) for which a building permit was not issued prior to the April 1st preceding the Fiscal Year in which the Special Tax is being levied. A-1 "Assessor's Parcel Map" means an official map of the County designating parcels by a parcel number. "Assigned Special Tax" means the Special Tax for each Land Use Category of Developed Property, as determined in accordance with Section C.1 .a., below. "Authority" means the Temecula Public Financing Authority. "Backup Special Tax" means the Special Tax amount set forth in Section C.1 .b. below. "Board of Directors" means the Board of Directors of the Authority, acting as the legislative body of the CFD. "Bonds" means any bonds or other indebtedness (as defined in the Act) issued by the CFD and secured by the levy of Special Taxes. "CFD" means Community Facilities District No. 03-1 (Crowne Hill) of the Authority established pursuant to the Act. "CFD Administrator" means the Finance Director of the City, or designee thereof, responsible for determining the Special Tax Requirement and various other amounts described herein and for providing for the levy and collection of the Special Taxes. "City" means the City of Temecula. "County" means the County of Riverside. "Developed Property" means all Parcels of Taxable Property, not classified as Approved Property, Undeveloped Property, Public Property and/or Property Owner's Association Property that are not Exempt Property pursuant to the provisions of Section E., below: (i) that are included in a Final Map that was recorded prior to January 1st preceding the Fiscal Year in which the Special Tax is being levied and (ii) a building permit for new construction has been issued prior to April 1st preceding the Fiscal Year in which the Special Tax is being levied. "Exempt Property" means any Parcel, which is exempt from Special Taxes pursuant to Section E., below. "Final Map" means a subdivision of property evidenced by the recordation of a final map, parcel map, or lot line adjustment, pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or the recordation of a condominium plan pursuant to California Civil Code 1352 that creates individual lots for which building permits may be issued without further subdivision. "Fiscal Year" means the period starting on July 1st and ending on the following June 30th "Indenture" means the indenture, trust agreement, fiscal agent agreement, resolution or other instrument pursuant to which Bonds are issued, as modified, amended and/or supplemented from time to time, and any instrument replacing or supplementing the same. "Land Use Category" means any of the categories listed in Tables 1 and 2. A-2 "Maximum Special Tax" means the Maximum Special Tax, determined in accordance with Section C, which can be levied in any Fiscal Year on any Parcel. "Multifamily Residential Property" means any Parcel of Residential Property that consists of a building or buildings comprised of attached residential units available for rental but not purchase, by the general public and under common management. "Non-Residential Property" means all Parcels of Developed Property for which a building permit was issued for any type of non-residential use. "Parcel(s)" means a lot or parcel shown on an Assessor's Parcel Map with an assigned parcel number as of January 1st preceding the Fiscal Year for which the Special Tax is being levied. "Property Owner's Association Property" means any property within the boundary of the CFD, which, as of January 1st of the preceding Fiscal Year for which the Special Tax is being levied has been conveyed, dedicated to, or irrevocably dedicated to a property owner association, including any master or sub-association. "Proportionately" means for Developed Property that the ratio of the actual Special Tax levy to the Assigned Special Tax or Backup Special Tax is the same for all Parcels of Developed Property and for Undeveloped Property, Public Property and/or Property Owners Association Property that is not Exempt Property pursuant to Section E., for each applicable Zone, that the ratio of the actual Special Tax levy per Acre to the Maximum Special Tax per Acre is the same for all such Parcels within each applicable Zone. "Public Property" means any property within the boundary of the CFD which, as of January 1st of the preceding Fiscal Year for which the Special Tax is being levied is used for rights-of-way or any other purpose and is owned by, dedicated to, or irrevocably offered for dedication to the federal government, the State of California, the County, City or any other local jurisdiction, provided, however, that any property leased by a public agency to a private entity and subject to taxation under Section 53340.1 of the Act shall be taxed and classified according to its use. "Residential Floor Area" means all of the square footage within the perimeter of a residential structure, not including any carport, walkway, garage, overhang, patio, enclosed patio, or similar area. The determination of Residential Floor Area shall be made by the CFD Administrator with reference to the building permit(s) issued for such Assessor's Pamel or other appropriate means selected by the CFD Administrator. Once such determination has been made for a parcel, it shall remain fixed in all future Fiscal Years. "Residential Property" means all Parcels of Developed Property for which a building permit has been issued for purposes of constructing one or more residential dwelling units. "Special Tax(es)" means the special tax to be levied in each Fiscal Year on each Parcel of Taxable Property. "Special Tax Requirement" means that amount required in any Fiscal Year to pay: (i) annual debt service on all outstanding Bonds due in the calendar year which commences in such Fiscal Year; (ii) periodic costs on the Bonds, including but not limited to, credit enhancement and rebate payments on the Bonds; (iii) Administrative Expenses; (iv) an amount equal to any anticipated shortfall due to Special Tax delinquency in the prior Fiscal Year; and A-3 (v) any amounts required to establish or replenish any reserve funds for the outstanding Bonds; less (vi) a credit for funds available to reduce the annual Special Tax levy as determined pursuant to the Indenture. 'q'axable Property" means all Parcels in the CFD which have not prepaid pursuant to Section H, or are not exempt from the Special Tax pursuant to law or Section E., below. "Undeveloped Property" means all Taxable Property not classified as Developed Property, Approved Property, Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E. "Zone(s)" means Zone 1 or Zone 2 as geographically identified on the boundary map of the CFD, attached as Exhibit 1. "Zone 1" means the specific area identified on the boundary map attached as Exhibit 1 as Zone 1 of the CFD. "Zone 2" means the specific area identified on the boundary map attached as Exhibit 1 as Zone 2 of the CFD. B. ASSIGNMENT TO LAND USE CATEGORY Each Fiscal Year, commencing with the 2003-2004 Fiscal Year, all Parcels of Taxable Property within the CFD of each applicable Zone shall be classified as either Developed Property, Approved Property, Undeveloped Property, Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions in Section E., and shall be subject to the levy of Special Taxes in accordance with this Rate and Method of Apportionment as determined pursuant to Sections C., and D., below. Parcels of Developed Property shall further be classified as Residential Property or Non- Residential Property. A Parcel of Residential Property shall further be classified to its appropriate Land Use Category based on the Residential Floor Area of such Parcel unless it qualifies as Multifamily Residential Property, for which the Assigned Special Tax shall be based on the number of dwelling units. C. MAXIMUM SPECIAL TAX RATE 1. Developed Property The Maximum Special Tax for each Parcel of Residential Property within its applicable Zone shall be the greater of: (i) the applicable Assigned Special Tax described in Tables 1 or 2, or (ii) the amount derived by application of the Backup Special Tax. The Maximum Special Tax for each Parcel of Non-Residential Property shall be the Assigned Special Tax described in Tables 1 or 2. A-4 a. Assi,qned Special Tax The Assigned Special Tax for each Parcel of Developed Property is shown in Tables 1 or 2, TABLE 1 Assigned Special Taxes for Developed Property within Zone 1 Assigned Special Tax Taxable Per Land Use Category Unit Residential Floor Area Taxable Unit A - Residential Property D/U 4,300 or more sq. ft. $5,136 B - Residential Property D/U 3,700 or more, but less than 4,300 sq. $2,457 ff. C - Residential Property D/U 3,200 or more, but less than 3,700 sq. $2,258 ff. D - Residential Property D/U 2,900 or more, but less than 3,200 sq. $1,754 ft. E - Residential Property D/U 2,600 or more, but less than 2,900 sq. $1,594 ft. F - Residential Property D/U 2,300 or more, but less than 2,600 sq. $1,442 ft. G - Residential Property D/U 2,000 or more, but less than 2,300 sq. $1,427 ft. H - Residential Property D/U Less than 2,000 sq. ft. $1,363 I Multifamily Residential Unit N/A $308 Property J - Non-Residential Property Acre N/A $5,547 A-5 TABLE 2 Assigned Special Taxes for Developed Property within Zone 2 Assigned Special Taxable Tax Per Land Use Category Unit Residential Floor Area Taxable Unit A - Residential Property D/U 3,300 or more sq. ft. $1,927 B - Residential Property D/U 2,800 or more, but less than 3,300 sq. $1,824 ft. C - Residential Property D/U 2,500 or more, but less than 2,800 sq. $1,539 ft. D - Residential Property D/U 2,300 or more, but less than 2,500 sq. $1,504 ft. E - Residential Property D/U 2,100 or more, but less than 2,300 sq. $1,436 ft. F- Residential Property D/U Less than 2,100 sq. ft. $1,316 G - Multifamily Residential Unit N/A $473 Property H - Non-Residential Property Acre N/A $8,519 b. Backup Special Tax Zone 1 The Backup Special Tax shall be $5,547 per Acre for Parcels of Residential Property. Zone 2 The Backup Special Tax shall be $8,519 per Acre for Parcels of Residential Property. Notwithstanding the foregoing, if parcels of Residential Property are subsequently changed or modified by recordation of a lot line adjustment or similar instrument, then the Backup Special Tax shall be recalculated. 2. Approved Property The Maximum Special Tax for each Parcel of Approved Property within Zone I shall be $5,547 per Acre and the Maximum Special Tax for each Parcel of Approved Property within Zone 2 shall be $8,519 per Acre. 3. Undeveloped Property The Maximum Special Tax for each Parcel of Undeveloped Property within Zone I shall be $5,547 per Acre and the Maximum Special Tax for each Parcel of Undeveloped Property within Zone 2 shall be $8,519 per Acre. A-6 4. Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E. The Maximum Special Tax for each Parcel of Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E., within Zone 1 shall be $5,547 per Acre and the Maximum Special Tax for each Parcel of Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E., within Zone 2 shall be $8,519 per Acre. D. METHOD OF APPORTIONMENT OF THE SPECIAL TAX Commencing with Fiscal Year 2003-2004 and for each following Fiscal Year, the Board of Directors shall levy the Special Tax on all Taxable Property until the amount of Special Taxes equals the Special Tax Requirement in accordance with the following steps: First: The Special Tax shall be levied Proportionately on each Parcel of Developed Property at up to 100% of the applicable Assigned Special Tax rate in Tables 1 or 2 as needed to satisfy the Special Tax Requirement; Second: If additional moneys are needed to satisfy the Special Tax Requirement after the first step has been completed, the Special Tax shall be levied Proportionately on each Parcel of Approved Property at up to 100% of the Maximum Special Tax for Approved Property; Third: If additional moneys are needed to satisfy the Special Tax Requirement after the first two steps have been completed, the Special Tax shall be levied Proportionately on each Parcel of Undeveloped Property at up to 100% of the Maximum Special Tax for Undeveloped Property; Fourth: If additional moneys are needed to satisfy the Special Tax Requirement after the first three steps have been completed, the Special Tax to be levied on each Parcel of Developed Property whose Maximum Special Tax is derived by the application of the Backup Special Tax shall be increased Proportionately from the Assigned Special Tax up to the Maximum Special Tax for each such Pamel; Fifth: If additional moneys are needed to satisfy the Special Tax Requirement after the first four steps have been completed, the Special Tax shall be levied Proportionately on each Parcel of Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E., at up to 100% of the Maximum Special Tax. Notwithstanding the above, under no circumstances will the Special Taxes levied against any Parcel of Residential Property be increased by more than ten percent (10%) per Fiscal Year as a consequence of delinquency or default by the owner of any other Parcel within the CFD. E. EXEMPTIONS 1. Zone I Special Taxes shall not be levied on up to 93.41 Acres of Public Property and/or Property Owner's Association Property within Zone 1 of the CFD. The CFD Administrator will assign Exempt Property status in the chronological order in which property becomes Public Property and/or Property Owner's Association Property within Zone 1. A-7 After the limit of 93.41 Acres within Zone 1 of the CFD has been reached, the Maximum Special Tax obligation for any additional Public Property and/or Property Owner's Association Property shall be prepaid in full pursuant to Section H., prior to the transfer or dedication of such property. Until the Maximum Special Tax obligation is prepaid as provided for in the preceding sentence, the Public Property and/or Property Owner's Association Property within the CFD shall be subject to the levy of the Special Tax as provided for in the fifth step in Section D. 2. Zone 2 Special Taxes shall not be levied on up to 30.43 Acres of Public Property and/or Property Owner's Association Property within Zone 2 of the CFD. The CFD Administrator will assign Exempt Property status in the chronological order in which property becomes Public Property and/or Property Owner's Association Property within Zone 2. After the limit of 30.43 Acres within Zone 2 of the CFD has been reached, the Maximum Special Tax obligation for any additional Public Property and/or Property Owner's Association Property shall be prepaid in full pursuant to Section H., prior to the transfer or dedication of such property. Until the Maximum Special Tax obligation is prepaid as provided for in the preceding sentence, the Public Property and/or Property Owner's Association Property within the CFD shall be subject to the levy of the Special Tax as provided for in the fifth step in Section D. F. MANNER OF COLLECTION The Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes and shall be subject to the same penalties, the same procedure, sale and lien priority in the case of delinquency; provided, however, that the CFD Administrator may directly bill the Special Tax, may collect Special Taxes at a different time or in a different manner if necessary to meet its financial obligations, and may covenant to foreclose and may actually foreclose on Parcels having delinquent Special Taxes as permitted by the Act if necessary to meet the financial obligations of the CFD. G. REVIEW AND APPEAL Any taxpayer may file a written appeal of the Special Tax levied on his/her property with the CFD Administrator, provided that the appellant is current in his/her payments of Special Taxes. During the pendency of an appeal, all Special Taxes previously levied must be paid on or before the payment date established when the levy was made. The appeal must specify the reasons why the appellant claims the Special Tax is in error. The CFD Administrator shall review the appeal, meet with the appellant if the CFD Administrator deems necessary, and advise the appellant of its determination. If the CFD Administrator agrees with the appellant, the CFD Administrator shall grant a credit to eliminate or reduce future Special Taxes on the appellant's property. No refunds of previously paid Special Taxes shall be made. H. PREPAYMENT OF SPECIAL TAX The following definitions apply to this Section H: "CFD Public Facilities" means $16,500,000 expressed in 2002 dollars, which shall increase by the Construction Inflation Index on July 1,2003, and on each July 1 thereafter, or such lower number as (i) shall be determined by the CFD Administrator as sufficient to provide A-8 the public facilities under the authorized bonding program of the CFD, or (ii) shall be determined by the Board of Directors concurrently with a covenant that it will not issue any more Bonds to be supported by Special Taxes levied under this Rate and Method of Apportionment. "Construction Fund" means an account specifically identified in the Indenture to hold funds that are currently available for expenditure to acquire or construct public facilities eligible under the Act. "Construction Inflation Index" means the annual percentage change in the Engineering News-Record Building Cost Index for the City of Los Angeles, measured as of the calendar year, which ends in the previous. Fiscal Year. In the event this index ceases to be published, the Construction Inflation Index shall be another index as determined by the CFD Administrator that is reasonably comparable to the Engineering New-Record Building Cost Index for the City of Los Angeles. "Future Facilities Costs" means the CFD Public Facilities minus public facility costs available to be funded through existing construction escrow accounts or funded by the Bonds, and minus public facility costs funded by interest earnings on the Construction Fund actually earned prior to the date of prepayment. "Outstanding Bonds" means all previously issued Bonds secured by the levy of Special Taxes, which will remain outstanding after the first interest and/or principal payment date following the current Fiscal Year, excluding Bonds to be redeemed at a later date with the proceeds of prior prepayments of Maximum Special Taxes. 1. Prepayment in Full The Maximum Special Tax obligation may only be prepaid and permanently satisfied by a Parcel of Developed Property, Approved Property for which a building permit has been issued, or Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to Section E. The Maximum Special Tax obligation applicable to such Parcel may be fully prepaid and the obligation of the Parcel to pay the Special Tax permanently satisfied as described herein; provided that a prepayment may be made only if there are no delinquent Special Taxes with respect to the Parcel at the time of prepayment. An owner of a Parcel intending to prepay the Maximum Special Tax obligation shall provide the CFD Administrator with written notice of intent to prepay, and within 10 business days of receipt of such notice, the CFD Administrator shall notify such owner of the amount of the non-refundable deposit determined to cover the cost to be incurred by the CFD in calculating the proper prepayment amount. Within 5 business days of receipt of such non-refundable deposit, the CFD Administrator shall notify such owner of the Prepayment Amount of such Parcel. Prepayment must be made not less than 60 days prior to any redemption date for any Bonds to be redeemed with the proceeds of such prepaid Special Taxes. A-9 The Prepayment Amount (defined below) shall be calculated as summarized below (capitalized terms as defined below): Total: Bond Redemption Amount plus Redemption Premium plus Future Facilities Amount plus Defeasance Amount plus Administrative Fees and Expenses less Reserve Fund Credit equals Prepayment Amount As of the proposed date of prepayment, the Prepayment Amount (defined below) shall be calculated as follows: Paragraph No.: 1. For Parcels of Developed Property, compute the Maximum Special Tax for the Parcel to be prepaid. For Parcels of Approved Property to be prepaid, compute the Maximum Special Tax for that Parcel as though it was already designated as Developed Property, based upon the building permit, which has already been issued for that Parcel. For Parcels of Public Property and/or Property Owner's Association Property to be prepaid, compute the Maximum Special Tax for that Parcel. 2. Divide the Maximum Special Tax computed pursuant to paragraph 1 by the total estimated Maximum Special Taxes based on the Developed Property Special Tax which could be charged on all expected development, less any Parcels which have been prepaid. 3. Multiply the quotient computed pursuant to paragraph 2 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the "Bond Redemption Amount"). 4. Multiply the Bond Redemption Amount computed pursuant to paragraph 3 by the applicable redemption premium, if any, on the Outstanding Bonds to be redeemed on the next applicable redemption date (the "Redemption Premium"). 5. Compute the Future Facilities Costs. 6. Multiply the quotient computed pursuant to paragraph 2 by the amount determined pursuant to paragraph 5 to compute the amount of Future Facilities Costs to be prepaid (the "Future Facilities Amount") 7. Compute the amount needed to pay interest on the Bond Redemption Amount from the first bond interest and/or principal payment date following the current Fiscal Year until the earliest redemption date for the Outstanding Bonds. 8. Determine the Special Taxes levied on the Parcel in the current Fiscal Year which have not yet been paid. 9. Compute the amount the CFD Administrator reasonably expects to derive from the reinvestment of the Bond Redemption Amount less the Future Facilities A-10 Amount from the date of prepayment until the redemption date for the Outstanding Bonds to be redeemed with the prepayment. 10. Add the amounts computed pursuant to paragraphs 7 and 8 and subtract the amount computed pursuant to paragraph 9 (the "Defeasance Amount"). 11. Verify the administrative fees and expenses, including the costs of computation of the prepayment, the costs to invest the prepayment proceeds, the costs of redeeming the Outstanding Bonds, and the costs of recording any notices to evidence the prepayment and the redemption (the "Administrative Fees and Expenses"). 12. The reserve fund credit (the "Reserve Fund Credit") shall equal the lesser of: (a) the expected reduction in the reserve requirement (as defined in the Indenture), if any, associated with the redemption of Outstanding Bonds as a result of the prepayment, or (b) the amount derived by subtracting the new reserve requirement (as defined in the Indenture) in effect after the redemption of Outstanding Bonds as a result of the prepayment from the balance in the reserve fund on the prepayment date, but in no event shall such amount be less than zero. 13. The Maximum Special Tax prepayment is equal to the sum of the amounts computed pursuant to paragraphs 3, 4, 6, 10 and 11, less the amount computed pursuant to paragraph 12 (the "Prepayment Amount"). 14. From the Prepayment Amount, the amounts computed pursuant to paragraphs 3, 4, 10 and 12 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds or make debt service payments. The amount computed pursuant to paragraph 6 shall be deposited into the Construction Fund. The amount computed pursuant to paragraph 11 shall be retained by the CFD. The Prepayment Amount may be sufficient to redeem other than a $5,000 increment of Bonds. In such cases, the increment above $5,000 or integral multiple thereof will be retained in the appropriate fund established under the Indenture to be used with the next prepayment of Bonds or to make debt service payments. As a result of the payment of the current Fiscal Year's Special Tax levy as determined under paragraph 8 (above), the CFD Administrator shall remove the current Fiscal Year's Special Tax levy for such Parcel from the County tax rolls. With respect to any Parcel that is prepaid, the Board of Directors shall cause a suitable notice to be recorded in compliance with the Act, to indicate the prepayment of Special Taxes and the release of the Special Tax lien on such Pamel, and the obligation of such Parcel to pay the Special Tax shall cease. Notwithstanding the foregoing, no Special Tax prepayment shall be allowed unless the amount of Maximum Special Taxes that may be levied on Taxable Property after the proposed prepayment is at least 1.10 times the maximum annual debt service on all Outstanding Bonds. 2. Prepayment in Part The Maximum Special Tax on a Parcel of Developed Property or a Parcel of Approved Property for which a building permit has been issued may be partially prepaid in increments of $5,000. The amount of the prepayment shall be calculated as in Section H.I., except that a partial prepayment shall be calculated according to the following formula: A-11 PP = ((PE -A)x F)+A These terms have the following meaning: PP = the partial prepayment PE = the Prepayment Amount calculated according to Section H.1 F = the percent by which the owner of the Parcel(s) is partially prepaying the Maximum Special Tax. A = the Administrative Fees and Expenses calculated according to Section H.1 An owner of a Parcel intending to partially prepay the Maximum Special Tax shall notify the CFD Administrator of (i) such owner's intent to partially prepay the Maximum Special Tax, (ii) the pementage by which the Maximum Special Tax shall be prepaid, and (iii) the company or agency that will be acting as the escrow agent, if applicable, and within 10 business days of receipt of such notice, the CFD Administrator shall notify such owner of the amount of the non- refundable deposit determined to cover the cost to be incurred by the CFD in calculating the proper amount of a partial prepayment. Within 5 business days of receipt of such non- refundable deposit, the CFD Administrator shall notify such owner of the partial Prepayment Amount of such Parcel. Partial prepayment must be made not less than 60 days prior to any redemption date for any Bonds to be redeemed with the proceeds of such prepaid Special Taxes. With respect to any Parcel that is partially prepaid, the CFD Administrator shall (i) distribute the funds remitted to it according to Paragraph 14 of Section H.I., and (ii) indicate in the records of the CFD that there has been a partial prepayment of the Maximum Special Tax and that a portion of the Maximum Special Tax equal to the outstanding percentage (1.00 - F) of the remaining Maximum Special Tax shall continue to be authorized to be levied on such Parcel pursuant to Section D. I. TERM OF THE SPECIAL TAX For each year that any Bonds are outstanding the Special Tax shall be levied on all Parcels subject to the Special Tax. If any delinquent Special Taxes remain uncollected prior to or after all Bonds are retired, the Special Tax may be levied to the extent necessary to reimburse the CFD for uncollected Special Taxes associated with the levy of such Special Taxes, but not later than the 2043-2044 Fiscal Year. A-12 EXHIBIT 1 PROPOSED BOUNDARY MAP OF TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 05-1 (CROWNE HILL) COUNTY OF RIVERSIDE, STATE OF CALIFORNIA N A-13 RESOLUTION NO. TPFA 03- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DETERMINING THE NECESSITY TO INCUR BONDED INDEBTEDNESS WITHIN TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) AND SUBMITrlNG PROPOSITION TO THE QUALIFIED ELECTORS OF THE DISTRICT WHEREAS, on January 28, 2003, this Board of Directors adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority Declaring Its Intention to Establish a Community Facilities District and to Authorize the Levy of Special Taxes Therein - Crowne Hill" (the "Resolution of Intention") stating its intention to form the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "District"), pursuant to the Mello-Roos Community Facilities Act of 1982, California Government Code Section 53311 et seq. (the "Law"), to fund costs of certain public improvements (the "Facilities") and to fund the costs necessary to eliminate a prior lien on property in the District (the "Prior Lien"), as described therein; and WHEREAS, on January 28, 2003, this Board of Directors also adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority Declaring Its Intention to Incur Bonded Indebtedness of the Proposed Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill)" (the "Resolution of Intention to Incur Indebtedness") stating its intention to incur bonded indebtedness within the boundaries of the District for the purpose of financing a portion of the costs of the Facilities and of financing the elimination of the Prior Lien; and WHEREAS, on this date, this Board of Directors held the public hearing as required by the Law and the Resolution of Intention relative to the determination to proceed with the formation of the District, the provision by the District of funds to pay the costs of the Facilities and to eliminate the Prior Lien, and the rate and method of apportionment of the special tax to be levied within the District to pay the principal and interest on the proposed indebtedness and the administrative costs of the Authority and the City of Temecula relative to the District; and WHEREAS, at the hearing all persons desiring to be heard on all matters pertaining to the formation of the District, the provision of funds to pay the costs of the Facilities and to pay the costs to eliminate the Prior Lien, and the levy of the special tax on property within the District, were heard and a full and fair hearing was held; and WHEREAS, subsequent to the hearing, this Board of Directors adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority of Formation Of Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill), Authorizing The Levy Of A Special Tax Within The District, Preliminarily Establishing An Appropriations Limit For The District And Submitting Levy Of The Special Tax and the Establishment of the Appropriations Limit To The Qualified Electors Of The District" (the "Resolution of Formation"); and R:/'rPFA Resos 2003/TPFA 03-_ 1 WHEREAS, on this date, this Board of Directors held the public hearing as required by the Law relative to the matters material to the questions set forth in the Resolution of Intention to Incur Indebtedness; and WHEREAS, no written protests with respect to the matters material to the questions set forth in the Resolution of Intention to Incur Indebtedness have been filed with the Secretary. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Temecula Public Financing Authority as follows: Section 1. The foregoing recitals are true and correct. Section 2. This Board of Directors deems it necessary to incur bonded indebtedness in the maximum aggregate principal amount of $25,000,000 within the boundaries of the District. Section 3. The indebtedness is incurred for the purpose of financing the costs of the Facilities and the costs necessary to eliminate the Prior Lien, as provided in the Resolution of Formation including, but not limited to, the costs of issuing and selling bonds to finance costs of the Facilities and of the eliminating of the Prior Lien and the costs of the Authority and the City of Temecula in administering the District. Section 4. The whole of the District shall pay for the bonded indebtedness through the levy of the special tax. The special tax is to be apportioned in accordance with the Rate and Method set forth in Exhibit B to the Resolution of Intention. Section 5. The maximum amount of bonded indebtedness to be incurred is $25,000,000 and the maximum term of the bonds to be issued shall in no event exceed forty (40) years. Section 6. The bonds shall bear interest at a rate or rates not to exceed the maximum interest rate permitted by applicable law at the time of sale of the bonds, payable weekly, semiannually or in such other manner as this Board of Directors or its designee shall determine, the actual rate or rates and times of payment of such interest to be determined by this Board of Directors or its designee at the time or times of sale of the bonds. Section 7. The proposition of incurring the bonded indebtedness herein authorized shall be submitted to the qualified electors of the District and shall be consolidated with elections on the proposition of levying special taxes within the District and the establishment of an appropriations limit for the District pursuant to Section 53353.5(a) of the Law. The time, place and conditions of said election shall be as specified by separate resolution of this Board of Directors. R:/TPFA Resos 2003,q'PFA 03-~ 2 Section 8. This Resolution shall take effect upon its adoption. PASSED, APPROVED AND ADOPTED, by the Board of Directors of the Temecula Public Financing Authority at a meeting held on the 25th day of March, 2003. ATTEST: Jeffrey E. Stone, Chairperson Susan W. Jones, CMC City Clerk/Authority Secretary [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan Jones, Secretary of the Temecula Public Financing Authority, HEREBY DO CERTIFY that the foregoing Resolution No. TPFA 03- was duly adopted at a special meeting of the Board of Directors of the Temecula Public Financing Authority on the 25th day of March, 2003, by the following vote: AYES: BOARDMEMBERS: NOES: BOARDMEMBERS: ABSENT: BOARDMEMBERS: ABSTAIN: BOARDMEMBERS: Susan W. Jones, CMC City Clerk/Authority Secreta~ R:/'I'PFA Resos 2003/TPFA 03-__ 3 RESOLUTION NO. TPFA 03- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY CALLING SPECIAL ELECTION WITHIN COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) WHEREAS, on this date, this Board of Directors adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority of Formation of Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill), Authorizing the Levy of a Special Tax Within the District, Preliminarily Establishing an Appropriations Limit for the District and Submitting Levy of the Special Tax and the Establishment of the Appropriations Limit to the Qualified Electors of the District" (the "Resolution of Formation"), ordering the formation of the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "District"), authorizing the levy of a special tax on property within the District and preliminarily establishing an appropriations limit for the District; WHEREAS, on this date, this Board of Directors also adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority Determining the Necessity to Incur Bonded Indebtedness Within Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) and Submitting Proposition to the Qualified Electors of the District" (the "Resolution to Incur Indebtedness"), determining the necessity to incur bonded indebtedness in the maximum aggregate principal amount of $25,000,000 upon the security of the special tax to be levied within the District; and WHEREAS, pursuant to the provisions of said resolutions, the propositions of the levy of said special tax, the establishment of the appropriations limit and the incurring of the bonded indebtedness is to be submitted to the qualified electors of the District as required by the Mello- Roos Community Facilities Act of 1982, California Government Code Section 53311 et seq. (the "Law"). NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Temecula Public Financing Authority as follows: Section 1. Pursuant to Sections 53325.7, 53326 and 53351 of the Law, the issues of the levy of said special tax, the incurring of bonded indebtedness and the establishment of said appropriations limit shall be submitted to the qualified electors of the District at an election called therefor as provided below. Section 2. As authorized by Section 53353.5 of the Law, the three propositions described in paragraph 1 above shall be combined into a single ballot measure, the form of which is attached hereto as Exhibit A and by this reference incorporated herein. The form of ballot is hereby approved. Section 3. This Board of Directors hereby finds that fewer than 12 persons have been registered to vote within the territory of the District for each of the ninety (90) days preceding the close of the public hearings heretofore conducted and concluded by this Board of Directors for the purposes of these proceedings. Accordingly, and pursuant to Section 53326(b) of the Law, this Board of Directors finds that for purposes of these proceedings the qualified electors are the R:/'rPFA Resos 2003/TPFA 03-_ I landowners within the District and that the vote shall be by said landowners or their authorized representatives, each having one vote for each acre or portion thereof such landowner owns in the District as of the close of the public hearings. Section 4. This Board of Directors hereby calls a special election to consider the measure described in Section 2 above, which election shall be held immediately following adoption of this Resolution in the meeting place of the Board of Directors of the Temecula Public Financing Authority. The Secretary is hereby designated as the official to conduct said election. It is hereby acknowledged that the Secretary has on file the Resolution of Formation, a map of the proposed boundaries of the District, and a sufficient description to allow the Secretary to determine the boundaries of the District. The voted ballots shall be returned to the Secretary no later than immediately following the adoption of this Resolution; and when all of the qualified voters have voted, the election shall be closed. Section 5. Pursuant to Section 53327 of the Law, the election shall be conducted by mail or hand delivered ballot pursuant to the California Elections Code. This Board of Directors hereby finds that paragraphs (a), (b), (c) (1) and (c)(3) of Section 4000 of the California Elections Code are applicable to this special election. Section 6. This Board of Directors acknowledges that the Secretary has caused to be delivered to the qualified electors of the District ballots in the form set forth in Exhibit A hereto. Each ballot indicated the number of votes to be voted by the respective landowner. Each ballot was accompanied by all supplies and written instructions necessary for the use and return of the ballot. The envelope to be used to return ballots was enclosed with the ballot, had the return postage prepaid, and contained the following: (a) the name and address of the landowner, (b) a declaration, under penalty of perjury, stating that the voter is the owner of record or authorized representative of the landowner entitled to vote and is the person whose name appears on the envelope, (c) the printed name, signature and address of the voter, (d) the date of signing and place of execution of the declaration pursuant to clause (b) above, and (e) a notice that the envelope contains an official ballot and is to be opened only by the Secretary. Analysis and arguments with respect to the ballot measures were waived by the landowners in their petitions to form the District as well as in the voted ballots, as permitted by Section 53327(b) of the Law. Section 7. The Secretary shall accept the ballots of the qualified electors upon and prior to the adoption of this Resolution, whether the ballots be personally delivered or received by mail. The Secretary shall have available ballots which may be marked in the Board of Directors meeting room on the election day by the qualified electors. Section 8. This Board of Directors hereby further finds that the provision of the Law requiring a minimum of 90 days following the adoption of the Resolution of Formation to elapse before said special election is for the protection of the qualified electors of the District. The petitions previously submitted by the three landowners in the District and the voted ballots of the qualified electors of the District contain an acknowledgment of a waiver of any time limit pertaining to the conduct of the election and of a waiver of any requirement for analysis and arguments in connection with the election. Accordingly, this Board of Directors finds and determines that the qualified electors have been fully apprised of and have agreed to the R:/'rPFA Resos 2003fTPFA 03-_ 2 shortened time for the election and waiver of analysis and arguments, and have thereby been fully protected in these proceedings. This Board of Directors also finds and determines that the Secretary has concurred in the shortened time for the election. Section 9. Pursuant to the Local Agency Special Tax and Bond Accountability Act, Sections 50075.1 et. seq. and Sections 53410 et. seq. of the California Government Code, (a) the ballot measure referred to in Sections 2 and 4 above contains a statement indicating the specific purposes of the special tax, the proceeds of the special tax will be applied only to the purposes specified in the ballot measure, there shall be created by the Treasurer an account into which proceeds of the special tax levies will be deposited, and the Treasurer is hereby directed to provide an annual report to this Board of Directors as required by Section 50075.3 of the California Government Code; and (b) the ballot measure contains a statement indicating the specific purposes of the bonds, the proceeds of the bonds will be applied only to the purposes specified in the ballot measure, there shall be created by the Treasurer an account into which the proceeds of the bonds will be deposited, and the Treasurer is hereby directed to provide an annual report to this Board of Directors as required by Section 53411 of the California Government Code. Section 10. The Secretary is hereby directed to cause to be published in a newspaper of general circulation circulating within the District a copy of this Resolution and a copy of the Resolution to Incur Indebtedness, as soon as practicable after the date of adoption of this Resolution. PASSED, APPROVED AND ADOPTED, by the Board of Directors of the Temecula Public Financing Authority at a meeting held on the 25th day of March, 2003. A'Fi'EST: Jeffrey E. Stone, Chairperson Susan W. Jones, CMC City Clerk/Authority Secretary [SEAL] R:/'rPFA Resos 2003/TPFA 03-_ 3 STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan Jones, Secretary of the Temecula Public Financing Authority, HEREBY DO CERTIFY that the foregoing Resolution No. TPFA 03- was duly adopted at a special meeting of the Board of Directors of the Temecula Public Financing Authority on the 25th day of March, 2003, by the following vote: AYES: BOARDMEMBERS: NOES: BOARDMEMBERS: ABSENT: BOARDMEMBERS: ABSTAIN: BOARDMEMBERS: Susan W. Jones, CMC City Cler~Authority Secretary R:/'rPFA Resos 2003/TPFA 03-_ 4 EXHIBIT A TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) OFFICIAL BALLOT Special Tax and Bond Election (March 25, 2003) This ballot is for a special, landowner election. You must return this ballot in the enclosed postage paid envelope to the Secretary of the Temecula Public Financing Authority no later than immediately after adoption of the resolution of the Board of Directors calling said election, either by mail or in person. To vote, mark a cross (X) on the voting line after the word '"YES" or after the word "NO". All marks otherwise made are forbidden. All distinguishing marks are forbidden and make the ballot void. If you wrongly mark, tear, or deface this ballot, return it to the Secretary of the Temecula Public Financing Authority and obtain another. BALLOT MEASURE: Shall the Temecula Public Financing Authority (the "Authority") incur an indebtedness and issue bonds in one or more series in the maximum aggregate principal amount of $25,000,000, with interest at a rate or rates not to exceed the maximum interest rate permitted by law at the time of sale of such bonds on behalf of the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "District"), the proceeds of which will be used only to finance the costs of certain public improvements and to eliminate a lien on property in the District as specified in the Resolution of Formation of the District and the costs of issuing the bonds as well as the establishment of appropriate bond and interest rate reserves; shall a special tax payable solely from lands within the District be levied annually upon lands within the District to be applied only to the payment of the principal and interest upon such bonds to be issued and to replenish the reserves for the bonds, and to pay the costs of the Authority and the City of Temecula in administering the District, and shall the annual appropriations limit of the District be established in the amount of $25,000,000? Yes: No: By execution in the space provided below, you also indicate your waiver of the time limit pertaining to the conduct of the election and any requirement for analysis and arguments with respect to the ballot measure, as such waivers are described and permitted by Section 53326(a) and 53327(b) of the California Government Code. Number of Votes: Property Owner: R:~rPFA Resos 2003/'rPFA 03-_ 5 RESOLUTION NO. TPFA 03- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY DECLARING RESULTS OF SPECIAL ELECTION AND DIRECTING RECORDING OF NOTICE OF SPECIAL TAX LIEN WHEREAS, in proceedings heretofore conducted by this Board of Directors pursuant to the Mello-Roos Community Facilities Act of 1982, Section 53311 et seq. of the California Government Code (the "Law"), this Board of Directors on this date adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority Calling Special Election Within Community Facilities District No. 03-1 (Crowne Hill)", calling for a special election of the qualified electors within the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "District"); and WHEREAS, pursuant to the terms of said resolution, which are by this reference incorporated herein, the special election was held on this date, and the Secretary has on file a Canvass and Statement of Results of Election, a copy of which is attached hereto as Exhibit A; and WHEREAS, this Board of Directors has reviewed the canvass and hereby approves it. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Temecula Public Financing Authority as follows: Section 1. The issues presented at the special election were the incurring of a bonded indebtedness in the maximum aggregate principal amount of $25,000,000, the levy of a special tax within the District to be levied in accordance with the rate and method of apportionment of special taxes heretofore approved by this Board of Directors by its resolution adopted this date entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority of Formation of Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill), Authorizing Levy of a Special Tax Within the District, Preliminarily Establishing an Appropriations Limit for the District and Submitting Levy of the Special Tax and the Establishment of the Appropriations Limit to the Qualified Electors of the District", and the approval of an appropriations limit of not to exceed $25,000,000 pursuant to said resolution. Section 2. Pursuant to the canvass of the special election on file with the Secretary, the issues presented at the special election were approved by the qualified electors of the District by more than two-thirds of the votes cast at the special election. Section 3. Pursuant to the voter approval, the District is hereby declared to be fully formed with the authority to incur bonded indebtedness and to levy special taxes as heretofore provided in these proceedings and in the Law. Section 4. It is hereby found that all prior proceedings and actions taken by this Board of Directors with respect to the District were valid and in conformity with the Law. R:?rPFA Resos 2002/TPFA 03-_ I Section 5. The Secretary is hereby directed to execute and cause to be recorded in the office of the County Recorder of the County of Riverside a notice of special tax lien in the form required by the Law, said recording to occur no later than fifteen days following adoption by the Board of Directors of this Resolution. Section 6. This Resolution shall take effect upon its adoption. P ASSED, APPROVED AND ADOPTED, by the Board of Directors of the Temecula Public Financing Authority at a meeting held on the 25th day of March, 2003. ATTEST: Jeffrey E. Stone, Chairperson Susan W. Jones, CMC City Clerk/Authority Secretary [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan Jones, Secretary of the Temecula Public Financing Authority, HEREBY DO CERTIFY that the foregoing Resolution No. TPFA 03- was duly adopted at a special meeting of the Board of Directors of the Temecula Public Financing Authority on the 25th day of March, 2003, by the following vote: AYES: BOARDMEMBERS: NOES: BOARDMEMBERS: ABSENT: BOARDMEMBERS: ABSTAIN: BOARDMEMBERS: Susan W. Jones, CMC City Clerk/Authority Secretary R:/TPFA Resos 2003/TPFA 03-_ 2 EXHIBIT A CANVASS AND STATEMENT OF RESULT OF ELECTION TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) I hereby certify that on March 25, 2003, I canvassed the returns of the special election held on March 25, 2003, in the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) and the total number of ballots cast in said District and the total number of votes cast for and against the measure are as follows and the totals as shown for and against the measure are full, true and correct: Qualified Landowner Votes Votes Cast YES NO Temecula Public Financing Authority Community Facilities District No. 03- 1 (Crowne Hill) Special Tax and Bond Election March 25, 2003. 264 BALLOT MEASURE: Shall the Temecula Public Financing Authority (the "Authority") incur an indebtedness and issue bonds in one or more series in the maximum aggregate principal amount of $25,000,000, with interest at a rate or rates not to exceed the maximum interest rate permitted by law at the time of sale of such bonds on behalf of the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "District"), the proceeds of which will be used only to finance the costs of certain public improvements and to eliminate a lien on property in the District as specified in the Resolution of Formation of the District and the costs of issuing the bonds as well as the establishment of appropriate bond and interest rate reserves; shall a special tax payable solely from lands within the District be levied annually upon lands within the District to be applied only to the payment of the principal and interest upon such bonds to be issued and to replenish the reserves for the bonds and to pay the costs of the Authority and the City of Temecula in administering the District, and shall the annual appropriations limit of the District be established in the amount of $25,000,000? IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND this 25th day of March, 2003. By: Secretary, Temecula Public Financing Authority A-1 ORDINANCE NO. TPFA 03-__ AN ORDINANCE OF THE TEMECULA PUBLIC FINANCING AUTHORITY LEVYING SPECIAL TAXES WITHIN TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) WHEREAS, on January 28, 2003, this Board of Directors of the Temecula Public Financing Authority (the "Authority") adopted a resolution entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority Declaring Its Intention to Establish a Community Facilities District and to Authorize the Levy of Special Taxes Therein - Crowne Hill" (the "Resolution of Intention"), stating its intention to establish the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) pursuant to the Mello-Roos Community Facilities Act of 1982, Section 53311 et seq. of the California Government Code (the "Law"), to finance the costs of certain public improvements (the "Facilities") and to finance the elimination of a prior lien (the "Prior Lien") on parcels in the District; WHEREAS, notice was published as required by the Law of the public hearing called pursuant to the Resolution of Intention relative to the intention of this Board of Directors to form the District and to provide for the costs of the Facilities and pay the costs to defease the Prior Lien; WHEREAS, the Resolution of Intention called for a public hearing on the District to be held on March 25, 2003 and on such date this Board of Directors held the public hearing relative to the determination to proceed with the formation of the District; and WHEREAS, at the public hearing all persons desiring to be heard on all matters pertaining to the formation of the District and the levy of special taxes in the District were heard, substantial evidence was presented and considered by this Board of Directors and a full and fair hearing was held; WHEREAS, subsequent to said hearing, this Board of Directors adopted resolutions entitled "A Resolution of the Board of Directors of the Temecula Public Financing Authority of Formation of Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill), Authorizing the Levy of a Special Tax Within the District, Preliminarily Establishing an Appropriations Limit for the District and Submitting Levy of the Special Tax and the Establishment of the Appropriations Limit to the Qualified Electors of the District" (the "Resolution of Formation"), "A Resolution of the Board of Directors of the Temecula Public Financing Authority Determining the Necessity to Incur Bonded Indebtedness Within Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) and Submitting Proposition to the Qualified Electors of the District" (the "Resolution of Necessity") and "A Resolution of the Board of Directors of the Temecula Public Financing Authority Calling Special Election Within Community Facilities District No. 03-1 (Crowne Hill)", which resolutions established the District, authorized the levy of a special tax with the District, and called an election within the District on the proposition of incurring indebtedness, levying a special tax and establishing an appropriations limit within the District, respectively; and WHEREAS, on March 25, 2003 an election was held within the District in which the eligible landowner electors approved said propositions. R:/TPFA Ords 2003/'rPFA 03-_ 1 NOW, THEREFORE, the Board of Directors of the Temecula Public Financing Authority ordains as follows: Section 1. By the passage of this Ordinance this Board of Directors hereby authorizes and levies special taxes within the District, pursuant to the Law, at the rate and in accordance with the rate and method of apportionment of special taxes for the District approved by the Resolution of Formation (the "Rate and Method") which Resolution is by this reference incorporated herein. The special taxes are hereby levied commencing in the current fiscal year and in each fiscal year thereafter until payment in full of any bonds issued by the Authority for the District (the "Bonds") as contemplated by the Resolution of Formation and the Resolution of Necessity and payment in full all costs of administering the District have been paid. Section 2. The Authority Treasurer is hereby authorized and directed each fiscal year to determine the specific special tax rate and amount to be levied for each parcel of real property within the District, in the manner and as provided in the Resolution of Formation. Section 3. Properties or entities of the State, federal or local governments shall be exempt from any levy of the special taxes, to the extent set forth in the Rate and Method attached as Exhibit A to the Resolution of Formation. In no event shall the special taxes be levied on any parcel within the District in excess of the maximum tax specified in the Rate and Method. Section 4. All of the collections of the special tax shall be used as provided for in the Law and in the Resolution of Formation including the payment of principal and interest on the Bonds, the replenishment of the reserves for the Bonds, the payment of the costs of the Authority and the City of Temecula in administering the District, costs of the elimination of the Prior Lien and the costs of collecting and administering the special tax. Section 5. The special taxes shall be collected from time to time as necessary to meet the financial obligations of the District on the secured real property tax roll in the same manner as ordinary ad valorem taxes are collected. The special taxes shall have the same lien priority, and be subject to the same penalties and the same procedure and sale in cases of delinquency as provided for ad valorem taxes. In addition, the provisions of Section 53356.1 of the California Government Code shall apply to delinquent special tax payments. The Treasurer is hereby authorized and directed to provide all necessary information to the auditor/tax collector of the County of Riverside and to otherwise take all actions necessary in order to effect proper billing and collection of the special tax, so that the special tax shall be levied and collected in sufficient amounts and at the times necessary to satisfy the financial obligations of the District in each fiscal year until the Bonds are paid in full and provision has been made for payment of all of the administrative costs of the District. Notwithstanding the foregoing, the Treasurer may collect one or more installments of the special taxes on any one or more parcels in the District by means of direct billing by the Authority of the property owners within the District, if any of the Bonds bear interest at a variable interest rate, or otherwise if, in the judgment of the Treasurer, such means of collection will reduce the administrative burden on the Authority in administering the District or is otherwise appropriate in the circumstances. In such event, the special taxes shall become delinquent if not paid when due as set forth in any such respective billing to the applicable property owners. R:/'rPFA Ords 2003/TPFA 03-__ 2 Section 6. If for any reason any portion of this Ordinance is found to be invalid, or if the special tax is found inapplicable to any particular parcel within the District, by a Court of competent jurisdiction, the balance of this Ordinance, and the application of the special tax to the remaining parcels within the District shall not be affected. PASSED, APPROVED AND ADOPTED, by the Board of Directors of the Temecula Public Financing Authority at a meeting held on the 8th day April, 2003. ATTEST: Jeffrey E. Stone, Chairperson Susan W. Jones, CMC City Clerk/Authority Secretary [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan Jones, Secretary of the Temecula Public Financing Authority, HEREBY DO CERTIFY that the foregoing Ordinance No. TPFA 03- was duly introduced and placed upon its first reading at a regular meeting of the Temecula ~ublic Financing Authority on the 25th day of March, 2003, and that thereafter, said Ordinance was duly adopted and passed at a regular meeting of the Board of Directors of the Temecula Public Financing Authority on the 8th day of April, 2003, by the following vote: AYES: BOARDMEMBERS: NOES: BOARDMEMBERS: ABSENT: BOARDMEMBERS: ABSTAIN: BOARDMEMBERS: Susan W. Jones, CMC City Clerk/Authority Secretary R:/TPFA Ords 2003/TPFA 03-~ 3 TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) COMMUNITY FACILITIES DISTRICT REPORT CONTENTS Introduction A. Description of Facilities and Prior Lien B. Proposed Boundaries of the Community Facilities District C. Cost Estimate Exhibit A - Description of the Proposed Facilities and Prior Lien Exhibit B - Cost Estimate R:/Agenda Reports/CFD Report 3 25 I TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) INTRODUCTION. The Board of Directors (the "Board of Directors") of the Temecula Public Financing Authority (the "Authority") did, pursuant to the provisions of the Meilo-Roos Community Facilities Act of 1982 (the "Law"), on January 28, 2003, adopt a resolution entitled, "A Resolution of the Board of Directors of the Temecula Public Financing Authority Declaring Its Intention to Establish a Community Facilities District and to Authorize the Levy of Special Taxes Therein - Crowne Hill" (the "Resolution of Intention"). In the Resolution of Intention, the Board of Directors expressly ordered the preparation of a written Community Facilities District Report (the "Report"), for the proposed Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "District"). The Resolution of Intention ordering the Report did direct that the Report generally contain the following: 1. A brief description of the facilities to be funded by the District and the prior lien to be eliminated by the District; and 2. An estimate of the fair and reasonable cost of providing the facilities, and of eliminating the prior lien, including the incidental expenses in connection therewith, including the costs of the proposed bond financing, any Authority or City of Temecula administrative costs and all other related costs. For particulars, reference is made to the Resolution of Intention for the District, as previously approved and adopted by the Board of Directors. NOW, THEREFORE, I, the Director of Public Works of the City of Temecula, do hereby submit the following data: A. DESCRIPTION OF FACILITIES AND PRIOR LIEN. A general description of the facilities that the Authority has determined to be eligible to be funded and the prior lien to be eliminated by the District are as shown in Exhibit "A" attached hereto and hereby made a part hereof. B. PROPOSED BOUNDARIES OF THE COMMUNITY FACILITIES DISTRICT. The proposed boundaries of the District are those properties and parcels in which special taxes may be levied to pay for the costs and expenses of the facilities and of the elimination of the prior lien. The proposed boundaries of the District are described in the map of the District recorded on January 31, 2003 at the hour of 8:00 o'clock a.m. in Book 52 on Page 79 of Maps of Assessment and Community Facilities Districts in the office of the County Recorder for the County of Riverside (instrument no. 2003-072701), a copy of which map is on file with the Secretary. R:/Agenda Reports/CFD Report 3 25 2 C. COST ESTIMATE. The cost estimate for the financing of the facilities and the elimination of the prior lien is set forth in Exhibit "B" attached hereto and hereby made a part hereof. Dated: March 25, 2003 By: Director of Public Works of the City of Temecula R:/Agenda Reports/CFD Report 3 25 3 EXHIBIT A TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) DESCRIPTION OF FACILITIES ELIGIBLE TO BE FUNDED BY THE DISTRICT AND PRIOR LIEN TO BE ELIMINATED BY THE DISTRICT FACILITIES The CFD may finance all or a portion of the costs of the following: 1. Traffic Signal Improvements; including design engineering, survey, construction staking, soils engineering, construction management, traffic signal intemonnect, City encroachment permits, inspection and plan check fees· Locations are as described below. · De Portola Road & Butterfield Stage Road intersection · Crowne Hill Drive & Butterfield Stage Road intersection · Royal Crest Place & Butter[ield Stage Road ~ntersect~on · Pauba Road & Butterfield Stage Road intersection 2. Street Improvements; including design engineering, survey, construction staking, soils engineering, rough grading & erosion control, construction management, City encroachment permits, inspection and plan check fees, and including any additional improvements described below. Butterfield Stage Road; easterly side improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping markers & signs. Crowne Hill Drive; full width improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. Royal Crest Place; full width improvements from Butterfield Stage Road easterly to Crowne Hill Drive. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. Pauba Road; southerly side improvements from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs· 3. Storm Drain Improvements; including design engineering, survey, construction staking, soils engineering, erosion control, construction management, City inspection and plan check fees, and including any additional improvements described below. Royal Crest Place; improvements as shown on the Assessment District No. 159 Storm Drain plans (with the exception of Line H 42" RCP & 48" RCP Sta. 12+47 to Sta. 18+96 portion to be maintained by RCFCD). Additional improvements include main lines, laterals, catch basins, junction & transition structures, manholes and other related facilities. 4. Park Site Improvements; including design engineering, survey, construction staking, soils engineering, landscape architecture, construction management, land acquisition costs, City inspection and plan check fees, and including any additional improvements described below. Park Site "A" Tract No. 23143 final Lot 104; Additional improvements include parking area improvements, tot lot with play equipment, picnic tables, covered picnic shelter, restroom facility, half court basketball, meandering pathway with bench seating, useable turf area, landscaping & irrigation, security lighting and other related facilities. 5. Dry Utility Improvements; including design engineering, utility consultant, survey, construction staking, soils engineering, construction management, Utility Agency fees, and including any additional improvements described below. Butterfield Stage Road; easterly side improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include streetlights, electric power backbone system and other related facilities. Crowne Hill Drive; from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system, CATV and other related facilities. Royal Crest Place; from Butterfield Stage Road easterly to Crowne Hill Drive. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system CATV and other related facilities. Pauba Road; southerly side improvements from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system CATV and other related facilities. 6. Wet Utility Improvements; sanitary sewer & domestic water system improvements including design engineering, survey, construction staking, soils engineering, construction management, City encroachment permit, Rancho California Water District and Eastern Municipal Water District inspection and plan check fees, and including any additional improvements described below. Butterfield Stage Road; improvements at the intersection of Royal Crest Place. Additional improvements include pavement removal, replacement and traffic control and related items. Royal Crest Place; from the Crowne Hill Drive connection westerly to Butterfield Stage Road. Additional improvements include sanitary sewer & domestic water system improvements and related items. A-2 Crowne Hill Drive; from Pauba Road southerly to the connection of the existing sewer at the northerly boundary of Tract No. 23143-3 (with respect to sewer system improvements); and from the connection to the existing water line installed as Phase 1 near the intersection of Paraguay Road northerly to the connection at Pauba Road (with respect to water system improvements). Additional improvements include sanitary sewer & domestic water system improvements and related items. · Pauba Road, from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include domestic water system improvements and related items. 7. Street Systems Improvements; costs of construction of Butterfield Stage Road, including but not limited to preliminary engineering and design costs; environmental clearance and permitting costs; right-of-way costs; the cost for preparation of final plans, specifications and estimates; as well as construction costs of the improvements. 8. City Facilities; improvements to the City Hall complex, including but not limited to: preliminary engineering and design costs; environmental clearance and permitting costs; additional property acquisition costs; the cost for preparation of final plans, specifications and estimates; as well as construction costs of the improvements. 9. Fire Protection Facilities; the Wolf Valley Rd. Fire Station, including, but not limited to: preliminary engineering and design costs; environmental clearance and permitting costs; property acquisition costs; utility costs; the cost for preparation of final plans, specifications and estimates; as well as fire station construction costs. 10. Libraries; a City library, currently proposed on Pauba Rd. (but may be constructed at another suitable location in the City), including, but are not limited to: preliminary engineering and design costs; environmental clearance and permitting costs; property acquisition costs; utility costs; the cost for preparation of final plans, specifications and estimates; as well as library construction costs, including necessary frontage improvements on Pauba Rd. 11. State Route 79 (SR-79) Improvements; all work required to complete proposed facility upgrades and enhancements along the SR-79 corridor. Improvements include but are not limited to: roadway improvements including roadway realignments, widenings, and rehabilitation; storm drain improvements; intersection improvements; traffic signal modifications; raised medians including landscaping and irrigation systems; striping and signage modifications; parkway improvements including sidewalks, parkway landscaping and irrigation and utility relocations. The work necessary to facilitate the described SR-79 improvements includes but is not limited to preliminary engineering, right-of-way engineering and acquisition, environmental clearance and permit processing, design engineering, and construction management and permitting. 12. Interstate 15 (I-15)/State Route 79 (SR-79) Intemhange Improvements; ail work required to complete interchange upgrades and enhancements. Interchange improvements include but are not limited to: on-ramp and off-ramp modifications including realignments, widenings; traffic signal modifications; new freeway or ramp bridges, bridge replacement or widening; retaining walls; storm drain improvements; striping and signage modifications; parkway improvements including sidewalks, parkway landscaping and irrigation and utility relocations. The work necessary to facilitate the described interchange improvements includes but is not limited to preliminary engineering, right-of-way engineering and acquisition, A~3 environmental clearance and permit processing, design engineering, and construction management and permitting. 13. Water system and/or sewer system improvements to be designated by the Rancho California Water District on which it will expend $1,341,260 of bond funds. 14. Sanitary sewer system and water system improvements to be designated by the Eastern Municipal Water District on which it will expend $2,575,856 of bond funds. PRIOR LIEN The CFD may fund amounts necessary to eliminate all or a portion of the lien imposed by the County of Riverside Assessment District No. 159 on the real property within the CFD. OTHER The CFD may also finance any of the following: 1. Bond related expenses, including underwriter's discount, reserve fund, capitalized interest, bond and disclosure counsel and all other incidental expenses. 2. Administrative fees of the Authority, the City of Temecula and the bond trustee or fiscal agent related to the CFD and any bonded indebtedness of the CFD. 3. Reimbursement of costs related to the formation of the CFD advanced by the Authority, the City or any related entity, or any landowner or developer within the CFD, as well as reimbursement of any costs advanced by the Authority or any related entity, or any landowner or developer within the CFD, for facilities, fees or other purposes or costs of the CFD. A-4 EXHIBIT B TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) FACILITIES AND PRIOR LIEN COST ESTIMATE 1. ACQUISITION & CONSTRUCTION OF FACILITIES 2. ELIMINATION OF PRIOR LIEN 3. INCIDENTALS (a) Bond Reserve Fund (b) Bond Discount/Underwriter Compensation (c) Capitalized Interest (d) Other Costs of Issuance (e) First Year Administration Costs $13,121,860 2,922,382 1,337,798 414,788 233,982 350,000 50,000 4. CONTINGENCIES TOTAL BOND AMOUNT NEEDED $ 6,569,190 $25,000,0O0 JOINT COMMUNITY FACILITIES AGREEMENT - CITY TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) This Joint Community Facilities Agreement - City (the "Agreement"), dated for convenience as of March 1,2003, is by and between the Temecula Public Financing Authority (the "Authority") and the City of Temecula (the "Participating Agency"). RECITALS: WHEREAS, the Authority is undertaking proceedings to form the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "CFD") pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), and the Authority intends to issue bonds of the Authority for the CFD (the "Bonds") in order to finance various public improvements to be acquired and constructed in the City of Temecula; and WHEREAS, the improvements to be financed with the proceeds of the Bonds may include the improvements described in Attachment A hereto (the "Improvements"), which Attachment is, by this reference, incorporated herein; and WHEREAS, the parties hereto expect that the Participating Agency will own and operate the Improvements if they comply with the standards and have been completed to the satisfaction of the Participating Agency; and WHEREAS, all or a portion of the Improvements and certain other improvements to be eligible for funding by the CFD are to be constructed by the owner of a majority of the land in the CFD or an affiliate or designee thereof (the "Developer"), and the Authority expects to enter into an Acquisition Agreement with the Developer (the "Acquisition Agreement") whereby the Authority will use proceeds of the Bonds to acquire improvements from the Developer and to reimburse the Developer for all or a portion of the costs of other improvements; and WHEREAS, the implementation of the Acquisition Agreement will involve actions by officials of the Participating Agency, and the Participating Agency is willing to provide the services of its officials as necessary to implement the provisions of the Acquisition Agreement; and WHEREAS, Section 53316.2 of the Act requires that the Authority enter into a joint community facilities agreement with the Participating Agency, prior to the adoption by the Authority of the Resolution of Formation of the CFD, in respect of the Improvements which Improvements are to be financed with the proceeds of the Bonds, and, upon completion, are to be owned and operated by the Participating Agency; and WHEREAS the Authority and the Participating Agency now desire to enter into this Agreement to satisfy the requirements of Section 53316.2 of the Act and to memorialize their understanding with respect to the proceeds of the Bonds, the Improvements and the Acquisition Agreement, all as more particularly set forth below. R:/Agreements/Comm Fac Agree City 1 NOW, THEREFORE, in consideration of the foregoing and mutual covenants set forth below, the parties hereto do hereby agree as follows: Section 1. Reservation of Bond Funds. The Authority intends to reserve a portion of the proceeds of the Bonds in an amount necessary to finance a portion of the costs incurred in connection with the acquisition and construction of the Improvements. Said amount, together with any investment earnings thereon, shall be held in an account within the Improvement Fund established for the CFD (the "Improvement Fund") for the sole and exclusive benefit of the CFD, and such amount shall in no way be pledged as security for the Bonds. Other than the funds described in the preceding paragraph, the Authority shall have no obligation to pay for any of the costs of the Improvements, including but not limited to any costs of planning, acquisition, construction, installation or inspection of the Improvements. Any costs of the Improvements listed as items 1, 2, 3 and 4 in Attachment A hereto in excess of the proceeds of the Bonds available to pay such costs will be paid by or on behalf of a landowner in the CFD. Section 2. Construction of Improvements. The Improvements have been or will be constructed pursuant to plans and specifications approved by the Participating Agency. The Participating Agency shall not have any liability whatsoever in respect of any work performed in connection with the Improvements; provided that this sentence shall in no way limit any rights the Participating Agency may have against any persons or entities in respect of the acquisition or construction of the Improvements once the Participating Agency accepts title to and control over the Improvements. To the extent that the Participating Agency incurs expenses incident to reviewing and approving design plans and specifications, conducting construction field inspections and otherwise in connection with the design, construction and acceptance of the Improvements, such expenses may be reimbursed to the Participating Agency upon presentation of invoices as to the nature and amount of such costs and expenses, from available amounts in the Improvement Fund, or if there are no such available funds, then from one of the owners of the land in the CFD (as may be required in any applicable subdivision improvement agreements pertaining thereto) or from any other legally available funds. Section 3. Inspection and Acceptance; Use of Bond Funds. The Participating Agency shall cause inspections to be made during the construction of the Improvements in accordance with its customary procedures for construction projects of a similar nature. Upon completion of construction of the Improvements to the satisfaction of the Participating Agency, the Participating Agency shall accept dedication of the Improvements in accordance with its customary procedures, and shall accept ownership, and responsibility for operation of the Improvements conditioned upon the passage to the Participating Agency of fee title clear of all encumbrances and easements not otherwise acceptable to the Participating Agency in its sole discretion. The Participating Agency shall have no responsibility with respect to the ownership or operation of the Improvements unless and until construction has been completed to the satisfaction of the Participating Agency. The Authority shall have no obligation to at any time own or operate any of the Improvements. Section 4. Assistance with Acquisition Aqreement. The Participating Agency hereby agrees to assist the Authority in connection with the implementation of the Acquisition Agreement by making its Director of Public Works and other officials available for the purposes, R:Agreements/Comm Fac Agree City 2 on the terms and as otherwise provided for in the Acquisition Agreement with respect to any actions to be performed by Participating Agency officials under the Acquisition Agreement. Section 5. Limited Obliqations. All obligations of the Authority under and pursuant to this Agreement shall be limited to the amounts on deposit in the Improvement Fund and described in Section 1 above. No Boardmember, officer or employee of the Authority shall in any event be personally liable hereunder. The sole obligation of the Participating Agency hereunder with respect to the Improvements shall be to inspect and accept the Improvements as described above. The Participating Agency shall have no responsibility or obligation with respect to the Improvements for any action occurring prior to acceptance by the Participating Agency. If, for any reason whatsoever, there are insufficient funds to complete the Improvements or any portion thereof, the Participating Agency shall have no obligation under this Agreement to fund any such shortfall. The sole obligation of the Participating Agency hereunder with respect to the Acquisition Agreement shall be to make available officials of the Participating Agency specifically referenced in, and for the tasks specifically to be undertaken by such officials under the terms of, the Acquisition Agreement. If the Participating Agency shall fail to perform any of its obligations hereunder, the sole remedy of the Authority shall be the commencement of an action in the Superior Court for specific performance by the Participating Agency of such obligations, Section 6. Termination. Notwithstanding any other provision of this Agreement, this Agreement shall cease to be effective and shall terminate if the Bonds are not issued by Mamh 1, 2005. If not earlier terminated pursuant to the preceding sentence, this Agreement shall terminate upon acceptance of the ownership and operation of the Improvements by the Participating Agency, and disbursement of all amounts from the Improvement Fund to pay costs of the improvements eligible to be funded by the CFD. Section 7. No Obliqation to Form CFD; Aqreement of Benefit to Residents. The provisions of this Agreement shall in no way obligate the Authority to form the CFD. Notwithstanding the foregoing, by their respective execution of this Agreement, the Authority and the Participating Agency each declare that this Agreement is beneficial to the residents within the jurisdiction of their respective entities in assuring the provision of financing for a portion of the costs of the Improvements in furtherance of the purposes of the Act. Section 8. Partial Invalidity. If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. Section 9. Successors and Assiqns. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. This Agreement is for the sole benefit of the Authority and the Participating Agency and their successors and assigns, and no other person or entity shall be deemed to be a beneficiary hereof or have an interest herein. Section 10. Execution in Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. R:Agreements/Comm Fac Agree City 3 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year written alongside their signature below. CITY OF TEMECULA (the "Participating Agency") Date of Execution: March 25, 2003 By: City Manager TEMECULA PUBLIC FINANCING AUTHORITY (the "Authority") Date of Execution: March 25, 2003 By: Executive Director R:Agreements/Comm Fac Agree City 4 ATTACHMENT a DESCRIPTION OF THE IMPROVEMENTS 1. Traffic Signal Improvements at the locations described below. · De Portola Road & Butterfield Stage Road intersection · Crowne Hill Drive & Butter[ield Stage Road intersection · Royal Crest Place & Butterfield Stage Road intersection · Pauba Road & Butterfield Stage Road intersection 2. Street Improvements, including sidewalks, pavement, curb & gutter, striping, markers and signs, for the roadways described below. · Butterfield Stage Road; easterly side improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. · Crowne Hill Drive; full width improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. · Royal Crest Place; full width improvements from Butterfield Stage Road easterly to Crowne Hill Drive. · Pauba Road; southerly side improvements from Butterfield Stage Road easterly to Via Del Monte. 3. Storm Drain Improvements at Royal Crest Place, as shown on the Assessment District No. 159 Storm Drain plans (with the exception of Line H 42" RCP & 48" RCP Sta. 12+47 to Sta. 18+96 portion to be maintained by RCFCD). 4. Park Site Improvements at Park Site "A" Tract No. 23143 final Lot 104. 5. Street System Improvements, including the construction of Butterfield Stage Road. 6. City Facilities, consisting of improvements to the City Hall complex. 7. Fire Protection Facilities, consisting of the Wolf Valley Rd. Fire Station. 8. Library facilities, including the construction of a City library on Pauba Rd. or at another suitable location in the City. R:Agreements/Comm Fac Agree City 5 JOINT COMMUNITY FACILITIES AGREEMENT - EMWD THIS JOINT COMMUNITY FACILITIES AGREEMENT - EMWD (the "Agreement") is entered into this 1st day of February, 2003, by and among the TEMECULA PUBLIC FINANCING AUTHORITY, a joint exercise of powers authority (the "Authority"), the EASTERN MUNICIPAL WATER DISTRICT, a public agency organized and existing pursuant to Division 20 of the California Water Code ("EMWD") and LENNAR HOMES OF CALIFORNIA, INC., a California corporation ("Company"), and relates to the proposed formation of the TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) (the "CFD") for the purpose of financing certain public facilities, including water and sewer facilities to be ultimately owned and operated by EMWD (the "EMWD Facilities"). RECITALS A. The Company is developing the property depicted in Exhibit A hereto (the "Property") which is located in the City of Temecula and is within the boundaries of the EMWD, all as more fully depicted on Exhibit A. B. Pursuant to the request of Company, the Board of Directors of the Authority has initiated proceedings to form the CFD pursuant to the provisions of the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 (commencing with Section 53311) of Part 1 of Division 2 of Title 5 of the California Government Code (the "Act"). C. The Company has requested and proposed that the CFD be formed for the purpose of providing the means of financing the acquisition of various public facilities, including certain public facilities to be constructed by or on behalf of the Company, including sewer facilities described in further detail in Exhibit B to be ultimately owned and operated by EMWD (the "Acquisition Facilities"), together with appurtenances and appurtenant work, as well as the financing of other facilities to be constructed and owned and operated by EMWD, which are described in further detail on Exhibit B (the "EMWD Fee Facilities), in lieu of the payment of certain connection charges and/or other EMWD related fees and charges (the "EMWD Fees"). Upon the construction of the Acquisition Facilities by or on behalf of the Company and the inspection and acceptance thereof by EMWD, the Acquisition Facilities will become a part of the systems of EMWD. D. The Company has not yet determined that it will finance any or all of the Acquisition Facilities or finance the EMWD Fee Facilities in lieu of payment of the EMWD Fees, and the parties acknowledge that this Agreement is for the purpose of meeting the requirements of the Act. The Acquisition Facilities and the EMWD Fee Facilities are collectively referred to herein as the "EMWD Facilities." E. The Act provides that the CFD may finance the EMWD Facilities only pursuant to a joint community facilities agreement adopted pursuant to Government Code Section 53316.2. F. The Authority and EMWD have determined that entering into a joint community facilities agreement to enable the CFD to finance some or all of the acquisition of the EMWD Facilities will be beneficial to the residents of each entity and, therefore, desire to enter into this joint community facilities agreement pursuant to Government Code Section 53316.2. R:/Agreements/Comm Fac agree EMWD 3 25 1 G. Nothing contained herein shall be construed as requiring the Company to take any specific action or deliver any specific EMWD Facility or for the Authority to form the CFD and issue special tax bonds. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein the parties hereto agree as follows: correct. Recitals. Each of the above recitals is incorporated herein and is true and 2. Proceedin.qs for the Formation of CFD; Costs of Formation. The Board of Directors of Authority shall have the jurisdiction to and shall be solely responsible for undertaking the proceedings to consider the formation of the CFD and the authorization for the CFD to levy special taxes within the CFD and to incur a bonded indebtedness pursuant to the Act. EMWD is not directly or indirectly approving or responsible in any way whatsoever for the levy of special taxes within the CFD nor is EMWD directly or indirectly approving or responsible in any way whatsoever for the issuance of bonds by the CFD. EMWD shall not be responsible in any way whatsoever for the costs of formation of the CFD. 3. Construction. The Company will complete the design of the Acquisition Facilities that the parties later determine will be acquired with a portion of the proceeds of the CFD Bonds (the "Bonds") and the plans and specifications for the construction of such Acquisition Facilities (the "Plans and Specifications") in a form and substance which is satisfactory to EMWD. The Company may proceed with the construction of the Acquisition Facilities in accordance with the provisions of Section 4 hereof. A qualified engineering firm (the "Field Engineer") shall be employed by Company to provide all field engineering surveys determined to be necessary by EMWD inspection personnel. Field Engineer shall promptly furnish to EMWD a complete set of grade sheets listing all locations, offsets, etc., in accordance with good engineering practices, and attendant data and reports resulting from Field Engineer's engineering surveys and/or proposed facility design changes. EMWD shall have the right, but not the obligation, to review, evaluate and analyze whether such results comply with applicable specifications. A full-time soils testing firm, approved by EMWD, shall be employed by Company to conduct soil compaction testing and certification. Company shall promptly furnish results of all such compaction testing to EMWD for its review, evaluation and decision as to compliance with applicable specifications. In the event the compaction is not in accordance or compliance with applicable specifications, Company shall be fully liable and responsible therefor. A final report from the soils testing firm shall be required fully certifying trench compaction efforts prior to acceptance of facilities. The cost of all surveying, compaction testing and report costs associated with the Acquisition Facilities furnished and constructed by Company's contractor(s) shall be included among the costs which are eligible to be paid from the proceeds of the sale of the Bonds. EMWD shall not be responsible for conducting any environmental, amhaeological, biological, or cultural studies or any mitigation requirements that may be requested by R:/^greements/Comm Fac agree EMWD 3 25 2 appropriate Federal, State, and/or local agencies. Any such work shall be paid for and conducted by Company. 4. Public Works Requirements. In order to insure that the Acquisition Facilities will be constructed as if they had been constructed under the direction and supervision, or under the authority of, EMWD, so that they may be acquired by EMWD pursuant to Government Code Section 53313.5, the Company shall comply with all of the following requirements: (a) The Company shall obtain a minimum of three bids from firms reasonably determined to be qualified to construct the Acquisition Facilities in conformance with the Plans and Specifications. (b) The contract or contracts for the construction of the Acquisition Facilities shall be awarded to the responsible bidder(s) submitting the lowest responsive bid(s) for the construction of the Acquisition Facilities. (c) The Company shall require, and the specifications and bid and contract documents shall require all such contractors to pay prevailing wages and to otherwise comply with applicable provisions of the Labor Code, the Government Code and the Public Contract Code to the extent expressly applicable to a non-governmental entity constructing infrastructure to be acquired by a public entity. (d) Said contractors shall be required to furnish labor and material payment bonds and contract performance bonds in an amount equal to 100 percent of the contract price naming the Company and EMWD as obligees and issued by insurance or surety companies approved by EMWD. All such bonds shall be in a form approved by EMWD. Rather than requiring its contractors to provide such bonds, the Company may elect to provide same for the benefit of its contractors. (e) All such contractors shall be required to provide proof of insurance coverage throughout the term of the construction of the Acquisition Facilities which they will construct in conformance with the approved Plans and Specifications. (f) The Company and all such contractors shall comply with such other requirements relating to the construction of the Acquisition Facilities which EMWD may impose by written notification delivered to the Company and each such contractor at any time either prior to the receipt of bids by the Company for the construction of the Acquisition Facilities or, to the extent required as a result of changes in applicable laws, during the progress of construction thereof. The Company shall be deemed the awarding body and shall be solely responsible for compliance and enforcement of the provisions of the Labor Code, Government Code, and Public Contract Code to the extent expressly applicable to a non-governmental entity constructing infrastructure to be acquired by a public entity. (g) All responsibility for compliance with this Section 4 lies with the Company. Company shall provide EMWD with certification in a form acceptable to EMWD that all requirements of Section 4 have been met. Company shall fully indemnify, defend and hold harmless EMWD against any and all claims by any third party that the requirements of Section 4 have not been met. R:/Agreements/Cornm Fac agree EMWD 3 25 3 (h) The Company shall comply with any applicable provision of any Acquisition Agreement between the Company and the Authority. 5. Inspection; Completion of Construction. EMWD shall have primary responsibility for providing inspection of the work of construction of the Acquisition Facilities to insure that the work of construction is accomplished in accordance with the Plans and Specifications. EMWD's personnel shall have access to the site of work of completion at all reasonable times for the purpose of accomplishing such inspection. Upon the completion of the construction of the Acquisition Facilities to the satisfaction of EMWD's inspectors, the Company shall notify EMWD in writing that the construction of the Acquisition Facilities has been completed in accordance with the Plans and Specifications. Upon receiving such written notification from the Company, and upon receipt of written notification from its inspectors that construction of the Acquisition Facilities has been completed in accordance with the Plans and Specifications and EMWD's standard requirements, EMWD shall within 15 days, notify the Company in writing that the construction of the Acquisition Facilities has been satisfactorily completed. Upon receiving such notification, the Company shall forthwith file with the County Recorder of the County of Riverside a Notice of Completion pursuant to the provisions of Section 3093 of the Civil Code. The Company shall furnish to EMWD a duplicate copy of each such Notice of Completion showing thereon the date of filing with the County Recorder. Any actual costs reasonably incurred by EMWD in inspecting and approving the construction of the EMWD Facilities not previously paid by the Company shall be eligible for reimbursement from the proceeds of the Bonds of the CFD and if not so reimbursed, shall be paid by the Company upon written demand of EMWD. 6. Liens. Upon the expiration of the time for the recording of claim of liens as prescribed by Sections 3115 and 3116 of the Civil Code, the Company shall provide to EMWD such evidence or proof as EMWD shall require that all persons, firms and corporations supplying work, labor, materials, supplies and equipment for the construction of the Acquisition Facilities have been paid, and that no claims of liens have been recorded by or on behalf of any such person, firm or corporation. Rather than await the expiration of the said time for the recording of claims of liens, the Company may elect to provide to EMWD a title insurance policy or other security acceptable to EMWD guaranteeing that no such claims of liens will be recorded or become a lien upon the Property with priority over the lien of the special taxes to be levied thereon in the proceedings for the formation of the CFD. 7. Acquisition, Acquisition Price; Source of Funds. (a) Provided the Company has complied with the requirements of this Agreement, EMWD agrees to acquire any Acquisition Facilities constructed by the Company. Notwithstanding the above, nothing herein shall be construed as requiring Company to construct or deliver any Acquisition Facility. The price to be paid by the CFD for the acquisition of the Acquisition Facilities by EMWD shall be the lesser of (i) the value of the Acquisition Facilities or (ii) the total of the actual costs incurred by the Company to design, engineer and construct the Acquisition Facilities, including any costs of inspection paid by the Company. As a condition to the payment of such acquisition price, the Company shall transfer ownership of the Acquisition Facilities to EMWD by grant deed, bill of sale or such other documentation as EMWD may require. Upon the transfer of ownership of the Acquisition Facilities or any portion thereof from the Company to EMWD, EMWD shall be responsible for the maintenance of the Acquisition Facilities or the portion transferred. R:/Agreements/Comrn Fac agree EMWD 3 25 4 (b) For the purposes of determining the price to be paid by the CFD for the acquisition of the Acquisition Facilities by EMWD, the value of such improvements shall be the amount determined by the engineering firm or in-house personnel used by EMWD for such purpose (the "Engineer") to be the value of the Acquisition Facilities based on the actual costs incurred by the Company, as hereinbefore specified; provided, however, that if the Engineer determines that such costs, or any of such costs, or any of them, are excessive and that the value of the Acquisition Facilities is less than the total amount of such costs, the price to be paid by the CFD for the acquisition of the Acquisition Facilities shall be the value thereof as determined by the Engineer. (c) Upon completion of the construction of the Acquisition Facilities, the Company shall deliver to the CFD and EMWD copies of the contract(s) with the contractor(s) who have constructed the Acquisition Facilities or other relevant documentation with regard to the payments made to such contractor(s) and each of them for the construction of the Acquisition Facilities, and shall also provide to the CFD and EMWD invoices and purchase orders with respect to all supplies and materials purchased for the construction of the Acquisition Facilities. The Engineer shall complete its determination of the value of the Acquisition Facilities as promptly as is reasonably possible, and provide a written copy of such valuation to the Authority and the Company. (d) Notwithstanding the preceding provisions of this section, the sole source of funds for the acquisition by EMWD of the Acquisition Facilities or any portion thereof shall be the proceeds from the sale of the Bonds (if sold for such purpose) made available by the CFD for such purpose pursuant to Section 2 above. If for any reason beyond EMWD's control, the proceedings for the formation of the CFD are not completed or the Bonds are not sold, EMWD shall not be required to acquire the Acquisition Facilities from the Company. In such event, the Company shall complete the design and construction and offer to EMWD ownership of such portions of the Acquisition Facilities as are required to be constructed by the Company as a condition to recordation of subdivision maps for the Property, but need not construct any portion of the Acquisition Facilities which it is not so required to construct. (e) To the extent Bond proceeds are made available to finance EMWD Fee Facilities, Company may request payment from the CFD by executing and submitting a request for payment, in substantially the form attached hereto as Exhibit C (the "Disbursement Request"). Upon receipt of such Disbursement Request, the CFD shall wire transfer (or pay in another mutually acceptable manner) to EMWD such requested funds to the extent that Bond proceeds are available for such purpose. Upon such notice and EMWD's receipt of such disbursement relating to EMWD Fee Facilities, Company shall be deemed to have satisfied the applicable EMWD Fees with respect to the number of dwelling units or lots for which the EMWD Fees would otherwise have been required in an amount equal to such disbursement. EMWD agrees to use Bond proceeds transferred to it for the construction or acquisition of infrastructure with a useful life of five years or more within three years of the date of the issuance of the Bonds, and otherwise identified on Exhibit D hereto. Notwithstanding the foregoing: (i) no more than $2,575,856 of CFD Bond proceeds will be used to finance EMWD Fee Facilities, and (ii) EMWD shall maintain written records as to the investment and disposition of any CFD Bond proceeds remitted to it under this Section 7(e), and will make such records available to the Treasurer of the Authority upon written request. The Authority shall have no responsibility or obligation whatsoever with respect to the construction or operation of any of the EMWD Facilities. R:/Agreements/Comm Fac agree EMWD 3 25 5 (f) Nothing contained herein shall prohibit the EMWD from purchasing one or more of the Acquisition Facilities at separate times. The parties agree to arrive at a schedule reflecting the final improvements to be financed prior to the issuance of the Bonds. 8. Easements and/or Fee Title Ownership Deeds. The Company shall, at the time EMWD acquires the Acquisition Facilities as provided in Section 7 hereof, grant to EMWD, by appropriate instruments prescribed by EMWD, all easements across private property and/or fee title ownership deeds which may be necessary for the proper operation and maintenance of the improvements, or any part thereof. 9. Maintenance. Prior to the transfer of ownership of the Acquisition Facilities by the Company to EMWD, as provided in Section 7 hereof, the Company shall be responsible for the maintenance thereof and shall maintain and transfer the Acquisition Facilities to EMWD in as good condition as the Acquisition Facilities were in at the time the Company notified EMWD that construction of same had been completed in accordance with the Plans and Specifications. 10. Inspection of Records. EMWD and the Authority shall have the right to review all books and records of the Company pertaining to costs and expenses incurred by the Company for the design and construction of the Acquisition Facilities during normal business hours by making arrangements with the Company. The Company shall have the right to review all books and records of EMWD pertaining to costs and expenses incurred by EMWD for the services of the Engineer by making arrangements with EMWD. 11. Other Public Utility Facilities. EMWD shall not acquire from the Company or construct the water, electric, natural gas and telephone underground public utility improvements to be installed in the street rights-of-way within the tracts into which the Property will be subdivided. The Company shall construct ail such improvements and make such arrangements with respect to refunding of the cost of the installation of such improvements with the utility companies that will own and operate same as is permitted by the rules of such companies. 12. Ownership of Facilities. Notwithstanding the fact that some or all of the EMWD Facilities may be constructed in dedicated street rights-of-way or on property which has been or will be dedicated to EMWD, the Acquisition Facilities shall be and remain the property of the Company until acquired by EMWD as provided in the preceding section of this Agreement. Such ownership by the Company shall likewise not be affected by any agreement which the Company may have entered into or may enter into with the City pursuant to the provisions of the Subdivision Map Act, Section 66410 et seq. of the Government Code, and Company warrants that nothing in this Agreement is contrary to any contractual agreements Company has with the County. 13. Improvement Security; Maintenance Bond. Notwithstanding the provisions of this Agreement, the Company shall be required to secure the construction and completion of construction of the Acquisition Facilities as required by Section 66499 through 66499.10 of the Government Code. Upon the completion of the acquisition of the Acquisition Facilities by EMWD as provided in Section 7 hereof, the performance bond provided by the Company pursuant to this Section shall be reduced to an amount equal to 10 percent of the original amount thereof and shall serve as a maintenance bond to guarantee that the Acquisition Facilities will be free from defects due to faulty workmanship or materials for a period of 12 months from the date of the completion of the acquisition of the Acquisition Facilities by EMWD, or the Company may elect to provide a new maintenance bond in such an amount pursuant to EMWD's policy regarding such bonds. The Company's obligations pursuant to this section may R:/Agreements/Comm Fac agree EMWD 3 25 6 be satisfied through the contract performance bonds to be provided by the Company's contractor(s) pursuant to Section 4(d) hereof. 14. Independent Contractor. In pedorming this Agreement, the Company is an independent contractor and not the agent of the Authority or EMWD. Neither the Authority nor EMWD shall have any responsibility for payment to any contractor or supplier of the Company. It is not intended by the parties that this Agreement create a partnership or joint venture among them and this Agreement shall not otherwise be construed. 15. Indemnification, Insurance. The Company shall assume the defense of, indemnify and save harmless, EMWD, its officers, employees and agents, and the Authority, its officers, employees and agents, and each and every one of them from and against all actions, damages, claims, losses or expenses of every type and description to which they may be subject or put, by reason of, or resulting from this Agreement, the issuance of the Bonds, and the design, engineering and construction of the Acquisition Facilities. No provision of this Agreement shall in any way limit the extent of Company's responsibility for payment of damages resulting from the operations of the Company and its contractors prior to the acceptance of the Acquisition Facilities, or relating to activities of the Company during construction of such Acquisition Facilities; provided, however that the Company shall not be required to indemnify any person or entity as to damages resulting from willful misconduct or gross negligence of such person or entity or their agents or employees. The Company shall furnish to EMWD a certificate or certificates of insurance substantiating that it has obtained for the entire period of the construction of the Acquisition Facilities a policy of comprehensive general liability insurance with coverage broad enough to include Company's contractual obligations under this section and having a combined single limit of liability in the amount of $2,000,000. Said certificate of insurance shall include an endorsement naming EMWD, and its respective officers, employees and agents as additional insureds. The Company's obligations pursuant tO this section shall cease upon the acquisition of the Acquisition Facilities by EMWD as provided in Section 7 hereof. 16. Termination. The provisions of this Agreement related to the acquisition of the Acquisition Facilities and any funding of the EMWD Fee Facilities shall terminate and be of no further force or effect if the Bonds are not sold within 24 months from the date of this Agreement unless extended by agreement of all the parties. If the CFD is unable to sell the Bonds, this Agreement shall terminate and be of no further force and effect. 17. Assiqnment. The Company may assign its rights pursuant to this Agreement to one or more purchasers of the Property who shall be the owner of all or a portion of the Acquisition Facilities and to whom the Company shall assign the right to receive payment of the acquisition price for the Acquisition Facilities. Such a purchaser and assignee shall, as a condition to receiving payment of such acquisition price, enter into an assignment agreement with EMWD and the Authority, in a form acceptable to EMWD and the Authority, whereby such purchaser agrees, except as may be otherwise specifically provided therein, to assume the obligations of the Company pursuant to this Agreement and to be bound thereby. 18. Notices. Any notice, payment or instrument required or permitted by this Agreement to be given or delivered to either party shall be deemed to have been received when personally delivered or seventy-two (72) hours following deposit of the same in any United States Post Office in California, registered or certified, postage prepaid, addressed as follows: R:/Agreements/Comm Fac agree EMWD 3 25 7 Authority/CFD: Temecula Public Financing Authority 43200 Business Park Drive Temecula, California 92590 Attention: Director of Public Works EMWD: Eastern Municipal Water District 2270 Trumble Road Post Office Box 8300 Perris, CA 92572-8300 Attn: General Manager Company: Lennar Communities Inland 40980 County Center Drive, Suite 110 Temecula, California 92591 Attention: Bob Diehl Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party hereto. 19. No Obli.qation. The parties agree that the Company has no obligations hereunder until or unless the Authority issues special tax bonds specifically for the Acquisition Facilities and/or the EMWD Fee Facilities. 20. Amendment. This Agreement may be amended at any time but only in writing signed by each party hereto. 21. Entire Aqreement. This Agreement contains the entire agreement between the parties with respect to the matters provided for herein and supersedes all prior agreements and negotiations between the parties with respect to the subject matter of this Agreement. 22. reference. Exhibits. All exhibits attached hereto are incorporated into this Agreement by 23. Severability. If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. 24. Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other parties hereto, or the failure by a party to exercise its rights upon the default of another party, shall not constitute a waiver of such party's right to insist and demand strict compliance by such other parties with the terms of this Agreement thereafter. 25. No Third Party Beneficiaries. No person or entity shall be deemed to be a third party beneficiary hereof, and nothing in this Agreement (either express or implied) is intended to confer upon any person or entity, other than EMWD, the Authority, the CFD and the Company (and their respective successors and assigns), any rights, remedies, obligations or liabilities under or by reason of this Agreement. R:/Agreements/Comm Fac agree EMWD 3 25 8 26. Governinq Law. This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California. 27. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute but one instrument. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written above. TEMEOULA PUBLIC FINANCING AUTHORITY By: Executive Director EASTERN MUNICIPAL WATER DISTRICT By: Anthony J. Pack, General Manager LENNAR HOMES OF CALIFORNIA, INC. By: Its: R:/Agreements/Comm Fac agree EMWD 3 25 9 EXHIBIT A PROPERTY DESCRIPTION Tract Nos. 23143-1,23143-6, 23143-7, 23143-8, 23143-9, 23143-10, 23143-11,23143- F and 26941 of the Crowne Hill subdivision in the City of Temecula, California. A-1 EXHIBIT B DESCRIPTION OF EMWD FACILITIES 1. Acquisition Facilities The type of Acquisition Facilities eligible to be financed by the CFD under the Act are as follows: "Acquisition Facilities" means those facilities constructed by or on behalf of the Company which are needed by EMWD in order to provide services to the to the Property. The Acquisition Facilities listed below are anticipated to be financed by the CFD. Detailed scope and limits of specific projects will be determined as appropriate, consistent with the standards of EMWD. · Sanitary sewer system improvements within: Royal Crest Place from the Crowne-Hill Drive connection westerly to the existing sanitary sewer at Butterfield Stage Road; and Crowne-Hill Drive from Pauba Road southerly to the connection of the existing sewer at the northerly boundary of Tract No. 23143-3. 2. EMWD Fee Facilities The type of EMWD Fee Facilities eligible to be financed by the CFD under the Act are as follows: "EMWD Fee Facilities" means water and sewer facilities included in EMWD's water and sewer capacity and connection fee programs used to finance expansion projects except for those in-tract facilities that are contributed by the Company. EMWD Fee Facilities include, but are not limited to: water and sewer transmission pipelines, sewer treatment plants, disposal ponds, pumping plants, lift stations, water reservoirs, including all costs of site acquisition, planning, design, engineering, legal services, materials testing, coordination, surveying, construction staking, construction, inspection and any and all appurtenant facilities relating to the foregoing. B-1 EXHIBIT C DISBURSEMENT REQUEST FORM FOR FUNDING OF EMWD FEE FACILITIES IN LIEU OF PAYMENT OF EMWD FEES Sequence No. __ EMWD SAg 1. Temecula Public Financing Authority Community Facilities District No. 03-1 (Crown Hill) ("CFD No. 03-1) is hereby requested to pay from the CFD bond proceeds to Eastern Municipal Water District ("EMWD"), as Payee, the sum set forth in 3 below. 2. The undersigned certifies that the amount requested for funding of EMWD Fee Facilities in lieu of payment of EMWD Fees, has not formed the basis of prior request or payment, and is being made with respect to the connection of the property described in Exhibit A to the EMWD system. 3. Amount requested: $. For Lot Nos. 4. The amount set forth in 3 above is authorized and payable pursuant to the terms of the Joint Community Facilities Agreement among the Temecula Public Financing Authority, EMWD and Lennar Homes of California, Inc. dated as of February 1, 2003 (the "Agreement"). Capitalized terms not defined herein shall have the meaning set forth in the Agreement. LENNAR HOMES OF CALIFORNIA, INC. By: Name: Title: Date: EASTERN MUNICIPAL WATER DISTRICT cc: EMWD Finance Dept. By: Name: Title: Date: C-1 JOINT COMMUNITY FACILITIES AGREEMENT- RCWD THIS JOINT COMMUNITY FACILITIES AGREEMENT - RCWD (the "Agreement") is entered into this 13th day of March, 2003, by and among the TEMECULA PUBLIC FINANCING AUTHORITY, a joint exercise of powers authority (the "Authority"), the RANCHO CALIFORNIA WATER DISTRICT, a public agency organized and existing pursuant to Division 13 of the California Water Code ("RCWD") and LENNAR HOMES OF CALIFORNIA, INC., a California corporation ("Company"), and relates to the proposed formation of the TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) (the "CFD") for the purpose of financing certain public facilities, including water facilities to be ultimately owned and operated by RCWD (the "RCWD Facilities"). RECITALS A. The Company is developing the property described in Exhibit A hereto (the "Property") which is located in the City of Temecula (the "City") and is within the boundaries of the RCWD, all as more fully depicted on Exhibit A. B. Pursuant to the request of Company, the Board of Directors of the Authority has initiated proceedings to form the CFD pursuant to the provisions of the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 (commencing with Section 53311) of Part 1 of Division 2 of Title 5 of the California Government Code (the "Act"). C. The Company has requested and proposed that the CFD be formed for the purpose of providing the means of financing the acquisition of various public facilities, including certain public facilities to be constructed by or on behalf of the Company, including water facilities to be ultimately owned and operated by RCWD (the "RCWD Company Constructed Facilities"), together with appurtenances and appurtenant work, which is described in further detail in Exhibit B, as well as the financing of other facilities constructed or to be constructed and owned by RCWD, which are further described on Exhibit D (the "RCWD Designated Facilities) in lieu of the payment of certain connection charges and/or other RCWD related fees and charges (the "RCWD Fees"). Upon the construction of the RCWD Company Constructed Facilities by or on behalf of the Company and the inspection and acceptance thereof by RCWD, the RCWD Company Constructed Facilities will become a part of the systems of RCWD. D. The Company has not yet determined that it will finance any or all of the RCWD Company Constructed Facilities or finance the RCWD Designated Facilities in lieu of payment of the RCWD Fees, and the parties acknowledge that this Agreement is for the purpose of meeting the requirements of the Act. The RCWD Company Constructed Facilities and the RCWD Designated Facilities are collectively referred to herein as the "RCWD Facilities." E. The Act provides that the CFD may finance the RCWD Facilities only pursuant to a joint community facilities agreement adopted pursuant to Government Code Section 53316.2. F. The Authority and RCWD have determined that entering into a joint community facilities agreement to enable the CFD to finance some or all of the acquisition of the RCWD Facilities, will be beneficial to the residents of each entity and, therefore, desire to enter into this joint community facilities agreement pursuant to Government Code Section 53316.2. R:/Agreernents/Comm Fac Agree Rancho Water 1 G. Nothing contained herein shall be construed as requiring the Company to take any specific action or deliver any specific RCWD Facility or for the Authority to form the CFD and issue special tax bonds. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein the parties hereto agree as follows: correct. Recitals. Each of the above recitals is incorporated herein and is true and 2. Proceedinqs for the Formation of CFD; Costs of Formation. The Board of Directors of Authority shall have the jurisdiction to and shall be solely responsible for undertaking the proceedings to consider the formation of the CFD and the authorization for the CFD to levy special taxes within the CFD and to incur a bonded indebtedness pursuant to the Act. The Authority and the Company represent to RCWD that the projected total tax burden for each residential parcel in the CFD does not exceed 2% of the expected assessed value of such residential parcel upon completion of the improvements thereon; the special tax rate for the CFD will not escalate at a rate to exceed 2% per year; the maximum special taxes that may be levied in each year by the CFD exceed the projected annual gross debt service on the Bonds (as defined in Section 3 below) by at least 10%, and the bonds when issued will have a reserve fund equal to the lesser of 10% of the principal amount of the Bonds, maximum annual debt service on the Bonds or one hundred twenty-five percent (125%) of average annual debt service on the Bonds. RCWD is not directly or indirectly approving or responsible in any way whatsoever for the levy of special taxes within the CFD nor is RCWD directly or indirectly approving or responsible in any way whatsoever for the issuance of bonds by the CFD. RCWD shall not be responsible in any way whatsoever for the costs of formation of the CFD. 3. Construction. (i) The Company will complete the design of the RCWD Company Constructed Facilities that the parties later determine will be acquired with a portion of the proceeds of the CFD Bonds (the "Bonds") and the plans and specifications for the construction of such RCWD Company Constructed Facilities (the "Plans and Specifications") which shall include RCWD's standard specifications and otherwise be in a form and substance which is satisfactory to RCWD. The Company may proceed with the construction of the RCWD Company Constructed Facilities in accordance with the provisions of Section 4 hereof. The cost of all surveying, compaction testing and report costs associated with the RCWD Company Constructed Facilities furnished and constructed by Company's contractor(s) shall be included among the costs which are eligible to be paid from the proceeds of the sale of the Bonds. (ii) A qualified engineering firm (the "Field Engineer") shall be employed by the Company to provide all field engineering surveys determined to be necessary by the RCWD inspection personnel. Field Engineer shall promptly furnish to RCWD a complete set of grade sheets listing all locations, offsets, etc., in accordance with good engineering practices, and attendant data and reports resulting from the Field Engineer's engineering surveys and/or proposed facility design changes. RCWD shall have the right, but not the obligation, to review, evaluate and analyze whether such results comply with applicable specifications. R:/Agreements/Comm Fac Agree Rancho Water 2 (iii) A full-time soils testing firm, approved by RCWD, which approval shall not be unreasonably delayed, conditioned or withheld, shall be employed by the Company to conduct soil compactions testing and certification. The Company shall promptly furnish results of all such compaction testing to RCWD for its review, evaluation and decision as to compliance with applicable specifications. In the event the compaction is not in accordance or compliance with applicable specifications, the Company shall be fully liable and responsible therefor. A final report shall be required fully certifying trench compaction efforts prior to acceptance of each of the RCWD Company Constructed Facilities. RCWD shall not be responsible for conducting any environmental, archaeological, biological, or cultural studies or any mitigation requirements that may be requested by appropriate Federal, State, and/or local agencies. Any such work shall be paid for and conducted by Company. 4. Public Works Requirements. In order to insure that the RCWD Company Constructed Facilities will be constructed as if they had been constructed under the direction and supervision, or under the authority of, RCWD, so that they may be acquired by RCWD pursuant to Government Code Section 53313.5, the Company shall comply with all of the following requirements: (a) The Company shall obtain a minimum of three bids from firms reasonably determined to be qualified to construct the RCWD Company Constructed Facilities in conformance with the Plans and Specifications and shall conduct all public opening of bids at RCWD's offices or at another location approved by RCWD. (b) The contract or contracts for the construction of the RCWD Company Constructed Facilities shall be awarded to the responsible bidder(s) submitting the lowest responsive bid(s) for the construction of the RCWD Company Constructed Facilities. A copy of the bid tabulation for all bids submitted shall be provided to RCWD. Such bids shall be available for inspection by RCWD and the Company shall provide RCWD with copies of such bids upon RCWD's request. (c) The Company shall require, and the specifications and bid and contract documents shall require all such contractors to pay prevailing wages and to otherwise comply with applicable provisions of the Labor Code, the Government Code and the Public Contract Code relating to public works projects being constructed under the direction and supervision, or under the authority of RCWD. Prevailing wages shall also be paid to any surveyor and soils engineering firm performing work on an RCWD Company Constructed Facility. The Developer shall submit, or shall cause the applicable contractors to submit, to RCWD monthly certified payroll records or such other proof of payment of prevailing wage rates acceptable to RCWD. (d) Said contractors shall be required to furnish labor and material payment bonds and contract performance bonds in an amount equal to 100 percent of the contract price naming the Company and RCWD as obligees and issued by insurance or surety companies approved by RCWD. All such bonds shall be in a form approved by RCWD. Rather than requiring its contractors to provide such bonds, the Company may elect to provide same for the benefit of its contractors. (e) All such contractors shall be required to provide proof of insurance coverage throughout the term of the construction of the RCWD Company Constructed Facilities which they will construct in conformance with the approved Plans and R:/Agreements/Comm Fac Agree Rancho Water 3 Specifications. Such insurance shall comply with those RCWD insurance standards described in RCWD's Standard Specifications and Standard Drawings for Water and Sanitary Sewer, dated July 1, 1999, specifically Contract Documents pages A-7, A-8 and A-9 and General Provisions Section 9 (Contractor's Insurance), pages GP-48 through GP-50 therein, as they may be amended from time to time; provided, that, prior to any amendment becoming effective as to any contractor, RCWD shall provide the Company with a written notice providing a detailed description of such amendment and reasonable time for such contractor to amend their insurance coverage accordingly. (f) All Change Orders (defined below) shall be reviewed and approved by RCWD to ensure that they comply with RCWD standards, which approval shall not be unreasonably delayed, conditioned or withheld. Change Orders need not be submitted to RCWD for review and approval prior to execution of this Agreement and commencement or continuation of work. RCWD reserves the right to reject the Change Order as an eligible element of the acquisition price of an RCWD Company Constructed Facility at the time of review of the applicable disbursement request. A Change Order is an order from the Company to a contractor authorizing a change in the work to be performed. (g) The Company and all such contractors shall comply with such other requirements relating to the construction of the RCWD Company Constructed Facilities which RCWD may impose by written notification delivered to the Company and each such contractor at any time either prior to the receipt of bids by the Company for the construction of the RCWD Company Constructed Facilities or, to the extent required as a result of changes in applicable laws, during the progress of construction thereof. The Company shall be deemed the awarding body and shall be solely responsible for compliance and enforcement of the provisions of the Labor Code, Government Code, and Public Contract Code relating to public works projects being constructed under the direction and supervision, or under the authority of RCWD. (h) All responsibility for compliance with this Section 4 lies with the Company. Company shall provide RCWD with certification in a form acceptable to RCWD that all requirements of Section 4 have been met. Company shall fully indemnify, defend and hold harmless RCWD against any and all claims by any third party that the requirements of Section 4 have not been met. (i) Company shall comply with any applicable provision of any Acquisition Agreement between the Company and the Authority. 5. Inspection; Completion of Construction. RCWD shall have primary responsibility for providing inspection of the work of construction of the RCWD Company Constructed Facilities to insure that the work of construction is accomplished in accordance with the Plans · and Specifications. RCWD's personnel shall have access to the site of work of completion at all reasonable times for the purpose of accomplishing such inspection. Upon the completion of the construction of the RCWD Company Constructed Facilities to the satisfaction of RCWD's inspectors, the Company shall notify RCWD in writing that the construction of the RCWD Company Constructed Facilities has been completed in accordance with the Plans and Specifications. Upon receiving such written notification from the Company, and upon receipt of written notification from its inspectors that construction of the RCWD Company Constructed Facilities has been completed in accordance with the Plans and Specifications and RCWD's standard R:/Agreements/Comm Fac Agree Rancho Water 4 requirements, RCWD shall within 15 days, notify the Company in writing that the construction of the RCWD Company Constructed Facilities has been satisfactorily completed. Upon receiving such notification, the Company shall forthwith file with the County Recorder of the County of Riverside a Notice of Completion pursuant to the provisions of Section 3093 of the Civil Code. The Company shall furnish to RCWD a duplicate copy of each such Notice of Completion showing thereon the date of filing with the County Recorder. Any actual costs reasonably incurred by RCWD in inspecting and approving the construction of the RCWD Facilities not previously paid by the Company shall be eligible for reimbursement from the proceeds of the Bonds of the CFD and if not so reimbursed, shall be paid by the Company upon written demand of RCWD. 6. Liens. Upon the expiration of the time for the recording of claim of liens as prescribed by Sections 3115 and 3116 of the Civil Code, the Company shall provide to RCWD such evidence or proof as RCWD shall require that all persons, firms and corporations supplying work, labor, materials, supplies and equipment for the construction of the RCWD Company Constructed Facilities have been paid, and that no claims of liens have been recorded by or on behalf of any such person, firm or corporation. Rather than await the expiration of the said time for the recording of claims of liens, the Company may elect to provide to RCWD a title insurance policy or other security acceptable to RCWD guaranteeing that no such claims of liens will be recorded or become a lien upon the Property with priority over the lien of the special taxes to be levied thereon in the proceedings for the formation of the CFD. 7. Acquisition, Acquisition Price; Source of Funds. (a) Provided the Company has complied with the requirements of this Agreement, RCWD agrees to acquire any RCWD Company Constructed Facilities constructed by the Company, but only from funds made available by the CFD. Notwithstanding the above, nothing herein shall be construed as requiring Company to construct or deliver any RCWD Company Constructed Facility. The price to be paid by the CFD for the acquisition of the RCWD Company Constructed Facilities by RCWD shall be the lesser of (i) the value of the RCWD Company Constructed Facilities or (ii) the total of the actual costs incurred by the Company to design, engineer and construct the RCWD Company Constructed Facilities, including any costs of inspection paid by the Company. As a condition to the payment of such acquisition price, the Company shall transfer ownership of the RCWD Company Constructed Facilities to RCWD by grant deed, bill of sale or such other documentation as RCWD may require. Upon the transfer of ownership of the RCWD Company Constructed Facilities from the Company to RCWD, RCWD shall be responsible for the maintenance of the RCWD Company Constructed Facilities. (b) For the purposes of determining the price to be paid by the CFD for the acquisition of the RCWD Company Constructed Facilities by RCWD, the value of such improvements shall be the amount determined by the engineering firm or in-house personnel used by RCWD for such purpose (the "Engineer") to be the value of the RCWD Company Constructed Facilities based on the actual costs incurred by the Company, as hereinbefore specified; provided, however, that if the Engineer determines that such costs, or any of such costs, or any of them, are excessive and that the value of the RCWD Company Constructed Facilities is less than the total amount of such costs, the price to be paid by the CFD for the acquisition of the RCWD Company Constructed Facilities shall be the value thereof as determined by the Engineer. R:/Agreements/Comm Fac Agree Rancho Water 5 (c) Upon completion of the construction of the RCWD Company Constructed Facilities, the Company shall deliver to the CFD and RCWD copies of the contract(s) with the contractor(s) who have constructed the RCWD Company Constructed Facilities or other relevant documentation with regard to the payments made to such contractor(s) and each of them for the construction of the RCWD Company Constructed Facilities, and shall also provide to the CFD and RCWD invoices and purchase orders with respect to all supplies and materials purchased for the construction of the RCWD Company Constructed Facilities. The Engineer shall complete its determination of the value of the RCWD Company Constructed Facilities as promptly as is reasonably possible, and provide a written copy of such valuation to the Authority and the Company. (d) Notwithstanding the preceding provisions of this section, the sole source of funds for the acquisition by RCWD of the RCWD Company Constructed Facilities shall be the proceeds from the sale of the Bonds (if sold for such purpose) made available by the CFD pursuant to Section 2 above. If the proceedings for the formation of the CFD are not completed or the Bonds are not sold, RCWD shall not be required to acquire the RCWD Company Constructed Facilities from the Company. In such event, the Company shall complete the design and construction and offer to RCWD ownership of such portions of the RCWD Company Constructed Facilities as are required to be constructed by the Company as a condition to recordation of subdivision maps for the Property, but need not construct any portion of the RCWD Company Constructed Facilities which it is not so required to construct. (e) To the extent Bond proceeds are made available to finance RCWD Designated Facilities, Company may request payment from the CFD by executing and submitting a request for payment, in substantially the form attached hereto as Exhibit C (the "Disbursement Request"). Upon receipt of such Disbursement Request, the CFD shall wire transfer (or pay in another mutually acceptable manner) to RCWD such requested funds to the extent that Bond proceeds are available for such purpose. Upon such notice and RCWD's receipt of such disbursement relating to RCWD Designated Facilities, Company shall be deemed to have paid the applicable RCWD Fees in an amount equal to such disbursement with respect to the dwelling units or lots for which the RCWD Fees would otherwise have been required. To the extent that the RCWD Fees for such dwelling units or lots in effect at the time of RCWD's receipt of Bond proceeds exceed the amount of Bond proceeds paid to RCWD, Company must pay such additional amount in cash to RCWD in satisfaction of the remaining RCWD Fees due. RCWD agrees to use Bond proceeds transferred to it for the construction or acquisition of infrastructure otherwise identified on Exhibit D hereto and with a useful life of five years or more within three years of the date of the issuance of the Bonds. To the extent that RCWD expends the Bond proceeds within 90 days of the date of issuance of the Bonds on the debt service due on RCWD bonds that were issued to finance the RCWD Designated Facilities, RCWD will be deemed to have expended such Bond proceeds in satisfaction of the previous sentence. Notwithstanding the foregoing: (i) no more than $1,341,260.00 of CFD Bond proceeds will be used to finance RCWD Designated Facilities, and (ii) RCWD shall maintain written records as to the investment and disposition of any CFD Bond proceeds remitted to it under this Section 7(e), and will make such records available to the Treasurer of the Authority upon written request. The Authority shall have no responsibility or obligation whatsoever with respect to the construction or operation of any of the RCWD Designated Facilities. R:/Agreements/Comm Fac Agree Rancho Water 6 (f) Nothing contained herein shall prohibit the RCWD from purchasing one or more of the RCWD Company Constructed Facilities at separate times. The parties agree to arrive at a schedule reflecting the final improvements to be financed prior to the issuance of the Bonds. 8. Easements and/or Fee Title Ownership Deeds. The Company shall, at the time RCWD acquires the RCWD Company Constructed Facilities as provided in Section 7 hereof, grant to RCWD, by appropriate instruments prescribed by RCWD, all easements across private property and/or fee title ownership deeds which may be necessary for the proper operation and maintenance of the improvements, or any part thereof. 9. Maintenance. Prior to the transfer of ownership of the RCWD Company Constructed Facilities by the Company to RCWD, as provided in Section 7 hereof, the Company shall be responsible for the maintenance thereof and shall maintain and transfer the RCWD Company Constructed Facilities to RCWD in as good condition as the RCWD Company Constructed Facilities were in at the time the Company notified RCWD that construction of same had been completed in accordance with the Plans and Specifications. 10. Inspection of Records. RCWD and the Authority shall have the right to review all books and records of the Company pertaining to costs and expenses incurred by the Company for the design and construction of the RCWD Company Constructed Facilities during normal business hours by making arrangements with the Company. The Company shall have the right to review all books and records of RCWD pertaining to costs and expenses incurred by RCWD for the services of the Engineer by making arrangements with RCWD. 11. Other Public Utility Facilities. RCWD shall not acquire from the Company or construct the sewer, electric, natural gas and telephone underground public utility improvements to be installed in the street rights-of-way within the tracts into which the Property will be subdivided. The Company shall construct all such improvements and make such arrangements with respect to refunding of the cost of the installation of such improvements with the utility companies that will own and operate same as is permitted by the rules of such companies. 12. Ownership of Facilities. Notwithstanding the fact that some or all of the RCWD Company Constructed Facilities may be constructed in dedicated street rights-of-way or on property which has been or will be dedicated to RCWD, the RCWD Company Constructed Facilities shall be and remain the property of the Company until acquired by RCWD as provided in the preceding section of this Agreement. Such ownership by the Company shall likewise not be affected by any agreement which the Company may have entered into or may enter into with the City pursuant to the provisions of the Subdivision Map Act, Section 66410 et seq. of the Government Code, and Company warrants that nothing in this Agreement is contrary to any contractual agreements Company has with the City. 13. Improvement Security; Maintenance Bond. Notwithstanding the provisions of this Agreement, the Company shall be required to secure the construction and completion of construction of the RCWD Company Constructed Facilities as required by Section 66499 through 66499.10 of the Government Code. Upon the completion of the acquisition of the RCWD Company Constructed Facilities by RCWD as provided in Section 7 hereof, the performance bond provided by the Company pursuant to this Section shall be reduced to an amount equal to 10 percent of the original amount thereof and shall serve as a maintenance bond to guarantee that the RCWD Company Constructed Facilities will be free from defects due to faulty workmanship or materials for a period of 12 months from the date of the completion of R:/Agreements/Cornm Fac Agree Rancho Water 7 the acquisition of the RCWD Company Constructed Facilities by RCWD, or the Company may elect to provide a new maintenance bond in such an amount pursuant to RCWD's policy regarding such bonds. The Company's obligations pursuant to this section may be satisfied through the contract performance bonds to be provided by the Company's contractor(s) pursuant to Section 4(d) hereof. 14. Independent Contractor. In performing this Agreement, the Company is an independent contractor and not the agent of the Authority or RCWD. Neither the Authority nor RCWD shall have any responsibility for payment to any contractor or supplier of the Company. It is not intended by the parties that this Agreement create a partnership or joint venture among them and this Agreement shall not otherwise be construed. 15. Indemnification, Insurance. (a) The Company shall assume the defense of, indemnify and save harmless, RCWD, its officers, employees and agents, and the Authority, its officers, employees and agents, and each and every one of them from and against all actions, damages, claims, losses or expenses of every type and description to which they may be subject or put, by reason of, or resulting from this Agreement, the issuance of the Bonds, and the design, engineering and construction of the RCWD Company Constructed Facilities. No provision of this Agreement shall in any way limit the extent of Company's responsibility for payment of damages resulting from the operations of the Company and its contractors prior to the acceptance of the RCWD Company Constructed Facilities, or relating to activities of the Company during construction of such RCWD Company Constructed Facilities; provided, however that the Company shall not be required to indemnify any person or entity as to damages resulting from willful misconduct or gross negligence of such person or entity or their agents or employees. The Company shall furnish to RCWD a certificate or certificates of insurance substantiating that it has obtained for the entire period of the construction of the RCWD Company Constructed Facilities a policy of comprehensive general liability insurance with coverage broad enough to include Company's contractual obligations under this section and having a combined single limit of liability in the amount of $2,000,000. Said certificate of insurance shall include an endorsement naming RCWD, and its respective officers, employees and agents as additional insureds. The Company's obligations pursuant to this section shall cease upon the acquisition of the RCWD Company Constructed Facilities by RCWD as provided in Section 7 hereof. (b) The Authority shall assume the defense of, indemnify and save harmless, RCWD, its officers, employees and agents, and each and every one of them, from and against all actions, damages, claims, losses or expenses of every type and description to which they may be subjected or put, by reason of, or resulting from, any act or omission of the Authority or the CFD with respect to this Agreement and issuance of the Bonds; provided, however, that the Authority shall not be required to indemnify any person or entity as to damages resulting from negligence or willful misconduct of such person or entity or their officers, agents or employees. The provisions of this subsection are for the benefit of RCWD, and not the Company (c) RCWD shall assume the defense of, indemnify and save harmless, the Authority and the CFD, their respective officers, employees and agents, and each and every one of them, from and against all actions, damages, claims, losses or expenses of every type and description to which they may be subjected or put, by reason of, or R:/Agreements/Comm Fac Agree Rancho Water 8 resulting from, any act or omission of the RCWD with respect to this Agreement and the design, engineering and construction of the RCWD Designated Facilities constructed by RCWD; provided, however, that RCWD shall not be required to indemnify any person or entity as to damages resulting from negligence or willful misconduct of such person or entity or their officers, agents or employees. The provisions of this subsection are for the benefit of the Authority and the CFD, and not the Company 16. Termination. The provisions of this Agreement related to the acquisition of the RCWD Company Constructed Facilities and any funding of the RCWD Designated Facilities shall terminate and be of no further force or effect if the Bonds are not sold within 24 months from the date of this Agreement unless extended by agreement of all the parties. If the CFD is unable to sell the Bonds, this Agreement shall terminate and be of no further force and effect. 17. Assiqnment. The Company may assign its rights pursuant to this Agreement to one or more purchasers of the Property who shall be the owner of all or a portion of the RCWD Company Constructed Facilities and to whom the Company shall assign the right to receive payment of the acquisition price for the RCWD Company Constructed Facilities. Such a purchaser and assignee shall, as a condition to receiving payment of such acquisition price, enter into an assignment agreement with RCWD and the Authority, in a form acceptable to RCWD and the Authority, whereby such purchaser agrees, except as may be otherwise specifically provided therein, to assume the obligations of the Company pursuant to this Agreement and to be bound thereby. 18. Notices. Any notice, payment or instrument required or permitted by this Agreement to be given or delivered to either party shall be deemed to have been received when personally delivered or seventy-two (72) hours following deposit of the same in any United States Post Office in California, registered or certified, postage prepaid, addressed as follows: Authority/CFD: Temecula Public Financing Authority 43200 Business Park Drive Temecula, California 92590 Attention: Director of Public Works RCWD: Rancho California Water District P. O. Box 9017 Temecula, California 92589-9017 Attn: Director of Finance - Treasurer Company: Lennar Communities Inland 40980 County Center Drive, Suite 110 Temecula, California 92591 Attention: Bob Diehl Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party hereto. 19. No Obliqation. The parties agree that the Company has no obligations hereunder until or unless the Authority issues the Bonds and specifically allocates a portion of the proceeds of the Bonds for the RCWD Company Constructed Facilities and/or the RCWD Designated Facilities. R:/Agreements/Comm Fac Agree Rancho Water 9 20. Amendment. This Agreement may be amended at any time but only in writing signed by each party hereto. 21. Entire A,qreement. This Agreement contains the entire agreement between the padies with respect to the matters provided for herein and supersedes all prior agreements and negotiations between the parties with respect to the subject matter of this Agreement. 22. reference. Exhibits. All exhibits attached hereto are incorporated into this Agreement by 23. Severability. If any part of this Agreement is held to be illegal or unenfomeable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. 24. Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other parties hereto, or the failure by a party to exercise its rights upon the default of another party, shall not constitute a waiver of such party's right to insist and demand strict compliance by such other parties with the terms of this Agreement thereafter. 25 No Third Party Beneficiaries. No person or entity shall be deemed to be a third party beneficiary hereof, and nothing in this Agreement (either express or implied) is intended to confer upon any person or entity, other than ROWD, the Authority, the CFD and the Company (and their respective successors and assigns), any rights, remedies, obligations or liabilities under or by reason of this Agreement. 26. Governinq Law. This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California. 27. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute but one instrument. R:/Agreements/Comm Fac Agree Rancho Water 10 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written above. RANCHO CALIFORNIA WATER DISTRICT By: General Manager LENNAR HOMES OF CALIFORNIA, INC. By: Its: TEMECULA PUBLIC FINANCING AUTHORITY By: Executive Director R:/Agreements/Comm Fac Agree Rancho Water 11 EXHIBIT A PROPERTY DESCRIPTION Tract Nos. 23143-1,23143-6, 23143-7, 23143-8, 23143-9, 23143-10, 23143-11,23143-F and 26941 of the Crowne Hill subdivision in the City of Temecula, California. EXHIBIT B DESCRIPTION OF RCWD COMPANY CONSTRUCTED FACILITIES "RCWD Company Constructed Facilities" shall be those facilities listed below needed by RCWD in order to provide services to the property in the CFD and otherwise eligible to be financed by the CFD under the Act, and include all costs of site acquisition, planning, design, engineering, legal services, materials testing, coordination, surveying, construction, staking, construction inspection and any and all appurtenant facilities relating thereto: Facility No. 1: Tract 23143 Domestic Water Pressure Zone 1485 Segment No. I (Fl/S1): within Royal Crest Place, the construction of approximately 2,200 feet of eight-inch (8") domestic water main together with appurtenant valves, services, etc. Segment No. 2 (F1/S2): within Crowne Hill approximately 5,800 feet of eight-inch (8") domestic appurtenant valves, services, etc. Drive, the construction of water main together with EXHIBIT C DISBURSEMENT REQUEST FORM FOR FUNDING OF RCWD DESIGNATED FACILITIES IN LIEU OF PAYMENT OF RCWD FEES Sequence No. __ RCWD SA# __ 1. Temecula Public Financing Authority Community Facilities District No. 03-1 (Crown Hill) (the "CFD") is hereby requested to pay from the CFD bond proceeds to Rancho California Water District ("RCWD"), as Payee, the sum set forth in 3 below. 2. The undersigned certifies that the amount requested for funding of RCWD Designated Facilities in lieu of payment of RCWD Fees, has not formed the basis of prior request or payment, and is being made with respect to the connection of the property described in Exhibit A to the RCWD system. 3. Amount requested: $ For Lot Nos. 4. The amount set forth in 3 above is authorized and payable pursuant to the terms of the Joint Community Facilities Agreement among the Temecula Public Financing Authority, RCWD and Lennar Homes of California, Inc. dated as of March 13, 2003 (the "Agreement"). Capitalized terms not defined herein shall have the meaning set forth in the Agreement. LENNAR HOMES OF CALIFORNIA, INC. By: Name: Title: Date: RANCHO CALIFORNIA WATER DISTRICT cc: RCWD Finance Dept. By: Name: Title: Date: EXHIBIT D FACILITIES TO BE CONSTRUCTED BY RCWD, AND THAT MAY BE FINANCED BY THE CFD IN LIEU OF PAYMENT OF RCWD FEES The RCWD Designated Facilities include any of the water facilities of RCWD described in the RCWD Master Plan of Facilities. JOINT COMMUNITY FACILITIES AGREEMENT - CAL TRANS TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) This Joint Community Facilities Agreement - Cai Trans (the "Agreement"), dated for convenience as of March 1, 2003, is by and between the Temecula Public Financing Authority (the "Authority") and the State of California Department of Transportation (the "Participating Agency"). WITNESSETH: A. WHEREAS, the Authority has formed or will form the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) (the "CFD"), pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), being Chapter 2.5 of Part I of Division 2 of Title 5, commencing at Section 53311, of the California Government Code, and the Authority intends to issue bonds of the Authority for the CFD (the "Bonds") under the Act in order to finance various public improvements necessitated by development occurring in the City of Temecula; and B. WHEREAS, the public improvements to be financed by the CFD include those improvements described in Attachment A hereto (the "Improvements"), which Attachment is, by this reference, incorporated herein; and C. WHEREAS, the parties hereto expect that the Participating Agency will own and operate the Improvements if they comply with the standards and have been completed to the satisfaction of the Participating Agency; and D. WHEREAS, Section 53316.2 of the Act requires that the Authority enter into a joint community facilities agreement with the Participating Agency in respect of the Improvements which Improvements are to be financed, in part, with the proceeds of the Bonds, and, upon completion, are to be owned and operated by the Participating Agency; and E. WHEREAS the Authority and the Participating Agency now desire to enter into this Agreement to satisfy the requirements of Section 53316.2 of the Act and to memorialize their understanding with respect to the use of a portion of the proceeds of the Bonds and the construction and ownership of the Improvements, all as more particularly set forth below. NOW, THEREFORE, in consideration of the foregoing and mutual covenants set forth below, the parties hereto do hereby agree as follows: Section 1. Reservation of Bond Funds. The Authority intends to reserve a portion of the proceeds of the Bonds to finance a portion of the costs incurred in connection with the acquisition and construction of the Improvements. Said amount, together with any investment earnings thereon, shall be held in an account within the Improvement Fund established for the CFD (the "Improvement Account") for the sole and exclusive benefit of the CFD, and such amount shall in no way be pledged as security for the Bonds. The amount of Bond proceeds the Authority expects to expend for the acquisition and construction of the Improvements is currently estimated to be $1,000,000. R:/Agreements/Joint Fac Agree Cai Trans I Other than the funds described in the preceding paragraph, the Authority shall have no obligation to pay for any of the costs of the Improvements, including but not limited to any costs of planning, acquisition, construction, installation or inspection of the Improvements. Any costs of the Improvements in excess of the available proceeds of the Bonds will be paid from other legally available funds, subject in any event to the provisions of Section 10 of this Agreement. Subject to the provisions of Section 10 of this Agreement the Participating Agency shall have no obligation to pay for any of the costs to complete the Improvements unless sufficient revenues are allocated within the annual State Budget Act by the Legislature, the California Transportation Commission and the State Department of Finance for such purposes, and will only accept those Improvements which conform to all of the Participating Agency's standards and are free and clear of all liens, stop notices and other obligations. Section 2. Construction of Improvements. The Improvements have been or will be constructed pursuant to plans and specifications approved by the Participating Agency. All construction not yet completed will be done by independent contractors supervised and administered under an Acquisition Agreement between the Authority and the entity responsible for their construction. The Participating Agency shall not have any liability whatsoever in respect of any work performed in connection with the Improvements; provided that this sentence shall in no way limit any rights the Participating Agency may have against any persons or entities in respect of the acquisition or construction of the Improvements once the Participating Agency accepts title to and control over the Improvements. To the extent that the Participating Agency incurs expenses incident to reviewing and approving design plans and specifications, conducting construction field inspections and otherwise in connection with the design, construction and acceptance of the Improvements, such expenses shall be reimbursed to the Participating Agency upon presentation of invoices specifying the nature and amount of such costs and expenses, from available amounts in the Improvement Account, or if there are no such available funds, then from other legally available funds. Section 3. Inspection and Acceptance; Use of Bond Funds. The Participating Agency shall cause inspections to be made during the construction of the Improvements in accordance with its customary procedures for construction projects of a similar nature. Upon completion of construction of the Improvements to the satisfaction of the Participating Agency, the Participating Agency shall accept dedication of the Improvements in accordance with its customary procedures, and shall accept ownership, and responsibility for operation of the Improvements conditioned upon the passage to the Participating Agency of fee title clear of all encumbrances and easements not otherwise acceptable to the Participating Agency in its sole discretion. The Participating Agency shall have no responsibility with respect to the ownership or operation of the Improvements unless and until construction has been completed to the satisfaction of the Participating Agency. The Authority shall have no obligation to at any time own or operate any of the Improvements. The Authority shall disburse the proceeds of the Bonds described in Section I above to pay or reimburse payment of the costs incurred by the City of Temecula in constructing the Improvements or for cost described in the second paragraph of Section 2 above. Section 4. Limited Obliqations. All obligations of the Authority under and pursuant to this Agreement shall be limited to the amounts on deposit in the Improvement Account and identified in Section I above. No Boardmember, officer or employee of the Authority shall in any event be personally liable hereunder. The Authority shall require any contractor performing work on the Improvements to obtain a standard form of Encroachment Permit issued by the R:/Agreements/Joint Fac Agree Cai Trans 2 Participating Agency before any work not yet completed or undertaken is done on Participating Agency-owned property. The sole obligation of the Participating Agency hereunder shall be to inspect and accept the Improvements as described above. The Participating Agency shall have no responsibility or obligation with respect to the Improvements for any action occurring prior to acceptance by the Participating Agency. If, for any reason whatsoever, there are insufficient funds to complete the Improvements or any portion thereof, the Participating Agency shall have no obligation to fund any such shortfall, but the landowner responsible for constructing the Improvements shall be responsible for restoring the Participating Agency's properties abutting the Improvements to a state of safety necessary to protect the traveling public or, to its original condition, at the discretion of the Participating Agency. If the Participating Agency shall fail to perform any of its obligations hereunder, the sole remedy of the Authority shall be the commencement of an action in the Superior Court for specific performance by the Participating Agency of such obligations. Section 5. Termination. Notwithstanding any other provision of this Agreement, this Agreement shall cease to be effective and shall terminate if the Bonds are not issued by Mamh 1, 2005. If not earlier terminated pursuant to the preceding sentence, this Agreement shall terminate upon the earlier of December 31, 2006, or acceptance of the ownership and operation of the Improvements by the Participating Agency, and disbursement from the Improvement Account of the amount described in Section 1 above by the Authority to pay costs of the Improvements. Section 6. No Obliqation to Form CFD; Aqreement of Benefit to Residents. The provisions of this Agreement shall in no way obligate the Authority to form the CFD. Notwithstanding the foregoing, by their respective approvals of this Agreement, the Authority and the Participating Agency have each declared and hereby confirm that this Agreement is beneficial to the residents within the jurisdiction of their respective entities in assuring the provision of financing for a portion of the costs of the Improvements in furtherance of the purposes of the Act. Section 7. Partial Invalidity. If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. Section 8. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. This Agreement is for the sole benefit of the Authority and the Participating Agency and their successors and assigns, and no other person or entity shall be deemed to be a beneficiary hereof or have an interest herein. Section 9. Execution in Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. Section 10. No Participatinq Aqency Fundin.q. The Participating Agency has not budgeted or appropriated any funds in respect of the Improvements or its obligations under this Agreement, as all work relative to the portion of the Improvements financed with Bond proceeds that is required of Participating Agency is to be fully reimbursed by the CFD. Any and all obligations assumed by the Participating Agency under this Agreement that are not fully reimbursed by the CFD are conditioned upon the allocation of sufficient revenues with the annual State Budget Act by the Legislature, the California Transportation Commission and the State Department of Finance for the purposes described herein. R:/Agreements/Joint Fac Agree Cai Trans 3 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year written alongside their signature below. STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION (the "Participating Agency") Date of Execution: ,2003 By: Its: TEMECULA PUBLIC FINANCING AUTHORITY (the "Authority") Date of Execution: ,2003 By: Executive Director R:/Agreements/Joint Fac Agree Cai Trans 4 ATTACHMENT A DESCRIPTION OF THE IMPROVEMENTS 1. State Route 79 (SR-79) Improvements; including but not limited to: roadway improvements including roadway realignments, widenings, and rehabilitation; storm drain improvements; intersection improvements; traffic signal modifications; raised medians including landscaping and irrigation systems; striping and signage modifications; and parkway improvements including sidewalks, parkway landscaping and irrigation. 2. Interstate 15 (I-15)/State Route 79 (SR-79) Interchange Improvements; including but not limited to: on-ramp and off-ramp modifications including realignments, widenings; traffic signal modifications; new freeway or ramp bridges, bridge replacement or widening; retaining walls; storm drain improvements; striping and signage modifications; and parkway improvements including sidewalks, parkway landscaping and irrigation. ACQUISITION AGREEMENT by and between the TEMECULA PUBLIC FINANCING AUTHORITY and LENNAR HOMES OF CALIFORNIA, INC. Dated as of March 1, 2003 Relating to: Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) R:/Agreements/Acquisition Agree 1 TABLE OF CONTENTS Section 1.01. ARTICLE I DEFINITIONS Definitions ........................................................................................................... 5 Section 2.01. Section 2.02. Section 2.03. Section 2.04. Section 2.05. Section 2.06. Section 2.07. ARTICLE II RECITALS The CFD ............................................................................................................. 8 The Development ................................................................................................ 8 The Facilities ....................................................................................................... 8 The Financing ..................................................................................................... 8 The Bonds .......................................................................................................... 8 No Advantage to Authority Construction ............................................................. 8 Agreements ........................................................................................................ 8 ARTICLE Iii FUNDING Section 3.01. Authority Proceedings ......................................................................................... 9 Section 3.02. Bonds .................................................................................................................. 9 Section 3.03. Bond Proceeds ................................................................................................... 9 Section 4.01. Section 4,02. Section 4.03. Section 4.04. Section 4.05. Section 4.06. ARTICLE IV CONSTRUCTION OF FACILITIES Plans .................................................................................................................. 11 Duty of Developer to Construct .......................................................................... 11 Relationship to Public Works; Bidding Requirements ......................................... 11 Independent Contractor ..................................................................................... 13 Performance and Payment Bonds ..................................................................... 14 Contracts and Change Orders ........................................................................... 14 Section 4.07. Time for Completion ........................................................................................... 14 Section 5.01. Section 5.02. Section 5.03. Section 5.04. Section 5.05. Section 5.06. Section 5.07. Section 5.08. Section 5.09. ARTICLE V ACQUISITION AND PAYMENT Inspection .......................................................................................................... 15 Agreement to Sell and Purchase Facilities ......................................................... 15 Payment Requests ............................................................................................. 15 Processing Payment Requests .......................................................................... 16 Payment ............................................................................................................. 16 Restrictions on Payments .................................................................................. 16 EMWD Acquisition Facilities and RCWD Company Constructed Facilities ......... 19 Defective or Nonconforming Work ..................................................................... 19 Modification of Discrete Components ................................................................. 19 R:/Agreements/Acq uisit[on Agree 2 Section 6.01. Section 6.02. Section 6.03. Section 6.04. Section 6.05. Section 6.06. ARTICLE VI OWNERSHIP AND TRANSFER OF FACILITIES Facilities to be Owned by the City - Conveyance of Land and Easements to City ................................................................................................................. 20 Facilities to be Owned by the City - Title Evidence ............................................ 20 Facilities Constructed on Private Lands ............................................................. 20 Facilities Constructed on City Land .................................................................... 20 Facilities to be Acquired by Other Public Agencies ............................................ 20 Maintenance and Warranties ............................................................................. 21 Section 7.01. Section 7.02. ARTICLE VII INSURANCE; RESPONSIBILITY FOR DAMAGE Liability Insurance Requirements ....................................................................... 22 Responsibility for Damage ................................................................................. 24 Section 8.01. Section 8.02. ARTICLE VIII REPRESENTATIONS, WARRANTIES AND COVENANTS Representations, Covenants and Warranties of the Developer .......................... 26 Indemnification and Hold Harmless .................................................................... 27 ARTICLE IX TERMINATION Section 9.01. No Bonds ........................................................................................................... 29 Section 9.02. Mutual Consent .................................................................................................. 29 Section 9.03. Authority Election for Cause ............................................................................... 29 Section 9.04. Force Majeure .................................................................................................... 30 ARTICLE X MISCELLANEOUS Section 10.01. Limited Liability of Authority ................................................................................ 31 Section 10.02. Excess Costs ..................................................................................................... 31 Section 10.03. Audit .................................................................................................................. 31 Section 10.04. Attorney's Fees .................................................................................................. 31 Section 10.05. Notices ............................................................................................................... 31 Section 10.06. Severability ........................................................................................................ 31 Section 10.07. Successors and Assigns .................................................................................... 32 Section 10.08. Other Agreements .............................................................................................. 32 Section 10.09. Waiver ............................................................................................................... 32 Section 10.10. Merger ............................................................................................................... 32 Section 10.11. Parties in Interest ............................................................................................... 32 Section 10.12. Amendment ....................................................................................................... 32 Section 10.13. Counterparts ...................................................................................................... 32 Section 10.14. Governing Law ................................................................................................... 32 EXHIBIT a EXHIBIT B DESCRIPTION OFFACILITIES ELIGIBLE FOR ACQUISITION FROM THE DEVELOPER DISCRETE COMPONENTS OF FACILITIES AND RELATED BUDGETED COSTS R:/Agreements/Acq uisition Agree 3 EXHIBIT C FORM OF PAYMENT REQUEST R:/Agreements/Acquisition Agree 4 THIS ACQUISITION AGREEMENT (the "Acquisition Agreement"), dated as of March 1, 2003, is by and between the Temecula Public Financing Authority, a joint exercise of powers authority organized and existing under the laws of the State of California (the "Authority"), for the Authority's Community Facilities District No. 03-1 (Crowne Hill) (the "CFD") and Lennar Homes of California, Inc., a California corporation (the "Developer"). ARTICLE I DEFINITIONS Section 1.01. Definitions. The following terms shall have the meanings ascribed to them in this Section 1.01 for purposes of this Acquisition Agreement. Unless otherwise indicated, any other terms, capitalized or not, when used herein shall have the meanings ascribed to them in the Fiscal Agent Agreement (as hereinafter defined). "Acceptable Title" means title to land or interest therein, in form acceptable to the Director of Public Works, which title or interest is free and clear of all liens, taxes, assessments, leases, easements and encumbrances, whether or not recorded, but subject to any exceptions determined by the Director of Public Works as not interfering with the actual or intended use of the land or interest therein. Notwithstanding the foregoing, an irrevocable offer of dedication may constitute land with an "Acceptable Title" if: (i) such offer is necessary to satisfy a condition to a tentative or final parcel map, (ii) such offer is in a form acceptable to the Director of Public Works, (iii) the Director of Public Works has no reason to believe that such offer of dedication will not be accepted by the applicable public agency, and (iv) the Developer commits in writing not to allow any liens to be imposed on such property prior to its formal acceptance by the applicable public agency. "Acceptance Date" means the date the City Council of the City (or other public entity which is to own a Facility) takes final action to accept dedication of or transfer of title to a Facility. "Acquisition Agreement" means this Acquisition Agreement, together with any Supplement hereto. "Act" means the Mello-Roos Community Facilities Act of 1982, Sections 53311 et seq. of the California Government Code, as amended. "Actual Cost" means the substantiated cost of a Facility or a Discrete Component, which costs may include: (i) the costs (evidenced by payments to parties unrelated to the Developer) incurred by the Developer for the construction of such Facility or Discrete Component, (ii) the reasonable costs incurred by the Developer in preparing the Plans for such Facility or Discrete Component and the related costs of design, engineering and environmental evaluations of the Facility or Discrete Component, (iii) the fees paid to governmental agencies for obtaining permits, licenses or other governmental approvals for such Facility or Discrete Component, (iv) professional costs incurred by the Developer associated with such Facility or Discrete Component, such as engineering, legal, accounting, inspection, construction staking, materials testing and similar professional services; and (v) costs directly related to the construction and/or acquisition of a Facility or Discrete Component, such as costs of payment, performance and/or maintenance bonds, and insurance costs (including costs of any title insurance required hereunder). Actual Cost may include an amount not in excess of five percent (5%) of the cost described in clause (i) of the preceding paragraph in respect of any construction, project management or other similar fee payable to the Developer or any party related thereto. Actual R:/Agreements/Acquisition Agree 4 Cost shall not include any financing fees, costs or charges, or any interest, cost of carry or other similar charges. "Affiliate" means any entity with respect to which fifty percent (50%) or more of the ownership or voting power is held individually or collectively by any of the Developer and any other entity owned, controlled or under common ownership or control by or with, as applicable, the Developer, and includes the managing member of any entity that is a limited liability company, and includes all general partners of any entity which is a partnership. Control shall mean ownership of fifty percent (50%) or more of the voting power of or ownership interest in the respective entity. "Authority" means the Temecula Public Financing Authority, a joint exercise of powers agency duly created and existing under the laws of the State. "Bonds" means the bonds designated "Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) Special Tax Bonds," to be issued by the Authority for the CFD. "Budgeted Cost" means the estimated cost of a Facility or Discrete Component as shown on Exhibit B hereto. "CFD" means the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill), created by the Board of Directors of the Authority under the Act. "Ci~' means the City of Temecula, California. "County" means the County of Riverside, California. "Developer" means Lennar Homes of California, Inc., a California corporation, and its successors and assigns to the extent permitted under Section 10.07 hereof. "Director of Public Works" means the Director of Public Works of the City, or his written designee acting as such under this Acquisition Agreement. "Discrete Component" means a functional segment or component of a Facility that the Director of Public Works has agreed can be separately identified, inspected and completed, and be the subject of a Payment Request hereunder. The Discrete Components are shown on Exhibit B hereto. "Facilities" means the public facilities described in Exhibit A hereto which are eligible to be financed by the CFD. "Fiscal Agent" means U.S. Bank, N.A., in its capacity as fiscal agent under the Fiscal Agent Agreement, or any successor thereto acting as fiscal agent under the Fiscal Agent Agreement. "Fiscal Agent Agreement" means the agreement by that name between the Authority and the Fiscal Agent, providing for, among other matters, the issuance of the Bonds and the establishment of the Improvement Fund, as it may be amended from time to time. "Improvement Fund" means the acquisition account within the fund by that name established by the Fiscal Agent Agreement. R:/Agreements/Acquisition Agree 5 "Payment Request" means a document, substantially in the form of Exhibit C hereto, to be used by the Developer in requesting payment of a Purchase Price. "Plans" means the plans, specifications, schedules and related construction contracts for the Facilities and/or any Discrete Components thereof approved pursuant to the applicable standards of the City or other entity that will own, operate or maintain the Facilities when completed and acquired. As of the date of this Acquisition Agreement, the City standards for construction incorporate those set forth in the Green Book, Standard Specifications for Public Works Construction (SSPWC), by Public Works Standards, Inc., as modified by applicable City Special Provisions. "Purchase Price" means the amount paid by the Authority for a Facility and/or any Discrete Components thereof determined in accordance with Article V hereof, being an amount equal to the Actual Cost of such Facility or Discrete Component, but subject to the limitations and reductions provided for in Article V. "Risk Manager" shall mean the person acting in the capacity of Risk Manager for the City. "State" means the State of California. "Supplement" means a written document amending, supplementing or otherwise modifying this Acquisition Agreement and any exhibit hereto, including any amendments to the list of Discrete Components in Exhibit B, and/or the addition to Exhibit B of additional Facilities (and Discrete Components) to be financed with the proceeds of the Bonds deposited in the Improvement Fund. R:/Agreements/Acquisition Agree 6 ARTICLE II RECITALS Section 2.01. The CFD. The Board of Directors of the Authority has established the CFD under the Act for the financing of, among other things, the acquisition, construction and installation of public facilities identified in the proceedings to form the CFD, which include the Facilities listed in Exhibit A hereto. Section 2.02. The Development. The Developer is developing land located within the CFD. Section 2.03. The Facilities. The Facilities are within or in the vicinity of the CFD, and the Authority and the Developer will benefit from a coordinated plan of design, engineering and construction of the Facilities and the development of the land owned by the Developer that is located within the CFD. The Developer acknowledges that the inclusion of Facilities in Exhibit A hereto in no way, in itself, obligates the Authority to issue any Bonds to finance the Facilities or implies that the Authority has in any way engaged the Developer to construct the Facilities, except as specifically provided in this Acquisition Agreement. The Facilities which are the subject of acquisition from the Developer under this Acquisition Agreement are only the Facilities listed in Exhibit A hereto, as such Exhibit may be amended and/or supplemented by any Supplement. Section 2.04. The Financing. The Developer and the Authority wish to finance the acquisition of the Facilities by the City and the payment therefor by entering into this Acquisition Agreement for the acquisition of the Facilities and payment for Discrete Components thereof as shown in Exhibit B hereto (as it may be amended and supplemented) with a portion of the proceeds of the Bonds on deposit in the Improvement Fund. Section 2.05. The Bonds. The Authority is proceeding with the authorization and issuance of the Bonds under the Act and the Fiscal Agent Agreement, the proceeds of which Bonds shall be used, in part, to finance the acquisition of all or a portion of the Facilities. The execution by the Authority of this Acquisition Agreement in no way obligates the Authority to issue any Bonds, or the City to acquire any Facilities financed with proceeds of any Bonds issued, except the Facilities listed in Exhibit A hereto which are to be acquired subject to the terms and conditions set forth in this Agreement. Section 2.06. No Advantage to Authority Construction. The Authority, by its approval of this Acquisition Agreement, has determined that it will obtain no advantage from undertaking the construction by the Authority directly of the Facilities, and that the provisions of this Acquisition Agreement require that the Facilities be constructed by the Developer as if they had been constructed under the direction and supervision of the Authority. The Developer hereby represents that it has experience in the supervision of the construction of public facilities of the character of the Facilities. Section 2.07. Agreements. In consideration of the mutual promises and covenants set forth herein, and for other valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Authority and the Developer agree that the foregoing recitals, as applicable to each, are true and correct and further make the agreements set forth herein. R:/Agreements/Acquisition Agree 7 ARTICLE III FUNDING Section 3.01. Authority Proceedings. The Authority shall conduct all necessary proceedings under the Act for the issuance, sale and delivery of the Bonds; provided, however, that nothing herein shall be construed as requiring the Authority to issue the Bonds or any portion thereof. Upon the written request of the Developer, the Developer and the Authority staff shall meet regarding the amount, timing and other material aspects of the Bonds, but the legal proceedings and the principal amount, interest rates, terms and conditions and timing of the sale of the Bonds shall be in all respects subject to the approval of the Board of Directors of the Authority. The authorized aggregate principal amount of the Bonds is $25,000,000, and the amount that the Authority anticipates depositing to the Improvement Fund is $11,693,829. Section 3.02. Bonds. The Authority, in connection with this Acquisition Agreement, is proceeding with the issuance and delivery of the Bonds for the CFD. The Authority shall not be obligated to pay the Purchase Price of the Facilities or any Discrete Components thereof except from amounts on deposit in the Improvement Fund on or after the closing date of the Bonds. The Authority makes no warranty, express or implied, that the proceeds of the Bonds deposited and held in the Improvement Fund, and any investment earnings thereon deposited to the Improvement Fund, will be sufficient for payment of the Purchase Price of all of the Facilities. Section 3.03. Bond Proceeds. The proceeds of the Bonds shall be deposited, held, invested, reinvested and disbursed as provided in the Fiscal Agent Agreement. A portion of the proceeds of the Bonds will be set aside under the Fiscal Agent Agreement in the Improvement Fund. Moneys in the Improvement Fund shall be withdrawn therefrom in accordance with the provisions of the Fiscal Agent Agreement and the applicable provisions hereof for payment of all or a portion of the costs of construction and/or acquisition of the Facilities (including payment of the Purchase Price of Discrete Components thereof), all as herein provided. The Developer agrees that the Authority alone shall direct the investment of the funds on deposit in the funds and accounts established by or pursuant to the Fiscal Agent Agreement, including the Improvement Fund, and that the Developer has no right whatsoever to direct investments under the Fiscal Agent Agreement. The Authority shall have no responsibility whatsoever to the Developer with respect to any investment of funds made by the Fiscal Agent under the Fiscal Agent Agreement, including any loss of all or a portion of the principal invested or any penalty for liquidation of an investment. Any such loss may diminish the amounts available in the Improvement Fund to pay the Purchase Price of Facilities and Discrete Components hereunder. The Developer further acknowledges that the obligation of any owner of real property in the CFD, including the Developer to the extent it owns any real property in the CFD, to pay special taxes levied in the CFD is not in any way dependent on: (i) the availability of amounts in the Improvement Fund to pay for all or any portion of the Facilities or Discrete Components thereof hereunder, or (ii) the alleged or actual misconduct of the Authority in the performance of its obligations under this Acquisition Agreement, the Fiscal Agent Agreement, any developer agreement or amendment thereto or any other agreement to which the Developer and the City or the Authority are signatories. R:/Agreements/Acquisition Agree 8 The Developer acknowledges that any lack of availability of amounts in the Improvement Fund to pay the Purchase Price of Facilities or any Discrete Components thereof shall in no way diminish any obligation of the Developer with respect to the construction of or contributions for public facilities required by this Acquisition Agreement or any development or other agreement to which the Developer is a party, or any governmental approval to which the Developer or any land within the CFD is subject. R:/Agreements/Acquisition Agree 9 ARTICLE IV CONSTRUCTION OF FACILITIES Section 4.01. Plans. To the extent that it has not already done so, the Developer shall cause Plans to be prepared for the Facilities. The Developer shall obtain the written approval of the Plans in accordance with applicable ordinances and regulations of the City and/or the public entity that will own and operate the Facilities. Copies of all Plans shall be provided by the Developer to the Director of Public Works upon request therefor, and, in any event, as built drawings and a written assignment of the Plans for any Facility shall be provided to the City prior to its acceptance of the Facility. Section 4.02. Duty of Developer to Construct. All Facilities to be acquired hereunder specified in Exhibit A hereto, as amended from time to time, shall be constructed by or at the direction of the Developer in accordance with the approved Plans. The Developer shall perform all of its obligations hereunder and shall conduct all operations with respect to the construction of Facilities in a good, workmanlike and commemially reasonable manner, with the standard of diligence and care normally employed by duly qualified persons utilizing their best efforts in the performance of comparable work and in accordance with generally accepted practices appropriate to the activities undertaken. The Developer shall employ at all times adequate staff or consultants with the requisite experience necessary to administer and coordinate all work related to the design, engineering, acquisition, construction and installation of the Facilities to be acquired by the City from the Developer hereunder. The Developer shall be obligated: (i) to construct and cause conveyance to the City (or other applicable governmental agency) all Facilities and Discrete Components thereof listed in Exhibit B hereto, and (ii) to use its own funds to pay all costs thereof in excess of the Purchase Prices thereof to be paid therefor hereunder. The Developer shall not be relieved of its obligation to construct each Facility and Discrete Component thereof listed in Exhibit B hereto and convey each such Facility to the City in accordance with the terms hereof, even if, (i) because of the limitations imposed by Section 5.06 hereof, the Purchase Price for such Discrete Component or Facility is less that the Actual Cost, or cost to the Developer, of such Discrete Component or Facility, or (ii) there are insufficient funds in the Improvement Fund to pay the Pumhase Prices thereof, and, in any event, this Acquisition Agreement shall not affect any obligation of any owner of land in the CFD under any other agreement or any governmental approval to which any land within the CFD is subject, with respect to the public improvements required in connection with the development of the land within the CFD. Such obligation of the Developer to construct and convey such Facilities, and pay the costs thereof in excess of available monies in the Improvement Fund, shall be an obligation of the Developer as a party to this Acquisition Agreement without regard to any governmental conditions to development of the land in the CFD that may otherwise apply to the land owners in the CFD. Section 4.03. Relationship to Public Works; Bidding Requirements. The following shall apply to all contracts applicable to the Facilities and any Discrete Components thereof: A. General. This Acquisition Agreement is for the acquisition by the City of the Facilities and payment for Discrete Components thereof listed in Exhibit B hereto from moneys in the Improvement Fund and is not intended to be a public works contract. The Authority and the Developer agree that the Facilities are of local, and not state-wide concern, and that the provisions of the California Public Contract Code shall R:/Agreements/Acquisition Agree 10 not apply to the construction of the Facilities. The Authority and the Developer agree that the Developer shall award all contracts for the construction of the Facilities and the Discrete Components thereof listed in Exhibit B hereto and that this Acquisition Agreement is necessary to assure the timely and satisfactory completion of the Facilities and that compliance with the Public Contract Code with respect to the Facilities would work an incongruity and would not produce an advantage to the Authority or the CFD. B. Biddinq Procedures. Notwithstanding the foregoing, the Developer shall award all contracts for construction of the Facilities and any Discrete Components thereof, and materials related thereto, by means of a bid process consistent with this Section 4.03 B. or otherwise acceptable to the Director of Public Works, in each case consistent with applicable City regulations. The Developer shall establish a list of written criteria acceptable to the Director of Public Works (including experience, ability to perform on schedule and financial ability) to determine qualified contractors for any contract. Such general contractors shall comply with any applicable City regulations. Formal bids shall be requested from those entities on the list of qualified contractors. The Developer shall prepare bid packages, including engineering reports and estimates, for each of the Facilities (or any specific Discrete Components thereof to be separately bid), and shall submit such packages to the Director of Public Works, reasonably in advance of the anticipated bid, for review. If the Developer would like the option to proceed under the provisions of Section 4.03 C. below, the bid documents shall expressly disclose the rights of the Developer to elect to perform or have its agent perform the work with a specific reference to Section 53329.5 of the Act. Upon agreement by the Director of Public Works and the Developer on the content of such bid packages and a schedule of bid prices, plus an acceptable margin of variance, the Developer may proceed to take bids on the applicable Facilities (or Discrete Components). At the reasonable request of the Developer, the Director of Public Works shall also meet with the qualified general contractors to discuss the requirements of the particular contract to be bid. Bids for each Facility or Discrete Component shall be submitted to the City Clerk prior to the time and date prescribed for bid opening. If a bid is within the constraints of the approved bid package, the Developer shall, subject to the provisions of Section 4.03 C. below, award the applicable contract to the lowest responsible bidder. If all bids are in excess of the bid parameters, the Developer shall obtain the consent of the Director of Public Works prior to awarding the contract. Upon written request of the Director of Public Works, the Developer shall provide an analysis of bids for construction and materials for the Facilities or applicable Discrete Components, indicating how the winning bid was determined and how it was consistent with the applicable bid package. The Developer shall promptly publish notice of the award of any contract in such paper as the Director of Public Works shall specify. C. Developer's Election to Perform Work. Notwithstanding the provisions of Section 4.03 B. above, and in accordance with Section 53329.5 of the Act, if at the time bids are received for any particular Facility or Discrete Component the Developer owns three-fourths of the area of lands in the CFD taxed or liable to be taxed for purposes of the CFD, the Developer or a designated agent thereof (who shall provide the Director of Public Works with a written declaration under penalty of perjury in form acceptable to the Director of Public Works to the effect that the Developer so owns such land and, if applicable, that such other entity is such an agent), the Developer or its designated agent may, within 10 days after the publication of the notice of the award of the contract, R:/Agreernents/Acquisition Agree 11 elect to perform the work and enter into a written contract to do the whole work at prices not exceeding the prices specified in the bid of the bidder to whom the contract was awarded, and all work done under the contract shall be subject to all provisions of this Acquisition Agreement other than the requirement that the contract work be awarded to and performed by the Iow bidder. The Developer shall advise the Director of Public Works of any election under the preceding sentence, and shall promptly provide written notice to the bidder to whom the contract was awarded of its election to perform the work, and that the services of such winning bidder will no longer be required. The Developer (and its agents) may only avail itself of the foregoing provisions of this Section 4.03 C. if the bid documents for the respective Facility or Discrete Component expressly disclosed its right to do so, as required by the second paragraph of Section 4.03 B. above. If the Developer elects not to perform the work and not to enter into a written contract for that work within 10 days of publication of the notice of the award of the contract (as evidenced by its failure to provide the written notices described in the second preceding sentence within such 10 day period), or if the Developer (or its agent, as applicable) fails to commence the work within 15 days after the date of the written contract entered into by the Developer (or its agent) and the Authority and to continue that work with diligence to completion, as determined by the Board of Directors of the Authority, a contract shall be entered into by the Authority, on behalf of the CFD with the original bidder to whom the contract was awarded at the prices specified in his or her bid. D. Schedulinq. The Developer shall develop or cause to be developed and shall maintain or cause to be maintained a cost-loaded project schedule, using the critical path method, providing for all major project elements included in the construction of the Facilities to be acquired hereunder, so that the whole project is scheduled in an efficient manner. The Developer shall provide the Director of Public Works with complete copies of the schedule and each update to the schedule for the Director's review. E. Periodic Meetings. From time to time (expected to be at least every two weeks) at the request of the Director of Public Works, representatives of the Developer shall meet and confer with City staff, consultants and contractors regarding matters arising hereunder with respect to the Facilities, Discrete Components and the progress in constructing and acquiring the same, and as to any other matter related to the Facilities or this Acquisition Agreement. The Developer shall advise the Director of Public Works in advance of any coordination and scheduling meetings to be held with contractors relating to the Facilities, in the ordinary course of performance of an individual contract. The Director of Public Works or the Director of Public Work's designated representative shall have the right to be present at such meetings, and to meet and confer with individual contractors if deemed advisable by the Director of Public Works to resolve disputes and/or ensure the proper completion of the Facilities. Section 4.04. Independent Contractor. In performing this Acquisition Agreement, the Developer is an independent contractor and not the agent or employee of the Authority, the City or the CFD. None of the Authority, the City or the CFD shall be responsible for making any payments directly or otherwise to any contractor, subcontractor, agent, consultant, employee or supplier of the Developer. R:/Agreements/Acqu[sition Agree 12 Section 4.05. Performance and Payment Bonds. The Developer agrees to comply with all applicable performance and payment bonding requirements of the Authority (and other applicable public entities and/or public utilities) with respect to the construction of the Facilities. Pedormance and payment bonds shall not be required of the Developer to the extent moneys are available in the Improvement Fund to pay the Purchase Price of a Facility (and consistent with the Budgeted Costs therefore shown in Exhibit B and the limitations expressed in Section 5.06 hereof); provided that all contractors and/or subcontractors employed by the Developer in connection with the construction of Facilities shall provide a labor and materials and performance bonds which name the Authority and the City as additional insureds. Section 4.06. Contracts and Change Orders. The Developer shall be responsible for entering into all contracts and any supplemental agreements (commonly referred to as "change orders") required for the construction of the Facilities listed in Exhibit A hereto, as amended from time to time, and all such contracts and supplemental agreements shall be submitted to the Director of Public Works. Prior approval of supplemental agreements by the Director of Public Works shall only be required for such change orders which in any way materially alter the quality or character of the subject Facilities, or which involve an amount greater than $5,000.00. The Authority expects that such contracts and supplemental agreements needing prior approval by the Director of Public Works will be approved or denied (any such denial to be in writing, stating the reasons for denial and the actions, if any, that can be taken to obtain later approval) within ten (10) business days of receipt by the Director of Public Works thereof. Any approval by the Director of Public Works of a supplemental agreement shall in no way affect the Budgeted Costs listed in Exhibit B for any related Facility or Discrete Component, but to the extent that it increases the Actual Cost of a Facility or Discrete Component, such increased cost may be payable as part of the Purchase Price of the related Facility or Discrete Component as provided in Section 5.06A. hereof. Section 4.07. Time for Completion. The Developer agrees that this Acquisition Agreement is for the benefit of the Authority and the Developer and, therefore, the Developer represents that it expects to complete the Facilities and to have requested payment for the Facilities under this Acquisition Agreement within thirty-six (36) calendar months from the date of the closing of the Bonds. Any failure to complete the Facilities within said time period shall not, however, in itself, constitute a breach by the Developer of the terms of this Acquisition Agreement. R:/Agreements/Acq uisition Agree 13 ARTICLE V ACQUISITION AND PAYMENT Section 5.01. Inspection. No payment hereunder shall be made by the Authority to the Developer for a Facility or Discrete Component thereof until the Facility or Discrete Component thereof has been inspected and found to be completed in accordance with the approved Plans by the City or other applicable public entity or utility. The Authority shall cause the City to make periodic site inspections of the Facilities to be acquired hereunder; provided that in no event shall the Authority incur any liability for any delay in the inspection of any Facilities or Discrete Components. For Facilities to be acquired by other public entities or utilities, the Developer shall be responsible for obtaining such inspections and providing written evidence thereof to the Director of Public Works. The Developer agrees to pay all inspection, permit and other similar fees of the City applicable to construction of the Facilities, subject to reimbursement therefor as an Actual Cost of the related Facility. Section 5.02. Agreement to Sell and Purchase Facilities. The Developer hereby agrees to sell the Facilities listed in Exhibit A hereto to the City (or other applicable public agency that will own a Facility), and the Authority hereby agrees to use amounts in the Improvement Fund to pay the Purchase Prices thereof to the Developer, subject to the terms and conditions hereof. The Authority shall not be obligated to finance the purchase of any Facility until the Facility is completed and the Acceptance Date for such Facility has occurred; provided that the Authority has agreed hereunder to make payments to the Developer for certain Discrete Components of Facilities expressly shown in Exhibit B hereto, as it may be supplemented by any Supplement. The Developer acknowledges that the Discrete Components have been identified for payment purposes only, and that the City (or other applicable public agency that will own a Facility) shall not accept a Facility of which a Discrete Component is a part until the entire Facility has been completed. The Authority acknowledges that the Discrete Components do not have to be accepted by the City (or other applicable public agency that will own a Facility) as a condition precedent to the payment of the Purchase Price therefor, but any such payment shall not be made until the Discrete Component has been completed in accordance with the Plans therefor, as determined by the Director of Public Works. In any event, the Authority shall not be obligated to pay the Pumhase Price for any Facility or Discrete Component except from the moneys in the Improvement Fund. Section 5.03. Payment Requests. In order to receive the Pumhase Price for a completed Facility or Discrete Component, inspection thereof under Section 5.01 shall have been made and the Developer shall deliver to the Director of Public Works: (i) a Payment Request in the form of Exhibit C hereto for such Facility or Discrete Component, together with all attachments and exhibits required by Exhibit C and this Section 5.03 to be included therewith (including, but not limited to Attachments 1 and 2 to Exhibit C), and (ii) if payment is requested for a completed Facility, (a) if the property on which the Facility is located is not owned by the City (or other applicable public agency that will own the Facility) at the time of the request, a copy of the recorded documents conveying to the City (or other applicable public agency that will own the Facility) Acceptable Title to the real property on, in or over which such Facility is located, as described in Section 6.01 hereof, (b) a copy of the recorded notice of completion of such Facility (if applicable), (c) to the extent paid for with the proceeds of the Bonds, an assignment to the CFD of any reimbursements that may be payable with respect to the Facility, such as public or private utility reimbursements, and (d) an assignment of the warranties and guaranties for such Facility, as described in Section 6.05 hereof, in a form acceptable to the Authority. R:/Agreements/Acquisition Agree 14 Section 5.04. Processing Payment Requests. Upon receipt of a Payment Request (and all accompanying documentation), the Director of Public Works shall conduct a review in order to confirm that such request is complete, that such Discrete Component or Facility identified therein was constructed in accordance with the Plans therefor, and to verify and approve the Actual Cost of such Discrete Component or Facility specified in such Payment Request. The Director of Public Works shall also conduct such review as is required in his discretion to confirm the matters certified in the Payment Request. The Developer agrees to cooperate with the Director of Public Works in conducting each such review and to provide the Director of Public Works with such additional information and documentation as is reasonably necessary for the Director of Public Works to conclude each such review. For any Facilities to be acquired by another public entity or utility, the Developer shall provide evidence acceptable to the Director of Public Works that such Facilities are acceptable to such entity or utility. Within ten (10) business days of receipt of any Payment Request, the Director of Public Works expects to review the request for completeness and notify the Developer whether such Payment Request is complete, and, if not, what additional documentation must be provided. If such Payment Request is complete, the Director of Public Works expects to provide a written approval or denial (specifying the reason for any denial) of the request within 30 days of its submittal. If a Payment Request seeking reimbursement for more than one Facility or Discrete Component is denied, the Director of Public Works shall state whether the Payment Request is nevertheless approved and complete for any one or more Facilities or Discrete Components and any such Facilities or Discrete Components shall be processed for payment under Section 5.05 notwithstanding such partial denial. Section 5.05. Payment. Upon approval of the Payment Request by the Director of Public Works, the Director of Public Works shall sign the Payment Request and forward the same to the City's Director of Finance. Upon receipt of the reviewed and fully signed Payment Request, the City's Director of Finance shall, within the then current City financial accounting payment cycle but in any event within thirty (30) business days of receipt of the approved Payment Request, cause the same to be paid by the Fiscal Agent under the applicable provisions of the Fiscal Agent Agreement, to the extent of funds then on deposit in the Improvement Fund. Any approved Payment Request not paid due to an insufficiency of funds in the Improvement Fund, shall be paid promptly following the deposit into the Improvement Fund of proceeds of any investment earnings or other amounts transferred to the Improvement Fund under the terms of the Fiscal Agent Agreement. The Purchase Price paid hereunder for any Facility or Discrete Component shall constitute payment in full for such Facility or Discrete Component, including, without limitation, payment for all labor, materials, equipment, tools and services used or incorporated in the work, supervision, administration, overhead, expenses and any and all other things required, furnished or incurred for completion of such Facility or Discrete Component, as specified in the Plans. Section 5.06. Restrictions on Payments. Notwithstanding any other provisions of this Acquisition Agreement, the following restrictions shall apply to any payments made to the Developer under Sections 5.02 and 5.05 hereof: A. Amounts of Payments. Subject to the following paragraphs of this Section 5.06, payments for each Discrete Component or Facility will be made only in the amount of the Purchase Price for the respective Discrete Component or Facility; however, if the Actual Cost exceeds the Budgeted Cost for a Discrete Component or a Facility, the excess shall be borne by the Developer until such time as a Budgeted Cost for another Discrete Component or Facility is greater than the Actual Cost therefore, in which event R:/Agreements/Acquisition Agree 15 the savings shall be applied to reduce any excess of Actual Cost over Budgeted Cost previously paid for any Facility or Discrete Component by the Developer. Any savings attributable to the Actual Cost being less than Budgeted Cost which are not disbursed under the previous sentence to cover unreimbursed Actual Costs or as otherwise consented to by the Developer shall be carried forward to be credited against future cost overruns, or costs related to supplemental agreements (change orders), or if not needed for either of the foregoing purposes, to be disposed of as provided in the Fiscal Agent Agreement for excess monies in the Improvement Fund. Nothing herein shall require the Authority in any event (i) to pay more than the Actual Cost of a Facility or Discrete Component, or (ii) to pay an amount which would cause the sum of all Purchase Prices paid for all acquired Facilities and Discrete Components to exceed the sum of all Budgeted Costs for such acquired items, or (iii) to make any payment beyond the available funds in the Improvement Fund. The parties hereto acknowledge and agree that all payments to the Developer for the Purchase Prices of Facilities or Discrete Components are intended to be reimbursements to the Developer for monies already expended or for immediate payment by the Developer (or directly by the Authority) to third parties in respect of such Facilities and/or Discrete Components. B. Joint or Third Party Payments. The Authority may make any payment jointly to the Developer and any mortgagee or trust deed beneficiary, contractor or supplier of materials, as their interests may appear, or solely to any such third party, if the Developer so requests the same in writing or as the Authority otherwise determines such joint or third party payment is necessary to obtain lien releases. C. Withholdinq Payments. The Authority shall be entitled, but shall not be required, to withhold any payment hereunder for a Discrete Component or a Facility if the Developer or any Affiliate is delinquent in the payment of ad valorem real property taxes, special assessments or taxes, or Special Taxes levied in the CFD. In the event of any such delinquency, the Authority shall only make payments hereunder, should any be made at the Authority's sole discretion, directly to contractors or other third parties employed in connection with the construction of the Facilities or to any assignee of the Developer's interests in this Acquisition Agreement (and not to the Developer or any Affiliate), until such time as the Developer provides the Director of Public Works with evidence that all such delinquent taxes and assessments have been paid. The Authority shall withhold payment for any Discrete Component or Facility constructed on land not previously dedicated or otherwise conveyed to the City, until Acceptable Title to such land is conveyed to the City or other public entity that will own the respective Facility, as described in Article VI hereof. The Authority shall be entitled to withhold any payment hereunder for a Discrete Component that is the subject of a Payment Request until it is satisfied that any and all claims for labor and materials have been paid by the Developer for the Discrete Component that is the subject of a Payment Request, or conditional lien releases have been provided by the Developer for such Discrete Component. The Authority, in its discretion, may waive this limitation upon the provision by the Developer of sureties, undertakings, securities and/or bonds of the Developer or appropriate contractors or subcontractors and deemed satisfactory by the Director of Public Works to assure payment of such claims. R:/Agreements/Acquisition Agree 16 The Authority shall be entitled to withhold payment for any Facility hereunder to be owned by the City (or the final Discrete Component of any such Facility) until: (i) the Director of Public Works determines that the Facility is ready for its intended use, (ii) the Acceptance Date for the Facility has occurred and the requirements of Section 6.01, if applicable to such Facility, have been satisfied, and (iii) a Notice of Completion executed by the Developer, in a form acceptable to the Director of Public Works, has been recorded for the Facility and general lien releases conditioned solely upon payment from the proceeds of the Bonds to be used to acquire such Facility (or final Discrete Component) have been submitted to the Director of Public Works for the Facility. The Authority hereby agrees that the Developer shall have the right to post or cause the appropriate contractor or subcontractor to post a bond' with the City to indemnify it for any losses sustained by the City or the Authority because of any liens that may exist at the time of acceptance of such a Facility, so long as such bond is drawn on an obligor and is otherwise in a form acceptable to the Director of Public Works. The Authority shall be entitled to withhold payment for any Facility (or the final Discrete Component of any such Facility) to be owned by other governmental entities, until the Developer provides the Director of Public Works with evidence that the governmental entity has accepted dedication of and/or title to the Facility. If the Director of Public Works determines that a Facility is not ready for intended use under (i) above, the Director of Public Works shall so notify the Developer as soon as reasonably practicable in writing specifying the reason(s) therefor. Nothing in this Acquisition Agreement shall be deemed to prohibit the Developer from contesting in good faith the validity or amount of any mechanics or materialmans lien nor limit the remedies available to the Developer with respect thereto so long as such delay in performance shall not subject the Facilities or any Discrete Component thereof to foreclosure, forfeiture or sale. In the event that any such lien is contested, the Developer shall only be required to post or cause the delivery of a bond in an amount equal to twice the amount in dispute with respect to any such contested lien, so long as such bond is drawn on an obligor and is otherwise in a form acceptable to the Director of Public Works. D. Retention. The Authority shall withhold in the Improvement Fund an amount equal to ten percent (10%) of the Purchase Price of each Facility or Discrete Component to be paid hereunder. Any such retention will be released to the Developer upon final completion and acceptance of the related Facility and the expiration of a maintenance period consistent with applicable City policy thereafter (currently a one year warranty period for any landscaping, and upon receipt of a maintenance bond acceptable to the Director of Public Works to remain in effect for one year as to other Facilities). Notwithstanding the foregoing, the Developer shall be entitled to payment of any such retention upon the completion and acceptance of a Facility or Discrete Component, if a maintenance or warranty bond is posted in lieu thereof in accordance with Section 6.06 hereof. Payment of any retention shall also be contingent upon the availability of monies in the Improvement Fund therefor. No retention shall apply if the Developer proves to the Director of Public Work's satisfaction that the Developer's contracts for the Facilities (or Discrete Components) provide for the same retention as herein provided, so that the Purchase Price paid for the Facility or Discrete Component is at all times net of the required retention. R:/Agreements/Acquisition Agree 17 E. Frequency. Unless otherwise agreed to by the Director of Public Works, no more than one Payment Request shall be submitted by the Developer in any calendar month. F. Riqht-of-Way. Payments for any right-of-way described in Exhibit B hereto shall be based upon appraisals of the respective land to be acquired in a form acceptable to the Director of Public Works, or upon such other basis as the Director of Public Works shall determine is appropriate in the circumstances. Section 5.07. EMWD Acquisition Facilities and RCWD Company Constructed Facilities. Notwithstanding any other provision of this Acquisition Agreement, the Purchase Price for any EMWD Acquisition Facility, or any RCWD Company Constructed Facility, shall be the respective '~alue" of such Facility as determined pursuant to Section 7(b) of the Joint Community Facilities Agreement - EMWD, dated as of February 1, 2003, among the Eastern Municipal Water District, the Authority and the Developer and the Joint Community Facilities Agreement - RCWD, dated as of March 1, 2003, among the Rancho California Water District, the Authority and the Developer, and such Facilities shall be constructed and accepted in accordance with such Agreements. Section 5.08. Defective or Nonconforming Work. If any of the work done or materials furnished for a Facility or Discrete Component are found by the Director of Public Works to be defective or not in accordance with the applicable Plans: (i) and such finding is made prior to payment for the Purchase Price of such Facility or Discrete Component hereunder, the Authority may withhold payment therefor until such defect or nonconformance is corrected to the satisfaction of the Director of Public Works, or (ii) and such finding is made after payment of the Purchase Price of such Facility or Discrete Component, the Authority and the Developer shall act in accordance with the City's standard specification for public works construction (which are set forth in the Green Book, Standard Specifications for Public Works Construction (SSPWC), by Public Works Standards, Inc., as modified by applicable City Special Provisions). Section 5.09. Modification of Discrete Components. Upon written request of the Developer, the Director of Public Works shall consider modification of the description of any Discrete Component. Any such modification shall be subject to the written approval of the Director of Public Works, and shall not diminish the overall Facilities to be provided by the Developer hereunder (in a material way such that the change invalidates any of the assumptions used in the appraisal conducted to sell the Bonds) or in any way increase the total Budgeted Costs identified in Exhibit B. It is expected that any such modification will be solely for purposes of dividing up the work included in any Discrete Component for purposes of acceptance and payment, for example: (i) separation of irrigation and landscaping from other components of a Discrete Component, {ii) modifications to allow for payment for roadway improvements prior to completion of the top course of paving, or (iii) division of utility construction by utility work orders. In most instances, the Director of Public Works will only approve modifications for payment purposes when there will be an unusual period of time between the completion and acceptance of such divided work or to better implement the phasing of the overall construction of the Facilities; but no such circumstances shall this Section in any way obligate the Director of Public Works to approve such modification. R:/Agreements/Acquisition Agree 18 ARTICLE VI OWNERSHIP AND TRANSFER OF FACILITIES Section 6.01. Facilities to be Owned by the City - Conveyance of Land and Easements to City. Acceptable Title to all property on, in or over which each Facility to be acquired by the City will be located, shall be deeded over to the City by way of grant deed, quitclaim, or dedication of such property, or easement thereon, if such conveyance of interest is approved by the City as being a sufficient interest therein to permit the City to properly own, operate and maintain such Facility located therein, thereon or thereover, and to permit the Developer to perform its obligations as set forth in this Acquisition Agreement. The Developer agrees to assist the City in obtaining such documents as are required to obtain Acceptable Title. Completion of the transfer of title to land shall be accomplished prior to the payment of the Purchase Price for a Facility (or the last Discrete Component thereof) and shall be evidenced by recordation of the acceptance thereof by the City Council or the designee thereof. Section 6.02. Facilities to be Owned by the City- Title Evidence. Upon the request of the City, the Developer shall furnish to the City a preliminary title report for land with respect to Facilities to be acquired by the City and not previously dedicated or otherwise conveyed to the City, for review and approval at least fifteen (15) calendar days prior to the transfer of Acceptable Title to a Facility to the City. The Director of Public Works shall approve the preliminary title report unless it reveals a matter which, in the judgment of the City, could materially affect the City's use and enjoyment of any part of the property or easement covered by the preliminary title report. In the event the City does not approve the preliminary title report, the City shall not be obligated to accept title to such Facility and the Authority shall not be obligated to pay the Purchase Price for such Facility (or the last Discrete Component thereof) until the Developer has cured such objections to title to the satisfaction of the City. Section 6.03. Facilities Constructed on Private Lands. If any Facilities to be acquired are located on privately-owned land, the owner thereof shall retain title to the land and the completed Facilities until acquisition of the Facilities under Article V hereof. Pending the completion of such transfer, the Developer shall not be entitled to receive any payment for any such Facility or the last Discrete Component thereof. The Developer shall, however, be entitled to receive payment for Discrete Components (other than the last Discrete Component) upon making an irrevocable offer of dedication of such land in form and substance acceptable to the Director of Public Works. Notwithstanding the foregoing, upon written request of the Director of Public Works before payment for any Discrete Component of such a Facility, the Developer shall convey or cause to be conveyed Acceptable Title thereto in the manner described in Sections 6.01 and 6.02 hereof. Section 6.04. Facilities Constructed on City Land. If the Facilities to be acquired are on land owned by the Authority, the Authority shall cause the City to grant to the Developer a license to enter upon such land for purposes related to the construction (and maintenance pending acquisition) of the Facilities. The provisions for inspection and acceptance of such Facilities otherwise provided herein shall apply. Section 6.05. Facilities to be Acquired by Other Public Agencies. With respect to any Facility to be acquired by a public entity other than the City, the Developer shall comply with such entities rules and regulations regarding title and conveyance of property, and provide the Director of Public Works with evidence of such compliance, prior to the payment of the Purchase Price for any such Facility (or the last Discrete Component thereof). R:/Agreernents/Acquisition Agree 19 Section 6.06. Maintenance and Warranties. ']'he Developer shall maintain each Discrete Component in good and safe condition until the Acceptance Date of the Facility of which such Discrete Component is a part. Prior to the Acceptance Date, the Developer shall be responsible for performing any required maintenance on any completed Discrete Component or Facility. On or before the Acceptance Date of the Facility, the Developer shall assign to the Authority all of the Developer's rights in any warranties, guarantees, maintenance obligations or other evidence of contingent obligations of third persons with respect to such Facility. The Developer shall maintain or cause to be maintained each Facility to be owned by the City (including the repair or replacement thereof) for a period of one year from the Acceptance Date thereof, or, alternatively, shall provide a bond reasonably acceptable in form and substance to the Director of Public Works for such period and for such purpose (specifically, a one-year maintenance period for landscaping improvements, and for the posting of a warranty bond to remain in effect for one year as to other Facilities), to insure that defects, which appear within said period will be repaired, replaced, or corrected by the Developer, at its own cost and expense, to the satisfaction of the Director of Public Works. The Developer shall commence to repair, replace or correct any such defects within thirty (30) days after written notice thereof by the Authority to the Developer, and shall complete such repairs, replacement or correction as soon as practicable. After such one-year period, the City (or other public entity that has accepted title to the Facility) shall be responsible for maintaining such Facility. Any warranties, guarantees or other evidences of contingent obligations of third persons with respect to the Facilities to be acquired by the City shall be delivered to the Director of Public Works as part of the transfer of title. R:/Agreements/Acquisition Agree 20 ARTICLE VII INSURANCE; RESPONSIBILITY FOR DAMAGE Section 7.01. Liability Insurance Requirements. The Developer shall provide to the Director of Public Works evidence of insurance and endorsements thereto on forms acceptable to the Risk Manager within 10 working days of execution by it of this Acquisition Agreement and prior to any physical work on the Facilities being pedormed. The Developer shall procure and maintain for the duration of this Acquisition Agreement the following minimum insurance coverage and limits against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work covered by this Acquisition Agreement by the Developer, its agents, representatives, employees or subcontractors: (a) Premises, operation and mobile equipment. (b) Products and completed operations. (c) Explosion, collapse and underground hazards. (d) Personal injury. (e) Contractual liability. (f) Errors and omissions for work performed by design professionals. COVERAGE PER OCCURRENCE Commercial General Liability (Primary) Umbrella Liability (Over Primary, if required) Business Auto Workers' Compensation/ Employers' Liability Errors and Omissions ISO FORM CG 00 0111 85 or 88 Rev. $2,OOO,OOO GL 00 0111 85 or 88 Rev. $1,000,000 CA 00 01 06 92 $1,000,000 Statutory $1,000,000 $1,000,000 Combined single limit per occurrence shall include coverage for bodily injury, personal injury, and property damage for each accident and a five million dollar ($5,000,000) general aggregate. Insurance shall be placed with insurers that are admitted to the State of California with an AM Best's Rating of no less than A:VII. The Developer shall furnish to the Risk Manager certificates of insurance and endorsements on forms specified by the Risk Manager, duly authenticated, giving evidence of the insurance coverage required in this contract and other evidence of coverage or copies of policies as may be reasonably required by the Risk Manager from time to time. Each required insurance policy coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after fifteen (15) days written notice by certified mail, return receipt requested, has been given to the Risk Manager. Liability coverage shall not be limited to the vicarious liability or supervising role of any additional insured nor shall there be any limitation with the severability clause. Coverage shall contain no limitation endorsements and there shall be no endorsement or modification limiting the scope of coverage for liability arising from pollution, explosion, collapse, underground property damage or employment related practices. R:/Agreements/Acquisition Agree 21 Any umbrella liability coverage shall apply to bodily injury/property damage, personal injury/advertising injury, at a minimum, and shall include a "drop down" provision providing primary coverage above a maximum $25,000.00 self-insured retention for liability not covered by primary polices not covered by the umbrella policy. Coverage shall be following form to any other underlying coverage. Coverage shall be on a "pay on behalf" basis, with defense costs payable in addition to policy limits. There shall be no cross policy exclusion and no limitation endorsement. The policy shall have starting and ending dates concurrent with the underlying coverage. All liability insurance shall be on an occurrence basis. Insurance on a claims made basis will be rejected. Any deductibles or self-insured retentions shall be declared to and approved by the Risk Manager. The insurer shall provide an endorsement to the City eliminating such deductibles or self-insured retentions as respects the Authority, and its consultants, and each of its Boardmembers, officials, employees and volunteers. All subcontractors employed on the work referred to in this Acquisition Agreement shall meet the insurance requirements set forth in this Section 7.01 for the Developer. The Developer shall furnish certificates of insurance and endorsements for each subcontractor at least five days prior to the subcontractor entering the job site, or the Developer shall furnish the Risk Manager an endorsement including all subcontractors as insureds under its policies. Neither the City nor the Authority shall not be liable for any accident, loss, or damage to the work prior to its completion and acceptance, and the Developer shall save, keep and hold harmless the Authority, the City and their consultants, and each of their Boardmembers, Councilmembers, officers, officials, employees, agents and volunteers from all damages, costs or expenses in law or equity that may at any time arise or be claimed because of damages to property, or personal injury received by reason of or in the course of performing work, which may be caused by any willful or negligent act or omission by the Developer or any of the Developer's employees, or any subcontractor. The cost of insurance required by this subsection shall be born by the Developer and its subcontractors and no compensation for purchasing insurance or additional coverage needed to meet these requirements will be paid for by the Authority. In the event that any required insurance is reduced in coverage, canceled for any reason, voided or suspended, the Developer agrees that the Authority may arrange for insurance coverage as specified, and the Developer further agrees that administrative and premium costs may be deducted from any deposits or bonds the Authority may have, or from the Improvement Fund. A reduction or cancellation will be grounds for termination of this Acquisition Agreement and will cause a halt to payment for any work on the Facilities until the insurance is reestablished. Liability policies shall contain, or be endorsed to contain the following provisions: (a) General Liability and Automobile Liability: The Authority, the City and their respective consultants, and each of their Boardmembers, Councilmembers, officers, officials, employees and volunteers shall be covered as additional insureds using ISO form CG 00 01 11 85 or 88 as it respects: liability arising out of activities performed by or on behalf of the Developer; products and completed operations of the Developer' premises owned, occupied or used by the Developer; or automobiles owned, leased, hired or borrowed by the Developer. The coverage shall contain no special limitations on the scope or protection afforded to the Authority, the City and their respective R:/Agreements/Acquisition Agree 22 consultants, and each of their respective Boardmembers, Councilmembers, officers, officials, employees, or volunteers. The Developer's insurance coverage shall be primary insurance with respect to the Authority, the City and their respective consultants, and each of their respective Boardmembers, Councilmembers, officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the Authority, the City and their respective consultants, and each of their respective Boardmembers, Councilmembers, officers, officials, employees and volunteers shall be excess of the Developer's insurance and shall not contribute with it. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Authority, the City, and their respective consultants, and each of their respective Boardmembers, Councilmembers, officers, officials, employees, and volunteers. The Developer's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (b) Workers' Compensation and Employer's Liability: The Developer and all subcontractors shall have workers' compensation for all employees in conformance with the requirements in Section 3700 of the Labor Code. (c) Error and Omissions Liability: The Developer and all subcontractors who are design professionals shall have and maintain errors and omissions insurance. Section 7.02. Responsibility for Damage. The Developer shall take and assume all responsibility for the work performed as part of the Facilities constructed pursuant to this Acquisition Agreement. The Developer shall bear all losses and damages directly or indirectly resulting to it, to the Authority, to the City, and their respective consultants, and their respective Boardmembers, Councilmembers, officers, employees and agents, or to others on account of the pedormance or character of the work, unforeseen difficulties, accidents of any other causes whatsoever. The Developer shall assume the defense of and indemnify and save harmless the Authority, the City, and their respective consultants, their respective Boardmembers, Councilmembers, officers, employees, and agents, from and against any and all claims, losses, damage, expenses and liability of every kind, nature, and description, directly or indirectly arising from the performance of the work, regardless of responsibility for negligence, and from any and all claims, losses, damage, expenses, and liability, howsoever the same may be caused, resulting directly, or indirectly from the nature of the work covered by this Acquisition Agreement, regardless of responsibility for negligence, to the fullest extent permitted by law. In accordance with Civil Code section 2782, nothing in this Section 7.02 shall require defense or indemnification for death, bodily injury, injury to property, or any other loss, damage or expense arising from the sole negligence or willful misconduct of the Authority, the City, and their respective consultants, and their respective Boardmembers, Councilmembers, agents, servants or independent contractors who are directly responsible to the Authority or the City, or for defects in design furnished by such persons. Moreover, nothing in this Section 7.02 shall apply to impose on the Developer, or to relieve the Authority or the City from, liability for active negligence of the Authority, the City, or their respective consultants as delineated in Civil Code Section 2782. Any relief for determining the Authority's or the City's sole or active negligence shall be determined by a court of law. R:/Agreements/Acquisition Agree 23 The Authority does not, and shall not, waive any rights against the Developer which it may have by reason of the aforesaid hold harmless agreements because of the acceptance by the Authority or the City, or deposit with the Authority by the Developer of any insurance policies described in Section 7.01. The aforesaid hold harmless agreement by the Developer shall apply to ail damages and claims for damages of every kind suffered, or alleged to have been suffered by reasons of any of the aforesaid operations of the Developer, or any subcontractor, regardless of whether or not such insurance policies are determined to be applicable to any of such damages or claims for damages. No act by the City, or its representatives in processing or accepting any plans, in releasing any bond, in inspecting or accepting any work, or of any other nature, shall in any respect relieve the Developer or anyone else from any legal responsibility, obligation or liability it might otherwise have. R:/Agreements/Acquisition Agree 24 ARTICLE VIII REPRESENTATIONS, WARRANTIES AND COVENANTS Section 8.01. Representations, Covenants and Warranties of the Developer. The Developer represents and warrants for the benefit of the Authority as follows: A. Or.qanization. The Developer is a corporation duly organized and validly existing under the laws of the State of California, is in compliance with all applicable laws of the State, and has the power and authority to own its properties and assets and to carry on its business as now being conducted and as now contemplated. B. Authority. The Developer has the power and authority to enter into this Acquisition Agreement, and has taken all action necessary to cause this Acquisition Agreement to be executed and delivered, and this Acquisition Agreement has been duly and validly executed and delivered by the Developer. C. Binding Obli.qation. This Acquisition Agreement is a legal, valid and binding obligation of the Developer, enforceable against the Developer in accordance with its terms, subject to bankruptcy and other equitable principles. D. Compliance with Laws. The Developer shall not with knowledge commit, suffer or permit any act to be done in, upon or to the lands of the Developer in the CFD or the Facilities in violation of any law, ordinance, rule, regulation or order of any governmental authority or any covenant, condition or restriction now or hereafter affecting the lands in the CFD or the Facilities. E. Requests for Payment. The Developer represents and warrants that (i) it will not request payment from the Authority for the acquisition of any improvements that are not part of the Facilities, and (ii) it will diligently follow all procedures set forth in this Acquisition Agreement with respect to the Payment Requests. F. Financial Records. Until the date which is one year following the date of the final acceptance of the Facilities, the Developer covenants to maintain proper books of record and account for the construction of the Facilities and all costs related thereto. Such accounting books shall be maintained in accordance with generally accepted accounting principles, and shall be available for inspection by the Authority or its agent at any reasonable time during regular business hours on reasonable notice. G. Prevailin.q Waqes. The Developer covenants that, with respect to any contracts or subcontracts for the construction of the Facilities to be acquired from the Developer hereunder, it will assure complete compliance with any applicable law or regulation for the payment of prevailing wages. H. Plans. The Developer represents that it has obtained or will obtain approval of the Plans for the Facilities to be acquired from the Developer hereunder from all appropriate departments of the City and from any other public entity or public utility from which such approval must be obtained. The Developer further agrees that the Facilities to be acquired from the Developer hereunder have been or will be constructed in full compliance with such approved plans and specifications and any supplemental agreements (change orders) thereto, as approved in the same manner. R:/Agreements/Acquisition Agree 25 I. Land Owners. The Developer agrees that in the event that it sells any land owned by it within the boundaries of the CFD other than to an individual prospective homeowner, the Developer will (i) notify the Authority within 30 days of the sale, in writing, identifying the legal name of and mailing address for the purchaser, the applicable County Assessor's parcel Number or Numbers for the land sold and the acreage of the land sold, (ii) notify the purchaser in writing prior to the closing of any such sale of the existence of this Acquisition Agreement and, in general, the Developer's rights and obligations hereunder with respect to the construction of and payment for the Facilities, and (iii) notify the purchaser (including for purposes of this clause (iii) any prospective homeowner buying property from the Developer) in writing of the existence of the CFD and the special tax lien in connection therewith, and otherwise comply with any applicable provision of Section 53341.5 of the Act. J. Additional Information. The Developer agrees to cooperate with all reasonable written requests for nonproprietary information by the original purchasers of the Bonds or the Authority related to the status of construction of improvements within the CFD, the anticipated completion dates for future improvements, and any other matter material to the investment quality of the Bonds. K. Continuin.q Disclosure. The Developer agrees to comply with all of its obligations under any continuing disclosure agreement executed by it in connection with the offering and sale of any of the Bonds. L. Ownership By Affiliates. The Developer agrees to provide to the City's Finance Director on the date of issuance of the Bonds, on (or within five (5) business days of) July 1 of each year so long as the Bonds are outstanding, and on any other date upon three business days notice from the City's Finance Director, a written list of all Affiliates of the Developer which own or control the ownership of land located within the CFD, or which have options on land within the CFD, indicating the parcels of land by County Assessor's Parcel number of all such land so owned or optioned. M. Allocation of Sales Taxes to Authority. The Developer shall use reasonable efforts, with respect to any construction contract for a contract price of $5,000,000 or more and related to any construction by or under the supervision of the Developer within the geographical boundaries of the City, to have the installing contractor obtain a sub- permit from the California Board of Equalization under the Bradley-Burns Uniform Local Sales and Use Tax law for the job site on which the work is to be performed. Section 8.02. Indemnification and Hold Harmless. The Developer shall assume the defense of, indemnify and save harmless the Authority, the City and the District, members of the governing board of the Authority and of the City Council of the City, their officers, officials, employees and agents and each of them, from and against all actions, damages, claims, losses or expense of every type and description to which they may be subjected or put, by reason of, or resulting from the breach of any provision of this Acquisition Agreement by the Developer, the Developer's or any other entity's negligent design, engineering and/or construction of any of the Facilities acquired from the Developer hereunder, the Developer's non-payment under contracts between the Developer and its consultants, engineer's, advisors, contractors, subcontractors and suppliers in the provision of the Facilities, or any claims of persons employed by the Developer or its agents to construct the Facilities. Notwithstanding the foregoing, no indemnification is given hereunder for any action, damage, claim, loss or expense directly attributable to the intentional acts or negligence of the Authority or the City, or their respective officers, directors, employees or agents hereunder. R:/Agreernents/Acquisition Agree 26 No provision of this Acquisition Agreement shall in any way limit the Developer's responsibility for payment of damages resulting from the operations of the Developer, its agents, employees or its contractors. R:/Agreements/Acq uisition Agree 27 ARTICLE IX TERMINATION Section 9.01. No Bonds. If, for any reason, the Authority does not issue any of the Bonds for the CFD by December 31, 2003, this Acquisition Agreement shall terminate and be null and void and of no further effect. Section 9.02. Mutual Consent. This Acquisition Agreement may be terminated by the mutual, written consent of the Authority and the Developer, in which event the Authority may let contracts for any remaining work related to the Facilities not theretofore acquired from the Developer hereunder, and use all or any portion of the monies in the Improvement Fund to pay for same, and the Developer shall have no claim or right to any further payments for the Purchase Price of Facilities or Discrete Components hereunder, except as otherwise may be provided in such written consent. Section 9.03. Authority Election for Cause. The following events shall constitute grounds for the Authority, at its option, to terminate this Acquisition Agreement, without the consent of the Developer: (al The Developer shall voluntarily file for reorganization or other relief under any Federal or State bankruptcy or insolvency law. (b) The Developer shall have any involuntary bankruptcy or insolvency action filed against it, or shall suffer a trustee in bankruptcy or insolvency or receiver to take possession of the assets of Developer, or shall suffer an attachment or levy of execution to be made against the property it owns within the CFD unless, in any of such cases, such circumstance shall have been terminated or released within thirty (30) days thereafter. (c) The Developer shall abandon construction of the Facilities. Failure for a period of ninety (90) consecutive days to undertake substantial work related to the construction of the Facilities, other than for a reason specified in Section 9.04 hereof, shall constitute a noninclusive example of such abandonment. (d) The Developer shall breach any material covenant or default in the performance of any material obligation hereunder. (el The Developer shall transfer any of its rights or obligations under this Acquisition Agreement without the prior written consent of the Authority. (f) The Developer shall have made any material misrepresentation or omission in any written materials furnished in connection with any preliminary official statement, official statement or bond purchase contract used in connection with the sale of the Bonds. (gl The Developer or any of its Affiliates shall at any time challenge the validity of the CFD or any of the Bonds, or the levy of Special Taxes within the CFD, other than on the grounds that such levy was not made in accordance with the terms of the Rate and Method of Apportionment of the Special Taxes for the CFD. R:/Agreements/Acq uisition Agree 28 (h) The Developer elects to perform or have its agent perform work under the provisions of Section 4.03 C., but fails to continue the work with diligence to completion, as described in the second paragraph of Section 4.03 C. If any such event occurs, the Authority shall give written notice of its knowledge thereof to the Developer, and the Developer agrees to meet and confer with the Director of Public Works and other appropriate City staff and consultants within ten (10) days of receipt of such notice as to options available to assure timely completion of the Facilities. Such options may include, but not be limited to the termination of this Acquisition Agreement by the Authority. If the Authority elects to terminate this Acquisition Agreement, the Authority shall first notify the Developer (and any mortgagee or trust deed beneficiary specified in writing by the Developer to the Authority to receive such notice) of the grounds for such termination and allow the Developer a minimum of thirty (30) days to eliminate or mitigate to the satisfaction of the Director of Public Works the grounds for such termination. Such period may be extended, at the sole discretion of the Authority, if the Developer, to the satisfaction of the Authority, is proceeding with diligence to eliminate or mitigate such grounds for termination. If at the end of such period (and any extension thereof), as determined solely by the Authority, the Developer has not eliminated or completely mitigated such grounds, to the satisfaction of the Authority, the Authority may then terminate this Acquisition Agreement. Notwithstanding the foregoing, so long as any event listed in any of clauses (a) through and including (g) above has occurred, notice of which has been given by the Authority to the Developer, and such event has not been cured or otherwise eliminated by the Developer, the Authority may in its discretion cease making payments for the Purchase Price of Facilities or Discrete Components under Article V hereof. Section 9.04. Force Majeure. Whenever performance is required of a party hereunder, that party shall use all due diligence and take all necessary measures in good faith to perform, but if completion of performance is delayed by reasons of floods, earthquakes or other acts of God, war, civil commotion, riots, strikes, picketing, or other labor disputes, damage to work in progress by casualty, or by other cause beyond the reasonable control of the party (financial inability excepted), then the specified time for performance shall be extended by the amount of the delay actually so caused. R:/Agreements/Acquisition Agree 29 ARTICLE X MISCELLANEOUS Section 10.01. Limited Liability of Authority. The Developer agrees that any and all obligations of the Authority arising out of or related to this Acquisition Agreement are special and limited obligations of the Authority and the Authority's obligations to make any payments hereunder are restricted entirely to the moneys, if any, in the Improvement Fund and from no other source. No member of the Authority's Board of Directors, or Authority staff member, employee or agent shall incur any liability hereunder to the Developer or any other party in their individual capacities by reason of their actions hereunder or execution hereof. Section 10.02. Excess Costs. The Developer agrees to pay all costs of the Facilities that it is obligated to construct pursuant to Section 4.02 in excess of the moneys available therefor in the Improvement Fund. Section 10.03. Audit. The Director of Public Works and/or the City's Director of Finance shall have the right, during normal business hours and upon the giving of two (2) business days prior written notice to the Developer, to review all books and records of the Developer pertaining to costs and expenses incurred by the Developer in to any of the Facilities, and any bids taken or received for the construction thereof or materials therefor. Section 10.04. Attorney's Fees. In the event that any action or suit is instituted by either party against the other arising out of this Acquisition Agreement, the party in whose favor final judgment shall be entered shall be entitled to recover from the other party all costs and expenses of suit, including reasonable attorneys' fees. Section 10.05. Notices. Any notice, payment or instrument required or permitted by this Acquisition Agreement to be given or delivered to either party shall be deemed to have been received when personally delivered, or transmitted by telecopy or facsimile transmission (which shall be immediately confirmed by telephone and shall be followed by mailing an original of the same within twenty-four hours after such transmission), or seventy-two hours following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows: Authority or CFD: Temecula Public Financing Authority 43200 Business Park Drive Temecula, California 92590 Attention: Director of Public Works Developer: Lennar Homes of California, Inc. 40980 County Center Drive, Suite 110 Temecula, California 92591 Attention: Bob Diehl Each party may change its address or addresses for delivery of notice by delivering written notice of such change of address to the other party. Section 10.06. Severability. If any part of this Acquisition Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Acquisition Agreement shall be given effect to the fullest extent possible. R:/Agreements/Acquisition Agree 30 Section 10.07. Successors and Assigns. This Acquisition Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. This Acquisition Agreement shall not be assigned by the Developer, except in whole to an Affiliate, without the prior written consent of the Authority, which consent shall not be unreasonably withheld or delayed. In connection with any such consent of the Authority, the Authority may condition its consent upon the acceptability of the relevant experience and financial condition of the proposed assignee, the assignee's express assumption of all obligations of the Developer hereunder, and/or upon any other factor which the Authority deems relevant in the circumstances. In any event, any such assignment shall be in writing, shall clearly identify the scope of the rights and/or obligations assigned, and shall not be effective until approved in writing by the Authority. Any assignment consented to by the Authority shall release the Developer from its obligations and liabilities under this Acquisition Agreement to the extent so assigned. Section 10.08. Other Agreements. The obligations of the Developer hereunder shall be those of a party hereto and not as an owner of property in the CFD. Nothing herein shall be construed as affecting the Authority's or the Developer's rights, or duties to perform their respective obligations, under other agreements, use regulations or subdivision requirements relating to the development of the lands in the CFD. This Acquisition Agreement shall not confer any additional rights, or waive any rights given, by either party hereto under any development or other agreement to which they are a party. Section 10.09. Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Acquisition Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party's right to insist and demand strict compliance by the other party with the terms of this Acquisition Agreement thereafter. Section 10.10. Merger. No other agreement, statement or promise made by any party or any employee, officer or agent of any party with respect to any matters covered hereby that is not in writing and signed by all the parties to this Acquisition Agreement shall be binding. Section 10.11. Parties in Interest. Nothing in this Acquisition Agreement, expressed or implied, is intended to or shall be construed to confer upon or to give to any person or entity other than the Authority, the City, and the Developer any rights, remedies or claims under or by reason of this Acquisition Agreement or any covenants, conditions or stipulations hereof; and all covenants, conditions, promises, and agreements in this Acquisition Agreement contained by or on behalf of the Authority or the Developer shall be for the sole and exclusive benefit of the Authority, the City, and the Developer. The City is an intended third party beneficiary of this Agreement. Section 10.12. Amendment. This Acquisition Agreement may be amended, from time to time, by written Supplement hereto and executed by both the Authority and the Developer. Section 10.13. Counterparts. This Acquisition Agreement may be executed in counterparts, each of which shall be deemed an original. Section 10.14. Governing Law. The provisions of this Acquisition Agreement shall be governed by the laws of the State of California applicable to contracts made and performed in such State. R:/Agreements/Acq uisition Agree 31 IN WITNESS WHEREOF, the parties have executed this Acquisition Agreement as of the day and year first-above written. TEMECULA PUBLIC FINANCING AUTHORITY, for and on behalf of the TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) By:. Executive Director LENNAR HOMES OF CALIFORNIA, INC. By: Its: R:/Agreements/Acquisition Agree 32 ACQUISITION AGREEMENT EXHIBIT A DESCRIPTION OF FACILITIES ELIGIBLE FOR ACQUISITION FROM THE DEVELOPER 1. Traffic Signal Improvements; including design engineering, survey, construction staking, soils engineering, construction management, traffic signal interconnect, City encroachment permits, inspection and plan check fees. Locations described below. · De Portola Road & Butterfield Stage Road intersection · Crowne Hill Drive & Butterfield Stage Road intersection · Royal Crest Place & Butterfield Stage Road intersection · Pauba Road & Butterfield Stage Road intersection 2. Street Improvements; including design engineering, survey, construction staking, soils engineering, rough grading & erosion control, construction management, City encroachment permits, inspection and plan check fees, and including any additional improvements described below. Butterfield Stage Road; easterly side improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping markers & signs. Crowne Hill Drive; full width improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. Royal Crest Place; full width improvements from Buttedield Stage Road easterly to Crowne Hill Drive. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. Pauba Road; southerly side improvements from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include concrete Sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. 3. Storm Drain Improvements; including design engineering, survey, construction staking, soils engineering, erosion control, construction management, City inspection and plan check fees, and including any additional improvements described below. Royal Crest Place; improvements as shown on the Assessment District No. 159 Storm Drain plans (with the exception of Line H 42" RCP & 48" RCP Sta. 12+47 to Sta. 18+96 portion to be maintained by RCFCD.) Additional improvements include main lines, laterals, catch basins, junction & transition structures, manholes and other related facilities. 4. Park Site Improvements; including design engineering, survey, construction staking, soils engineering landscape architecture, construction management, land acquisition Exhibit A Page 1 costs, City inspection and plan check fees, and including any additional improvements described below. Park Site "A" Tract No. 23143 final Lot 104. Additional improvements include parking area improvements, tot lot with play equipment, picnic tables, covered picnic shelter, restroom facility, half court basketball, meandering pathway with bench seating, useable turf area, landscaping & irrigation, security lighting and other related facilities. 5. Dry Utility Improvements; including design engineering, utility consultant, survey, construction staking, soils engineering, construction management, Utility Agency fees, and including any additional improvements described below. Butterfield Stage Road; easterly side improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include streetlights, electric power backbone system and other related facilities. Crowne Hill Drive; from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system, CATV and other related facilities. Royal Crest Place; from Buttedield Stage Road easterly to Crowne Hill Drive. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system CATV and other related facilities. Pauba Road; southerly side improvements from Buttedield Stage Road easterly to Via Del Monte. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system CATV and other related facilities. 6. Wet Utility Improvements; sanitary sewer & domestic water system improvements including design engineering, survey, construction staking, soils engineering, construction management, City encroachment permit, Rancho California Water District and Eastern Municipal Water District inspection and plan check fees, and including any additional improvements described below. Butterfield Stage Road; improvements at the intersection of Royal Crest Place. Additional improvements include pavement removal, replacement and traffic control and related items. Royal Crest Place; from the Crowne Hill Drive connection westerly to Butter[ield Stage Road. Additional improvements include · Sanitary sewer & domestic water system improvements and related items. Crowne Hill Drive; from Pauba Road southerly to the connection of the existing sewer at the northerly boundary line of Tract No. 23143-3 (with respect to sewer system improvements); and from the connection to the existing waterline installed as Phase 1 near the intersection of Paraguay road northerly to the connection at Pauba Road (with respect to water system improvements). Additional improvements include sanitary sewer & domestic water system improvements and related items. Exhibit A Page 2 · Pauba Road, from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include domestic water system improvements and related items. Exhibit A Page 3 ACQUISITION AGREEMENT EXHIBIT B DISCRETE COMPONENTS OF FACILITIES AND RELATED BUDGETED COSTS [to come] Exl~ibit B Page 1 ACQUISITION AGREEMENT EXHIBIT C FORM OF PAYMENT REQUEST PAYMENT REQUEST NO. The undersigned (the "Developer"), hereby requests payment in the total amount of $ for the Facilities (as defined in the Acquisition Agreement, dated as of March 1, 2003, between the Temecula Public Financing Authority (the "Authority"), for and on behalf of the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) and the Developer), or Discrete Components thereof (as described in Exhibit B to that Agreement), all as more fully described in Attachment 1 hereto. In connection with this Payment Request, the undersigned hereby represents and warrants to the Authority as follows: 1. He(she) is a duly authorized officer of the Developer, qualified to execute this Payment Request for payment on behalf of the Developer and is knowledgeable as to the matters set forth herein. 2. To the extent that this payment request is with respect to a completed Facility, the Developer has submitted or submits herewith to the City of Temecula (the "City") as-built drawings or similar plans and specifications for the items to be paid for as listed in Attachment 1 hereto with respect to any such completed Facility, and such drawings or plans and specifications, as applicable, are true, correct and complete. To the extent that this payment request is for a Discrete Component, the Developer has in its construction office a marked set of drawings or similar plans and specifications for the Discrete Components to be acquired as listed in Attachment 1 hereto, which drawings or plans and specifications, as applicable, are current and show all changes or modifications which have been made to date. 3. All costs of the Facilities or Discrete Components thereof for which payment is requested hereby are Actual Costs (as defined in the Agreement referenced above) and have not been inflated in any respect. The items for which payment is requested have not been the subject of any prior payment request submitted to the Authority. 4. Supporting documentation (such as third party invoices) is attached with respect to each cost for which payment is requested. 5. There has been compliance with applicable laws relating to prevailing wages for the work to construct the Facilities or Discrete Components thereof for which payment is requested. 6. The Facilities or Discrete Components thereof for which payment is requested were constructed in accordance with all applicable City or other governmental standards, and in accordance with the as-built drawings or plans and specifications, as applicable, referenced in paragraph 2 above. 7. The Developer is in compliance with the terms and provisions of the Acquisition Agreement and no portion of the amount being requested to be paid was previously paid. Exhibit C Page 1 8. The Purchase Price for each Facility or Discrete Component (a detailed calculation of which is shown in an Attachment 2 hereto for each such Facility or Discrete Component), has been calculated in conformance with the terms of Section 5.06 of the Acquisition Agreement. 9. Neither the Developer nor any Affiliate (as defined in the Acquisition Agreement) is in default in the payment of ad valorem real property taxes or special taxes or special assessments levied in the CFD (as defined in the Acquisition Agreement), except as follows: I hereby declare under penalty of perjury that the above representations and warranties are true and correct. DEVELOPER: Lennar Homes of California, Inc. By: Date: Authorized Representative of the Developer AUTHORITY: Payment Request Approved for Submission to the Director of Finance of the City of Temecula By: Date: Director of Public Works Exhibit C Page 2 A'I-I'ACHM ENT 1 EXHIBIT C [list here all Facilities or Discrete Components thereof for which payment is requested, and attach support documentation] Exhibit C-! Page 3 A'I-FACHMENT 2 EXHIBIT C CALCULATION OF PURCHASE PRICE [Use a separate sheet for each Facility or Discrete Component for which payment is being requested] 2. 3. 4. Description (by reference to Exhibit B to the Acquisition Agreement) of the Facility or Discrete Component Actual Cost (list here total of supporting invoices and/or other documentation supporting determination of Actual Cost): Budgeted Cost: Permitted Addition to Budgeted Cost (to the extent, and only to the extent, that Actual Cost exceeds Budgeted Cost), consisting of Savings (Actual Costs less than Budgeted Cost) carried forward from prior acquired Facilities/Discrete Components (see first paragraph of Section 5.06A) and not previously applied to cover cost overruns (Actual Costs greater than Budgeted Cost) on previously acquired Facilities: Subtractions from Purchase Price: Holdback for Lien releases (see Section 5.06(C) of the Acquisition Agreement) B. Retention (see Section 5.06(D) of the Acquisition Agreement) Total disbursement requested (amount listed in 3, plus amount, if any, listed in 4 (total of amounts in 3 and 4 not to exceed amount listed in 2), less amounts, if any, listed in 5) $ Exhibit C-2 Page 4 RECORDING REQUESTED BY AND AFTER RECORDATION RETURN TO: Secretary Temecula Public Financing Authority 43200 Business Park Drive Temecula, CA 92590 NOTICE OF SPECIAL TAX LIEN Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) Pursuant to the requirements of Section 3114.5 of the California Streets and Highways Code and Section 53311 et seq. of the California Government Code, the undersigned Secretary of the Temecula Public Financing Authority (the "Authority"), County of Riverside, State of California, hereby gives notice that a lien to secure payment of a special tax which the Board of Directors of the Authority authorized, is hereby imposed. The special tax secured by this lien is authorized to be levied for the purpose of paying principal and interest on bonds, the proceeds of which are being used to finance the costs of certain public improvements, and costs to eliminate a prior lien, all as described on Exhibit A attached hereto and hereby made a part hereof. The special tax is authorized to be levied within the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) which has now been officially formed and the lien of the special tax is a continuing lien which shall secure each annual levy of the special tax and which shall continue in force and effect until the special tax obligation is permanently satisfied and cancelled in accordance with law or until the special tax ceases to be levied and a notice of cessation of special tax is recorded in accordance with Section 53330.5 of the Government Code. The rate, method of apportionment, and manner of collection of the authorized special tax is as set forth in Exhibit B attached hereto and hereby made a part hereof. Conditions under which the obligation to pay the special tax may be prepaid in part and permanently satisfied in part are as provided in Exhibit B hereto. Notice is further given that upon the recording of this notice in the office of the County Recorder, the obligation to pay the special tax levy shall become a lien upon all nonexempt real property within the Temecula Public Financing Authority Community Facilities District No. 03-1 (Cmwne Hill) in accordance with Section 3115.5 of the California Streets and Highways Code. The name(s) of the owner(s) of the real property included within the area of this community facilities district and the assessor's tax parcel(s) numbers of all parcels or any portion thereof which are included within the area of this community facilities district, in each case which are not exempt from the special tax and as they appear on the latest secured assessment roll as of the date of recording of this or as otherwise known to the Authority, are as set forth in Exhibit C attached hereto and hereby made a part hereof. Reference is made to the boundary map of the community facilities district recorded on January 31, 2003 at 8:00 a.m. in Book 52 of Maps of Assessment and Community Facilities Districts at Page 79 (instrument no. 2003-072701), in the office of the County Recorder for the County of Riverside, State of California, which map is now the final boundary map of the community facilities district. For further information concerning the current and estimated future tax liability of owners or purchasers of real property subject to this special tax lien, interested persons should contact the Treasurer of the Temecula Public Financing Authority, Temecula Public Financing Authority, 43200 Business Park Drive, Temecula, CA 92590, telephone number (909) 694-6430. Dated: _, 2003 By: Secretary, Temecula Public Financing Authority -2- EXHIBIT A TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) DESCRIPTION OF FACILITIES ELIGIBLE TO BE FUNDED BY THE DISTRICT AND PRIOR LIEN TO BE ELIMINATED BY THE DISTRICT FACI LITI ES The CFD may finance all or a portion of the costs of the following: 1. Traffic Signal Improvements; including design engineering, survey, construction staking, soils engineering, construction management, traffic signal interconnect, City encroachment permits, inspection and plan check fees. Locations are as described below. · De Portola Road & Butterfield Stage Road intersection · Crowne Hill Drive & Butterfield Stage Road intersection · Royal Crest Place & Butterfield Stage Road intersection · Pauba Road & Butterfield Stage Road intersection 2. Street Improvements; including design engineering, survey, construction staking, soils engineering, rough grading & erosion control, construction management, City encroachment permits, inspection and plan check fees, and including any additional improvements described below. Butterfield Stage Road; easterly side improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping markers & signs. Crowne Hill Drive; full width improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. Royal Crest Place; full width improvements from Butterfield Stage Road easterly to Crowne Hill Drive. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. Pauba Road; southerly side improvements from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include concrete sidewalks, concrete curb & gutter, asphalt pavement, paint striping, markers & signs. 3. Storm Drain Improvements; including design engineering, survey, construction staking, soils engineering, erosion control, construction management, City inspection and plan check fees, and including any additional improvements described below. Royal Crest Place; improvements as shown on the Assessment District No. 159 Storm Drain plans (with the exception of Line H 42" RCP & 48" RCP Sta. 12+47 to Sra. 18+96 portion to be maintained by RCFCD). Additional improvements include main lines, laterals, catch basins, junction & transition structures, manholes and other related facilities. 4. Park Site Improvements; including design engineering, survey, construction staking, soils engineering, landscape architecture, construction management, land acquisition costs, City inspection and plan check fees, and including any additional improvements described below. Park Site "A" Tract No. 23143 final Lot 104; Additional improvements include parking area improvements, tot lot with play equipment, picnic tables, covered picnic shelter, restroom facility, half court basketball, meandering pathway with bench seating, useable turf area, landscaping & irrigation, security lighting and other related facilities. 5. Dry Utility Improvements; including design engineering, utility consultant, survey, construction staking, soils engineering, construction management, Utility Agency fees, and including any additional improvements described below. Butterfield Stage Road; easterly side improvements from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include streetlights, electric power backbone system and other related facilities. Crowne Hill Drive; from the northerly boundary line of Tract No. 23143-3 north to Pauba Road. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system, CATV and other related facilities. Royal Crest Place; from Butterfield Stage Road easterly to Crowne Hill Drive. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system CATV and other related facilities. Pauba Road; southerly side improvements from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include street lights, electric power backbone system, telephone backbone system, gas main distribution system CATV and other related facilities. 6. Wet Utility Improvements; sanitary sewer & domestic water system improvements including design engineering, survey, construction staking, soils engineering, construction management, City encroachment permit, Rancho California Water District and Eastern Municipal Water District inspection and plan check fees, and including any additional improvements described below. Butterfield Stage Road; improvements at the intersection of Royal Crest Place. Additional improvements include pavement removal, replacement and traffic control and related items. A-2 Royal Crest Place; from the Crowne Hill Drive connection westerly to Butter[ield Stage Road. Additional improvements include sanitary sewer & domestic water system improvements and related items. Crowne Hill Drive; from Pauba Road southerly to the connection of the existing sewer at the northerly boundary of Tract No. 23143-3 (with respect to sewer system improvements); and from the connection to the existing water line installed as Phase 1 near the intersection of Paraguay Road northerly to the connection at Pauba Road (with respect to water system improvements). Additional improvements include sanitary sewer & domestic water system improvements and related items. · Pauba Road, from Butterfield Stage Road easterly to Via Del Monte. Additional improvements include domestic water system improvements and related items. 7. Street Systems Improvements; costs of construction of Butterfield Stage Road, including but not limited to preliminary engineering and design costs; environmental clearance and permitting costs; right-of-way costs; the cost for preparation of final plans, specifications and estimates; as well as construction costs of the improvements. 8. City Facilities; improvements to the City Hall complex, including but not limited to: preliminary engineering and design costs; environmental clearance and permitting costs; additional property acquisition costs; the cost for preparation of final plans, specifications and estimates; as well as construction costs of the improvements. 9. Fire Protection Facilities; the Wolf Valley Rd. Fire Station, including, but not limited to: preliminary engineering and design costs; environmental clearance and permitting costs; property acquisition costs; utility costs; the cost for preparation of final plans, specifications and estimates; as well as fire station construction costs. 10. Libraries; a City library, currently proposed on Pauba Rd. (but may be constructed at another suitable location in the City), including, but are not limited to: preliminary engineering and design costs; environmental clearance and permitting costs; property acquisition costs; utility costs; the cost for preparation of final plans, specifications and estimates; as well as library construction costs, including necessary frontage improvements on Pauba Rd. 11. State Route 79 (SR-79) Improvements; all work required to complete proposed facility upgrades and enhancements along the SR-79 corridor. Improvements include but are not limited to: roadway improvements including roadway realignments, widenings, and rehabilitation; storm drain improvements; intersection improvements; traffic signal modifications; raised medians including landscaping and irrigation systems; striping and signage modifications; parkway improvements including sidewalks, parkway landscaping and irrigation and utility relocations. The work necessary to facilitate the described SR-79 improvements includes but is not limited to preliminary engineering, right-of-way engineering and acquisition, environmental clearance and permit processing, design engineering, and construction management and permitting. 12. Interstate 15 (I-15)/State Route 79 (SR-79) Interchange Improvements; all work required to complete interchange upgrades and enhancements. Intemhange improvements include but are not limited to: on-ramp and off-ramp modifications including realignments, widenings; traffic signal modifications; new freeway or ramp bridges, bridge replacement or widening; retaining walls; storm drain improvements; striping and signage modifications; A-$ parkway improvements including sidewalks, parkway landscaping and irrigation and utility relocations. The work necessary to facilitate the described interchange improvements includes but is not limited to preliminary engineering, right-of-way engineering and acquisition, environmental clearance and permit processing, design engineering, and construction management and permitting. 13. Water system and/or sewer system improvements to be designated by the Rancho California Water District on which it will expend $1,341,260 of bond funds. 14. Sanitary sewer system and water system improvements to be designated by the Eastern Municipal Water District on which it will expend $2,575,856 of bond funds. PRIOR LIEN The CFD may fund amounts necessary to eliminate all or a portion of the lien imposed by the County of Riverside Assessment District No. 159 on the real property within the CFD. OTHER The CFD may also finance any of the following: 1. Bond related expenses, including underwriter's discount, reserve fund, capitalized interest, bond and disclosure counsel and all other incidental expenses. 2. Administrative fees of the Authority, the City of Temecula and the bond trustee or fiscal agent related to the CFD and any bonded indebtedness of the CFD. 3. Reimbursement of costs related to the formation of the CFD advanced by the Authority, the City or any related entity, or any landowner or developer within the CFD, as well as reimbursement of any costs advanced by the Authority or any related entity, or any landowner or developer within the CFD, for facilities, fees or other purposes or costs of the CFD. EXHIBIT B TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX A Special Tax shall be levied and collected on all Taxable Property located within the boundaries of the Temecula Public Financing Authority Community Facilities District No. 03-1 (Crowne Hill) ("CFD"). The amount of Special Tax to be levied in each Fiscal Year, commencing in Fiscal Year 2003-04 on a Parcel shall be determined by the Board of Directors of the Temecula Public Financing Authority or its designee, acting in its capacity as the legislative body of the CFD by applying the appropriate Special Tax as set forth in Sections B., C., and D., below. All of the real property within the CFD, unless exempted by law or by the provisions in Section E., shall be taxed for the purposes, to the extent and in the manner herein provided. A. DEFINITIONS The terms hereinafter set forth have the following meanings: "Acre or Acreage" means the land area of a Parcel as shown on an Assessor's Parcel Map, or if the land area is not shown on an Assessor's Parcel Map, the land area shown on the applicable final map, parcel map, condominium plan, or other similar recorded County instrument. "Act" means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1 of Division 2 of Title 5 of the California Government Code of the State of California. "Administrative Expenses" the actual or reasonably estimated costs directly related to the administration of the CFD, including but not limited to: the costs of computing the Special Taxes and of preparing the annual Special Tax collection schedules (whether by the CFD Administrator or designee thereof or both); the costs of collecting the Special Taxes (whether by the Authority, County, City, or otherwise); the costs of remitting the Special Taxes to the trustee for any Bonds; the costs of commencing and pursuing to completion any foreclosure action arising from delinquent Special Taxes; the costs of the trustee (including its legal counsel) in the discharge of the duties required of it under any Indenture; the costs of the Authority, City or designee in complying with arbitrage rebate and disclosure requirements of applicable federal and State securities laws, the Act and the California Government Code, including property owner inquiries regarding the Special Taxes; the costs associated with the release of funds from any escrow account; the costs of the Authority, City or designee related to an appeal of the Special Tax; and an allocable share of the salaries of the City staff and City overhead expense directly relating to the foregoing. Administrative Expenses shall also include amounts advanced by the City or the Authority for any administrative purposes of the CFD. "Approved Property" means for any Fiscal Year, all Parcels of Taxable Property: (i) that are included in a Final Map that was recorded prior to the January 1st preceding the Fiscal Year in which the Special Tax is being levied, and (ii) for which a building permit was not issued prior to the April 1st preceding the Fiscal Year in which the Special Tax is being levied. "Assessor's Parcel Map" means an official map of the County designating pamels by a parcel number. "Assigned Special Tax" means the Special Tax for each Land Use Category of Developed Property, as determined in accordance with Section C.1 .a., below. "Authority" means the Temecula Public Financing Authority. "Backup Special Tax" means the Special Tax amount set forth in Section C.1 .b. below. "Board of Directors" means the Board of Directors of the Authority, acting as the legislative body of the CFD. "Bonds" means any bonds or other indebtedness (as defined in the Act) issued by the CFD and secured by the levy of Special Taxes. "CFD" means Community Facilities District No. 03-1 (Crowne Hill) of the Authority established pursuant to the Act. "CFD Administrator" means the Finance Director of the City, or designee thereof, responsible for determining the Special Tax Requirement and various other amounts described herein and for providing for the levy and collection of the Special Taxes. "City" means the City of Temecula. "County" means the County of Riverside. "Developed Property" means all Pamels of Taxable Property, not classified as Approved Property, Undeveloped Property, Public Property and/or Property Owner's Association Property that are not Exempt Property pursuant to the provisions of Section E., below: (i) that are included in a Final Map that was recorded prior to January 1st preceding the Fiscal Year in which the Special Tax is being levied and (ii) a building permit for new construction has been issued prior to April 1st preceding the Fiscal Year in which the Special Tax is being levied. "Exempt Property" means any Parcel, which is exempt from Special Taxes pursuant to Section E., below. "Final Map" means a subdivision of property evidenced by the recordation of a final map, pamel map, or lot line adjustment, pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or the recordation of a condominium plan pursuant to California Civil Code 1352 that creates individual lots for which building permits may be issued without further subdivision. "Fiscal Year" means the period starting on July 1st and ending on the following June 30th "Indenture" means the indenture, trust agreement, fiscal agent agreement, resolution or other instrument pursuant to which Bonds are issued, as modified, amended and/or supplemented from time to time, and any instrument replacing or supplementing the same. "Land Use Category" means any of the categories listed in Tables 1 and 2. B-2 "Maximum Special Tax" means the Maximum Special Tax, determined in accordance with Section C, which can be levied in any Fiscal Year on any Parcel. "Multifamily Residential Property" means any Parcel of Residential Property that consists of a building or buildings comprised of attached residential units available for rental but not purchase, by the general public and under common management. "Non-Residential Property" means all Parcels of Developed Property for which a building permit was issued for any type of non-residential use. "Parcel(s)" means a lot or pamel shown on an Assessor's Parcel Map with an assigned parcel number as of January 1st preceding the Fiscal Year for which the Special Tax is being levied. "Property Owner's Association Property" means any property within the boundary of the CFD, which, as of January 1st of the preceding Fiscal Year for which the Special Tax is being levied has been conveyed, dedicated to, or irrevocably dedicated to a property owner association, including any master or sub-association. "Proportionately" means for Developed Property that the ratio of the actual Special Tax levy to the Assigned Special Tax or Backup Special Tax is the same for all Parcels of Developed Property and for Undeveloped Property, Public Property and/or Property Owners Association Property that is not Exempt Property pursuant to Section E., for each applicable Zone, that the ratio of the actual Special Tax levy per Acre to the Maximum Special Tax per Acre is the same for all such Parcels within each applicable Zone. "Public Property" means any property within the boundary of the CFD which, as of January 1st of the preceding Fiscal Year for which the Special Tax is being levied is used for rights-of-way or any other purpose and is owned by, dedicated to, or irrevocably offered for dedication to the federal government, the State of California, the County, City or any other local jurisdiction, provided, however, that any property leased by a public agency to a private entity and subject to taxation under Section 53340.1 of the Act shall be taxed and classified according to its use. "Residential Floor Area" means all of the square footage within the perimeter of a residential structure, not including any carport, walkway, garage, overhang, patio, enclosed patio, or similar area. The determination of Residential Floor Area shall be made by the CFD Administrator with reference to the building permit(s) issued for such Assessor's Parcel or other appropriate means selected by the CFD Administrator. Once such determination has been made for a parcel, it shall remain fixed in all future Fiscal Years. "Residential Property" means all Parcels of Developed Property for which a building permit has been issued for purposes of constructing one or more residential dwelling units. "Special Tax(es)" means the special tax to be levied in each Fiscal Year on each Parcel of Taxable Property. "Special Tax Requirement" means that amount required in any Fiscal Year to pay: (i) annual debt service on all outstanding Bonds due in the calendar year which commences in such Fiscal Year; (ii) periodic costs on the Bonds, including but not limited to, credit enhancement and rebate payments on the Bonds; (iii) Administrative Expenses; (iv) an amount equal to any anticipated shortfall due to Special Tax delinquency in the prior Fiscal Year; and (v) any amounts required to establish or replenish any reserve funds for the outstanding Bonds; less (vi) a credit for funds available to reduce the annual Special Tax levy as determined pursuant to the Indenture. 'q'axable Property" means all Parcels in the CFD which have not prepaid pursuant to Section H, or are not exempt from the Special Tax pursuant to law or Section E., below. "Undeveloped Property" means all Taxable Property not classified as Developed Property, Approved Property, Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E. "Zone(s)" means Zone 1 or Zone 2 as geographically identified on the boundary map of the CFD, attached as Exhibit 1. "Zone 1" means the specific area identified on the boundary map attached as Exhibit 1 as Zone 1 of the CFD. "Zone 2" means the specific area identified on the boundary map attached as Exhibit 1 as Zone 2 of the CFD. B. ASSIGNMENT TO LAND USE CATEGORY Each Fiscal Year, commencing with the 2003-2004 Fiscal Year, all Parcels of Taxable Property within the CFD of each applicable Zone shall be classified as either Developed Property, Approved Property, Undeveloped Property, Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions in Section E., and shall be subject to the levy of Special Taxes in accordance with this Rate and Method of Apportionment as determined pursuant to Sections C., and D., below. Pamels of Developed Property shall further be classified as Residential Property or Non- Residential Property. A Pamel of Residential Property shall further be classified to its appropriate Land Use Category based on the Residential Floor Area of such Parcel unless it qualifies as Multifamily Residential Property, for which the Assigned Special Tax shall be based on the number of dwelling units. C. MAXIMUM SPECIAL TAX RATE 1. Developed Property The Maximum Special Tax for each Parcel of Residential Property within its applicable Zone shall be the greater of: (i) the applicable Assigned Special Tax described in Tables 1 or 2, or (ii) the amount derived by application of the Backup Special Tax. The Maximum Special Tax for each Parcel of Non-Residential Property shall be the Assigned Special Tax described in Tables 1 or 2. a. Assiqned Special Tax The Assigned Special Tax for each Parcel of Developed Property is shown in Tables 1 or 2. TABLE 1 ASSIGNED SPECIAL TAXES FOR DEVELOPED PROPERTY WITHIN ZONE 1 Assigned Special Tax Taxable Per Land Use Category Unit Residential Floor Area Taxable Unit A - Residential Property D/U 4,300 or more sq. ft. $5,136 B - Residential Property D/U 3,700 or more, but less than 4,300 $2,457 sq. ft. C- Residential Property D/U 3,200 or more, but less than 3,700 $2,258 sq. ft. D- Residential Property D/U 2,900 or more, but less than 3,200 $1,754 sq. ft. E - Residential Property D/U 2,600 or more, but less than 2,900 $1,594 sq. ft. F - Residential Property D/U 2,300 or more, but less than 2,600 $1,442 sq. ft. G- Residential Property D/U 2,000 or more, but less than 2,300 $1,427 sq. ft. H - Residential Property D/U Less than 2,000 sq. ft. $1,363 I Multifamily Residential Unit N/A $308 Property J - Non-Residential Property Acre N/A $5,547 B-5 TABLE 2 ASSIGNED SPECIAL TAXES FOR DEVELOPED PROPERTY WITHIN ZONE 2 Assigned Special Taxable Tax Per Land Use Category Unit Residential Floor Area Taxable Unit A - Residential Property D/U 3,300 or more sq. ft. $1,927 B - Residential Property D/U 2,800 or more, but less than 3,300 sq. $1,824 ft. C - Residential Property D/U 2,500 or more, but less than 2,800 sq. $1,539 ft. D - Residential Property D/U 2,300 or more, but less than 2,500 sq. $1,504 ft. E - Residential Property D/U 2,100 or more, but less than 2,300 sq. $1,436 ft. F- Residential Property D/U Less than 2,100 sq. ft. $1,316 G - Multifamily Residential Unit N/A $473 Property H - Non-Residential Property Acre N/A $8,519 b. Backup Special Tax Zone 1 The Backup Special Tax shall be $5,547 per Acre for Parcels of Residential Property. Zone 2 The Backup Special Tax shall be $8,519 per Acre for Parcels of Residential Property. Notwithstanding the foregoing, if pamels of Residential Property are subsequently changed or modified by recordation of a lot line adjustment or similar instrument, then the Backup Special Tax shall be recalculated. 2. Approved Property The Maximum Special Tax for each Parcel of Approved Property within Zone 1 shall be $5,547 per Acre and the Maximum Special Tax for each Parcel of Approved Property within Zone 2 shall be $8,519 per Acre. 3. Undeveloped Property The Maximum Special Tax for each Parcel of Undeveloped Property within Zone I shall be $5,547 per Acre and the Maximum Special Tax for each Parcel of Undeveloped Property within Zone 2 shall be $8,519 per Acre. B-6 4. Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E. The Maximum Special Tax for each Parcel of Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E., within Zone 1 shall be $5,547 per Acre and the Maximum Special Tax for each Parcel of Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E., within Zone 2 shall be $8,519 per Acre. D. METHOD OF APPORTIONMENT OF THE SPECIAL TAX Commencing with Fiscal Year 2003-2004 and for each following Fiscal Year, the Board of Directors shall levy the Special Tax on all Taxable Property until the amount of Special Taxes equals the Special Tax Requirement in accordance with the following steps: First: The Special Tax shall be levied Proportionately on each Parcel of Developed Property at up to 100% of the applicable Assigned Special Tax rate in Tables 1 or 2 as needed to satisfy the Special Tax Requirement; Second: If additional moneys are needed to satisfy the Special Tax Requirement after the first step has been completed, the Special Tax shall be levied Proportionately on each Parcel of Approved Property at up to 100% of the Maximum Special Tax for Approved Property; Third: If additional moneys are needed to satisfy the Special Tax Requirement after the first two steps have been completed, the Special Tax shall be levied Proportionately on each Parcel of Undeveloped Property at up to 100% of the Maximum Special Tax for Undeveloped Property; Fourth: If additional moneys are needed to satisfy the Special Tax Requirement after the first three steps have been completed, the Special Tax to be levied on each Parcel of Developed Property whose Maximum Special Tax is derived by the application of the Backup Special Tax shall be increased Proportionately from the Assigned Special Tax up to the Maximum Special Tax for each such Parcel; Fifth: If additional moneys are needed to satisfy the Special Tax Requirement after the first four steps have been completed, the Special Tax shall be levied Proportionately on each Parcel of Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to the provisions of Section E., at up to 100% of the Maximum Special Tax. Notwithstanding the above, under no circumstances will the Special Taxes levied against any Parcel of Residential Property be increased by more than ten percent (10%) per Fiscal Year as a consequence of delinquency or default by the owner of any other Parcel within the CFD. E. EXEMPTIONS 1. Zone 1 Special Taxes shall not be levied on up to 93.41 Acres of Public Property and/or Property Owner's Association Property within Zone 1 of the CFD. The CFD Administrator will assign Exempt Property status in the chronological order in which property becomes Public Property and/or Property Owner's Association Property within Zone 1. B-7 After the limit of 93.41 Acres within Zone 1 of the CFD has been reached, the Maximum Special Tax obligation for any additional Public Property and/or Property Owner's Association Property shall be prepaid in full pursuant to Section H., prior to the transfer or dedication of such property. Until the Maximum Special Tax obligation is prepaid as provided for in the preceding sentence, the Public Property and/or Property Owner's Association Property within the CFD shall be subject to the levy of the Special Tax as provided for in the fifth step in Section D. 2. Zone 2 Special Taxes shall not be levied on up to 30.43 Acres of Public Property and/or Property Owner's Association Property within Zone 2 of the CFD. The CFD Administrator will assign Exempt Property status in the chronological order in which property becomes Public Property and/or Property Owner's Association Property within Zone 2. After the limit of 30.43 Acres within Zone 2 of the CFD has been reached, the Maximum Special Tax obligation for any additional Public Property and/or Property Owner's Association Property shall be prepaid in full pursuant to Section H., prior to the transfer or dedication of such property. Until the Maximum Special Tax obligation is prepaid as provided for in the preceding sentence, the Public Property and/or Property Owner's Association Property within the CFD shall be subject to the levy of the Special Tax as provided for in the fifth step in Section D. F. MANNER OF COLLECTION The Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes and shall be subject to the same penalties, the same procedure, sale and lien priority in the case of delinquency; provided, however, that the CFD Administrator may directly bill the Special Tax, may collect Special Taxes at a different time or in a different manner if necessary to meet its financial obligations, and may covenant to foreclose and may actually foreclose on Parcels having delinquent Special Taxes as permitted by the Act if necessary to meet the financial obligations of the CFD. G. REVIEW AND APPEAL Any taxpayer may file a written appeal of the Special Tax levied on his/her property with the CFD Administrator, provided that the appellant is current in his/her payments of Special Taxes. During the pendency of an appeal, all Special Taxes previously levied must be paid on or before the payment date established when the levy was made. The appeal must specify the reasons why the appellant claims the Special Tax is in error. The CFD Administrator shall review the appeal, meet with the appellant if the CFD Administrator deems necessary, and advise the appellant of its determination. If the CFD Administrator agrees with the appellant, the CFD Administrator shall grant a credit to eliminate or reduce future Special Taxes on the appellant's property. No refunds of previously paid Special Taxes shall be made. H. PREPAYMENT OF SPECIAL TAX The following definitions apply to this Section H: "CFD Public Facilities" means $16,500,000 expressed in 2002 dollars, which shall increase by the Construction Inflation Index on July 1, 2003, and on each July 1 thereafter, or B-8 such lower number as (i) shall be determined by the CFD Administrator as sufficient to provide the public facilities under the authorized bonding program of the CFD, or (ii) shall be determined by the Board of Directors concurrently with a covenant that it will not issue any more Bonds to be supported by Special Taxes levied under this Rate and Method of Apportionment. "Construction Fund" means an account specifically identified in the Indenture to hold funds that are currently available for expenditure to acquire or construct public facilities eligible under the Act. "Construction Inflation Index" means the annual percentage change in the Engineering News-Record Building Cost Index for the City of Los Angeles, measured as of the calendar year, which ends in the previous Fiscal Year. In the event this index ceases to be published, the Construction Inflation Index shall be another index as determined by the CFD Administrator that is reasonably comparable to the Engineering New-Record Building Cost Index for the City of Los Angeles. "Future Facilities Costs" means the CFD Public Facilities minus public facility costs available to be funded through existing construction escrow accounts or funded by the Bonds, and minus public facility costs funded by interest earnings on the Construction Fund actually earned prior to the date of prepayment. "Outstanding Bonds" means all previously issued Bonds secured by the levy of Special Taxes, which will remain outstanding after the first interest and/or principal payment date following the current Fiscal Year, excluding Bonds to be redeemed at a later date with the proceeds of prior prepayments of Maximum Special Taxes. 1. Prepayment in Full The Maximum Special Tax obligation may only be prepaid and permanently satisfied by a Parcel of Developed Property, Approved Property for which a building permit has been issued, or Public Property and/or Property Owner's Association Property that is not Exempt Property pursuant to Section E. The Maximum Special Tax obligation applicable to such Parcel may be fully prepaid and the obligation of the Parcel to pay the Special Tax permanently satisfied as described herein; provided that a prepayment may be made only if there are no delinquent Special Taxes with respect to the Parcel at the time of prepayment. An owner of a Parcel intending to prepay the Maximum Special Tax obligation shall provide the CFD Administrator with written notice of intent to prepay, and within 10 business days of receipt of such notice, the CFD Administrator shall notify such owner of the amount of the non-refundable deposit determined to cover the cost to be incurred by the CFD in calculating the proper prepayment amount. Within 5 business days of receipt of such non-refundable deposit, the CFD Administrator shall notify such owner of the Prepayment Amount of such Parcel. Prepayment must be made not less than 60 days prior to any redemption date for any Bonds to be redeemed with the proceeds of such prepaid Special Taxes. The Prepayment Amount (defined below) shall be calculated as summarized below (capitalized terms as defined below): Total: Bond Redemption Amount plus Redemption Premium plus Future Facilities Amount plus Defeasance Amount plus Administrative Fees and Expenses less Reserve Fund Credit equals Prepayment Amount As of the proposed date of prepayment, the Prepayment Amount (defined below) shall be calculated as follows: Paragraph No.: 1. For Parcels of Developed Property, compute the Maximum Special Tax for the Parcel to be prepaid. For Parcels of Approved Property to be prepaid, compute the Maximum Special Tax for that Parcel as though it was already designated as Developed Property, based upon the building permit, which has already been issued for that Parcel. For Parcels of Public Property and/or Property Owner's Association Property to be prepaid, compute the Maximum Special Tax for that Parcel. 2. Divide the Maximum Special Tax computed pursuant to paragraph 1 by the total estimated Maximum Special Taxes based on the Developed Property Special Tax which could be charged on all expected development, less any Parcels which have been prepaid. 3. Multiply the quotient computed pursuant to paragraph 2 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the "Bond Redemption Amount"). 4. Multiply the Bond Redemption Amount computed pursuant to paragraph 3 by the applicable redemption premium, if any, on the Outstanding Bonds to be redeemed on the next applicable redemption date (the "Redemption Premium"). 5. Compute the Future Facilities Costs. 6. Multiply the quotient computed pursuant to paragraph 2 by the amount determined pursuant to paragraph 5 to compute the amount of Future Facilities Costs to be prepaid (the "Future Facilities Amount") 7. Compute the amount needed to pay interest on the Bond Redemption Amount from the first bond interest and/or principal payment date following the current Fiscal Year until the earliest redemption date for the Outstanding Bonds. 8. Determine the Special Taxes levied on the Pamel in the current Fiscal Year which have not yet been paid. 9. Compute the amount the CFD Administrator reasonably expects to derive from the reinvestment of the Bond Redemption Amount less the Future Facilities B-10 Amount from the date of prepayment until the redemption date for the Outstanding Bonds to be redeemed with the prepayment. 10. Add the amounts computed pursuant to paragraphs 7 and 8 and subtract the amount computed pursuant to paragraph 9 (the "Defeasance Amount"). 11. Verify the administrative fees and expenses, including the costs of computation of the prepayment, the costs to invest the prepayment proceeds, the costs of redeeming the Outstanding Bonds, and the costs of recording any notices to evidence the prepayment and the redemption (the "Administrative Fees and Expenses"). 12. The reserve fund credit (the "Reserve Fund Credit") shall equal the lesser of: (a) the expected reduction in the reserve requirement (as defined in the Indenture), if any, associated with the redemption of Outstanding Bonds as a result of the prepayment, or (b) the amount derived by subtracting the new reserve requirement (as defined in the Indenture) in effect after the redemption of Outstanding Bonds as a result of the prepayment from the balance in the reserve fund on the prepayment date, but in no event shall such amount be less than zero. 13. The Maximum Special Tax prepayment is equal to the sum of the amounts computed pursuant to paragraphs 3, 4, 6, 10 and 11, less the amount computed pursuant to paragraph 12 (the "Prepayment Amount"). 14. From the Prepayment Amount, the amounts computed pursuant to paragraphs 3, 4, 10 and 12 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds or make debt service payments. The amount computed pursuant to paragraph 6 shall be deposited into the Construction Fund. The amount computed pursuant to paragraph 11 shall be retained by the CFD. The Prepayment Amount may be sufficient to redeem other than a $5,000 increment of Bonds. In such cases, the increment above $5,000 or integral multiple thereof will be retained in the appropriate fund established under the Indenture to be used with the next prepayment of Bonds or to make debt service payments. As a result of the payment of the current Fiscal Year's Special Tax levy as determined under paragraph 8 (above), the CFD Administrator shall remove the current Fiscal Year's Special Tax levy for such Parcel from the County tax rolls. With respect to any Parcel that is prepaid, the Board of Directors shall cause a suitable notice to be recorded in compliance with the Act, to indicate the prepayment of Special Taxes and the release of the Special Tax lien on such Parcel, and the obligation of such Parcel to pay the Special Tax shall cease. Notwithstanding the foregoing, no Special Tax prepayment shall be allowed unless the amount of Maximum Special Taxes that may be levied on Taxable Property after the proposed prepayment is at least 1.10 times the maximum annual debt service on all Outstanding Bonds. 2. Prepayment in Part The Maximum Special Tax on a Parcel of Developed Property or a Parcel of Approved Property for which a building permit has been issued may be partially prepaid in increments of $5,000. The amount of the prepayment shall be calculated as in Section H.I., except that a partial prepayment shall be calculated according to the following formula: B-11 PP = ((PE -A)x F)+A These terms have the following meaning: PP = the partial prepayment PE = the Prepayment Amount calculated according to Section H.1 F = the percent by which the owner of the Parcel(s) is partially prepaying the Maximum Special Tax. A = the Administrative Fees and Expenses calculated according to Section H.1 An owner of a Parcel intending to partially prepay the Maximum Special Tax shall notify the CFD Administrator of (i) such owner's intent to partially prepay the Maximum Special Tax, (ii) the percentage by which the Maximum Special Tax shall be prepaid, and (iii) the company or agency that will be acting as the escrow agent, if applicable, and within 10 business days of receipt of such notice, the CFD Administrator shall notify such owner of the amount of the non- refundable deposit determined to cover the cost to be incurred by the CFD in calculating the proper amount of a partial prepayment. Within 5 business days of receipt of such non- refundable deposit, the CFD Administrator shall notify such owner of the partial Prepayment Amount of such Parcel. Partial prepayment must be made not less than 60 days prior to any redemption date for any Bonds to be redeemed with the proceeds of such prepaid Special Taxes. With respect to any Parcel that is partially prepaid, the CFD Administrator shall (i) distribute the funds remitted to it according to Paragraph 14 of Section H.I., and (ii) indicate in the records of the CFD that there has been a partial prepayment of the Maximum Special Tax and that a portion of the Maximum Special Tax equal to the outstanding percentage (1.00 - F) of the remaining Maximum Special Tax shall continue to be authorized to be levied on such Parcel pursuant to Section D. I. TERM OF THE SPECIAL TAX For each year that any Bonds are outstanding the Special Tax shall be levied on all Parcels subject to the Special Tax. If any delinquent Special Taxes remain uncollected prior to or after all Bonds are retired, the Special Tax may be levied to the extent necessary to reimburse the CFD for uncollected Special Taxes associated with the levy of such Special Taxes, but not later than the 2043-2044 Fiscal Year. B-12 EXHIBIT 1 PROPOSED BOUNDARY MAP OF TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 05-1 (CROWNE HILL) COUNTY OF RIVERSIOE, STATE OF CALIFORNIA B-13 EXHIBIT C TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-1 (CROWNE HILL) ASSESSOR'S PARCEL NUMBERS AND OWNERS OF LAND WITHIN THE DISTRICT 952261001-6 952261002-7 952261003-8 952261O04-9 952261005-0 952261006-1 952261007-2 952261008-3 952261009-4 952261010-4 952261011-5 952262001-9 952262002-0 952262003-1 952262004-2 952262005-3 952262006-4 952262007-5 952262008-6 952262009-7 952262010-7 952262011-8 952262012-9 952262013-0 952262014-1 952262015-2 952262016-3 952262017-4 952262018-5 952262019-6 952262020-6 952262021-7 952262022-8 952262023-9 952262024-0 952262025-1 952262026-2 952262027-3 952262028-4 952262029-5 County Assessor's Parcel Numbers 952553011-7 952561001-3 952561002-4 952561003-5 952561004-6 952561005-7 952561006-8 952561007-9 952561008-0 952561009-1 952562001-6 952562002-7 952562003-8 952562004-9 952562005-0 952563001-9 952563002-0 952563003-1 952563004-2 952563005-3 952563006-4 952563007-5 952563008-6 952563009-7 952571001-4 952571002-5 952571003-6 952571004-7 952571005-8 952571OO6-9 952571007-0 952571008-1 952571009-2 952571O1O-2 952571011-3 952571012-4 952571013-5 952571014-6 952571015-7 952571016-8 952651016-5 952651017-6 952651018-7 952651019-8 952651020-8 952651021-9 952651022-0 952651023-1 952651024-2 952651025-3 952651026-4 952651027-5 952652001-4 952652002-5 952652003-6 952652004-7 952652005-8 962652006-9 952652007-0 952652008-1 952661002-3 952661003-4 952661004-5 952661005-6 952661006-7 952661007-8 952661008-9 952661009-0 952661010-0 952661011-1 952661012-2 952661013-3 952661014-4 952661015-5 952661016-6 952661017-7 952661018-8 952661019-9 952661020-9 952661021-0 Owner of Record of Parcels LenOne, Inc. c/o Lennar Communities Inland 391 North Main Street, Suite 301 Corona, CA 92880 952262030-5 952262031-6 952262032-7 952262033-8 952262034-9 952262035-0 952271001-7 952271002-8 952272001-0 952272002-1 952272003-2 952272004-3 952272005-4 952272006-5 952272007-6 952272008-7 952272009-8 952272010-8 952272011-9 952272012-0 952272013-1 952272014-2 952272015-3 952272016-4 952272017-5 952272018-6 952272019-7 952272020-7 952272021-8 952272022-9 952272023-0 952272024-1 952272025-2 952272026-3 952272027-4 952272028-5 952272029-6 952272030-6 952272O31-7 952272032-8 952272033-9 952541001-1 952541002-2 952541003-3 952541004-4 952541005-5 952541006-6 952541007-7 952541008-8 952541009-9 952541010-9 952542001-4 952571017-9 952571018-0 952571019-1 952571020-1 952571O21-2 952571022-3 952571O23-4 952571024-5 952571025-6 952571026-7 952571027-8 952571028-9 952571029-0 952571030-0 952572001-7 952572002-8 9525720O3-9 952572004-0 952572005-1 952572006-2 952572007-3 952572008-4 952572009-5 952572010-5 952572011-6 952572012-7 952572013-8 952572014-9 952572O15-0 952572016-1 952572017-2 952572O18-3 952572020-4 952572021-5 952572022-6 952572023-7 952572024-8 952572025-9 952572O26-O 952572027-1 952572O29-3 952572030-3 952572031-4 952572032-5 952572033-6 952572034-7 952572035-8 952572036-9 952581001-5 952581002-6 952581003-7 952581004-8 952661022-1 952661023-2 952661024-3 952661025-4 952661026-5 952661027-6 952661028-7 952661029-8 952661030-8 952662002-6 952662003-7 952662004-8 952662011-4 952662012-5 952671002-4 952671OO3-5 952671004-6 952671005-7 952671006-8 952671007-9 952671008-0 952671010-1 952671011-2 952671012-3 952671013-4 952671014-5 952671015-6 952671016-7 952671017-8 952671019-0 952671020-0 952671021-1 952671O22-2 952671023-3 952671024-4 952671025-5 952671026-6 952671028-8 952671029-9 952671030-9 952671031-0 952671032-1 952671033-2 952671034-3 952671O35-4 952671036-5 952671037-6 952671038-7 952671039-8 952671040-8 952671041-9 952671042-0 952542002-5 952542003-6 952542004-7 952542005-8 952542006-9 952542007-0 952542008-1 952542009-2 952542010-2 952542011-3 952542012-4 952542013-5 952542014-6 952542015-7 952542016-8 952542017-9 952542018-0 952542019-1 952542021-2 952542022-3 952542023-4 952542024-5 952542025-6 952542026-7 952542027-8 952542028-9 952542029-0 952551001-2 952551002-3 952551003-4 952551004-5 952551005-6 952551006-7 952551007-8 952552001-5 952552002-6 952552003-7 952552004-8 952552005-9 952552006-0 952552007-1 952552008-2 952552009-3 952552010-3 952552011-4 952552012-5 952552013-6 952552014-7 952552015-8 952552016-9 952552017-0 952553001-8 952581005-9 952581006-0 952581007-1 952581OO8-2 952582002-9 952582003-0 952582004-1 952582005-2 952582006-3 952582007-4 952582008-5 952582009-6 952582010-6 952582011-7 952582012-8 952582013-9 952582014-0 952582015-1 952582016-2 952582017-3 952582018-4 952582019-5 952582020-5 952582021-6 952582022-7 952582023-8 952582024-9 952582025-0 952582026-1 952582027-2 952582028-3 952583001-1 952583002-2 952583OO3-3 952583004-4 952583005-5 952583006-6 952583007-7 952611044-6 952611045-7 952611046-8 952611047-9 952611048-0 952611049-1 952611050-1 952611051-2 952651001-1 952651002-2 952651003-3 952651004-4 952651005-5 952651006-6 952671043-1 952671044-2 952671045-3 952671047-5 952671048-6 952671049-7 952671050-7 952671051-8 952671052-9 952671053-0 952671054-1 952672001-6 952672002-7 952672003-8 952672004-9 952672005-0 952672006-1 952672007-2 952672008-3 952672009-4 952672010-4 952672011-5 952680001-1 952680002-2 952680003-3 952680004-4 952680005-5 952680006-6 952680007-7 9526800O8-8 95268OO09-9 952680010-9 952680011-0 952880012-1 952680013-2 952680014-3 952680015-4 952680016-5 952680017-6 952680018-7 952680019-8 952680020-8 952680021-9 95268OO22-0 952680023-1 952680024-2 952680025-3 952680026-4 952680027-5 952680028-6 952680029-7 95268OO30-7 952553002-9 952553003-0 952553004-1 952553005-2 9525530O6-3 952553007-4 952553008-5 952553009-6 952553010-6 952651007-7 952651008-8 952651009-9 952651010-9 952651011-0 952651012-1 952651013-2 952651014-3 952651015-4 952680031-8 952680032-9 952680033-0 952680034-1 952680035-2 952680036-3 952680037-4 952680038-5 952030058-4 952611001-7 952611002-8 952611003-9 952611004-0 952611005-1 952611006-2 952611007-3 952611008-4 952611009-5 952611010-5 952611011-6 952611O12-7 952611013-8 952611014-9 952611O15-O 952611016-1 952611017-2 952611018-3 952611019-4 952611020-4 952611021-5 952611022-6 952611023-7 952611024-8 952611025-9 952611026-0 952611027-1 952611028-2 952611029-3 952611030-3 952611031-4 952611032-5 952611033-6 952611034-7 952611035-8 952611036-9 952611O37-O 952611038-1 952611039-2 952611040-2 952611041-3 952611042-4 952611043-5 952612001-0 952612002-1 952612003-2 952612004-3 952612005-4 952612006-5 952612007-6 952612008-7 952612009-8 952612010-8 952612011-9 952612012-0 952612013-1 952612014-2 952612015-3 952612016-4 952612017-5 952612018-6 952612019-7 952612020-7 952612021-8 952612022-9 952620001-5 952620002-6 952620003-7 952620004-8 952620005-9 952620006-0 952620007-1 952620008-2 952620009-3 952620010-3 952620011-4 952620012-5 952620013-6 952620014-7 952620015-8 952620016-9 952620017-0 952620018-1 952620019-2 952620020-2 952620021-3 952620022-4 952620023-5 952620024-6 95262O025-7 952620026-8 952620027-9 952620028-0 952620029-1 952620030-1 952620031-2 952620032-3 952620033-4 952620034-5 952620035-6 952620036-7 952620037-8 952620038-9 952620039-0 952620040-0 PCCIII - Crowne Hill, LLC 30980 Country Center Drive Suite 200 Temecula, CA 92591 952591001-6 952591002-7 952591003-8 952591004-9 952591005-0 952591006-1 952591007-2 952591008-3 952591009-4 952591010-4 952591011-5 952591012-6 952591013-7 952591014-8 952591015-9 952591016-0 952591017-1 952591018-2 952591019-3 952591020-3 952591021-4 952591022-5 952591023-6 952591024-7 952591O25-8 952591026-9 952592001-9 952592002-0 952592003-1 952592004-2 952592005-3 952592006-4 952592007-5 952592008-6 952592009-7 952592010-7 952601001-6 952601002-7 952601003-8 952601004-9 952601005-0 952601006-1 952601007-2 952601008-3 952601009-4 952601010-4 952601011-5 952601012-6 9526O1O13-7 952601014-8 952601015-9 952601016-0 952601017-1 952601018-2 952601019-3 952601020-3 952601021-4 952601036-8 952601037-9 952601038-0 952601039-1 952601040-1 952601041-2 952602001-9 952602002-0 952602003-1 952602004-2 952602005-3 952602006-4 952602007-5 952602008-6 952631001-9 952631002-0 952631003-1 952631004-2 952631005-3 952631006-4 952631007-5 952631008-6 952631009-7 952631010-7 952631011-8 952631012-9 952631013-0 952631014-1 952631015-2 952631016-3 952631017-4 952631018-5 952631019-6 952631020-6 952631021-7 952631022-8 952631023-9 952632001-2 952632002-3 952632003-4 952632004-5 952632005-6 952632006-7 952632007-8 952632008-9 952632009-0 952632011-1 952632012-2 952632013-3 952632014-4 952632015-5 952632016-6 952632017-7 952632018-8 952632019-9 952632020-9 952632021-0 952642001-3 952642002-4 952642003-5 952642004-6 952642005-7 952642006-8 952642007-9 952642008-0 952642009-1 952642010-1 952642011-2 952642012-3 952642013-4 952642014-5 952642015-6 952642016-7 952642017-8 952642018-9 952642019-0 952642020-0 952642021-1 952642022-2 952642023-3 952642024-4 952642025-5 952642026-6 952642027-7 952642028-8 952642029-9 952642033-2 952642034-3 952642035-4 952642036-5 952642037-6 952642038-7 952642039-8 952642040-8 952642041-9 952642042-0 952642043-1 952642044-2 952642045-3 952642046-4 952642047-5 952642048-6 952642049-7 952642050-7 952642051-8 952642052-9 952642053-0 952642054-1 952642055-2 952642056-3 952642057-4 952642~_§8-5 952642059-6 952642060-6 KB Home Coastal, Inc. 12235 El Camino Real, Suite 100 San Diego, CA 92130 ITEM 14 APPROVAL CITY ATTORNEY DIRECTOR OF FINAN~CE CITY MANAGER ~) TO: FROM: DATE: SUBJECT: CITY OFTEMECULA AGENDA REPORT City Manager/C~,~ouncil Dabble Ubnoske~,'~Dir~'ctor of Planning March 25, 2003 Appeal of the Planning Commission's decision to deny Planning Application No. 02-0567, a request for a finding of Public Convenience or Necessity and a Minor Conditional Use Permit to operate a nightclub to include a type 48 liquor license, live music, dancing, and other entertainment uses as outlined in the submitted statement of operations in a 4,860 square foot existing building located at 28822 Old Town Front Street, Unit No. 203- The Edge Nightclub. PREPARED BY: Rick Rush, Associate Planner RECOMMENDATION: The Planning Commission recommends that the City Council 1. ADOPT a Notice of Exemption for Planning Application No. 02- 0567 (Public Convenience or Necessity and Minor Conditional Use Permit) per the California Environmental Quality Act, Section 15270 (Projects Which Are Disapproved). 2. ADOPT a resolution entitled: CC RESOLUTION NO. 2003-.__ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY PLANNING APPLICATION NO. 02-0567, A REQUEST FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES) FOR THE EDGE NIGHTCLUB LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. R:\M C U P~002\02-0567 Edge Nightclub\CC Staff Report.doc 1 3. ADOPT a resolution entitled: CC RESOLUTION NO. 2003- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY PLANNING APPLICATION NO. 02-0567, A MINOR CONDITIONAL USE PERMIT TO OPERATE A NIGHTCLUB TO INCLUDE A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES), LIVE MUSIC, DANCING, AND OTHER ENTERTAINMENT USES IN AN EXISTING 4,860 SQUARE FOOT BUILDING LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. BACKGROUND: On October 16, 2002, the applicant Ronald M. Hannah submitted an application for a minor conditional use permit to operate a nightclub at 28822 Old Town Front Street. As a part of this application, the applicant had indicated in a statement of operations that the Edge Nightclub intended to apply for a Type 48 Liquor License (On-Sale General-Public Premises) with the Department of Alcohol Beverage Control (ABC). Therefore, Findings of Public Convenience or Necessity would also be required. Staff contacted ABC, and according to ABC thero is currently an over-concentration of "on-sale" alcohol licenses in this Census Tract No. 432.15, with 46 "on-sale" licenses existing and only three (3) allowed per the formula governed by state law. In addition, the proposed site is located within 500 feet of two separate existing church facilities. According to the Development Code (Section 17.08.050G3) businesses that sell alcoholic beverages shall not be located within 500 feet of any religious institutions. Lastly, the proposed parking does not meet the off-street parking requirements as stated in the Development Code (Section 17.24.040). DISCUSSION: Planning Commission Hearing At the January 29, 2003 Planning Commission hearing, Alison Hannah, the applicant's representative, expressed that the proposed use would have ample security, that they had already invested $80,000 into building improvements, and that prior to the expiration of the previous CUP, there were no churches within 500 feet of their building. No members of the public spoke in favor, or against the application. There was a letter submitted in opposition by Helen and James Chichester (see Attachment 12). The letter expressed concerns about the level of noise the proposed use would generate, based on the noise produced by the previous club at that location. In addition, Sgt. Rile of the Temecula Police Department testified that there had been three or four arrests for possession of alcohol by minors outside the club, and that ABC closed down the club for serving without a license on New Year's Eve. R;\M C U P~002\02-0567 Edge Nightclub\CC Staff Report.doc 2 Following the public testimony, the Commission deliberated and voted 4-0 to deny the Findings of Public Convenience or Necessity and the minor conditionals use permit, with Commissioner Olhasso abstaining. APPEAL: The appellant has filed four separate grounds of appeal identified in italics below, followed by staff's response in bold. Proximity to churches. '"The location of two 'Store Front' type churches, have recently been approved by the planning commission. Owners of The Edge were never notified that applications were submitted for these uses or an objection would have been made to the applications." According to the Development Code (Section 17.08.050G3), businesses that sell alcoholic beverages shall not be located within 500 feet of any religious institution. The Truevine Pentecostal Church located at 28780 Old Town Front Street was approved at a Director's Hearing on August 22, 2002 (PA02-0297). Staff followed the Development Code requirements for Public Hearing and Notification as stated in Section 17.03.040. The subject site was posted with a four-foot by eight-foot sign, the current property owner Mr. James DeMarco was notified via a mailed notice, a Notice of Public Hearing was printed in the August 10, 2002, Press Enterprise and Public Hearing notices were placed in four publicly accessible locations (City Hall, Library, Chamber of Commerce and the Temecula Community Center). At the Director's Hearing no person spoke in opposition to the proposed Truevine Pentecostal Church (see attached Director's Hearing Minutes). The Christian Science Society located at 28900 Old Town Front Street was approved at a Director's Hearing on January 16, 2003 (PA02-0609). Staff followed the Development Code requirements for Public Hearing and Notification as stated in Section 17.03.040. The subject site was posted with a four-foot by eight-foot sign, the current property owners Mr. James DeMarco and Mr. Charles Bell were notified via a mailed notice, a Notice of Public Hearing was printed in the January 4, 2003, Press Enterprise and Public Hearing notices were placed in four publicly accessible locations (City Hall, Library, Chamber of Commerce and the Temecula Community Center). At the Director's Hearing no person spoke in opposition to the proposed Christian Science Society (see attached Director's Hearing Minutes). It is the contention of staff that the owners of the Edge Nightclub were not entitled to receive a public hearing notice. The Development Code requires that all persons whose names appear on the latest available assessment roll of the County of Riverside as owners of property within a distance of six hundred feet from the exterior boundaries of the site for which the application is filed shall be notified by mail. The owner of record, Mr. James Demarco was in fact notified for both PA02-0297 and PA02-0609 property (see attached public hearing labels). Lapse of previous Minor Conditional Use Permit. "The ongoing argument between the City and the club owners has been over the lapse of the previous CUP at the location in question. The City once again never notified club owners that existing CUP was about to expire and because of this lack of notification, CUP expired and a new CUP was R:\M C U P~002~02-0567 Edge Nightclub\CC Staff ReporLdoc 3 applied for and now rejected due to obvious problems within the area due to the churches now permitted,' On October 16, 1997, Planning Application 97-0279 was approved by the Director of Planning, which permitted the operation of a nightclub with dancing, live entertainment, a disc jockey and the on-site consumption of alcohol at 28822 Old Town Front Street. The operation that was associated with this conditional use permit was terminated on May 10, 1999, per a License Action Request to the Department of Alcoholic Beverage Control signed by the owner of record Lee J. Cornwell (see attached). According to Section 17.04.010G of the Development Code, if the use is discontinued for more than a three-year period, the conditional use permit shall be deemed abandoned. On May 17, 2002, the Director of Planning deemed Planning Application No. 97-0279 to be abandoned. Existinq establishment. 'Where is an existing establishment selling liquor in a proximity to the one church and they are allowed to operate a waiver signed by the church." The existing establishment, which the Appellant refers to, is the High Society Billiards and Dart Club located at 28950 Front Street, Suites 102-105. On February 16, 2000, the Planning Commission made the Public Convenience or Necessity Findings for the High Society Billiards and Dart Club (PA99-0113). When the Planning Commission made these findings, no churches were located within 500 feet. Required Parkinq. "In all the previous clubs at the same location, parking was never an issue and now, they have decided we are short twenty parking spaces." In reviewing the proposed off-street parking for the Edge Nightclub, staff referred to Section 17.24.040 of the Development Code. The stated parking requirement for a club is I space per 33 square feet of gross assembly floor area. Staff has utilized the floor plan provided by the applicant and has determined that there is 4,636 square feet of gross assembly floor area. The required off-site parking for the Edge Nightclub is 140 parking spaces. Per Development Code requirements the proposed use is deficient twenty spaces. RECOMMENDATION: The Planning Commission recommends that the City Council deny the appeal and uphold the Planning Commission's decision to deny Planning Application No. 02-0567. R:\M C U P~2002~02-0567 Edge Nightclub\CC Staff Report.doc 4 ATTACHMENTS: 1. Draft CC Resolution denying an appeal of the Planning Commission's decision to deny a Finding of Public Convenience or Necessity - Blue Page 6 2. Draft CC Resolution denying an appeal of the Planning Commission's decision to deny Planning Application No. 02-0567 a Minor Conditional Use Permit - Blue Page 7 3. Appeal Application for Planning Application No. 02-0567 dated February 12, 2003- Blue Page 8 4. Planning Commission Resolution No. 2003-005 - Blue Page 9 5. Planning Commission Resolution No. 2003-006 - Blue Page 10 6. Draft Planning Commission Minutes (January 29, 2003) - Blue Page 11 7. Planning Commission Staff Report and Exhibits for Planning Application No. 02-0567 (January 29, 2003) - Blue Page 12 8. Director of Planning Minutes Planning Application No. 02-0297 (August 22, 2002) - Blue Page 13 9. Notice of Public Hearing Information for Planning Application No. 02-0297- Blue Page 14 10. Director of Planning Minutes For Planning Application No. 02-0609 (January 16, 2003) - Blue Page 15 11. Notice of Public Hearing Information For Planning Application No. 02-0609- Blue Page 16 12. Letter from Mr. and Mrs. Chichester dated January 24, 2003- Blue Page 17 13. License Action Request Letter to the Department of Alcoholic Beverage Control - Blue Page 18 14. Chronology - Blue Page 19 15. Letter to applicant dated November 8, 2002 - Blue Page 20 16. Letter to applicant dated November 27, 2002 - Blue Page 21 17. Letter to applicant dated December 5, 2002 - Blue Page 22 R:\M C U P~00~02-0567 Edge Nightclub\CC Staff Report.doc 5 ATTACHMENT NO. 1 DRAFT CC RESOLUTION DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY A FINDING OF PUBLIC CONVENIENCE OR NECESSITY. R:\M C U P~2002~02-0567 Edge Nightclub\CC Staff Report.dcc 6 RESOLUTION NO. 2003-__ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY PLANNING APPLICATION NO. 02-0567, A REQUEST FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES) FOR THE EDGE NIGHTCLUB LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. declare that: The City Council of the City of Temecula does hereby find, determine and A. Alison Hannah, Edge Nightclub, filed an Appeal of Planning Commission's decision to deny Planning Application No. 02-0567, a request for a Finding of Public Convenience or Necessity for a Type 48 liquor license (On-Sale General-Public Premises) for the Edge Nightclub located at 28822 Old Town Front Street, Unit No. 203, known as Assessor's Parcel No. 922-090-003 ("Project"). B. The application for the Project was processed and an environmental review was conducted as required by the California Environmental Quality Act. C. The Planning Commission of the City of Temecula held a duly noticed public hearing on January 29, 2003, to consider the application for the Project. D. Following consideration of the entire record of information received at the public hearing and due consideration of the proposed Project, the Planning Commission adopted Resolution No. 2003-005, denying Planning Application No. 02-0567 a request for a Finding of Public Convenience or Necessity for a Type 48 liquor license (On-Sale General-Public Premises) for the Edge Nightclub located at 28822 Old Town Front Street, Unit No. 203, known as Assessor's Parcel No. 922-090-003. E. On March 25, 2003, the City Council of the City of Temecula held a duly noticed public hearing on the Project at which time all persons interested in the Project had the opportunity and did address the City Council on these matters. Section 2. findings: The City Council of the City of Temecula hereby makes the following R:'~I C U P~002~2-0567 Edge Nightclub\CC Reso PCN.doc 1 Criteria to Justify Making a F nding of Public Convenience or Necessity Q: Does the proposed establishment have any unique features, which are not found in other similar uses in the community (i.e. types of games, types of food, other special services) ? A; The application meets this criteria. In the statement of operations the applicant has stated, "the scope of the proposed project will encompass musical groups, comedians, disc jockeys, karaoke, magicians, spoken word artists, and other culturally diverse artistic presentations." These are types of entertainment that are not currently provided in other similar establishments. Q; Does the proposed establishment cater to an under-served population (i.e. patrons of a different socio-economic class)? A: The application does not meet this criteria. The Edge Nightclub is expected to serve all socio-economic classes. Q: Would the proposed mode of operation of the proposed establishment (i.e. sales in conjunction with gasoline sales, tours, etc.) be unique or differ from that of other establishments in the area ? A: The application does not meet this criteria. Sales are anticipated to be typical of nightclub operations. Q: Are there any geographical boundaries (i.e. rivers, hillsides) or traffic barriers (i.e. freeways, major roads, major intersections) separating the proposed establishment from other establishments? A; The application does not meet this criteria. An existing nightclub, the Stampede, is located less than one mile away from the proposed Edge Nightclub. Q; Is the proposed establishment located in an area where there is a significant influx of population during certain seasonal periods? A; The application does not meet this criteria. Population in the area is expected to be seasonally stable. Q: Is there a proliferation of licensed establishments within the Census Tract of the proposed establishment? A: According to the Department of Alcohol Beverage Control there is currently an over concentration of (43) on-sale licenses within the subject Census Tract (432.15). Specifically ABC has determined there are currently (46) on-sale licenses with only 3 allowed. Q; Are there any sensitive uses (i.e., schools, parks, hospitals, churches) in close proximity (500 feet) to the proposed establishment? A: Currently two churches are located within the 500 feet of the proposed site. R:~',4 C U P~.002~02-0567 Edge Nightclub\CC Reso PeN.doc 2 Q: Would the proposed establishment interfere with these sensitive uses? A: The proposed establishment could possibly interfere with the two churches. Both churches are currently conditionally permitted to hold bible studies on Wednesday evenings as late as 9:00 PM. The proposed establishment is requesting to be open on Wednesday nights from 6:00 PM until 2:00 AM. Q: Would the proposed establishment interfere with the quiet enjoyment of their property by the residents of the area? A: The proposed establishment could potentially generate noise pollution that would affect the residents to the east across the freeway. Should this occur the City would pursue the noise as a part of its nuisance abatement procedures. Q: Wi//the proposed establishment add to/aw enforcement problems in the area ? A: The applicant in his statement of operations stated that the Edge Nightclub would implement a designated driver program, would provide alcoholic beverage training for staff and would work closely with law enforcement and city government to ensure a safe secure environment and positive implementation for this phase of the business. Section 3. Based upon the findings set forth above, the City Council of the City of Temecula hereby denies the Appeal of the Planning Commission's decision to deny Planning Application No. 02-0567 a request for a Finding of Public Convenience or Necessity for a Type 48 liquor license (On-Sale General-Public Premises) for the Edge Nightclub located at 28822 Old Town Front Street, Unit No. 203, known as Assessor's Parcel No. 922-090-003 and denies Planning Application No. 02-0567. Section 4. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED AND ADOPTED this 25th day of March, 2003 Aq-I'EST: Jeffrey E. Stone, Mayor Susan W. Jones, CMC City Clerk [SEAL] R:\M C U P~2002~02-0567 Edge Nightclub\CC Reso PCN.doc 3 STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Susan W. Jones, CMC, City Clerk of the City of Temecula, do hereby certify that Resolution No. 2003- was duly and regularly adopted by the City Council of the City of Temecula at a regula~ meeting held on the 25th day of March, 2003, by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ABSTAIN: COUNCILMEMBERS: Susan W. Jones, CMC City Clerk R:'~t C U P\2002~02-0567 Edge Nightclub\CC Reso PCN.doc 4 ATTACHMENT NO. 2 DRAFT CC RESOLUTION DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY PLANNING APPLICATION NO. 02-0567 A MINOR CONDITIONAL USE PERMIT. R:\M C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 7 CC RESOLUTION NO. 03-.__ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA DENYING AN APPEAL OF THE PLANNING COMMISSION'S DECISION TO DENY PLANNING APPLICATION NO. 02-0567, A MINOR CONDITIONAL USE PERMIT TO OPERATE A NIGHTCLUB TO INCLUDE A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES), LIVE MUSIC, DANCING, AND OTHER ENTERTAINMENT USES IN AN EXISTING 4,860 SQUARE FOOT BUILDING LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. declare that: The City Council of the City of Temecula does hereby find, determine and A. Alison Hannah, Edge Nightclub, filed an Appeal of Planning Commission's decision to deny Planning Application No. 02-0567, a minor conditional use permit to operate a nightclub to include a Type 48 Liquor License (On-Sale General-Public Premises), live music, dancing, and other entertainment uses in an existing 4,860 square foot building located at 28822 Old Town Front Street, Unit No. 203, known as Assessor's Parcel No. 922-090-003 ("Project"). B. The application for the Project was processed and an environmental review was conducted as required by the California Environmental Quality Act. C. The Planning Commission of the City of Temecula held a duly noticed public hearing on January 29, 2003, to consider the application for the Project. D. Following consideration of the entire record of information received at the public hearing and due consideration of the proposed Project, the Planning Commission adopted Resolution No. 2003-006, denying Planning Application No. 02-0567, a minor conditional use permit to operate a nightclub to include a Type 48 Liquor License (On-Sale General-Public Premises), live music, dancing, and other entertainment uses in an existing 4,860 square foot building located at 28822 Old Town Front Street, Unit No. 203, known as Assessor's Parcel No. 922-090-003. E. On March 25, 2003, the City Council of the City of Temecula held a duly noticed public hearing on the Project at which time all persons interested in the Project had the opportunity and did address the City Council on these matters. Section 2. findings: The City Council of the City of Temecula hereby makes the following 1. The proposed conditional use is not consistent with the General Plan and the Development Code. The project has been reviewed for consistency with these documents and staff has determined that the proposed project is not consistent with the goals and policies R:'~4 C U P~002\02-0567 Edge Nightclub\CC Reso MCUP.doc 1 contained within the General Plan and regulations within the Development Code. The Development Code does not permit businesses selling alcoholic beverages to be located within 500 feet of religious institutions. Two religious institutions are located within 500 feet of the proposed use. These churches did not exist at the time of the previous granting of the CUP for this project. The proposed project does not meet the parking requirements as stated in Section 17.24.040 of the Development Code. The required parking for a club with 4,636 square feet of gross assembly floor area is 140 off-street parking spaces. The proposed project is providing only 120 off-street parking spaces. 2. The proposed minor conditional use is not compatible with the nature, condition and development of adjacent uses, buildings and structures and the proposed minor conditional use will adversely affect the adjacent uses, buildings or structures. The proposed minor conditional use permit has the potential to adversely affect the adjacent uses, buildings or structures. The proposed use does not meet the off-street parking requirements; overflow parking from the proposed use has the potential to directly affect the adjacent properties. If there are not enough parking spaces available on site, patrons of the proposed use may park at the adjacent properties without the consent of the property owners. 3. The nature of the proposed minor conditional use is detrimental to the health, safety and general welfare of the community. The project has been determined to be detrimental to the health, safety and general welfare of the community in that the project would aggravate an already over concentrated situation. Section 3. The City Council of the City of Temecula hereby denies the Appeal of the Planning Commission's decision to deny Planning Application No. 02-0567 a request for a Finding of Public Convenience or Necessity for a Type 48 liquor license (On-Sale General- Public Premises) for the Edge Nightclub located at 28822 Old Town Front Street, Unit No. 203, known as Assessor's Parcel No. 922-090-003. Section 4. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED AND ADOPTED this 25th day of March, 2003 ATTEST: Jeffrey E. Stone, Mayor Susan W. Jones, CMC City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) R:\M C U P~002~02-0567 Edge Nightclub\CC Reso MCUP.doc 2 I, Susan W. Jones, CMC, City Clerk of the City of Temecula, do hereby certify that Resolution No. 2003-. was duly and regularly adopted by the City Council of the City of Temecula at a regular meeting held on the 25t" day of March, 2003, by the following vote: AYES: NOES: ABSENT: ABSTAIN: COUNCILMEMBERS: COUNCILMEMBERS: COUNCILMEMBERS: COUNCILMEMBERS: Susan W. Jones, CMC City Clerk R:\M C U P~002~02-0567 Edge Nightclub\CC Reso MCUP.doc 3 ATTACHMENT NO. 3 APPEAL APPLICATION FOR PLANNING APPLICATION NO. 02-0567 DATED FEBRUARY 12, 2003 R:\M C U P~2002~02-0567 Edge Nightclub\CC Staff Report,doc 8 City of Temecula Community Development Department 43200 Business Park Drive * Temecula * CA * 92590 P.O. Box 9033, Temecula * CA · 92589-9033 (909) 694-6400 * FAX (909) 694-6477 !FEB I Z 2003 Appeal Odgin~CaseNumb~(s) Planning Application #PA02-0567 The purpose of the appeal procedure is to provide a method of recourse for persons aggrieved by or dissatisfied with an action taken by an administrative agency of the City in the administration or 'enforcement of any pwvisions of the Development Code. B. FILING REQI..TIREMENTS 1. Development Application. 2. Appeal Form. 3. Filing Fee. C. NOTICE OF APPEAL - TIME LIMIT A notice of an appeal by any individual who is aggrieved by or dissatisfied with a decision made by . him or in his behalf, or with any action, order, requirement, decision or determination shall not be acted upon unless filed within fiRcen (15) calendar days aRer service of written notice of the decision. D. NOTICE OF APPEAL - CONTENTS Appealing the decisionof: ,Director of Planning and Planning Commiss±on 01-29-03 (Specify Director of Platming or PJannin~o Commission AND A~tion Da~e) Specify exactly what is being appealed: Denial of Planning Application PA02-0567. Reason or justification to support the appeal. Appellant must submit with this appeal each issue which the appellant alleges was wrongly determined together with every agreement and a copy of every item of evidence. (Attach separate sheet of paper if necessary). 1. The location of two "Store Front" type churches, have recently been approved by the planning commission. Owners of The Edge were never notified that applications were submitted for these uses or an objection would have been made to the applications. The ongoing argument between the City and the club owners has been o~er the lapse of the previous CUP at the location in question. The City once again never notified club owners that existing CUP was about to expire and because of this lack of notification, CUP expired and a new CUP was applied for arid now rejected due to obvious problems within the area due to the churches now permitted. However, there is an existing establishment selling proximity to the one church and they are allowed to Desffed action w be taken: liquor in a operate with Denial reversed. CUP approved to operate a nightclub with a type 48 ;icense. the request will be returned to the .appellant, with a statement of the deficiencies. The appellant shall be allowed five (5) calendar days m which to reffle the notice, of appeal. . ATTACHMENT TO APPEAL - REASON TO SUPPORT THE APPEAL. e waiver signed by the church. In a recent ruling out of the Ninth Circuit Court of Appeals, the Appeals COurt has given the business owner a powerful weapon inasmuch as they can now hold the planning commissioners personally responsible for the denial of a legitimate CUP apllication. We feel that the Planning Commissioners have allowed the Churches to operate for fear of being personally financially responsible if they failed to approve the CUP for the Churches. Attached is a copy of the ruling and newspaper follow up of the landmark decision. In all the previous clubs at the same location, parking was never an issue and now, they have decided we are short twenty parking spaces. We have addressed this issue by contracting with the adjacent land owners to use their parking lots and naming them as additional insured. This was made clear to the planning department before the hearing. We have spent over $800,000.00 and three years of our lives in an effort to bring national name acts to the City of Temecula. We have a beautiful facility and hate tried to comply with the City regulations. It is the opinion of everybody associated with this project that the City does not want a nightclub and we have even been told that we would never get it opened by other business owners in town due to the City dislike of any sort of nightlife. We are left.with~nd recourse other than this Appeal. If this CUP cannot be granted by the City, ~then we are left with no other option than to intiate suit to recover for the damages incurred due to the refusal for the CUP. A formal suit is being filed concurrently with this Appeal and a copy will be available at the City Attorneys office for review. A'I-FACHMENT NO. 4 PLANNING COMMISSION RESOLUTION NO. 2003-005 R:\M C U P~002\02-0567 Edge Nightclub\CC Staff Report.doc 9 PC RESOLUTION NO. 2003-005 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING A REQUEST FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES) FOR THE EDGE NIGHTCLUB LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. WHEREAS, Ronald M. Hanna, filed a request for a Finding of Public Convenience or Necessity, in accordance with the City of Temecula General Plan and Development Code; and WHEREAS, the request for a Finding of Public Convenience or Necessity was processed including, but not limited to public notice, in the time and manner prescribed by State and local law; and WHEREAS, the application was processed in accordance with the California Environmental Quality Act; and WHEREAS, the Planning Commission held a duly noticed public hearing on January 29, 2003 to consider the application; and WHEREAS, the Planning Commission considered the request for a Finding of Public Convenience or Necessity at a duly noticed public hearing as prescribed by law, at which time the City staff and interested persons had an opportunity to and.did testify either in support or in opposition to this matter; and' WHEREAS, at the conclusion of the Planning Commission and after due consideration of the staff report and public testimony, the Planning Commission denied the request for a Finding Public Convenience or Necessity; and NOW, THEREFORE, THE PLANNING COMMISSION OF THE CITY OF TEMECULA DOES .RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the above recitations are true and correct and are hereby incorporated by reference. Section 2. Findinqs. The Planning Commission, in denying the request for a Finding Public Convenience or Necessity hereby makes the following findings: Criteria to Justify Makin.q a Findinq of Public Convenience or Necessity Q: Does the proposed establishment have any unique features, which are not found in other similar uses in the community (i.e. types of games, types of food, other special services) ? A: The application meets this criteria. In the statement of operations the applicant has stated, 'the scope of the proposed project will encompass musical groups, comedians, disc jockeys, karaoke, magicians, spoken word artists, and other culturally diverse R:'~I C U P~2.002~02-0567 Edge Nightclub\Staff Report.doc 9 Q: A: Q: A: A: A: Q: A: Q: A: Q: A: Q: artistic presentations." These are types of entertainment that are not currently provided in other similar establishments. Does the proposed establishment cater to an under-served population (i.e. patrons of a different socio-economic class)? The application does not meet this criteria. The Edge Nightclub is expected to serve all socio-economic classes. Would the proposed mode of operation of the proposed establishment (i.e. sales in conjunction with gasoline sales, tours, etc.) be unique or differ from that of other establishments in the area? The application does not meet this criteria. Sales are anticipated to be typical of nightclub operations. Are there any geographical boundaries (i.e. dvers, hillsides) or traffic barriers (i. eo freeways, major roads, major intersections) separating the proposed establishment from other establishments? The application does not meet this criteria. An existing nightclub, the Stampede, is located less than one mile away from the proposed Edge Nightclub. Is the proposed establishment located in an area where there is a significant influx of population during certain seasonal periods? The application does not meet this criteria. Population in the area is expected to be seasonally stable. Is there a proliferation of licensed establishments within the Census Tract of the proposed establishment? According to the Department of Alcohol Beverage Control there is currently an over concentration of (43) on-sale licenses within the subject Census Tract (432.15), Specifically ABC has determined there are currently (46) on-sale licenses with only 3 allowed., Are there any sensitive uses (i.e., schools, parks, hospitals, churches) in close proximity (500 feet) to the proposed establishment? Currently two churches are located within the 500 feet of the proposed site, Would the proposed establishment interfere with these sensitive uses? The proposed establishment could possibly interfere with the two churches. Both churches are currently conditionally permitted to hold bible studies on Wednesday evenings as late as 9:00 PM. The proposed establishment is requesting to be open on Wednesday nights from 6:00 PM until 2:00 AM. Would the proposed establishment interfere with the quiet enjoyment of their property by the residents of the area? R:~M C U P~?.002~02-0567 Edge Nightclub\Staff Report.doc 10 A: The proposed establishment could potentially generate noise pollution that would affect the residents to the east across the freeway. Should this occur the City would pursue the noise as a part of its nuisance abatement procedures, Q: Will the proposed establishment add to law enforcement problems in the area? A: The applicant in his statement of operations stated that the Edge Nightclub would implement a designated driver program, would provide alcoholic beverage training for staff and would work closely with law enfomement and city government to ensure a safe secure environment and positive implementation for this phase of the business. Section3. Environmental Compliance. A Notice of Exemption for Planning Application No. 02-0567 was made per the California Environmental Quality Act Guidelines, Section 15270 (Projects Which Are Disapproved). This section applies when a public agency rejects or disapproves the proposed project Section 4. Commission this 29th day of January 2003. PASSED, DENIED AND ADOPTED by the City of Temecula Planning ATTEST: Debbie Ubnoske, Secretary {SEAL} STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE )ss CITY OF TEMECULA ) I, Debbie Ubnoske, Secretary of the Temecula Planning Commission, do hereby certify that PC Resolution No. 2003-005 was duly and regularly adopted by the Planning Commission of the City of Temecula at a regular meeting thereof held on the 29t~ day of January, 2003, by the following vote; AYES: 4 PLANNING COMMISSIONERS: Guerriero, Mathewson, Telesio and Chairman Chiniaeff NOES: 0 PLANNING COMMISSIONERS: None ABSENT: 0 PLANNING COMMISSIONERS: None ABSTAIN: 1 PLANNING COMMISSIONERS: OIhasso Debbie Ubnoske, Secretary RNVl C U P~2002~02-0567 Edge Ntghtclub~Staff Report.doc 11 A'R'ACHMENT NO. 5 PLANNING COMMISSION RESOLUTION NO. 2003-006 R:~vl C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 10 PC RESOLUTION NO. 2003-006 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING PLANNING APPLICATION NO. 02-0567 A MINOR CONDITIONAL USE PERMIT TO OPERATE A NIGHTCLUB TO INCLUDE A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES), LIVE MUSIC, DANCING, AND OTHER ENTERTAINMENT USES IN AN EXISTING 4,860 SQUARE FOOT BUILDING LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. WHEREAS, Ronald M. Hanna, filed Planning Application No. 02-0567, in accordance with the City of Temecula General Plan and Development Code; and WHEREAS, Planning Application No.02-0567 was processed including, but not limited to public notice, in the time and manner prescribed by State and local law; and WHEREAS, the application was processed in accordance with the California Environmental Quality Act; and WHEREAS, the Planning Commission held a duly noticed public hearing on January 29, 2003 to consider the application; and WHEREAS, the Planning Commission considered Planning Application 02-0567 at a duly noticed public hearing as prescribed by law, at which time the City staff and interested persons had an opportunity to and did testify either in support or in opposition to this matter; and WHEREAS, at the conclusion of the Planning Commission and after due consideration of the staff report and public testimony, the Planning Commission denied the request for a Minor Conditional Use Permit; and NOW, THEREFORE, THE PLANNING COMMISSION OF THE CITY OF TEMECULA DOES RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the above recitations are true and correct and are hereby incorporated by reference. Section 2. Findinas. The Planning Commission, in denying the request for a Minor Conditional Use Permit hereby makes the following findings: 1. The proposed conditional use is consistent with the General Plan and the Development Code. The project has been reviewed for consistency with these documents and staff has determined that the proposed project is not consistent with the goals and policies contained within the General Plan and regulations within the Development Code. The Development Code does not permit businesses selling alcoholic beverages to be located within 500 feet of religious institutions. Two religious institutions are located within 500 feet of the proposed use. These churches did not exist at the time of the previous granting of the CUP for this project. The proposed project does not meet the parking R:~M C U P'~2.002~02-0567 Edge Nightclub~taff Report.d~c 13 requirements as stated in Section 17.24.040 of the Development Code. The required parking for a club with 4,636 square feet of gross assembly floor area is 140 off-street parking spaces. The proposed project is providing 120 off-street parking spaces. 2. The proposed minor conditional use is compatible with the nature, condition and development of adjacent uses, buildings and structures and the proposed minor conditional usa will not adversely affect the adjacent uses, buildings or structures. The proposed Minor Conditional Use Permit has the potential to adversely affect the adjacent uses, buildings or structures. The proposed use does not meet the off-street parking requirements; overflow parking from the proposed use has the potential to directly affect the adjacent properties. If there are not enough parking spaces available on site, patrons of the proposed use may park at the adjacent properties without the consent of the property owners. 3. The nature of the proposed minor conditional use is not detrimental to the health, safety and general welfare of the community. The project has been determined to be detrimental to the health, safety and general welfare of the community in that the project would aggravate an already over concentrated situation. Section3. Environmental Compliance. A Notice of Exemption for Planning Application No. 02-0567 was made per the California Environmental Quality Act Guidelines, Section 15270 (Projects Which Are Disapproved). This section applies when a public agency rejects or disapproves the proposed project Section 4. PASSED, DENIED AND ADOPTED by the City of Temecula Planning Commission this 29th day of January 2003. ATTEST: Debl~ie Ubnoske, Secretary {SEAL} R:~M C U P~2002~02-0567 Edge Nightclub~Staff Report.doc 14 STATE OF CALIFORNIA) COUNTY OF RIVERSIDE )ss CITY OF TEMECULA ) I, Debbie Ubnoske, Secretary of the Temecula Planning Commission, do hereby certify that PC Resolution No, 2003-006 was duly and regularly adopted by the Planning Commission th of the City of Temecula at a regular meeting thereof held on the 29 day of January, 2003, by the following vote: AYES: 4 PLANNING COMMISSIONERS: PLANNING COMMISSIONERS: PLANNING COMMISSIONERS: PLANNING COMMISSIONERS: NOES: 0 ABSENT: 0 ABSTAIN: 1 Guerriero, Mathewson, Telesio and Chairman Chiniaeff None None Olhasso Del~bie Ubnoske, Secretary R:~I C U P~2002~02-0567 Edge Nightclub~Staff Report.doc 15 A'I-rACHMENT NO. 6 DRAFT PLANNING COMMISSION MINUTES (JANUARY 29, 2003) R:\M C U P~002\02-0567 Edge Nightclub\CC Staff Report.doc 11 MINUTES OF AN ADJOURNED REGULAR MEETING OF THE CITY OF TEMECULA PLANNING COMMISSION JANUARY 29, 2003 CALL TO ORDER The City of Temecula Planning Commission convened in an adjourned regular meeting at 6:00 P.M., on Wednesday, January 29, 2003, in the City Council Chambers of Temecula City Hall, 43200 Business Park Drive, Temecula, California. ALLEGIANCE The audience was led in the Flag salute by Commissioner Guerriero. ROLL CALL Present: Absent: Also Present: PUBLIC COMMENTS No comments. CONSENT CALENDAR I Aqenda RECOMMENDATION: Commissioners Guerriero, Mathewson, Olhasso, Telesio, and Chairman Chiniaeff. None. Director of Planning Ubnoske, Assistant City Attorney Curley, Deputy Director of Public Works Parks, Principal Planner Hazen, Senior Planner Naaseh, Associate Planner Papp, and Minute Clerk Hansen. 2 1.1 Approve the Agenda of January 29, 2003. Minutes RECOMMENDATION: 2.1 Approve the Minutes of September 18, 2002. R:PlanComm/minutes/O 12903 1 MOTION: Commissioner Guerriero moved to approve Consent Calendar Item Nos. 1 and 2. The motion was seconded by Commissioner Mathewson and voice vote reflected unanimous approval. COMMISSION BUSINESS PUBLIC HEARING ITEMS 3 Plannin.q Application No. PA02-0667 An application to establish two (2) parcels for condominium purposes, beinq a subdivision of Parcel 8 and Parcel 14 of Parcel Map 30468; chanqinq the occupancy of 400 multi-family apartment units to owner- occupied condominiums located south of Hiqhway 79 South, north of Temecula Creek, east of Jedediah Smith Road, and west of Avenida De Missions, Emery Papp, Associate Planner RECOMMENDATION 3.1 Adopt a Notice of Exemption for Planning Application No. 02-0667; and 3.2 Adopt a Resolution entitled: PC RESOLUTION NO. 2003-004 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA APPROVING PLANNING APPLICATION NO. 02-0667, A TENTATIVE TRACT MAP APPLICATION TO ESTABLISH T~NO PARCELS FOR CONDOMINIUM PURPOSES, GENERALLY LOCATED ON THE SOUTH SIDE OF HIGHWAY 79 SOUTH, BETWEEN JEDEDIAH SMITH ROAD AND AVENIDA DE MISSIONS, KNOWN AS ASSESSOR PARCEL NO. 961- 010-006. By way of overheads, Associate Planner Papp presented the project plan (of record), noting the desire of the applicant to change the occupancy of the 400 units of this project from renter-occupied to owner-occupied; and relayed that revisions to the conceptual grading plan resulted from Condition No. 8 (for the Development Plan for the Pamel Map), requiring the relocation of one of the buildings from the public trail. MOTION: Commissioner Guerriero moved to close the public hearing; and to approve staff's recommendation. The motion was seconded by Commissioner Telesio and voice vote reflected unanimous approval. 4 Planninq Application No. PA03-023 A Development Plan for a Substantial Conformance to Plannin.q Application 00-0213 for the Bel Villa.qqio project that includes chanqes to the square footaqes and the elevations of buildinqs L, M, N, and O, chanqinq the location of Buildinq O, and chanqinq the exterior material for the trim above the windows for existin.q and future buildinqs located Southwest corner of Marqarita Road and North General Kearney Road (APN 921-09-71, 72, and 78), Saied Naaseh, Senior Planner R:PlanComm/minutes/012903 2 RECOMMENDATION: 4.1 Continue for redesign. Via overheads, Senior Planner Naaseh provided an overview of the proposal (per agenda material), noting the applicant's proposed changes to the approved elevations; relayed the proposed color change being implemented at staff's direction; and advised that staff was recommending that this item be continued for redesign due to the following reasons: 1 ) the elimination of the tower element on the Ethan Allen building, and 2) the trim element above the windows (approved to be a stone treatment) was proposed to be changed to a pre-cast concrete, advising that on the buildings which have been constructed the pre-cast concrete element has been installed. For Commissioner Telesio, Senior Planner Naaseh clarified that while it would be difficult for the applicant to remove the existing trim treatment, it would not be impossible, advising that staff was recommending that the applicant replace the treatment with the stone element which was approved for this project; confirmed that it was staff's recommendation that the future constructed buildings be built with the originally approved materials; noted that currently the project was painted with the approved colors, advising that staff was recommending that an additional color be added on the back of the buildings along Margarita Road to provide relief (noting that the applicant was willing to paint the back of one of the buildings with the new paint and if the Planning Commission approved, would paint the remaining buildings.) In response to Commissioner Mathewson, Senior Planner Naaseh noted the differentials between what the applicant was proposing at this time and what was originally approved, clarifying that since the tower element was a major feature, it was staff's opinion that this item should not be eliminated; and confirmed that staff was not opposed to the proposed revisions regarding Buildings M and N. Ms. Vondana Kelkar, the applicant, relayed the hopes that the Planning Commission could approve the proposal for the Ethan Allen building; presented photographs, by way of overheads, of alternate Ethan Allen stores, in particular the corporate-type elements, i.e., the cornice treatments, the blue awnings, the pyramid glass skylights, and a square- shaped building; noted the efforts to obtain a commitment form Ethan Allen, ergo the request for the Planning Commission to approve these particular revisions; and specified the added tile treatments to Buildings M, N, and O. Mr. Mike Clements, representing the applicant, provided an overview of the discussions with the Ethan Allen representatives, noting the efforts over a three-month period of time to revise the original design plan; presented photographs depicting the original proposal and the current one which was more consistent with the approved project with the exception of the removal of the tower element; for Chairman Chiniaeff, relayed that the potential tenant opted not to implement the skylight element, advising that he would discuss with the potential tenant incorporating this feature back into the plan; for Commissioner Mathewson, noted that the prototype buildings varied with respect to whether they were stand-alone buildings or not, advising that the desire of the tenant was to establish an individual identity; and clarified that the potential tenant was strongly opposed to the implementation of tile treatments on their building. R: PlenComrn/minutes/012903 3 Mr. Jeffrey Ostomel, Esq., representing the applicant, relayed that the applicant's negotiations were on hold at this time, noting the desire of the Ethan Allen representatives to obtain design approval prior to committing to being a tenant, clarifying the rationale for the applicant not desiring for this portion of the request to be continued, whereas the alternate issues, i.e., the window treatments, the paint application issues could be continued in order for the applicant to have the opportunity to work with staff. Noting that although she was not serving on the Commission at the time this project was originally approved, Commissioner Olhasso relayed that it was her understanding that the Planning Commission was seeking a "Lifestyle Center," opining that this particular proposal was not consistent with a "Lifestyle Center" design due to the lack of veneer treatments; and noted that adding free-standing features would be visually pleasing. Commissioner Telesio commented on the balance between attracting high-end tenants while not reducing the proposed design quality of this center with the implementation of corporate treatments; relayed that it would be his desire to make efforts to obtain high end uses and still maintain the continuity of the center, opining that if that resulted in seeking a more amenable tenant he could support that. Concurring with Commissioner Telesio's comments, Commissioner Mathewson relayed that while he strongly desired to have Ethan Allen to opt to be a tenant in this center, the approved architectural style and theme should be represented, advising that he was opposed to a national chain coming in with a prototype requirement which significantly would change the design standards to suit their needs; suggested moving the tower element form Building L to Building N, that the entry feature on Building N be moved over to Building L; with respect to the cornice treatments on Building L, recommended that this treatment also be applied to Buildings M, and N; and clarified that if Ethan Allen would not be willing to make further modifications he could not support the proposal at this site. Reiterating the plethora of effort expended regarding the design of this particular center, Commissioner Guerriero relayed hopes that Ethan Allen would work with the applicant and staff to implement improvements, recommending that discussions continue with the Ethan Allen representatives. Noting that the original proposal for Ethan Allen included the skylight element, Chairman Chiniaeff recommended that the applicant either incorporate this treatment back into the project plan, or that a hip roof element be added with a tile treatment. In response to Planning Commission query, Assistant City Attorney Curley relayed that this project had an existing approval, that the applicant could move forward with the existing entitlement, that the applicant was back before the Planning Commission requesting revisions, that at this time it was within the Planning Commission's discretion to approve an amendment to the project that the Commission determined met the applicant's intent as well as the City's goal, that the Planning Commission was not solely limited to taking action on the proposed revisions, that the Planning Commission could recommend alternate revisions, and that the applicant could either accept or reject the Planning Commission's decision and opt to move forward with the existing entitlement. Chairman Chiniaeff opined that the window treatments should reflect the approved stone material; with respect to the revisions to the south elevation of Building O, recommended R:PlanComm/rninutes/012903 4 that there be added articulation; and recommended that the applicant schedule additional meetings with Ethan Allen, apprising them of the Planning Commission's direction. Mr. Ostomel relayed that although the applicant would meet again with Ethan Allen to provide information regarding the Planning Commission's direction, that he was not optimistic with respect to the Ethan Allen representatives agreeing to implement additional revisions. MOTION: Commissioner Guerriero moved to continue this item to the February 5, 2003, Planning Commission meeting. The motion was seconded by Commissioner Olhasso and voice vote reflected unanimous approval. 5 Planninq Application No. PA02~0567 A request for a findinq of Public Convenience or Necessity and a Minor Conditional Use Permit to operate a niqhtclub to include a type 48 liquor license, live music, dancin.q, and other entertainment uses as outlined in the submitted statement of operations in a 4,860 square foot existinq buildin.q located at 28822 Old Town Front Street and known as Assessor's Parcel No. 921- 310-022, Rick Rush, Associate Planner RECOMMENDATION: 5.1 Adopt a Notice of Exemption for Planning Application No. 02-0567 (Public Convenience or Necessity and Minor Conditional Use Permit) per the California Environmental Quality Act, Section 15270 (Projects Which Are Disapproved). 5.2 Adopt a resolution entitled: PC RESOLUTION NO. 2003-005 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING A REQUEST FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES) FOR THE EDGE NIGHTCLUB LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. 5.3 Adopt a resolution entitled: R:PlanComm/minutes/012903 5 PC RESOLUTION NO. 2003-006 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING PLANNING APPLICATION NO. 02-0567 A MINOR CONDITIONAL USE PERMIT TO OPERATE A NIGHTCLUB TO INCLUDE A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES), LIVE MUSIC, DANCING, AND OTHER ENTERTAINMENT USES IN AN EXISTING 4,860 SQUARE FOOT BUILDING LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093- 003. Commissioner Olhasso advised that she would be abstaining with respect to this Item and left the dais at this time. By way of overhead census tract maps, Associate Planner Rush provided an overview of the proposal (per agenda material); noted staff's receipt of a letter written on January 24, 2003 by Helen and James Chichester, outlining their concerns regarding the proposal, which was received on January 28, 2003 and distributed to the Planning Commission as per supplemental agenda material; and specified the rationale for staff's recommendation to deny the request for a Finding of Public Convenience or Necessity (PCN) for a type 48 liquor license, noting the following: · That currently there are 46 on-sale licenses within this census tract, whereas current data from ABC states that there should be three licenses permitted; · Staff could not make eight of the ten required findings for the PCN {as per agenda material); · The existence of two churches within the 500' radius of this site; and · The proposed parking does not meet the requirements for the Development Code. Commissioner Telesio advised that the fact there were 46 existing licenses could be misconstrued since most likely the majority of these licenses were .for restaurants. In response to Planning Commission queries, Sergeant Rile relayed that currently the club was not licensed to sell alcohol; that there have been three or four arrests for possession of alcohol by minors outside of this club; that on New Year's Eve the club held an event where alcohol was served and ABC closed down the location based on violations that night; that whenever there was a night club selling alcohol, Police problems would most likely be encountered; for Commissioner Guerriero, noted that there were adjacent proximate businesses with children present; that he would be opposed to the club being open to minors while alcohol was being served; and for Chairman Chiniaeff, opined that a site more proximate to the restaurant area would be a more suitable location for a night club use. R:PlanComm/minutes/012903 6 For clarification, Associate Planner Rush relayed that a type 48 liquor license does not allow minors (individuals below the age of 18 years) to be in the nightclub when alcohol was being served. Referencing the Development Code where it was stated that businesses that sell alcohol shall not be located within 500 feet of any religious institution, Commissioner Mathewson queried whether there were existing options for a waiver. In response, Director of Planning Ubnoske confirmed that there were no waiver options. Ms. Allison Hanna, the applicant, relayed the following: That the club would solely be open to individuals 21 years of age, and older, with the exception of one night a week when there would be promotions for a younger crowd, i.e., 16 years of age and older; that there would be no alcohol served on those promotional nights; · That she had not been aware of any negative incidents occurring at the club as referenced by the Police Officer; · Referencing the ABC Code, stated that if the use did not sell alcohol the use was permitted to open up; That ABC did charge the use with illegally selling alcohol on New Year's Eve and the applicant was in the process of attempting to get those charges dismissed due to no wrongdoing being committed; that on New Year's Ever there was a charge for food and the individuals presented consisted primarily of friends; · That the use had six security guards at all times to patrol the parking lot; That she had taken over the property in January of 2000; referencing a letter from the City (per supplemental agenda material), dated January of 2000, which stated that the CUP would be valid if a Certificate of Occupancy and a valid business license were obtained, relaying that it was her understanding that these were the only items needed; · That at this time they had invested approximately $800,000 in this project which was still not open with a license for alcohol sales; That the three liquor licenses which were secured have been withdrawn by the owners of license due to not being able to close escrow because of being unable to get the final permits needed to open; · That it was still her desire to open as a night club; That two years ago they scheduled a private birthday party for her husband wherein two deputies came to the site due to receiving a call that there was liquor being sold; that she had included a copy of the invitation in the supplemental material; that no liquor was sold; · That she has been fomed to sell her home, lose her savings, as well as her husband's pension due to the financial impacts of not being able to open; R:PlanCornm/minutes/012903 7 Queried the rationale for staff approving the previous CUP on the premises and declining this application; that when the first CUP was issued there were more alcohol licenses in existence at that time; that there was only one other night club in the area; · That for the Planning Commission's review, copies of the applications to ABC were provided; and That when she took over the property it was her understanding that it would be three years from that date before the CUP expired; and that a week prior to opening she was notified that the CUP had expired without any notification. For Chairman Chiniaeff, Director of Planning Ubnoske relayed that the Code states that if a business closes, that three years from that date (which in this case was May of 1999) the CUP would expire. Principal Planner Hazen relayed that the business changing ownership would not impact the expiration date. Assistant City Attorney Curley advised that typically a CUP runs with the land. In response to Commissioner Mathewson, Ms. Hanna confirmed that she took over the business in January of 2000; that while there were a few private events, the club was not open to the public at that time; and that the use was not operating as a nightclub until August of 2002. For Commissioner Mathewson, Assistant City Attorney Curley confirmed that a CUP was premised on a specific land use or request for operation; and provided additional information regarding the general definition of a nightclub. Director of Planning Ubnoske relayed that catering was a permitted use in this zone; and referenced the Code regarding conditions deeming the CUP abandoned. Continuing her presentation, Ms. Hanna relayed the following: That the chumh uses have been approved recently, that when the property was taken over there were no existing churches, that due to the lack of notification regarding the most recently approved church, owners of the property were going to appeal this approval; Provided additional information regarding her application for a CUP which she withdrew due to being told that a CUP was not needed; that she re-applied in October of 2002; Commented on the type of establishment she and her husband have created; that she had no desire to open a teen club; that the project could not survive financially much longer without opening; that she recently signed a six-month contract with a promoter for national acts which would not be feasible without the sale of alcohol; and · That the City of Temecula needed a source for evening entertainment. R:PlanComm/rninutes/012903 8 For Commissioner Telesio, Assistant City Attorney Curley relayed that submission of a CUP application did not provide a claim of privilege but the date of approval, advising that the Code did not create any opportunity for locking in a right prior to that approval. in response to Commissioner Mathewson, Ms. Hanna confirmed that originally she had applied for a CUP in July of 2002; that she withdrew that application based on information from a manager they had who had stated that the use did not require a CUP; that when the club opened in August the club was receiving citations; and that she then reapplied for a CUP. Mr. Ronald Hanna, the applicant, provided a brief history of how he and his wife determined to open a nightclub; and advised that through the years of working to comply with regulations he had no knowledge that he would be denied approval for his request, as staff was recommending. While he had numerous comments regarding the proposal, Commissioner Telesio noted the Development Code impeded the request from approval due to its proximity to a religious institution. Concurring with Commissioner Telesio, Commissioner Mathewson relayed that this was an unfortunate circumstance. Commissioner Guerriero advised that while reviewing the documents the applicant provided, it appeared there were many misunderstandings; noted that based on the information in the material, it appeared that the applicant charged for liquor to be sold on New Year's Eve; and reiterated that due to the Development Code standards the Planning Commission could not approve this request. Relaying concurrence with the previous comments, Chairman Chiniaeff relayed that a nightclub would be more appropriate as a freestanding use and in an alternate location. In response to Commissioner Guerriero's comments, Mr. Hanna provided additional information regarding the New Year's Eve event, noting that while their intentions were right, mistakes were made. Commissioner Telesio clarified that when the first religious institution received a CUP within the 500' radius of this site, the Development Code standards restricted an alcohol license from being permitted. Mr. Hanna queried why a church use would be approved when the applicant has been working for so long regarding this particular project; and requested guidance from the Planning Commission. Commissioner Mathewson reiterated that there were no waivers regarding the Development Code standards with respect to a religious institution being within 500 ' of the use. For informational purposes, Ms. Hanna relayed that the planner for the chdrch use had relayed to her that the church had to sign a waiver due to the alcohol being served at the High Society use. R:PlanComm/minutes/012903 9 In response to Commissioner Telesio, Assistant City Attorney Curley relayed that while the City Council could not grant a waiver from the Code regarding this matter, it did have the power to change the Code. MOTION: Commissioner Guerriero moved to close the public hearing; and to approve staff's recommendation, denying this application. The motion was seconded by Commissioner Mathewson and voice vote reflected approval with the exception of Commissioner OIhasso who abstained. COMMISSIONER'S REPORTS Chairman Chiniaeff relayed that per City Council direction the hotel project on Winchester Road and Jefferson Avenue would be coming back to the Planning Commission. For Commissioner Telesio, Director of Planning Ubnoske relayed that staff would question applicants as to whether it was their desire to get drawings, documentation, and site plans back after a meeting. PLANNING DIRECTOR'S REPORT (Update of Development Process) Principal Planner Hazen provided the Planning Commission an update of the revised Development Process, noting the following: · That a policy has been instituted requiring that appointments be made for the submission of applications; That there was investigation in process regarding simplifying the applications, e.g., developing separate applications for each land use permit type; for Chairman Chiniaeff, noted that at this time there was solely one general application form for all application types; relayed that currently there was one fee, and that the fee schedule was being reevaluated Citywide; and that at a future Planning Commission meeting staff would bring forward to the Planning Commission draft forms of the separate applications; · That the tracking of projects was being improved via the City's existing computer network; · That at a future point in time the tracking of projects would be available on the City's website; and That staff was investigating avenues to simplify the CEQA process by developing City standards to determine whether the exemptions could be expanded, as well as developing a standard CEQA Procedure Manual. R:PlanComm/min utes/012903 10 ADJOURNMENT At 7:55 P.M. Chairman Chiniaeff formally adjourned this meeting to the next re,qular meetinR to be held on Wednesda¥~ February 5~ 2003 at 6:00 P.M., in the City Council Chambers, 43200 Business Park Drive, Temecula. Dennis W. Chiniaeff, Chairman Debbie Ubnoske, Director of Planning R:PlanComm/minutes/012903 11 ATrACHMENT NO. 7 PLANNING COMMISSION STAFF REPORT AND EXHIBITS (JANUARY 29, 2003) R:~Vl C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 12 STAFF REPORT - PLANNING CITY OF TEMECULA PLANNING COMMISSION January 29, 2003 Planning Application No. 02-0567 (Finding of Public Convenience or Necessity and Minor Conditional Use Permit) Prepared By: Rick Rush, Associate Planner RECOMMENDATION: The Community Development Department - Planning Division Staff recommends the Planning Commission: ADOPT a Notice of Exemption for Planning Application No. 02- 0567 (Public Convenience or Necessity and Minor Conditional Use Permit) per the California Environmental Quality Act, Section 15270 (Projects Which Are Disapproved). 2. ADOPT a resolution entitled: PC RESOLUTION NO. 2003- A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING A REQUEST FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES) FOR THE EDGE NIGHTCLUB LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. 3. ADOPT a resolution entitled: PC RESOLUTION NO. 2003- A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING PLANNING APPLICATION NO. 02-0587 A MINOR CONDITIONAL USE PERMIT TO OPERATE A NIGHTCLUB TO INCLUDE A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES), LIVE MUSIC, DANCING, AND OTHER ENTERTAINMENT USES IN AN EXISTING 4,860 SQUARE FOOT BUILDING LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. R:\M C U P~002~02-0567 Edge Nightclub\Staff Report.doc 1 APPLICATION INFORMATION: APPLICANT Ronald M. Hanna Edge Nightclub 28822 Old Town Front Street, Suite No. 203 Temecula CA 92590 PROPOSAL: A request for a finding of Public Convenience or Necessity and a Minor Conditional Use Permit to operate a nightclub to include a type 48 liquor license, live music, dancing, and other entertainment uses as outlined in the submitted statement of operations in a 4,880 square foot existing building. LOCATION: Located at 28822 Old Town Front Street and known as Assessor's Parcel No. 921-310-022. GENERAL PLAN DESIGNATION: (SC) Service Commercial EXISTING ZONING: (SC) Service Commercial SURROUNDING ZONING: North: (SC) Service Commercial South: (SC) Service Commercial East: (VL) Very Low Density/Interstate 15 West: (SC) (Service Commercial) EXISTING LAND USE: Service Commemial SURROUNDING LAND USES: North: Commercial South: Commercial East: Residential/Interstate 15 West: Vacant BACKGROUND: As background, on October 16, 1997, Planning Application 97-0279 was approved by the Director of Planning, which permitted the operation of a nightclub with dancing, live entertainment, a disc jockey and the on-site consumption of alcohol at 28822 Old Town Front Street. The operation that was associated with this conditional use permit was terminated on May 10, 1999, per a License Action Request to the Department of Alcoholic Beverage Control signed by the owner of record Lee J. Cornwell (see attached). According to Section 17.04.010G of the Development Code, if the use is discontinued for more than a three-year period, the conditional use permit shall be deemed abandoned. On May 10, 2002, the Director of Planning deemed Planning Application 97-0279 to be abandoned. On October 16, 2002, the applicant Ronald M. Hannah, submitted an application for a Minor Conditional Use Permit to operate a nightclub at 28822 Old Town Front Street. As a part of this application, the applicant has indicated in a statement of operations (see attachment) that the Edge Nightclub intends to apply for a Type 48 Liquor License (On-Sale General-Public Premises) with the Department of Alcohol Beverage Control. However, the Department of R:\M C U P~2002\02-0567 Edge Nightclub\Staff Report.doc 2 Alcohol Beverage Control has informed staff that they have not yet received a formal application. PROJECT DESCRIPTION: Planning Application 02-0567 is a request for a finding of Public Convenience or Necessity and a Minor Conditional Use Permit to operate a nightclub to include a type 48 liquor license, live music, dancing, and other entertainment uses as outlined in the submitted statement of operations in a 4,860 square foot existing building. The hours of operation are as follows: · 8:00 AM to 5:00 PM Monday through Friday-regular business hours (Office Hours) · 6:00 PM to 2:00 AM seven days a week - (Entertainment-full bar) The site currently has 120 parking spaces available for the Edge Nightclub to utilize during the hours of 6:00 PM to 2:00 AM according to the site plan and a signed lease agreement. The signed lease agreement states that the parking for the tenant shall be on an as-needed basis. The nightclub use is the only business in the existing center that operates during the early to late evening hours. ANALYSIS: Findin,qs of Public Convenience or Necessity Based on a determination of the Department of Alcohol Beverage Control (ABC), there is currently an over concentration of "on-sale" licenses within Census Tract No. 432.15 in which the applicant's business is located. ABC has determined that there are currently 46 "on sale" licenses in the subject census tract with only 3 licenses allowed. Planning staff has determined that 14 of the 46 "on sale" licenses in Census Tract NO. 432.15 have been issued after October 17, 1997, the date in which the previous Minor Conditional Use Permit was granted. Staff's research also indicated that 13 of the 14 "on sale" licenses issued by ABC were for "bona fide eating places." The Department of Alcohol Beverage Control made the required public convenience or necessity findings for the 13 "bona fide eating places." The Planning Commission made the required public convenience or necessity findings for the High Society Billiard and Dart Club (PA99-0113), which is one of the recently issued "on sale" licenses. The application for the High Society Billiard and Dart Club was for the relocation of an existing license. Staff cannot make eight of the ten required findings for a public convenience or necessity in regards to the request for a Type 48 Liquor License (On-Sale General-Public Premises). The Planning Commission has developed criteria that must be met in order to justify a finding of Public Convenience or Necessity. These criteria and staff's responses are as follows: Criteria to Justify Makin.q a Finding of Public Convenience or Necessity Q: Does the proposed establishment have any unique features, which are not found in other similar uses in the community (i.e. types of games, types of food, other special services)? R;\M C U P~2002\02-0567 Edge Nightclub~.~taff Report.doc 3 A: Q: A: Q: A: A: Q: A: Q: A: Q: A: Q: A: The application meets this criteria. In the statement of operations the applicant has stated, '"[he scope of the proposed project will encompass musical groups, comedians, disc jockeys, karaoke, magicians, spoken word artists, and other culturally diverse artistic presentations." These are types of entertainment that are not currently provided in other similar establishments. Does the proposed establishment cater to an under-served population (i.e. patrons of a different socio-economic class)? The application does not meet this criteria. The Edge Nightclub is expected to serve all socio-economic classes. Would the proposed mode of operation of the proposed establishment (i.e. sales in conjunction with gasoline sales, tours, etc.) be unique or differ from that of other establishments in the area? The application does not meet this criteria. Sales are anticipated to be typical of nightclub operations. Are there any geographical boundaries (i.e. rivers, hillsides) or traffic barriers (i.e. freeways, major roads, major intersections) separating the proposed establishment from other establishments? The application does not meet this criteria. An existing nightclub, the Stampede, is located less than one mile away from the proposed Edge Nightclub. Is the proposed establishment located in an area where there is a significant influx of population during certain seasonal periods? The application does not meet this criteria. Population in the area is expected to be seasonally stable. Is there a proliferation of licensed establishments within the Census Tract of the proposed establishment? According to the Department of Alcohol Beverage Control there is currently an over concentration of (43) on-sale licenses within the subject Census Tract (432.15). Specifically ABC has determined there are currently (46) on-sale licenses with only 3 allowed. Are there any sensitive uses (i.e., schools, parks, hospitals, churches) in close proximity (500 feet) to the proposed establishment? Currently two chumhes are located within the 500 feet of the proposed site. Would the proposed establishment interfere with these sensitive uses? The proposed establishment could possibly interfere with the two churches. Both churches are currently conditionally permitted to hold bible studies on Wednesday evenings as late as 9:00 PM. The proposed establishment is requesting to be open on Wednesday nights from 6:00 PM until 2:00 AM. R:\M C U P~2002~02-0567 Edge Nightclub\Staff Report.doc 4 Q: Would the proposed establishment interfere with the quiet enjoyment of their property by the residents of the area? A: The proposed establishment could potentially generate noise pollution that would affect the residents to the east across the freeway. Should this occur the City would pursue the noise as a part of its nuisance abatement procedures. Q: Will the proposed establishment add to law enforcement problems in the area? A: The applicant in his statement of operations stated that the Edge Nightclub would implement a designated driver program, would provide alcoholic beverage training for staff and would work closely with law enforcement and city government to ensure a safe secure environment and positive implementation for this phase of the business. Minor Conditional Use Permit The Development Code (Section 17.08.050G1) states, "all business or establishments offering the sale of alcoholic beverages, except the incidental sale of beer and wine at a restaurant, shall require the appropriate license from the state of California and the city and be subject to a conditional use permit." The applicant has filed an application for a Minor Conditional Use Permit, which is the appropriate application for the operation of nightclub in the Service Commercial zoning district. In a letter dated January 8, 2003 (see attached), Mr. Jim Wiggins from the Department of Alcoholic Beverage Control states that there are no applications on file with his department for 28822 Old Town Front Street-The Edge Nightclub. Once the Department of Alcoholic Beverage Control receives an active application for the above stated address, their Departmental policy would be to give the applicant a Zoning Affidavit Form (see attached) to be filled out by the City of Temecula. In the General Information section of the Zoning Affidavit Form it states, 'q'he ABC district office will not make a final recommendation on your license application until after the local CUP review process has been completed. If the local government denies the CUP, ABC must deny your license application." The proposed site is located within 500 feet of two separate existing church facilities. Both of these church facilities have been recently granted a Minor Conditional Use Permit by the Director of Planning. The Truevine Pentecostal Church located at 28780 Old Town Front Street was approved at a Director's Hearing on August 22, 2002 (PA02-0297). The Christian Science Society located at 28900 Old Town Front Street was approved at Director's Hearing on January 16, 2003 (PA02-0609). According to the Development Code (section 17.08.050G3) businesses that sell alcoholic beverages shall not be located within 500 feet of any religious institutions. The proposed site plan indicates that there will be 120 parking spaces available for the Edge Nightclub. The proposed parking does not meet the off-street parking requirements as stated in the Development Code (Section 17.24.040). The stated parking requirement for a club is 1 space per 33 square feet of gross assembly floor area. Staff has utilized the floor plan provided by the applicant and has determined that there is 4,636 square feet of gross assembly floor area. The required off-site parking for the Edge Nightclub is 140 parking spaces. Staff, in reviewing the proposed Minor Conditional Use Permit, has determined that the proposed Minor Conditional Use Permit application is not consistent with the Development Code. Staff cannot make the required findings necessary to recommend approval of the project. R:~I C U P~002~02-0567 Edge Nightclub\Staff Report.doc 5 However, the applicant has the potential to apply and receive a Minor Conditional Use Permit to operate a Teen Club. SUMMARY: Findinqs of Public Convenience or Necessity In summary, in reviewing the Public Convenience or Necessity, eight out of ten (10) findings analyzed by staff do not meet the criteria. The general areas of deficiency are related to over concentration and siting near sensitive uses. Unless the findings for Public Convenience or Necessity can be made, the Planning Commission must also deny the associated Minor Conditional Use Permit. The following findings for a Minor Conditional Use Permit cannot not be made: Minor Conditional Use Permit (Chapter 17.04.010.E.1 ) The proposed conditional use is consistent with the General Plan and the Development Code. The project has been reviewed for consistency with these documents and staff has determined that the proposed project is not consistent with the goals and policies contained within the General Plan and regulations within the Development Code. The Development Code does not permit businesses selling alcoholic beverages to be located within 500 feet of religious institutions. Two religious institutions are located within 500 feet of the proposed use. These churches did not exist at the time of the previous granting of the CUP for this project. The proposed project does not meet the parking requirements as stated in Section 17.24.040 of the Development Code. The required parking for a club with 4,636 square feet of gross assembly floor area is 140 off-street parking spaces. The proposed project is providing 120 off-street parking spaces. The proposed minor conditional use is compatible with the nature, condition and development of adjacent uses, buildings and structures and the proposed minor conditional use will not adversely affect the adjacent uses, buildings or structures. The proposed Minor Conditional Use Permit has the potential to adversely affect the adjacent uses, buildings or structures. The proposed use does not meet the off-street parking requirements; overflow parking from the proposed use has the potential to directly affect the adjacent properties. If there are not enough parking spaces available on site, patrons of the proposed use may park at the adjacent properties without the consent of the property owners. The nature of the proposed minor conditional use is not detrimental to the health, safety and general welfare of the community. The project has been determined to be detrimental to the health, safety and general welfare of the community in that the project would aggravate an already over concentrated situation. R:~I C U P',2002~02-0567 Edge Nightclub\Staff Report.dcc 6 RECOMMENDATION: Planning staff recommends that the Planning Commission deny Planning Application 02-0567, a request to make a finding of Public Convenience or Necessity and a Minor Conditional Use Permit based on the information provided by the Alcohol Beverage Control Board and the findings of staff. ATTACHMENTS: 1. PC Resolution of Denial for the request of Public Convenience or Necessity - Blue Page 8 2. PC Resolution of Denial for a Minor Conditional Use Permit - Blue Page 12 3. Exhibits - Blue Page 16 A. Vicinity Map B. 2000 Census Tract Map C. Site Plan D. Floor Plan E. 500 foot Radius Map 4. License Action Request Letter to the Department of Alcoholic Beverage Control - Blue Page 22 5. Statement of Operations- Blue Page 23 6. January 8, 2003, letter from Jim Wiggins- Blue Page 24 7. ABC Zoning Affidavit - Blue Page 25 8. ABC FAX regarding Over Concentration - Blue Page 26 9. Census Tract Information - Blue Page 27 10. Applicant's Letter of Justification - Blue 28 R:\M C U P~2002~02-0567 Edge Nightclub\Staff Report.doc 7 ATTACHMENT NO. 1 PLANNING COMMISSION RESOLUTION OF DENIAL 2003- FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY R:\M C U P~2002~02-0567 Edge Nightclub\Staff Report.doc 8 PC RESOLUTION NO. 2003- A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING A REQUEST FOR A FINDING OF PUBLIC CONVENIENCE OR NECESSITY FOR A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES) FOR THE EDGE NIGHTCLUB LOCATED AT 28822 OLD TOWN FRONT STREET~ UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. WHEREAS, Ronald M. Hanna, filed a request for a Finding of Public Convenience or Necessity, in accordance with the City of Temecula General Plan and Development Code; and 'WHEREAS, the request for a Finding of Public Convenience or Necessity was processed including, but not limited to public notice, in the time and manner prescribed by State and local law; and WHEREAS, the application was processed in accordance with the California Environmental Quality Act; and WHEREAS, the Planning Commission held a duly noticed public hearing on January 29, 2003 to consider the application; and WHEREAS, the Planning Commission considered the request for a Finding of Public Convenience or Necessity at a duly noticed public hearing as prescribed by law, at which time the City staff and interested persons had an opportunity to and did testify either in support or in opposition to this matter; and WHEREAS, at the conclusion of the Planning Commission and after due consideration of the staff report and public testimony, the Planning Commission denied the request for a Finding Public Convenience or Necessity; and NOW, THEREFORE, THE PLANNING COMMISSION OF THE CITY OF TEMECULA DOES RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the above recitations are true and correct and are hereby incorporated by reference. Section 2. Findinqs. The Planning Commission, in denying the request for a Finding Public Convenience or Necessity hereby makes the following findings: Criteria to Justify Makinq a Findinq of Public Convenience or Necessity Does the proposed establishment have any unique features, which are not found in other similar uses in the community (i.e. types of games, types of food, other special services)? A~ The application meets this criteria. In the statement of operations the applicant has stated, '1he scope of the proposed project will encompass musical groups, comedians, disc jockeys, karaoke, magicians, spoken word artists, and other culturally diverse R:\M C U P~002\02-0567 Edge Nightclub\Staff Report.doc 9 Q: A: Q: A: A: Q: a: A: Q: A: Q: artistic presentations." These are types of entertainment that are not currently provided in other similar establishments. Does the proposed establishment cater to an under-served population (i.e. patrons of a different socio-economic c/ass)? The application does not meet this criteria. The Edge Nightclub is expected to serve all socio-economic classes. Would the proposed mode of operation of the proposed establishment (i.e. sales in conjunction with gasoline sa/es, tours, etc.) be unique or differ from that of other establishments in the area? The application does not meet this criteria. Sales are anticipated to be typical of nightclub operations. Are there any geographical boundaries (i.e. rivers, hillsides) or traffic barriers (i.e. freeways, major roads, major intersections) separating the proposed establishment from other establishments? The application does not meet this criteria. An existing nightclub, the Stampede, is located less than one mile away from the proposed Edge Nightclub. Is the proposed establishment located in an area where there is a significant influx of population during certain seasonal periods? The application does not meet this criteria. Population in the area is expected to be seasonally stable. Is there a proliferation of licensed establishments within the Census Tract of the proposed establishment? According to the Department of Alcohol Beverage Control there is currently an over concentration of (43) on-sale licenses within the subject Census Tract (432.15). Specifically ABC has determined there are currently (46) on-sale licenses with only 3 allowed. Are there any sensitive uses (i.e., schools, parks, hospitals, churches) in close proximity (500 feet) to the proposed establishment? Currently two churches are located within the 500 feet of the proposed site. Would the proposed establishment interfere with these sensitive uses? The proposed establishment could possibly interfere with the two churches. Both churches are currently conditionally permitted to hold bible studies on Wednesday evenings as late as 9:00 PM. The proposed establishment is requesting to be open on Wednesday nights from 6:00 PM until 2:00 AM. Would the proposed establishment interfere with the quiet enjoyment of their property by the residents of the area? R:'~'Vl C U P~002~02-0567 Edge Nightclub\Staff Report.doc 10 A; The proposed establishment could potentially generate noise pollution that would affect the residents to the east across the freeway. Should this occur the City would pursue the noise as a part of its nuisance abatement procedures. Q: Will the proposed establishment add to law enforcement problems in the area? A: The applicant in his statement of operations stated that the Edge Nightclub would implement a designated driver program, would provide alcoholic beverage training for staff and would work closely with law enforcement and city government to ensure a safe secure environment and positive implementation for this phase of the business. Section3. Environmental Compliance. A Notice of Exemption for Planning Application No. 02-0567 was made per the California Environmental Quality Act Guidelines, Section 15270 (Projects Which Are Disapproved). This section applies when a public agency rejects or disapproves the proposed project Section 4. PASSED, DENIED AND ADOPTED by the City of Temecula Planning Commission this 29th day of January 2003. ATTEST: Dennis Chiniaeff, Chairperson Debbie Ubnoske, Secretary {SEAL} STATE OF CALIFORNIA COUNTY OF RIVERSIDE CITY OF TEMECULA )ss ) I, Debbie Ubnoske, Secretary of the Temecula Planning Commission, do hereby certify that PC Resolution No. 2003- was duly and regularly adopted by the Planning Commission of the City of Temecula at a regular meeting thereof held on the 29t~ day of January, 2003, by the following vote: AYES: 0 NOES: 0 ABSENT: 0 ABSTAIN: 0 PLANNING COMMISSIONERS: PLANNING COMMISSIONERS: PLANNING COMMISSIONERS: PLANNING COMMISSIONERS: Debbie Ubnoske, Secretary R:\M C U P~2002\02-0567 Edge Nightclub\Staff Report.doc 11 ATrACHMENT NO. 2 PLANNING COMMISSION RESOLUTION OF DENIAL 2003- FOR A MINOR CONDITIONAL USE PERMIT R:\M C U P~002\02-0567 Edge Nightclub\Staff Report.doc 12 PC RESOLUTION NO. 2003- A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF TEMECULA DENYING PLANNING APPLICATION NO. 02-0567 A MINOR CONDITIONAL USE PERMIT TO OPERATE A NIGHTCLUB TO INCLUDE A TYPE 48 LIQUOR LICENSE (ON-SALE GENERAL-PUBLIC PREMISES), LIVE MUSIC, DANCING, AND OTHER ENTERTAINMENT USES IN AN EXISTING 4,860 SQUARE FOOT BUILDING LOCATED AT 28822 OLD TOWN FRONT STREET, UNIT NO. 203 KNOWN AS ASSESSOR'S PARCEL NO. APN 922-093-003. WHEREAS, Ronald M. Hanna, filed Planning Application No. 02-0567, in accordance with the City of Temecula General Plan and Development Code; and WHEREAS, Planning Application No.02-0567 was processed including, but not limited to public notice, in the time and manner prescribed by State and local law; and WHEREAS, the application was processed in accordance with the California Environmental Quality Act; and WHEREAS, the Planning Commission held a duly noticed public hearing on January 29, 2003 to consider the application; and WHEREAS, the Planning Commission considered Planning Application 02-0567 at a duly noticed public hearing as prescribed by law, at which time the City staff and interested persons had an opportunity to and did testify either in support or in opposition to this matter; and WHEREAS, at the conclusion of the Planning Commission and after due consideration of the staff report and public testimony, the Planning Commission denied the request for a Minor Conditional Use Permit; and NOW, THEREFORE, THE PLANNING COMMISSION OF THE CITY OF TEMECULA DOES RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. That the above recitations are true and correct and are hereby incorporated by reference. Section 2. Findinqs. The Planning Commission, in denying the request for a Minor Conditional Use Permit hereby makes the following findings: 1. The proposed conditional use is consistent with the General Plan and the Development Code. The project has been reviewed for consistency with these documents and staff has determined that the proposed project is not consistent with the goals and policies contained within the General Plan and regulations within the Development Code. The Development Code does not permit businesses selling alcoholic beverages to be located within 500 feet of religious institutions. Two religious institutions are located within 500 feet of the proposed use. These churches did not exist at the time of the previous granting of the CUP for this project. The proposed project does not meet the parking R:'~I C U P~002~02-0567 Edge Nightclub\Staff Reporl.dcc 13 requirements as stated in Section 17.24.040 of the Development Code. The required parking for a club with 4,636 square feet of gross assembly floor area is 140 off-street parking spaces. The proposed project is providing 120 off-street parking spaces. 2. The proposed minor conditional use is compatible with the nature, condition and development of adjacent uses, buildings and structures and the proposed minor conditional use will not adversely affect the adjacent uses, buildings or structures. The proposed Minor Conditional Use Permit has the potential to adversely affect the adjacent uses, buildings or structures. The proposed use does not meet the off-street parking requirements; overflow parking from the proposed use has the potential to directly affect the adjacent properties. If there are not enough parking spaces available on site, patrons of the proposed use may park at the adjacent properties without the consent of the property owners. 3. The nature of the proposed minor conditional use is not detrimental to the health, safety and general welfare of the community. The project has been determined to be detrimental to the health, safety and general welfare of the community in that the project would aggravate an already over concentrated situation. Section3. Environmental Compliance. A Notice of Exemption for Planning Application No. 02-0567 was made per the California Environmental Quality Act Guidelines, Section 15270 (Projects Which Are Disapproved). This section applies when a public agency rejects or disapproves the proposed project Section 4. PASSED, DENIED AND ADOPTED by the City of Temecula Planning Commission this 29th day of January 2003. ATTEST: Dennis Chiniaeff, Chairperson Debbie Ubnoske, Secretary {SEAL} R:~vl C U P~002\02-0567 Edge Nightclub\Staff Report.doc 14 STATE OF CALIFORNIA) COUNTY OF RIVERSIDE )ss CITY OF TEMECULA ) I, Debbie Ubnoske, Secretary of the Temecula Planning Commission, do hereby certify that PC Resolution No. 2003- was duly and regularly adopted by the Planning Commission of the City of Temecula at a reg~ar meeting thereof held on the 29~ day of January, 2003, by the following vote: AYES: 0 PLANNING COMMISSIONERS: NOES: 0 PLANNING COMMISSIONERS: ABSENT: 0 PLANNING COMMISSIONERS: ABSTAIN: 0 PLANNING COMMISSIONERS: Debbie Ubnoske, Secretary R:\M C U P~2002~02-0567 Edge Nightclub\Staff Report.doc 15 ATTACHMENT NO. 3 EXHIBITS R:',M C U P~002\02-0567 Edge Nightclub\Staff Report.doc 16 CITY OF TEMECULA PLANNING APPLICATION NO. 02-0567 (Public Convenience or Necessity and Minor Conditional Use Permit) EXHIBIT A PLANNING COMMISSION DATE -January 29, 2003 VICINITY MAP R:\M C U P~2002\02-0567 Edge Nightclub\Staff Report.doc 17 CITY OF TEMECULA 2000 Census Tract Boundaries November 12, 2002 PLANNING APPLICATION NO. 02-0567 (Public Convenience or Necessity and Minor Conditional Use Permit) EXHIBIT B PLANNING COMMISSION DATE -January 29, 2003 2000 CENSUS TRACT MAP R:VM C U P~2002\02-0567 Edge Nightclub\Staff Report.doc 18 CITY OFTEMECULA PLANNING APPLICATION NO. 02-0567 (Public Convenience or Necessity and Minor Conditional Use Permit) EXHIBIT C PLANNING COMMISSION DATE -January 29, 2003 SlTE PLAN R:~Vi C U P~2002\02-0567 Edge Nightclub\Staff Report.doc 19 CITY OF TEMECULA PLANNING APPLICATION NO. 02-0567 (Public Convenience or Necessity and Minor Conditional Use Permit) EXHIBIT D PLANNING COMMISSION DATE - January 29, 2003 FLOOR PLAN R:~vl C U P~002\02-0567 Edge Nightclub\Staff Report.dcc 20 CITY OF TEMECULA Edge Night Club With 500 ft. Radius January 16, 2003 PLANNING APPLICATION NO. 02-0567 (Public Convenience or Necessity and Minor Conditional Use Permit) EXHIBIT E PLANNING COMMISSION DATE - January 29, 2003 500 FOOT RADIUS MAP R:\M C U P~002\02-0567 Edge Nightclub~Staff Report.doc 21 ATTACHMENT NO. 4 LICENSE ACTION REQUEST LETTER TO THE DEPARTMENT OF ALCOHOLIC BEVERAGE CONTROL R:\M C U P~2002\02-0567 Edge Nightclub\Staff Report.doc 22 .~.~-----OCT-15-L~02 10:10 ,"S~te of California LICENSE ACTION REQUEST 909 7010531 P, 0:~ Department of Alcoholic Beverage Control Read instruction~ on reverse before completing. SECTION 1 CLLrB OD¥SSE'~ 28822 t~ONT STlb~r U I~T 203 & 204 ... ~..._C4 ..9.2590 254/:4 BADc&'mOIOIE DRI'~ l, ff~R'rA GA 92563 SECTION 2 CANCELLATION I voluntarily cancel my license because I am no longer in business. I understand my licens~ cannot be reactivated or reinstated. ! voluntarily sun, haler my license for a period of not more than one year. I intend to [.-~ Transfer "~ Reactivate the liccnsc. ! undcnctand that (a) thc liccrtqe must be renewed at the time renewal fees arc due or thc license will be automatically canceled; Co) thc Department will prOcecd to cancel my I}censa after one year if not transfeR-ed or reactivated; and (c) ! must report any change in my mailing address lo the Dcpamncnt. ;.~mmodiately . ~Upon issuance of . }--~ Surrender by Department SECTION 4 SURRENDER OF PRIVILEGES FOR A SPECIAL EVENT ~Pmmises abandoned 19. OAT~TOBESURRENDEP~O 20. PF. AIOOOFSUR~ER (S~re~de,~i~e~) SECTION S ~t~~T FOR R~URN OF SURRENDERED LICENSE I request Ihe ~tum of [hc's~ndcr~ li~c ~cfi~ a~vc, . ! d~l~ under ~nattv~~ h~ ~en no change in ownership of the licens~ business, and the promises possess the qualifications ~ui~ f~r the original issuance of the lice~e. ABC USE ONLY AM/PM same ~0^lE UCgN$E tUaUi0 BY HO, OOO.q~'i~J~S ---- Letter attached requesting surrender, cancellation or tatum 'on RL~'URNEO BY DISTRICT OIcRCE L.~Accusafion pending (Send copy of ABC-231 for cancel/ab'one to HO H&L if accusation pending.) { Distribution: Szczion 2: Original to HQ Lic: copy to District J-dc Section 3: Original to HQ Lic; copy to Di~trict file; copy to suspeme file Section 4: Original to Disrrict flle Section §: Original + I copy to HQ Lice copy to Di$trict file ATTACHMENT NO. 5 STATEMENT OF OPERATIONS R:\M C U P~002~02-0567 Edge Nightclub\Staff Report.doc 23 STATEMENT OF OPERATIONS The Edge (Entertainment) will operate a venue that will feature a variety of visual and perfonuing arts as well as recorded audiovisual entertainment. The scope of the proposed project will encompass musical groups, comedians, disc jockeys, karaoke, magicians, spoken word (poetry) artists, and other culturally diverse artistic presentations. The Edge will also feature dancing as part of its activities and entertainment calendar. The target audience for thi.q venue will be twenty-one years of age (and older) with a concentration on the thirty to filly year of age chentele. One evening per week may be scheduled to provide the same quality entertainment to younger members of the community. Strict'standards and policies have been drafted and will be implemented to address concerns that may arise when any one of the targeted demographic groups is in attendance at any one of the proposed events. These will igclude, but are not limited to, a strict dress code, checking for signs of possible controlled substance use and weapon concealment prior to entering the establishment. The Edge will implement and enforce a "no tolerance" policy. Our corporation's goal is to operate an upscal~ entertainment venue where people of the City of Temecula and surrounding communities may attend artistic and interactive events in a positive, fun, and safe atmosphere. The hours and days of operation will remain flexible to accommodate the varying activities and entertainment scheduled during the week. Our regular business (no entertainmenO hours will be from 8:00 A.M. to 5:00 P.M. Monday through Friday. Early hours are necessary for functions such as the Rotary Sunrise Breakfast, which starts at 6:30 in the morning. Therefore, 6:00 A.M. to 8:00 A.M. Monday through Saturday will be made available to any community group who may have the need for such hours. All entertainment events will be scheduled Sunday through Saturday from 6:00 P.M. to 2:00 A.M. Our corporation will exercise the option of operating The Edge seven days a week to allow flexibility in scheduling any special event such as musical recitals, non-profit organ/zation benefits, or wedding receptions. The number of employees will vary depending on the event. Regular public functions will have a minimum of 15 employees on duty. The majority of these employees are security specialists. We will maintain a well trained, positively motivated, and customer service oriented security team. Our goal is to be proactive in conflict management and resolution. The innovative and unique approach to broadcast live images from the venue through the Internet will aid local authorities and other concerned parties in monitoring any scheduled public event. Our establishment meets and exceeds the number of parking spaces (43) required by the City of Temecula per Section 17.24.040 of the Development Code. We offer one 120 spaces during peak hours of operation. We also offer two well-marked handicap-parking spaces directly in front of our venue. The Edge offers a state of the art audiovisual system, which will facilitate full implementation of the proposed activities and entertainment calendar. The establishment will also provide its patrons with an upscale experience in a safe setting. Our corporation will strive to make The Edge a positive force in the community. ~ MISSION OF TltE EDGE (ENTERTAINMENT) in partnership with its employees is to provide high-quality entertainment and services and be a positive force in the community and in the visual and performing arts industry, provide a neat, clean, safe, secure, and orderly environment where patrons can enjoy interactive and artistic presentations. STATEMENT OF OPERATIONS ,4 DEND UM A In addition to the fine entertainment venue that The Edge will establish we will further enhance our appeal and services by offering food and liquor sales (full liquor-48 license) by the fall of 2002. We will at that time implement the L.E.A.D program sponsored through the Alcoholic Beverage Control Board (ABC). Additionally our staff will be mined to be responsible servers of alcoholic beverages. We will also have a designated driver program in place to coincide with the issuance of the liquor license. We will work closely with law enforcement and city government to ensure a safe and secure environment and positive implementation for this phase of the business. MISSION STATEMENT THE MISSION OF THE EDGE (ENTERTAINMENT) in partnership with its employees is to provide high-quality entertainment and services and be a positive force in the community and in the visual and performing arts industry, provide a neat; clean, safe, secure, and orderly enviroment where patrons can enjoy interactive and artistic presentations. OBJECTIVE NUMBER ONE 100% OF OUR STAFF WILL BE TRAINED IN CUSTOMER SENSITIVITY AND SERVICE · WE WILL D.EVELOP AND IMPLEMENT A CUSTOMER SENSITIVITY AND SERVICE TRAINING PLAN TO INCLUDE, BUT NOT LIMITED TO: STANDARDS ASSESSMENT OBJECTIVE NUMBER TWO 100% OF OUR STAFF WILL MEET THE REQUIREMENTS TO BE PROMOTED TO THE NEXT LEVEL WITHIN THEIR CHOSEN POSITION (OR A DIFFERENT POSITION) AND SUCCESSFULLY MEET INDIVIDUAL EDUCATION PROGRAM (IEP) · WE WILL ESTABLISH AN EARLY DETECTION OR IDENTIFICATION PROCESS FOR AT-RISK EMPLOYEES · WE WILL ESTABLISH CRITERIA FOR IDENTIFYING AT-RISK EMPLOYEES * WE WILL ESTABLISH CRITERIA FOR PROMOTIONS WE WILL DEVELOP POLICY AND PROCEDURES UTILIZING "BEST PRACTICES" THAT ENCOURAGES AND INCREASES EMPLOYEE ACHIEVEMENT AND PRODUCTIVITY WE WILL DEVELOP A MORE EFFECTIVE AND EFFICIENT METHOD OF COLLECTING, ANALYZING, AND COMMUNICATING DATA RELATING TO EMPLOYEE ACHIEVEMENT AND PRODUCTIVITY OBJECTIVE NUMBER THREE TO IMPROVE AND EXPAND ONGOING OPPORTUNITIES TO COMMUNICATE AMONG THE CONSTITUENCIES WITHIN THE COMMUNITY · WE WILL ESTABLISH AND EXPAND SHARED DECISION MAKING (TO INCLUDE EMPLOYEES AND COMMUNITY REPRESENTATIVES) · WE WILL CREATE A COMMUNICATION NETWORK BETWEEN OUR ESTABLISHMENT AND KEY COMMUNICATION LEADERS AND ENTITIES · WE WILL DEVELOP AND IMPLEMENT AN INFORMATION SYSTEM TO IMPROVE UNDERSTANDING OF OUR DIVERS COMMUNITY PARTNERSHIPS AND INTERESTS PARAMETERS · WE WILL PROVIDE A FAIR AND EQUAL TREATMENT TO ALL EMPLOYEES WE WILL NOT TOLERATE PREJUDICE, DISCRIMINATION, OR DISRESPECT OF ANY KIND TO ANYONE · WE WILL RECRUIT AND HIRE ONLY QUALITY PERSONNEL · WE WILL PROVIDE ONGOING STAFF DEVELOPMENT REQUIRED TO IMPLEMENT STRATEGIC PLAN · WE WILL NOT TOLERATE INEFFECTIVE EMPLOYEES · WE WILL MAXIMIZE THE USE OF AVAIl,ABLE RESOURCES TO IMPLEMEI,Tr THE STRATEGIC PLAN ALL DECISIONS WILL BE MADE BASED STRICTLY ON WHAT IS BEST FOR THE ORGANIZATION · WE WILL PROVIDE ADEQUATE AND APPROPRIATE FACILITIES · WE WILL MAINTAIN NEAT, CLEAN, SAFE, AND SECURE FACILITIES Employee Conduct Policy THESE EMPLOYEE CONDUCT RULES ARE PLACE IN WRITTEN FORM FOR THE BENEFIT OF YOU AND YPUR FELLOW EMPLOYEES SO THAT ALL EMPLOYEES WILL RECEIVE TI:IF. SAME FAIR TREATMENT. A. Commission. of Any One of the Following Acts will be Considered Just Cause for Immediate Dismissal: 1. Supplying false or misleading information when applying for employment 2. Possessing dangerous or deadly weapons on Company premises.or while off Company premises in performance of Company duties. 3. Reporting for work under the influence of intoxicants or drugs, drinking alcoholic beverages, using drugs, or the possession of either while on Company time or company premises. 4. Immoral, immature, or indecent conduct; soliciting persons for immoral purposes; or the aid and/or abetting of any of the above. 5. Refusing to comply with the legal, business-celated requests of a supervisor. 6. Disrespectful conduct [Gambling or fighting on Company premises; coercion; intimidation or threats against guests, supervisors, or fellow employees; using vulgarity or falling to give high degree of service or courtesy to any guest]. 7. Theft or misappropr/afion of guest's, employee's, or company property, or unauthorized removal of any of the above, including found items. 8. Interfering with or hindering with work schedules or sabotage. 9. Abusing, misusing, or destroying Company property, or the property of guests Or other employees. B. Commission of Any One of the Following Acts will be Considered Just Cause for Remedial Action which Could Range from Oral to Written Reprimand, Suspension from Work Without Pay, to Immediate Dismissal 10. Failure to satisfy legitimate debts. 11. Smoking in other than designated areas; unauthorized use of telephone; parking of personal auto in area other than designated by management 12. Failure to abide by clock rules or sign-in/sign-out procedures; working overtime without management approval; unexcused absence or tardiness; stopping work early; not reporting properly when absent [employee must report to management by telephone or written message within three hours prior to report time, reason for absence and when he will report for work]. 13. Making or publishing false, vicious, or malicious statements concerning any employee, supervisor, the Company, or its food, beverages, or services. 14. Fgillng to perform work Or job assignment satisfactorily and efficiently. Loitering or sleeping on the job. 15. Engaging in or knowledge of activities on or off premises which could be considered a discredit to the Company or its employees. 16. Failing to observe established Fire, Safety, Civil Defense Rules, or common safety practices; or to report unsafe action of other employees to management, or to repo. rt any injury sustained while on duty. 17. Unauthorized presence at guest functions and guest areas when either on or off duty. Being on property when off duty. No social contacg with any guest will be pernfi'tted at any time. 18. Failing to present a high degree of personal cleanliness at all times. Food and beverage service personnel must obtain and keep current a valid health card to be on file with the employer. Failing to wear prescribed clothing and approved name badges. 19. Unauthorized distribution of literature or posting of notices, signs or writings in ay form on Company premi.~es during working hours and in working or public areas. 20. Discussing personal or unauthorized Company matters in public areas where a guest could overhear conversation. 21. Dining or snacking at any time other than during designated meal or break periods, or in areas other than those designated by the management. NOTE: ALL EMPLOYEES ARE EXPECTED TO COOPERATE WITH MANAGE~ IN BUSINESS-RELATED INVESTIGATIONS. THESE SITUATIONS COULD BE AS INVOLVED AS FULL SCALE AUDITS OR AS sIMPLE AS AN EXAMINATION OF ONE'S PACKAGES OR WORK AREA. ALL EMPLOYEES AND AREAS ARE SUBJECT TO SEARCH AND INVESTIGATION. A SEARCH OR INVESTIGATION, IN AND OF ITSELF, DOES NOT IMPLY OR CONSTITUTE AN ACCUSATION OF WRONGDOING. FAILURE TO VOLUNTARILY COMPLY WITH AN INVESTIGATION OR SEARCH MAY RESULT IN TERMINATION OF EMPLOYMENT. ALL NEW EMPLOYEES ARE HIRED ON A NINETY (90) DAY TRIAL BASIS. Employee Signature (Signature indicates you have read and understand the above) This conduct policy is intended to be used as a guideline and is informational only. The policy provisions are _not conditions of emplOyment and may be modified, revoked or changed at any time without notice. Nothingin this.policy is intended to create, nor is it to be construed to constitute a contract between The Edge Nightclub and any of its employees. Name EMPLOYEE HEALTH EVALUATION Pre-Employment Address Last First Middle Social Security No. Name of Physician Sex __ Date of Birth Phone No. Physician Address Check One Have you ever: No Yes __ 1. Missed more than two weeks of work due to health or medical reasons? __ 2. Been refused employment for health or medical reasons? e Been awarded compensation due to an accident or injury? 4. Been discharged from employment due to medical or health reasons? 5- Worked with asbestos? 6. Worked dusty jobs? 7. Worked with radioactive materials? Please explain all answers marked "yes." Check One Have you ever 1. received medical treatment for: Alcohol or substance abuse? __ 2. A mental condition. __ 3. Rheumatic fever or rheumatic heart disease? __ 4. Any type of cardiac disorder? __ 5. Fainting spells or seizures? 6. Diabetes? __ 7. Asthma, hay fever, allergies or sinus trouble? __ 8. Hepatitis or liver disease? __ 9. Stomach problems? t0. Ulcers -1of 2~ 11. Heart Problems? 12. Tuberculosis? .... 13. Back Problems? 14. Blood disorders? Please explain answers marked "yes." Other comments concerning your health. Signed Date - 2of 2- SUBSTANCE ABUSE POLICY Purpose The purPOSe of this policy is to protect employees and company asSets by having a safe workplace. We do not wish.to have a situation wherein a fellow employee under the influence of alcohol or illicit drugs puts our employees at risk. We do not wish to have the company or its community standing put at risk by an employee who is . using alcohol or iliicit'drugs at work or has the same in his or her possession. Policy 1. Being at work under the influence of alcohol, illicit drugs, medications without appropriate medical reason or medications of inappropriate dosage or durntinn is against company policy. Possession of alcohol, illicit drugs, or medications without appropriate medical reason is also against company policy when at work. Possession of alcohol, illicit drugs, or medications without appropriate medical reason while not at work is also against the policy of this company. 2. This company has n zero tolernnce policy for drug or alcohol abuse and any violation of these policies will result in itnmedlate termination of employment. 3. All applicants being considered for employment will be subject to n mandatory drug test. 4. Drug testing of employees after being hired will be conducted ff a reasonable suspicion wnrrnnts this procedure. $. The refusal of an applicant to conSent to testing will result in the application not being considered for employment. 6. The refusal of an employee to consent to drug testing will result in immediate termination of employment. 7. Reasonable suspicion will be determined by management based upon the' employee's declining job performance. The legal mandate to provide n reasonable safe work place for its employee's and customers is the reason for testing. 8. An accident at work is considered reasonable suspicion. Testing of an employee that is injured on the job will be mandatory and performed immediately after the injury occurs. 9. AH people tested Will be informed that they are being tested. 10. AH tests will be in a situation that assures privacy in the collection of specimens, 11. All positive tests will be confirmed through the uSe of alteruative testing. 12. Tests will remain confidential, as will the results. 13. The chain of custody of the sample will be factually documented. Initial Consent For Drug/Alcohol Screen Testing I, ... , have been fully informed by my potential employer of the reasons for this urine test for drug and/or alcohol I understand what I am being tested for, the procedure involved, and do hereby freely give my consent. In addition, I understand that the results of this test will be forwarded to my potential employer and become part of my record. If this test result is positive, and for this reason I am not hired, I understand that I will be given the opportunity to explain the results. I hereby authorize these test results to be released to The Edge Nightclub and/or the management eompnny hired by the same. Applicnnt Signature Date Medical Testing Authorization I, the undersigned, declare that I am a competent adult at least eighteen (18) years of age. I hereby grant permission for the following medical test to be performed on me: DRUG TESTING AND HIV ~'OSITIVE TESTING. I further acknowl~edge that such tests may involve the temporary invasion or penetration of my body by medical instruments, lights, sound, x-rays, or other imaging and diagnostic media, and may further involve the obtainment of bodily fluids, tissue, products or waste, all of which I give up any claim to. I further certify that all such contemplated tests have been explained to me and that I have provided complete and honest responses to all questions posed to me regarding my health, including pregnancy, disabilities, allergies, and susceptibilities, if any. I understand that these medical tests are not being performed for my benefit, but are instead performed for the benefit of The Edge Nightclub and/or the management company hired by the same, which I hereby release from any and all responsibility for treatment, advice, referral, or diagnosis. I grant this authorization in exchange for the opportunity to be considered for emp[oyment, Or for advancement in employment, or because such testing is required by law, and I acknowledge such testing is necessary and relevant to my employment. I voluntarily make this grant without reservation. Applicant Signature Date ATTACHMENT NO. 6 LETTER FROM JIM WIGGINS DATED JANUARY 8 2003 R:\M C U P~2002\02-0567 Edge Nightcrub\Staff Report.doc 24 S'I'A~ OF CALl, FORNIA ~ BU~INE$$~ TRANSPORTATION AND HOUSINg. AGENCY, DEPARTMENT OF ALCOHOLIC BEVERAGE CONTROL Riverside District Office 3737 M'fin Sa'cci, Suite Riverside, CA 92501 Office (909) 782-4~00 Fax (909) 781-0.531 January 8, 2003 Rick Rush City of Temecula Planning Department Temecula, Ca. 92589 IVlr. Rush This letter is in response to your inquiry on Alison Hannah. I understand she has applied for an a Conditional Use Permit (CUP) for the premises located at 28822 Old Town Front Street-The Edge Night Club. There are no applications for a license to sell alcoholic beverages pending with our Department for either Alison Hannah or any entity claiming the address listed above. Alison Hannah applied with our Deparm~ent in 2001 and her husband, Ronald Hannah applied in 2002. There were issues raised in both applications by our Department and applicants withdrew. If I can be of further assistance please call. Investigator (909) 782-,~07 ATTACHMENT NO. 7 ABC ZONING AFFIDAVIT R:\M C U P~2002\02-0567 Edge Nightclub\Staff Report.doc 25 JAN-22-2003 11: 05 1 Department of Alcoholic Beverage Control ZONING AFFIDAVIT RIUERSI DE i c~cj 78185~1 P.O1 Stale of California GRAY DAVIS. Govemor Instructions to the Applicant: Complete Items I - 14. Sign and date the form and submit it to A~. C. E]¥e, B.o For answers to Questions 9 - 14, contact your local city OR county planning department (if inside the city limits, contact cirv planning; if outside, contact countv planning. ONe Under the penalty of perjury, I declare thc information in this affidavit is t_rue to thc best of my knowledge. []C.U.P, Approved DC.U.P. Denied FOR DEPARTMENT USE ONLY GENERALINFORMA~ON · Section 23790 of thc Business and Profecsions Code says thai ABC may not issue a retail license contrary to a valid zoning ordinance. This form will help us determine whether your proposed business is properly zoned for alcoholic beverage sales. · A conditional use permit (CUP) (Item 11) is a special zoning permit grained after an individual review of proposed land- u~c has bccn made. CUP's arc used in situations where the proposed usc may create hardships or hazards to neighbors and other community membecs who are likely to be affected by the proposed use. The ABC district office will not make a final recommendation on your license application until after the local CUP review process has b~n completed. If the local government denies the CUP, ABC must deny your license application. 23790. Zoning ordinances, No retail license shall be issued for any premises which ate located in any territory where the exercise of the rights and privileges conferred by the license is contrary to a valid zoning ordinance of any county or city. ABC-255 (gl01) Premis~ which had been used in the excroise of those right~ and privileges at a time prior to thc effective date of thc zoning ordlnancc may continue operation under the following conditions: (a) The premises retain the same e/pc of retail liquor license within a license classification. (b) Thc licensed premises are operated continuously without subsumtial change in mode or cha~ctcr of operation. For purposes Of this suhdivfsion, a break in continuous operation does not include: (1) A closure for not more than 30 days for purposes of repair, if that repair does not change the nature of the licensed premises and does not increase the square footage of the business used for the sale of alcoholic beverages. (2) The closure for restoration of premises rendered totally or partially inaccessible by an act of God or a toxic accident, if the restoration does noLillctea~-~ ---'----~-.--~-~--- ,'~/--9--,~ ,-/ /' .o, ~ / 1 TOTAL P. ATTACHMENT NO. 8 ABC FAX REGARDING OVER CONCENTRATION R:\M C U P~2002~02-0567 Edge Nightclub\Staff Report.doc 26 JAN-IS-2003 17:02 ( RIVERSIDE 909 7810531 P.O1 Department of Alcoholic Beverage Control Rivsmide District Office 3737 Main ~treet. Suite 900 Riverside, CA 92501 Phone: 909-782--4400 Fax: 909-781-0531 State of California GRAY DAVIS, Govemgr Business. Transportation & Housing Agency MARIA CONTRERAS~SWEET. Secretary FAX TRANSMISSION Total Number of Pages, 2 (Inclucling this cover sheet) Orlglnah OTo follow by regular mail ~]Will not follow To: Rick Rush~ Planner Dste: 1/15/03 Time: Firm/Office: Cit~ of Temeucla Plannin~ Dept Fax: 694.~477 1645 From: Laura Gardhouse Pllone: 909.782,-4357 cc: Subject: The Edge Night Club - Census Tract Information Comments: Per your request, attached is a print out from the US Census Bureau web page which shows the new census tract number for the following addresS: 28822 Old Town Front St., Temecula As you can sec from the print Out, this address falls within Census Tract #432.15 Per a review o£ our office stats, Census Tract 9432.15 consists of the following: Population - 2,889 Number of On-Sale Licenses Allowed - 3 Number of On-Sale Licenses Active · 46 Number of Pending On.Sate Applications - 5 As we discussed on the phone, at the time application was made with this department in November of 2001, this address fell within a different census tram number (432.04). The stats at that time showed that there were 27 on-sale licenses allowed and 90 were active. As I informed you, our front staff uses the US Census Bureau web page to determine which census tract an address falls within. The US Census Bureau web page address is: www.census.gov If you need further information, please give me a call at 909-782-4357 NOTICE Thla communication is intended only for the use of the individual or entity to which it is addressed, and may contain information that ia pr'Mlegad, confidential and exempt from disclosure under applicable {aw, If the reader of this message is r~ot the Intended recipient, yOU are hereby notified that any dissemination, distribution or oopylng of this communication is stdctly prohibited. If you have received this communication in error, please notify us immediately by telephone, and ret~m the ofigi~nai message to us at the above ad~ress. ABC-75 (NEW 2/01) "Be Energy Efficient" ATrACHMENT NO. 9 CENSUS TRACT INFORMATION R:\M C U P~002\02-0567 Edge Nightclub\Staff Report.doc 27 JAN-16-2003 16:31 BC RIVERSIDE 01-16-03 04:29 PM CENSUS TRACT INFOMATION BY CENSUS TRACT WITH ADDRESS WHERE COUNTY IS 33-RIVERSIDE AND CENSUS TRACT tS 0432.15 PAGE: 1 Census License Ucensee Tract Types Status Num Premises 0432.15 41 ACT 248862 o432.15 47 ACT 370471 0432.15 41 ACT 39504 0432.15 21 ACT 112879 0432.15 47 ACT 335738 0432.15 47 ACT 173345 0432.15 52 ACT 185057 0432.15 47 ACT 197340 0432.16 21 ACT 377731 0432.15 41 ACT 209094 0432,15 20 ACT 395032 0432,15 47 ACT 212820 0432.15 41 PEND 396543 0432.15 41 ACT 351231 0432.15 21 ACT 376781 0432.15 41 ACT 385872 0432.15 41 ACT 384826 0432.15 41 ACT 308317 0432,15 41 ACT 372816 0432.15 48 ACT 242571 0432,15 47 ACT 356054 REYNOSO ALFONSO 27465 JEFFERSON AVE, TEMECULA CA 92590 CROSSCRF-B( LLC 43860 GLEN MEADOWS RD, TEMECULA CA 92590 ~ON GLORIA 28676 OLD TOWN FRONT ST, TEMECULA CA 92580 STATER BROS MARKETS 27475 JEFFERSON ST, TEMECULA CA 92590 SOLANO MIRIAM M 27780 JEFFERSON AVE STE 1, TEMECULA CA 92590 MEXICO CHIQUITO 41841 MORENO RD, TEMECULA CA 92580 VFW POST 4089 29000 PUJOL ST, TEMECULA CA 92590 MANDERSCHE3D 0ONALD L 28551 RANCHO CALIFORNIA RD, TEMECULA CA 92590 ALHOZY INC 27911 JEFFERSON AVE STE 109, TEMECULA CA 82590 STJOHN COSTAS 28690 OLD TOWN FRONT ST STE 500, TEMECULA CA ~2590 MAULIK INVESTMENTS 1NC 28410 OLD TOWN FRONT ST STE 100, TEMECULA CA 92590 TEXAS LILS CORPORATION 284.95 OLD TOWN FRONT ST STE B & C, TEMECULA CA 92590 LEFFINGWR L DELLA VICTORINO 27713 JEFFERSON AVE 101, TEMECULA CA 92590 REYES JESSE JOSE 27713 JEFFERSON AVE 101, TEMECULA CA 92590 FARHAT AKRAM SALAH 27315 JEFFERSON AVE STE E, TEMECULA CA 92590 8ERNIES CAFE & DELI 27535 JEFFERSON AVE, TEMECULA CA 92590 TACO FACTORY [NC 27315 JEFFERSON AVE A, TEMECULA CA 92590 NvIORE Eh ~ EHPRISES INC 28250 OLD TOWN FRONT ST, TEMECULA CA 92590 BMW MANAG EM ENT LLC 27717 JEFFERSON ~T, TEMECULA CA 92590 BEACON LOUNGE IN(; 27725 JEFFERSON AVE STE 10'1, TEMECULA CA 92590 GHOMIZADEH MASSOUD 27464 JEFFERSON AVE, TEMECULA CA 92590 JAN-16-2003 16:31 ~BC RIVERSIDE 909 ?810531 P.03 01-16-03 04:29 PM CENSUS TRACT INFOMATION BY CENSUS TRACT WITH ADDRESS WHERE COUNTY IS 33-RIVERSIOE AND CENSUS TRACT IS 0432.15 PAGE: 2 Tract Types Status Num Premises 0432.15 41 ACT 246402 0432.15 41 ACT 248000 0432,15 40 ACT 348581 0432.15 41 ACT 301689 0432.15 47 ACT 375735 0432.15 41 ACT 255092 0432.15 21 ACT 347585 0432.15 21 ACT 256902 0432.15 41 ACT 344028 0432.15 41 ACT 260938 0432.15 41 ACT 325501 0432.15 47 ACT 263628 0432.15 41 ACT 317474 0432.15 20 ACT 266795 0432.15 48 ACT 305223 0432.15 41 ACT 274556 0432,15 41 ACT 276800 0432.18 47 ACT 308530 0432.15 20 ACT 301998 0432.15 41 ACT 295508 0432.15 41 ACT 339294 STADIUM PIZZA INC 27314 JEFFERSON ST STE 1-3, TEMECULA CA 92590 HSIAO SHU Cf'lUNG 27371 JEFFERSON AVE STE V & W, TEMECULA CA 92590 WILLIAMSON GILDA DECENDARIO 27911 JEFFERSON AVE STE 104, TEMECULA CA 92590 USANALUXNIEE CHUREE T 27451 JEFFERSON AVE, TEMECULA CA 92590 CAUFORNIA GRILLE RESTAURANTS INC 27345 JEFFERSON AVE, TEMECULA CA 92590 JWL MANAGEMENT INC 27313 JEFFERSON AVE B, TEMECULA CA 92590 SHADDA MAEN HAMID 28322 OLD TOWN FROkr'r ST, TEMECULA CA 92590 DEMOUUN IRENET 28780 OLD TOWN FRONT ST UNiT Al, TEMECULA CA 92590 PARKER DANIFI R 29000 OLD TOWN FRONT ST A, TEMECULA CA 92590 THESING MICHAEL ALAN 28638 OLD TOWN FRONT ST STE 109, T EMECU LA CA 92590 FERNANDES EVANGEUNE 27645 JEFFERSON AVE STE 106, TEMECULA CA 92590 PARAGON STEAJ~IOUSE RESTAURANTS INC 27600 JEFFERSON AVE, TEMECULA CA 92590 DAFFERN FRED L 28495 OLD TOWN FRONT ST STE A, TEMECULA CA 92590 ELECqREND INC 29115 OLD TOWN FRONT ST, TEMECULA CA 92590 ZARIPHE$ THEODORE A 27423 JEFFERSON ST, TEMECULA CA 92590 MOLTER VERA 27326 JEFFERSON AVE STE 17, TEMECULA CA 92590 DEPHIUPPIS MICHAEL D 27309 JEFFERSON AVE STE 110, TEMECULA CA 92590 TEMECULA STAMPEDE 28721 OLD TOWN FRONT ST, TEMECULA CA 92590 KEELING DONALD EDWIN 27570 JEFFERSON ST, TEMECULA CA 92590 COVARRUBIAS ARTEMISA M 28645 OLD TOWN FRONT ST, TEMECULA CA 92590 THYZEL DEBRA L 28410 OLD TOWN FRONT ST STE 112-112A, TEMECULA CA 92590 01-16-03 04:29 PM CENSUS TRACT INFOMATION BY CENSUS TRACT WITH ADDRESS WHERE COUNTY IS ;)3-RIVERSIDE AND CENSUS TRACT IS 0432.15 PAGE: 3 Census License Licensee Tract Types Status Num Premises 0432.15 47 ACT 300119 0432.15 41 ACT 304121 0432.15 20 ACT 346664 0432.15 41 ACT 341825 0432.15 41 47 ACT 345317 0432.15 42 ACT 333183 0432.15 41 ACT 386227 0432,15 41 ~ 390359 0432.15 41 ACT 350434 0432.15 41 ACT 353189 0432.15 41 ~ 395692 0432.15 41 ACT 360720 0432.15 41 ACT 376587 0432.15 40 ACT 362462 0432.15 41 ACT 365877 0432.15 41 PBqD 395720 0432.15 21 ACT 348303 0432,15 41 ACT 278829 MANDARIN CHINA FOOD INC 27725 JEFFERSON STE 102 103. TEMECULA CA 92590 CHRISTOFORAKI$ MICHAIL 28120 JEFFERSON AVE STE A 101, TEMECULA CA 92590 SPIRIT ENTERPRISES INC 28903 RANCHO CALIFORNIA RI:), TEMECULA CA 92590 TCB INC 29105 OLD TOWN FRONT ST, TEMECULA CA 92590 NGUYEN THUAN THI 27533 JEFFERSON AVE, TEMECULA CA 92590 DOOL EDWARD L 28464 OLD TOWN FRONT ST, TEMECULA CA 92590 RAMIREZ TIMOTHY JON 27470 COMMERCE CENTER DR STE A, TBMECULA CA 92590 GILL KULDEEP KAUR 27715 JEFFERSON AVE 106, TEMECULA CA 92590 BHANDAL PARAMJIT SINGH 27715 JEFFERSON AVE 106, TEMECULA CA 92590 CAMPINI DONALD ROBERT LAI MANLEE 27405 JEFFERSON AVE, TEMECULA CA 92590 ~bLMORE CHERYL LEE 27405 JEFFERSON AVE, TEMECULA CA 92590 BARAJAS JOSE LUIS 27911 JEFFERSON AVE 101, TEMECULA CA 92590 MCMILLEN MICHAEL DEAN 28950 OLD TOWN FRONT ST 102, TEMECULA CA 92590 C H H L-PSHIP 28134 JEFFERSON AVE, TEMECULA CA 92590 ZELENIK RANDY LYNNE 41971 MAIN ST, TEMECULA CA 92590 SMART & FINAL STORES CORPORATION 26665 JEFFERSON AVE, MURRIETA CA 92562 SIGGYS INC 2~820 JEFFERSON AVE, MURRIETA CA 92562 TOTRL P,04 ATTACHMENT NO. 10 LE'I-I'ER OF JUSTIFICATION R:\M C U P~002\02-0567 Edge Nightclub\Staff Report.doc 28 The Edee Niehtch*b Letter of Justification Conditional Use Permit and Letter of Necessity and Convenience Q. Isthesitesuitableandadequatefortheproposeduse? The site is suitable to accommodate the proposed land use in terms o?he size and sha._oe o. f the lot configuration, circulation patterns, access, and intensity of use. This project is consistent with the Development Code W~uldthepr~p~seduseanddesignhaveasubstantialadverseeffect~ntra~ccirculati~nand~n the planned capacity of the street system ? No. The site is located in an industrial area that is generally deserted by 6:00 P.M. in the evening. The entrance is located on Front Street at the south end of town and the traffic is very light during hours of operation. Would the proposed use have a substantial adverse impact on the general welfare of persons residing in the community? The nature of the proposed conditional use is not detrimental to the health, safety and general welfare of the community. The project is consistent with the goals and policies contained within the General Plan and the Development Standards contained in the Development Code. These documents were adopted by the City Council to assure that projects are not detrimental to the general welfare of the community. Compliance with these documents will assure tht~ is achieved Q. Is the design of the project compatible with the existing and proposed development within the district and surroundings? The proposed conditional use is compatible with the nature, condition and development of adjacent uses, buildings, and structures and the proposed use will not adversely effect the adjacent uses, buildings, or structures. Fazed To 909-694-6477 - A TTN: Mr. Rick Rush, City Planning Dqnartment ATTACHMENT NO. 8 DIRECTOR OF PLANNING MINUTES FOR PLANNING APPLICATION NO. 02-0297 R:'~M C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 13 MINUTES OF A REGULAR MEETING OF THE CITY OF TEMECULA DIRECTOR OF PLANNING August 22, 2002 A regular meeting of the City of Temecula Director of Planning was called to order on Thursday, August 22, 2002, at 1:30 PM, at the City of Temecula Main Conference Room, 43200 Business Park Drive, Temecula, California. Principal Planner, Don Hazen presiding. Also present was, Associate Planner, Matthew Harris, and Minute Clerk, Kelly Mclntyre. Principal Planner, Don Hazen called the meeting to order at 1:30 PM. Item No. 1: Planninq Application No. PA02-0297, request to establish a chumh facility totalinq 2,573 square feet within portions of two existing buildings. Associate Planner Matthew Harris presented the staff report and a brief overview of the project. Principal Planner Don Hazen opened the public hearing at 1:33 PM. The applicant, Tom Durrance, who represented Truevine Pentecostal Church, 27648 Sandellins Way, Temecula, CA 92591 agreed to the Conditions of Approval. Principal Planner Don Hazen closed the public hearing at 1:33 PM. Principal Planner Don Hazen approved Planning Application No. PA02-0297 and adjourned the meeting at 1:34 PM. Don Hazen, Principal Planner P:\P LAN NING\DIRH EAR\MIN UTES~002\08-22-02 minutes.doc 1 ATTACHMENT NO. 9 NOTICE OF PUBLIC HEARING INFORMATION FOR PLANNING APPLICATION NO. 02- 0297 R:\M C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 14 4otice of Publ!'; Hearing A PUBLIC HEARING has been scheduled before the City of.Temecula DIRECTOR OF PLANNING to consider the matter described below: Case No: Applicant: Location: Proposal: Environmental Action: Case Planner: Recommendation: PA02-0297 (Minor Conditional Use Permit) TrueVine Pentecostal Chumh 28780 Front Street (South Creek Mall, Suites A-10 & D-5) APN # 922-091-003 To establish a chumh facility totaling 2,573 square feet within portions of two existing buildings. This project is exempt from CEQA review due to Class 32 Categorical Exemption 15332 (In-fill Development Project) Matthew Harris Approval PLACE OF HEARING: DATE OF HEARING: TIME OF HEARING: City of Temecula, Main Conference Room 43200 Business Park Drive Temecula, CA 92590 August 22, 2002 1:30 p.m. Any person may submit written comments to the Planning Director before the hearing or may appear and be heard in support of or opposition to the approval of the project at the time of headng. If you challenge any of theproject in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence d~livered to the Planning Director at, or prior to, the. public hearing. The proposed project application may be viewed at the public information counter, Temecula Planning Department, 43200 Business Park Drive, Monday through Friday from 9:00 AM until 4:00 PM. Questions concerning the project may be addressed to Rick Rush at the City of Temecula Planning Department, (909) 694- 6400. R:W[ C U PX2002~02-0297 True Vine Church in SouCa Creek MalI~NOPH-DH.doc 1 THE PRESS-ENTERPRISE Corona-Norco Independent, Eksincre Sun-Tribune, Rancho News, Sun City News, Menifee Valley News 3512 Fourteenth Street Riverside CA 92501-3878 1-600-860-0345 (909) 248-6106 PROOF OF PUBLICATION (2010, 2015.5 C.C.P.) PROOF OF PUBLICATION OF Ad Desc.: PA02-0297 I am a citizen of the United States. I am over the age of eighteen yearn and not a parIy to or interested in the above entitled matter. I am an authe(ized repre- sentative of THE PRESS-ENTERPRISE, a newspa- per of general cimulation, p~inted and published daily in the city of Riverside, County of Riverside, and which newspaper has been adjudicated a newspaper of general cimulation by the Superior Coutl of the County of Riverside, State of Geiitomia, under date of April 25, 1952, Case Number 54446, under date of March 29, 1957, Case Number 65673 and under date of August 25, 1995, Case Number 267864; that the notice, of which the annexed is a printed copy, has been published in said newspaper in accordance with the Imstructions of the person(s) requesting publice- rich, and not in any supplement thereof on the fol- lowing dates, to wit: 08-10-02 I Certify (or declare) under penalty of pe~ju~ that the foregoing is true and correct. Date: Aug. 12, 2002 ~ At: RNers. j~, Califg~'hia / TEMECULA, CITY OF PO BOX 9o33 TEMECULA CA 92589 Ad #: 3917313 PO #: Agency #: Ad Copy: Notice of P~blic He,ring 2,573 square feel within p~ons of~wo oarrespondence delivered to the P~anning Direclot at, or prior [et m~ be ar~c~ressed to Rick Rush ~t t~e Oty of Temecu~ Page 1 of 1 Kelly Mclntyre - affidavit of posting, PA02-0297 From: To: Date: Subject: <KINGSTEVE5@aol.com> <mcintyk@ cityoftemecula.org> 08/28/2002 12:13 AM affidavit of posting, PA02-0297 DATE POSTED: August 10, 2002 ONE SIGN WAS POSTED AT THE FOLLOWING LOCATION: East side of Old Town Front Street, south of the intersection with Santiago Road file://C:~D°cuments%20and%20Settings~uMcintykkLocal%20Settings\Temp\GW } 00001 .... 08/28/2002 ~22043010 LEONHART, PAUL W 29 MOONTAIN SHADOWS PL ;A91766 922045011 HAND, LILLIAN J 1134 ADOBE NORTE AVE pALLBROOK CA 92028 9Z2046~20 REDEVELOPMENT AGENCY OF CIT~ OF TEMECULA P O BOX 9033 TEMECULA CA 92589 9 2 9C%~FF:TEMECULA P O BOY~9033 TEIvlECU~ CA 92589 ~2~1~2 COACHELLAVALLEYHOUS~GCOAL~ION 731SPAC~COASTHWY2A SOLANABEACH CA92075 922071007 EGIZI, DONALD P 30451 SAN PASQUAL KD TEMEGULA CA 92591 922072005 CHOUTCHOCRROU, JEAN B 2573 SEGOVIA LA YERNE CA 91750 9~2011 7145 VI~ARIPOSA SUR BONSAL ~ 92003 922072007 TOSCANO, lOSE I 3507 E VALLEY pARKWAY ESCONDIDO CA 92027 922072013 MASItBLq~, CHARLOTTE LOUISE 7145 V1A MARIPOSA BONSALL CA 92003 922~2020 CHO~HOCRROU, lEAN 2573 SERVIA LA VERNE~ 91750 922072010 MASON, VIRGINIA l 7145 VIA MARIPOSA SUg BONSALL CA 92003 922~N~6 MASHB01~, CHAP&,O~fE LOUISE 7145 VIA MP~OSA BONSALL CA ~ RROU, lEAN B 91750 922072022 CH~N, LILLIAN 121 E pAMELA KD ARCADIA CA91006 EASTEKN~.UNICIPAL WATER DIST P O BOX ~ERRIS CA 9257~ 922075001 HADDAD, MICHAEL 29376 AVOCET LN LAGL~IA N1OUEL CA 92677 922080006 HILLCREST SCHOOL INC 29275 SANTIAGO RD TEMECLq-~ CA 92592 OSA SUIt- O03 92~73024 CIT~F TEMECULA P O BO~33 ~M~U~92589 9~075~2 2937~V~ ~ ~G~L CA 92677 SCH~L ~C 29275 ~ ~ ~MECU~A 92592 922073019 EASTERN MU~CIPAL WATER O~T P O BOX 8300 PERRIS GA 92572 922073025 FIRST & FROWF 28465 FRONT ST STE 321 TBMECULA CA 92590 9220g~4 SLAUGHTER. FRANK 42836 VILLA TERRACE CT TEMECULA CA 92592 922080010 ROMAN CATHOLIC BISHOP OF SB 1201 E HIGHLAND AVE SAN BERNARDINO CA 92404 922080011~ ROt~dq CA~V~OLIC BISHOP OF SB 1201 E HIGHL-~krD AVE SAN BEKNAP-D~A 92404 922~t~3 RPM CONSTRUCTION ~C 26871HOB~C~NOB4 MURR~TA CA~5~ 922~3~3 DEMARCO, IAMESR 4PARKPLAZAI6TRFL IRV~E CA92614 ~22094~02 STORRS, NORVEN W 231WMAIN ST EL CAJON CA 92020 922100006 CHANG, ROGER 27840 DEL RIO RD TEMECULA CA 92591 922100010 UINT, TANYA A 2170 E CENTURY PARK 2011 LOS ANGELES CA 90067 17 ECULA S CEN2~R DR 92590 922100019 GABRIEL, RICHARDG 16229 SUNSETTR RIVERSIDE CA 92506 16229SL~TR RIVERSIDE C~06 922100021 BELL ED 1047 N ENCANTO ST ORANGE CA 92869 922100022 LHTPARTNERSHIP 4377MENSHAPL SANDIEGO CA92130 922100023 V F H ENTERPRISES INC P O BOX 1129 MURRIETA CA 92564 43174 BUSI~e, SS PARK DR TEMECULA L~92590 922100027 TEMECULA TOWN ASSN P O BOX 435 TEMECULA CA 92593 922100028 GABRIEL, RICHARD G 16229 SUNSET TR RIVERSIDE CA 92506 CITY~9~ TEMECUEA P o Box's~3 TEMECULA~,~2589 922120014 EVERGREEN VENTURES 318 N CARSON ST SIE 201 CARSON CITY NV 89701 9440~18 ROMAI~ATHOLIC BISHOP OF SB 1201 E HIGt~AND AVE SAN BERNAI~I~NO CA 92404 922110010 OLIVER, DOREEN JENNIFER 25376 BOND RD NE PAULSBO WA 98370 HOOL INC RD 592 944032028 RANCHO HIGHLANDS COMMONITY ASSN 43875 WASHINGTON ST PALM DESERT CA 92260 922110026 K & K PROP 46685 SAND1A CREEK DR TEMECULA CA 92590 944032017 SMYTH, STEVEN 44005 NORTHGATE AVE TEMECULA CA 92592 944323035 ANDERSON, DAVID A 2957O CORTE COPA TEMECULA CA 92592 944323036 WErHERINGTON, GLEN A 35450 COREy CIR TEMECULA CA 92592 944323038 HARDWICK, WAKREN L 29573 CALLE COPA TEMECULA CA 92592 944323045 WRI RANCHO HIGHLANDS VENTURE 21515 HAWTHORNE BLV NO 310 TORRANCE CA 90503 944323046 GARCIA, AGUSTIN 29565 CORTE COPA TEMECULA CA 92592 ATI'ACHMENT NO. 10 DIRECTOR OF PLANNING MINUTES FOR PLANNING APPLICATION NO. 02-0609 R:'~.I C U P~002\02-0567 Edge Nightclub\CC Staff Report.doc 15 MINUTES OF A REGULAR MEETING OF THE CITY OF TEMECULA DIRECTOR OF PLANNING January 16, 2003 A regular meeting of the City of Temecula Director of Planning was called to order on Thursday, January 16, 2003, at 1:30 PM, at the City of Temecula Main Conference Room, 43200 Business Park Drive, Temecula, California. Principal Planner, Don Hazen presiding. Also present was Associate Planner, Dan Long and Minute Clerk, Lisa Kau. Principal Planner, Don Hazen called the meeting to order at 1:30 PM. Item No. 1: Planninq Application No. PA02-0609, A Minor Conditional Use Permit to operate church services in an existin,q buildin,q located at 28900 Old Town Front Street, Suite 105. Associate Planner Dan Long presented the staff report. Principal Planner Don Hazen opened the public hearing at 1:32 PM. Ms. Jodi Fielding, representing Christian Science Society, 42051 Southern Hills Drive, Temecula, CA, agreed to the conditions to of approval. Principal Planner Don Hazen closed the public hearing at 1:33 PM, and approved PA02-0809 subject to the conditions of approval. ~Piinc~ppal Planner P:~PLAN NING~DIRH EAR\MIN UTES~2003\01-16-03 minutes.doc 1 ATTACHMENT NO. 11 NOTICE OF PUBLIC HEARING INFORMATION FOR PLANNING APPLICATION NO. 02- 0609 R:~vl C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 16 Notice of Public Hearing A PUBLIC HEARING has been scheduled before the City of Temecula DIRECTOR OF PLANNING to consider the matter described below: Case No: Applicant: Location: Proposal: Environmental Action: Case Planner: Recommendation: PA02-0609 (Minor Conditional Use Permit) Christian Science Society Located at 28900 Old Town Front Street, Suite 105 A Minor Conditional Use Permit to operate church services in a existing building located at 28900 Old Town Front Street, Suite 105; Submitted by Christian Science Society This project is exempt from CEQA review due to Class I Categorical Exemption 15301 (Existing Facilities) Dan Long, Associate Planner Approval Vicinity Map PLACE OF HEARING: DATE OF HEARING: TIME OF HEARING: City of Temecula, Main Conference Room 43200 Business Park Drive Temecula, CA 92590 January 16, 2002 1:30 p.m. Any person may submit written comments to the Planning Director before the hearing or may appear and be heard in support of or opposition to the a~)proval of the project at the time of hearing. If you challenge any of the project in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the Planning Director at, or prior to, the public hearing. The proposed project application may be viewed at the public information counter, Temecula Planning Department, 43200 Business Park Drive, Monday through Friday from 9:00 AM until 4:00 PM. Questions concerning the project may be addressed to Dan Long at the City of Temecula Planning Department, (909) 694-6400. R:~,f C U P~2002~02-0609, Christian Science Church Sociely~NOPH-DH.doc AFFIDAVIT OF PUBLIC HEARING NOTICE I, Kelly Mclntyre, do hereby certify that on the dates below, I completed the information listed for the following case: Name of Item/Case Nu~nber ~/ E-Mailed to the Press Enterprise Faxed to Steve King for sign posting Mailed notices to property owners' Date Kelly Mclntyre Office Specialist R:~LANCOMM"affidavit-Kelly,doc 1 loll Lisa Kau - Affidavit of Posting PA02-0609 From: To: Date: Subject: <KINGSTEVE5@aol,com> <mcintyk@cityoftemecula.org> 02/10/2003 11:54 PM Affidavit of Posting PA02-0609 DATE POSTED: January 4, 2003 ONE SIGN WAS POSTED AT THE FOLLOWING LOCATION: 28900 Old Town Front Street file://C:'aDocuments%20and%20Settin~,sXkaul'~Local%20Settim, s\Tem~>\GW ~ 00001.HTM 02/11/2003 Smooth Feed Sheets~ Frank Slaughter 42836 Villa Terrace Ct Temecula, CA 92592 R P M Constr;Dohrman Family Lp 26871 Hobie Cir #B4 Murrieta, CA 92562 Hitlcrest School Inc 29275 Santiago Rd Temecula, CA 92592 James Demarco & Charles Bell PO Box 19704 Irvine, CA 92623 Use template for 5160® Roman Catholic Bishop Of Sb 1201 E Highland Ave San Bemardino, CA 92404 Norven & Cheil Kay Storrs 28860 Front St Temecula, CA 92590 Roger Chang & Angela Chang 1340 Brinkley Ave Los Angeles, CA 90049 Bridget & Lanflisi Ii 2170 Century Park E #2011 Los Angeles, CA 90067 Richard & Marilyn Gabriel 16229 Sunset Tri Riverside, CA 92506 Ed Bell 1047 N Encanto St Orange, CA 92869 Lht Parmership 5251 Quaker Hill Ln SanDiego, CA 92130 Pozzuoli 1988 2392 Prince Way Vista, CA 92084 Ci~N~Temecula 43174 l~'mess Park Dr ; Temecula,~ 92590 DoreenJenni~r Oliver Kenneth Charl Oliver 25376 Bond Rd NE Poulsbo, WA 98370 John Casper 1010 Racquet Club Dr #103 Auburn, CA 95603. K & K Prop 46685 Sandia Creek Dr Temecula, CA 92590 Del Rio Lie Plaza 26658 Jefferson Ave Murriem, CA 92562 Manuel&ManuelOrozcoJr. 7941ConldinSt Downey, CA 90242 Temecula Town Assn PO Box 435 Temccula, CA 92593 Lester & Jane Delhotal 23824 Corte Picante Mmriem, CA. 92562 Daniel & Ruthanne Parker 31460 Corte Mallorca Temecula, CA 92592 Temchqula Enterprises 4275 Executive Sq #1020 La~Jolla, CA 92037 Harley-Davidson Temecula Quaid 28822 Old Town Front St Temecula, CA 92590 Emanuel & Auris Jarasnnas Roma8 28950 Front St Tcmecula, CA 92590 Rss Assoc PO Box 17899 Irvine, CA 92623 Han'y Wiersema & Testamentar Wiersema 28924 From St Temecula, CA 92590 Evergreen Ventures 318N Carson St #201 Carson City, NV 89701 Daniel & Ruthann Parker Ruthanne Parker 29000 Old Town From St Temecula, CA 92590 Richard Brady & Barbara Brady 28865 Vallejo Ave Temecula, CA 92592 Glenn & Laurel Kean 28885 Vallejo Ave Temecula, CA 92592 Smooth Feed SheetsTM Bertwell & Mary Hamilton 28895 Vallejo Ave Temecula, CA 92592 Lonny & Elena Gimpel 44279 Cabo St Temecula, CA 92592 Use template for 5160® Victor & Maxine Jones 44255 Cabo St Temecula, CA 92592 Charles & Joyce Langton Langton 44250 Cabo St Temecula, CA 92592 Wallace & Eleanor Woods 44264 Cabo St Temecula, CA 92592 Laurence & Joang. e Boggeln 44278 Cabo St Temecula, CA 92592 Temecula Valley Baptist Church 29825 Santiago Rd Temecula, CA 92592 Rancho Baptist Church 24031 E1 Toro Rd #320 Laguna Hills, CA 92653 Normandin Family Partners PO Box 731 Bonsall, CA 92003 Raymond Normandin & Celestine Normandi PO Box 731 Bonsall, CA 92003 Stevan Smyth & Catherine Smyth 44005 Northgate Ave Temccula, CA 92592 Roman Catholic Bshop Of San Bemardino FBO ST CATHERINE OF 145O N D St San Bemardino, CA 92405 Jeffrey Salmon & Salmon Lisa Salem 6590 Hawarden~Dr R/verside, CA 92506 David Borchert & M W Jermine 44065 Northgate Ave Temecula, CA 92592 Anderson 44041 Northgate Ave Temecula, CA 92592 Julian Raymond Ruiz Violet Margaret Ruiz 44077 Northgate Ave Temecula, CA 92592 David Wilczynski 44053 Northgate Ave Temecula, CA 92592 Rancho Highland~s Community Assn 43875 Washington St Palm Desert, CA 92211 THE PRESS-ENTERPRISE Corona-Narco Independent, Elsinore Sun-Tribune, Rancho News, Sun City News, Menifee Valley News 3512 Fourteenth Street Riverside CA 92501-3878 909-684-1200 909-368-9018 FAX PROOF OF PUBLICATION (2010, 2015.5 C.C.P.) PROOF OF PUBLICATION OF LE-City Ad Desc.: PA02~0609 I am a citizen of the United States. I am over the age ' of eighteen years and not a party to or interested in the above entitled matter. I am an authorized repre- sentative of THE PRESS-ENTERPRISE, a newspa- 'per of general circulation, printed and published daily in the city of Riverside, County of Riverside~ and which newspaper has been adjudicated a newspaper of general circulation by the Superior Court of the County of Riverside, State of Califomia, under date of April 25, 1952, Case Number 54446, under date of March 29, 1957, Case Number 65673 and under date of August 25, 1995, Case Number 267864; that the notice, of which the annexed is a printed copy, has been published in said newspaper in accordance with the instructions o1 the person(s) requesting publica- tion, and not in any supplement thereof on the fol- lowing dates, to wit: 01-04-03 I Certify (or declare) under penalty of perjury that the foregoing is true and correct. ~ Date: Jan.~, 2003/~'~ At: R~p~de, Cali~my / / TEMECULA, CITY OF PO BOX 9033 TEMECULA CA 92589 Ad #: 4349595 PO #: Agency #: Ad Copy: Notice of Public Hearing A PUBLIC HEARING has been scheduled before the City of Temeculo DIRECTOR OF PLANNING to consider 1he matter desc~bed below: Ctlse No: PA02-0609 (Minor Condiiional Use Peri'nil) Applicant: Cteistian Science Satiety Location: Located al 28900 Old Town Front Street, Suite 105 Proposal: A Minor Conditional Use Permit to oper- ate chu[~h services in a existing building located at 289(~ Old To~n Front Slmet, Suite 105; Subm~ecl by Christian Science Socieiy Environmental ATrACHMENT NO. 12 LETTER FROM MR. AND MRS. CHICHESTER DATED JANUARY 24, 2003 R:~M C U P~2002~02-0567 Edge Nightclub\CC Staff Report.doc 17 A3-1'ACHMENT NO. 13 LICENSE ACTION REQUEST LETTER TO THE DEPARTMENT OF ALCOHOLIC BEVERAGE CONTROL R:\M C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 18 Department of Alcoholic Beverage Control ~cT-15-2~02 10:10 ~BC IRIUERSIDE alifomia UCENSE ACTION REQUEST ~ Read instructions on reverse before completing. SECTION 1 ~ CA 92590 2~66 BALc~'t~OPd,/B DRIVE SECTION 2 HI~TI~A CA q2563 CANCELLATION !.~Yes !__:'No voluntarily cancel my license because I am no longer in business. I understand my license cannot be reactivated or reinstated, '&-~:~,~i~X~,i~ ..... :..~lmmediately ~ Upon issuance of ['-] Other. SECTION 3 SURRENDER - Rule 65 I voluntarily sur~nc~r my license for a period of not mom than on~ year. I intend to C Transfer ~ Reactivate ~ liccn~c. ! und~tand ~ (a) ~ licc~ must ~ mnc~ at ~c time renew~ f~ ~c d~ m ~c Ii.rise will ~ aut~atically c~cclcd; ~) t~ ~p~cnt will pr~ to ca~l my Ii.nsc after one ye~ if not ~fened or m~ivat~; and (c) I must ~pon ~y c~ge in my mailing address to the Department. .:.v~mmediately .. iUpon issuance of Surrender by Department Premises abandoned SECTION 4 SURRENDER OF PRIVILEGES FOR A SPECIAL EVENT ~/PM to ~, ~E~ .~. OA~~' - , ,, SECTION 5 arc FOR R~URN OF SURRENDERED LIC~SE I request thc return of thc's~n~ I d~l~ ua~lty~~ h~ ~n no change in owncnhip of the li~s~ business, and thc p,mises possess thc same qualifications rc~q. uir~l for the original issuance of the license. ' ' ' ~.'6~'~C~NS~'N~E~O ABC USE ONLY -~ Lefler aRa~ed requesthg surrender, cancelation or ~A~usati~ ~i~ (~end c~y of ABC-231 for ~laE~s ~o HQ ~&L [f a~u~Eon pending.} D~tribution: 5e~lon 2: O~g~[ to HQ ~c: co~ to District file 5ectian 4: Origi~l to D~r~ct flle AM/PM Section3: Original to HQ Lic; copy to Dbtr~ct file; copy to suxpense fde Section $: Original + I copy to HQ Lic; copy to DistrlctJ~le ATFACHMENT NO. 14 CHRONOLOGY R:\M C U P~002\02-0567 Edge Nightclub\CC Staff Report.doc 19 EDGE NIGHTCLUB CHRONOLOGY (MINOR CONDITIONAL USE PERMITS) Planning Application No. 02-0358 (Nightclub with Sale of Alcohol) Submitted application Incomplete letter mailed to Applicant Closed out letter sent to applicant due to a returned check July 5, 2002 July 30, 2002 August 26, 2002 Planning Application No. 02-0567 (Nightclub with Sale of Alcohol) Submitted Application Incomplete letter mailed to applicant Counter meeting to discuss incomplete letter Follow up letter mailed to applicant requesting incomplete items Second follow up letter mailed to applicant requesting incomplete items Application denied at Planning Commission Hearing Appeal submitted City Council Hearing on Appeal October 16, 2002 November 8, 2002 November 9, 2002 November 27, 2002 December 5, 2002 January 29, 2003 February 12, 2003 Mamh 25, 2003 R:~Vl C U P~2002\02-0567 Edge Nightclub~EDOE NIGHTCLUB CHRONOLOGY.doc ATFACHMENT NO. 15 LE'I'I'ER TO APPLICANT DATED NOVEMBER 8, 2002 R:~M C U P~2002\02-0567 Edge Nightclub\CC Staff Report.doc 20 City of Temecula ~s Pa-'~rive ~ PO Box 9033 ~ Temecula, California 92589-9033 (909) 694-6400 ~ FAX (909) 694-6477 November 8, 2002 Ronald Hannah Edge Night Club 28822 Old Town Front Street Temecula, CA 92591 SUBJECT: Staff Comments for Planning Application Case No. 02-0567, located at 28822Oid Town Front Street Dear Mr. Hannah: Thank you for the opportunity to review the above-referenced project. As a result of this review, we hereby deem the project incomplete at this time. The following issues and concerns must be addressed, and revised exhibits must be submitted in order for staff to continue the processing of this application and setting a Development Review Committee Meeting. The following comments only relate to matters of completeness and not design. Planning Department - Rick Rush, Project Planner - 694-6400 The following comments relate to the two page application submitted: a. The General Location shall read, "Generally located on Front Street, south of Santiago and north of 79 South." b. Indicate the correct Zoning and General plan designation (Service Commemial). c. The application shall be signed by the property owner and not the business owner, or attach a written letter of authorization from the legal property owner. d. Complete all blank portions of the application. The applicant shall submit 10 copies of the site plan. The submitted site plans shall meet the requirements per the Plan Preparation and Guidelines in the standard application packet. The floor plan shall be amended to provide the following information: a. Provide the square footage for each room. b. Provide the dimensions for the dance floor. R:~v~ C U PX2002\02~0567 Edge Nightclub\Incomplete Letter.doc c. Provide moro information for the patio aroa (Fencing heights, patio furnituro, and outside security). A Letter of Justification must be completed and submitted to staff. The requirements for the Letter of Justification can be found in the Plan Preparation and Guidelines in the standard application packet. In summary, this letter serves to notify you that the project is deemed incomplete at this time. Please submit ten (10) copies of the site plan, five (5) copies of floor plans along with the other requested materials to the Planning Department. Upon re-submittal and determination of completeness, the project will be scheduled for the next available Development Review Committee Meeting. Should you have any questions regarding this letter, please call me at (909) 694-6400. Sincerely, Rick Rush Associate Planner CC: James Demarco 4 Park Plaza F116 Irvine, CA 92614 R:\M C U PL2002\02-0567 Edge Nightclub\Incomplete Letter.doc 2 ATTACHMENT NO. 16 LE'I-TER TO APPLICANT DATED NOVEMBER 27, 2002 R:\M C U P',2002~02-0567 Edge Nightclub\CC Staff Report,doc 21 of TenlecUlaaliform , , ,0 ~93~90)06~.si;;;;_P~;;;(~40.~;~; 9033- Temecula, C ' ' - November 27, 2002 Ronald Hannah Edge Night Club 28822 Old Town Front Street Temecula, CA 92591 SUBJECT: Follow up on the requested items for Planning Application Case No. 02-0567, located at 28822 Old Town Front Street Dear Mr. Hannah: I am sending this letter as a follow up to our conversation on November 8, 2002, in which we discussed the incomplete letter dated November 8, 2002. During our discussion we were able to complete items 1 .a-d and item number 2. At the conclusion of the meeting it was agreed that you and Mrs. Hannah would complete the remaining items and submit them to the Planning Department. During the meeting, Mrs. Hannah requested to have your Minor Conditional Use Permit scheduled for a Planning Commission meeting in December. I explained that it would be possible for the item to be scheduled for a December Planning Commission meeting if all of the requested information was submitted prior to December 4, 2002. As of this date, we have not received any of the previously requested items. In summary, this letter serves to notify you that if the requested items are not received by December 4, 2002, your item will not be scheduled for a Planning Commission meeting in December. Sincerely, Rick Rush Associate Planner CC: Debbie Ubnoske, Director of Planning Eric M. Alderete, Esq. Richards, Watson & Gershon 355 S. Grand Street, 40th FI. Los Angeles, CA 90071 R:\M C U PX2002\02-0567 Edge NightclubWollow Up Letter.doc 1 ATTACHMENT NO. 17 LETTER TO APPLICANT DATED DECEMBER 5, 2002 R:\M C U P~002\02-0567 Edge Nightclub\CC Staff Report.doc 22 City of Temecula ~s ~"~ri~9033 ~ Temecula, California 92589-9033 (909) 694-6400 ~ FAX (909) 694-6477 December 5, 2002 Ronald Hannah Edge Night Club 28822 Old Town Front Street Temecula, CA 92591 SUBJECT: Planning Application Case No. 02-0567, located at 28822 Old Town Front Street Dear Mr. Hannah: The following letter shall serve to notify you that your Minor Conditional Use Permit application will not be scheduled for a public hearing in the month of December. As stated in the follow up letter dated November 27, 2002, the deadline for all of the previously requested items was December 4, 2002. As of December 5, 2002, staff has not received the amended floor plan. Please submit the amended floor plan to staff as soon as possible. Your item cannot be scheduled for a public hearing, until all the previously requested information is submitted and reviewed by staff. The next available public hearing date is January 15, 2003. Staff must receive the required info no later than December 24, 2002 if you are to make the January 15 public hearing. If you have any questions 31ease call me at (909) 694-6400. Sincerely, Rick Rush Associate Planner CC: Debbie Ubnoske, Director of Planning Eric M. Alderete, Esq. Richards, Watson & Gershon 355 S. Grand Street, 40th FI. Los Angeles, CA 90071 R:XM C U PL2002\02-0567 Edge Nightclub\Letter to the Hannah's.doc ITEM 15 APPROVAL CITY A']-I'O RN EY / DIRECTOR OF FIN~,E TO: FROM: DATE: SUBJECT: CITY OFTEMECULA AGENDA REPORT City ManagedCity Council Gary Thornhill, Deputy City Manage( March 25, 2003 Status Report on the Riverside County General Plan Update PREPARED BY: Stephen Brown, Principal Planner RECOMMENDATION: Receive and File BACKGROUND: The City Council has requested an update on the progress of the Riverside County General Plan process. Attached are the two letters, one prepared by Staff and the other prepared by the City Attorney, that were delivered to the Riverside County Board of Supervisors regarding the City of Temecula's position regarding issues of concern. Bill Hughes, Public Works Director and Stephen Brown, Principal Planner will make an oral presentation to the Council regarding the contents of the letters. FISCAL IMPACT: None ATrACHMENTS: 1) Letter dated March 7, 2003 from Peter Thorson, City Attorney to the Riverside County Board of Supervisors - Blue Page 2 2) Letter dated March 11, 2003 from Shawn Nelson, City Manager to the Riverside County Board of Supervisors - Blue Page 3 R:\BF[OWNS\R C I P~RCIP CC 3-25-03 staffrpt,doc 1 ATrACHMENT NO. 1 LE'I'I'ER DATED MARCH 7, 2003 FROM PETER THORSON, CITY ATTORNEY TO THE RIVERSIDE COUNTY BOARD OF SUPERVISORS R:\BROWNS\R C I P~RCIP CC 3-25-03 staffrpt.doc 2 RICHARDS j WATSON J GERSHON ATTORNEYS AT LAW -A PROFESSIONAL CORPORATION 355 South Grand Avenue, 4oth Floor, Los Angeles, California 9oo7~-3tol Telephone 213.626.8484 Facsimile 213.626.oo78 RICHARD RICHARD GLENN R. WATSON ERWIN E. ADLER STEVI~N L DORSET WILLIAM I~ STRAUSZ MARK E. MANOELL March 7, 2003 Board of Supervisors Riverside County County Administrative Center 4080 Lemon Street, 5~h Floor Riverside, California 92501 Reference: Public Heatings on the Riverside County Integrated Project, March 10, 11, 13, 2003 Honorable Chairman and Members of the Board: The City of Temecula respectfully requests that the proposed Riverside County Integrated Project contain policies which require current and proposed development to proceed only to the extent that streets, highways and other transportation improvements are constructed and open to the public in order to accommodate the existing traffic and the new traffic resulting from development. By letters dated October 30, 2002, from City Manager Shawn Nelson to the Planning Commission of the County of Riverside, and October 4, 2002, from Deputy City Manager Gary Thomhill to Jerry Jolliffe, the City of Temecula has objected to various portions of the proposed Riverside County Integrated Project ("RCIP") which you are currently reviewing in public hearings scheduled for March 10, 11, 13, 2003. In addition to the grounds set forth in those letters, there further legal defects in the proposed RC1P based upon the failure of the RCIP to require adequate mitigation for the land uses proposed, the inconsistencies between the Land Use Element and the Circulation Element, and the failure to incorporate the feasible mitigation measures required by the Environmental Impact Report into the RCIP. As you are aware, the City of Temecula prevailed in City ofTemecula v. County of Riverside (Dornenigoni-Barton Specific Plan), Case No. RIC369989 (the companion case to Endangered Habitats League v. County of Riverside (Domenigoni-Barton RICHARDS j WATSON J GERSHON Board of Supervisors March 7, 2003 Page 2 Specific Plan) in which the Court invalidated the entire Domenigoni-Barton Specific Plan because the County failed to provide for the construction of traffic mitigation measures. In its Statement of Intended Decision, the Court held that the traffic mitigation measures of the Environmental Impact Report must be incorporated into the project as feasible and enfomeable conditions of approval. The Court held that the County's current process of merely identifying off-site traffic improvement measures and pledging further traffic and financial analysis was not sufficient to meet the obligations of the California Environmental Quality Act. Although the County and the Developer are challenging certain portions of the decision, we are confident that our position will prevail if this is litigated further. However, the City, the County and the Domenigoni family are currently engaged in settlement discussions. In ruling against the County on these issues, the Court severely criticized current County land use approval practices. A copy of the Court's opinion is attached for your convenience. Although the City prefers not to litigate project approvals on County projects, the County's past lack of attention toward resolving the important regional traffic and congestion issues left Temecula no recourse. The City has settled one other lawsuit against the County involving the French Valley Specific Plan through an agreement with the developer which provides a phasing program for construction of residential units tied to the completion of traffic improvements which mitigate the impacts of the development. Temecula has implemented the same policy it is proposing for the RCIP for development projects within the City. Residential and commercial projects approved by the City of Temecula must complete necessary traffic improvements prior to the start of those portions of the project which impact traffic. Additionally, Temecula has made substantial financial contributions to regional traffic improvements to mitigate the traffic impacts of developments within both the City and the County and approved the TUMF ordinance in cooperation with the County. Without similar policies being incorporated into the RCIP, the City will have no choice but to continue to litigate defective project approvals which fail to include feasible and enforceable traffic mitigation measures. Toward this end, the City of Temecula respectfully requests that the Board of Supervisors incorporate the following policies into the Land Use and Circulation RICHARDS J WATSON J GERSHON Board of Supervisors March 7, 2003 Page 3 Elements the new County General Plan currently under preparation as part of the RCIP process: 1) 2) 3) 4) Implement a phasing plan for approved projects in Southwest Riverside County under which building permits will be issued for the project, or portions of the project, only upon completion of the public improvements necessary to mitigate traffic and other impacts from the units to be constructed under the permits. Development shall be permitted to proceed only to the extent that streets, highways and other transportation improvements are constructed and in place to accommodate the existing traffic and the new traffic resulting from development. All project approvals shall be conditioned in a manner that ensures implementation of this policy. The County may implement fee-based mitigation programs to address transportation improvement needs, however, actual construction of the new streets, highways and other transportation improvements necessary to serve any project or projects shall be completed before development, regardless of the funding mechanism. All project approvals shall be conditioned in a manner the ensures implementation of this policy. The traffic impact analysis procedure for large scale projects shall be required to provide a complete analysis of potential impacts upon project approval, rather than improperly deferring the analysis until future development stages ora project. In so doing, the true scope of potential impacts will be disclosed, and proper mitigation can be identified, imposed and enforced. Additionally, the numerous proposed draft policies for circulation facilities, water resources, and sewer facilities are lacking in substance and do not insure that the necessary infrastructure will be constructed concurrent with or prior to development. RICHARDS J WATSON J GERSHON Board of Supervisors March 7, 2003 Page 4 Incorporation of such policies into the RCIP will ensure that project proponents understand what will be required of their projects. Further, providing this policy guidance will ensure that staffproperly reviews and conditions development project. Otherwise those projects would be inconsistent with the new general plan. It is the City ofTemecula's fervent hope that a new course can be charted to address the region-wide traffic concerns and obviate the need for further litigation on these issues. The City of Temecula will be pleased to cooperate with the County in accomplishing this critical work for the citizens of Riverside County. Very truly yours, Peter M. Thorson City Attorney City of Temecula CCi Mayor and Members of the City Council Shawn Nelson, City Manager Jim O'Grady, Assistant City Manager Gary Thornhill, Deputy City Manager Bill Hughes, Director of Public Works Debbie Ubnoske, Director of Planning Steve Brown, Principal Planner 11086\0597~725480.1 ATTACHMENT NO. 2 LETTER DATED MARCH 11, 2003 FROM SHAWN NELSON, CITY MANAGER TO THE RIVERSIDE COUNTY BOARD OF SUPERVISORS R:\BROWNS\R C I P\RCIP CC 3-25-03 staffrpt.dcc 3 of Temecula 'ark Drive · Temecula. C~ 92590 · Mailing,Address: P.O. Box 9033 · Temecula. CA 92589-9033 {909) 506-5100 · Fax (909) 694,5499 Jeffi'ey E, Stone Mayor Michael S. Naggar Mayor Pro-Tem Jeff Comerchero Councilmember Albert S. Pratt Councilmember Ronald H. Roberts Councilmember (909) 506-5100 FAX 694-6499 March 11, 2003 John Tavaglione, Chairman Riverside County Board of Supervisors County Administrative Center 4080 Lemon Street - 5th Floor Riverside CA 92501 Subject: Comments on Comprehensive General Plan Amendment Number 618 Dear Supervisor Tavaglione: The City of Temecula has been a participant in the RCIP since 1999 when City staff started attending the GPAC meetings as non-voter participants. We have continued our participation in the process, offering comment on what the City believes are critical issues that would jeopardize the long term success of the General Plan. Our positions on many of the issues are well known and have been memorialized in our comment letter to the Planning Commission and in response to the General PIan EIR. We offer the following observations on the Draft General Plan: Rural Separators One of the primary focus points of the Plan in the early stages of its development was the separation of urban development from rural/agricultural areas. The concept was to provide edges for more urban forms, such as subdivision development, commercial, and retail areas, from the large lot development where agriculture and/o~' keeping large animals is permitted. It gives a sense of area or at the very least Uneighborhood" to portions of western Riverside County. Individual landowners or developers that see the existing large lot inventory as potential small lot residential development are compromising this concept. The most threatened areas for encroachment into the buffer areas is north of French Valley at Scott Road, which is a separator. This area is highly susceptible to developer interest, and will most likely have individual proponents at the Board hearings to compromise the buffer concept in this area. This is also a concern in the area south of Red Hawk/Morgan Hill. The current Plan land uses are for large lot development between Red Hawk/Morgan Hill and the Pechanga Reservation. John Tavaglione, Chairman March 11, 2003 Page 2 Individual development proposals will be presented to the Board of Supervisors during the hearing process to remove the large lot concept, and replace it with smaller Iow density residential land use (2-5 du/ac) rather than rural residential, which would be the buffer between the urban developed areas and rural areas to the south. We are opposed to these numerous requests to increase the density of the Draft Land Use Maps in the southwestern portion of the County. The rural buffer notion is an important element to the preservation of the feeling of open space in an area where property owners are interested in keeping large animals, or maintaining small farming operations. It also lets people merely driving by know that they are passing French Valley, for example, and entering a more rural area (a break Eom the rows of homes along the roadways). There may not be the identification of an area name, but there certainly is the identification of a separation. Community Centers The Southwest Area Plan Land Use Map (SWAP) designates two locations for Community Centers. One is located just north of the City of Temecula in the vicinity of Winchester Road and Murrieta Hot Springs Road; and the second is located west of Winchester Road and north of Keller Road. Both of these are within the City's Sphere of Influence. While the City supports the overall concept of Community Centers, we do have some reservations as to the implementation process. The Community center adjacent to Temecula is consistent with our General Plan that designated this area as a Village Center Overlay. The City of Temecula and the County Draft General Plan have roughly the same intent for this location; however, the County's proposed designation of "Town Center" for this 175-acre site envisions a more intense development scenario than the Temecula General Plan. Therefore the City is requesting that the County respect Temecula's Sphere of Influence by coordinating closely with the City in the planning for this area. Regarding the second Community Center that is proposed as Winchester Road and Keller Road, the City feels that this may not be the optimal location for this land use as it is adjacent to land designated with the Rural Foundation component and puts tremendous pressure for this area to urbanize. Additionally, we feel that this should be located southerly on Winchester Road to offer a community core for the numerous specific plans that have been approved in the past. Circulation. In reviewing the Transportation Analysis for the Circulation Element of the General Plan, we notice several assumptions, without substantiation, that reduce the forecasted traffic impacts for western Riverside County. Although each assumption by itself may not significantly change the outcome, the cumulative effects of these John Tavaglione, Chairman March 11, 2003 Page 3 assumptions could have a significant impact on the results and conclusions of the study. Some of these assumptions follow: The mid range density values of the General Plan Land Use has been assumed. Typically the General Plan build out is about 15% less than the maximum number of dwelling units. Use of the mid range seriously under reports the potential traffic generation A three percent daily trip reduction has been assumed due to the use of public transit. This assumption is erroneous as large metropolitan areas such as Los Angeles find it difficult to achieve three percent ridership. To assume that Riverside County will achieve that number is wishful thinking and not grounded in responsible traffic forecasting. in addition to these assumptions, the model for the Circulation Element utilizes CETAP corridors as part of the overall roadway network. Since these CETAP corridors were not approved in a meaningful configuration and will not be in place at the build-out of the area, all trips assigned to these corridors must be assigned to other existing transportation facilities, which will increase the number of trips and congestion on the existing facilities. Even with the assumption of additional CETAP corridors in place at build-out of the area, most major arterials in the region are expected to operate at Levels of Service "F". Therefore, with elimination of the CETAP corridors, the existing arterials and highways will be more congested than is reported in the EIR and Circulation Element; and as a result, the Circulation Element should be re- modeled based upon the current hybrid CETAP corridor. We would request that the County reassess the circulation impacts based on realistic assumptions. With that analysis in hand we would expect that meaningful land use density reductions would be necessap/to balance the design capacity of the circulation system. Planning Commission Recommendations The Planning CommisSion has recommended a fifth foundation component to the General Plan. We conservatively estimate that 14 square miles of Rural Foundation Component within and adjacent to our Sphere of Influence would be eligible for conversion to % acre lots. We are adamantly opposed to this Foundation Category since it may ultimately weaken the Certainty System of the General Plan and will lead to further suburban sprawl. There are other land use recommendations that were made by the Planning Commission that the City feels would weaken the General Plan. We have attached a map and matrix that further illustrates the specific areas of concern and the action the City would like the Board to take into consideration when approving the General Plan. The City of Temecula can see no compelling reason to designate additional lands in varying suburban and urban densities with the four to five decade supply of already existing lands set aside for these uses. John Tavaglione, Chairman Mamh 11, 2003 Page 4 General Plan Certainty System The General Plan Principles developed early in the process created an element of certainty for the first 5 years of the Plan. It is where the Board agreed that for the first 5 years of the Plan's existence, the Board would not entertain any General Plan Amendments between the Land Use Foundation Components. The purpose is to allow the Plan the time it needs to succeed or, if necessary, determine where amendments would be appropriate. The City of Temecula strongly supports the Certainty policies of the General Plan. The Plan should be allowed an opportunity to settle in with the appropriate policies in place for a time certain. At the end of five years, the plan could be amended to fix those portions that are inappropriate. Shawn Nelson City Manager CC: City Council Richard Lashbrook, Director, TLMA Gary Thornhill, Deputy City Manager RCIP General Plan Land Use Map Comment Matrix March 1t, 2003 Site Reference Location Issue City of Temecula Number Recommendation 1 Generally east of Rural lots surrounding wine That the Board of Butteffield Stage country were designated as Supervisors remove Road, south of Lake 5~acre minimum lot size the identified parcels Skinner and north of under the Vision Plan for from the Rural Vail Lake. the RCIP. The Riverside Community County Planning designation and Commission has created a retain them in the new designation (Rural Rural designation Community) that would consistent with the allow lots as small as ¼ Vision Plan. acre with a General Plan Amendment and a Change of Zone, The City of Temecula does not support the recommended Rural Community Foundation Element. 2 East of Butterfield Parcels are identified as Designate this area Stage Road, north of Community Development as Rural on the SR 79 South and that permits the full range of General Plan west of Anza Road. urban development. Area Foundation Map is pdmadly ruFal in nature east of Butterfield Stage Road. 3 South and east of This area offers a transition That the Board of the Redhawk from urban to rural lot sizes. Supervisors remove Specific Plan and The Riverside County the identified parcels north of the Planning Commission is from the Rural Pechanga Indian recommending a Community Reservation.~ designation that will allow designation and lots as small as % acre. retain them in the The City of Temecula does Rural designation not support the recommended Rural Community Foundation Element. 4 West of the City's Designated as Community Designate this area Sphere of Influence, Development (Commercial as Rural, which north of Rancho on the SWAP map). This would be consistent California Road site is not physically suited with the surrounding for commercial area. development. Traffic safety issues are the City's primary concern. R:~BROWNS\R C I P~RCIP comment matrix 2-25-03.doc RCIP General Plan Land Use Map Comment Matrix March 1t, 2003 5 Walker Basin The Vision Plan respects Designate this area Specific Plan in the i the existing Specific Plan. as Rural, which De Luz area west of The City Council adopted a would be consistent Temecula resolution supporting a with the surrounding minimum 5-acre lot size. area lot sizes. 6 French Valley, Rural lots in this area were That the Board of Menifee Valley area. designated as 5-acre Supervisors remove minimum lot size under the the identified pamels Vision Plan for the RClP. from the Rural The Riverside County Community Planning Commission has designation and created a new designation retain the Rural (Rural Community) that Foundation would allow lots as small as designation ¼ acre with a General Plan Amendment and a Change of Zone. The City Of Temecula does not support the recommended Rural Community Foundation Element. 7 French Valley area Area designated as Rural in That the Board of west of Winchester the Vision Plan. The Supervisors remove Road and east of Planning Commission is the identified pamels Interstate 215. recommending a from the Community designation of Community Development Development which permits designation and the full range of urban retain them in the development and densities Rural designation 8 Scattered Parcels Rural lots in this area were That the Board of generally within the designated as 5-acre Supervisors remove Winchester 1800 minimum lot size under the the identified pamels Specific Plan. Vision Plan for the RClP. from the Community The Riverside County Development and Planning Commission has Rural Community created a new designation designation and (Rural Community) that retain them in the would allow lots as small as Rural designation % acre. Several of these consistent with the parcels are recommended Vision Plan. for Rural Community and Community Development. R:~ROWNS\R C I P~RCIP comment matrix 2-25-03.doc DEPARTMENTAL REPORTS APPROVAL CITY ATI'ORNEY DIRECTOR OF FINANCE_~_~_~ CITY MANAGER TO: FROM: DATE: SUBJECT: CITY OF TEMECULA AGENDA REPORT City Manager/City Council Jim O'Grady, Assistant City Manager March 25, 2003 Economic Development Monthly Departmental Report Prepared by: Gloria Wolnick, Marketing Coordinator The following are the recent highlights for the Economic Development Department for the month of February 2003. ECONOMIC DEVELOPMENT Leads & Inquiries In the month of February, the City responded to 6 leads and 1 inquiry. A vitamin/nutrition supplement company is interested in establishing a customer service telephone support center in the building on Diaz that Hudson-RCI is no longer using. They are currently working with the City's Building Department to explore Tenant Improvement requirements, and will also be working with the Employment Development Department at the Workforce Development Center to explore workforce availability. Staff suggested that they contact the RTA regarding public transit service and scheduling. They will employ at least 500 and possibly more depending on workforce availability and building expansion capabilities. Wages would be from $9.00 - $11.00 per hour and would include benefits. On February 3rd, staff met with representatives of Brunswick. They are interested in developing a bowling/entertainment/restaurant facility in the Temecula Valley. Staff provided them with information on the area, available sites and GIS maps. Ms. Luciane Hsueh contacted staff regarding a business she is planning to start. Staff provided her with information on available resources, information on facade improvement grants/loans in the Old Town area and local non-profit organizations that may be able to assist her. On February 5th, staff met with Dick Torres and Ron Bradley on February 20th to discuss possible locations for Giant RV. Also, staff met separately with Kevin Nellis to discuss sites for a Suzuki Dealership. Staff met with Mike Alpert on February 6th, regarding a multi-use athletic/fitness club/wellness center. R:\Wolnickg~DEPT REPORTS~Fcbma~ '03 Dept, Rept..doc I Staff provided Jennifer Becky, President of Consortium Innovations Centers LLC, with site locations to consider for their new headquarters, Ms. Becky and John Nelson of California Capital Patners, LLC met with staff on March 12"~ and will meet separately with the Economic Alliance. Ground Breakin~lslRibbon CuttinflslGrand Openings On February 10th, Mayor Stone and staff attended the Ground Breaking Ceremony of the new KTM Sportrnotorcycle USA facility which will be located at 27525 Via Industria. Speakers included: Mayor Stone, John Zolikoff, Selvaraj Narayana and Scot Harken of KTM, Tim Buche (President of Motorcycle Industry Council), Christian Kuegerl (Austrian Trade Commissioner) and Joel Murphy (SX/MX Chaplain - MotorRacing Outreach). Lunch was provided. Staff obtained photos/video footage of the event to include in the State of the City presentation and for our library. On February 21st, Mayor Stone and staff attended the Ribbon Cutting Ceremony and Reception for the new Southwest Family YMCA located at Margarita Community Park. Information was provided on the YMCA programs and their future plans. Mayor Stone, Councilmembers and staff attended the Temecula Valley Chamber of Commerce Dedication Reception and Grand Opening of their new building on February 19t~. Tours of their facility were provided and information was available on the many Chamber committees. Staff and Councilmembers also attended the Chamber's Installation of officers on February 22nd at the Pechanga Entertainment Center. Council and staff attended the California Pizza Kitchen Grand Opening on February 25th. The restaurant occupies the former Farrell's restaurant located at the Promenade Mall. This upscale restaurant also provided a fundraising opportunity benefiting the Temecula Arts Council. Media/Outreach Materials Staff wrote the City article for the March Chamber of Commerce Newsletter titled, "Join the Temecula Citizen Corps". A brief overview of the program was provided along with contact information as well as a schedule for upcoming training meetings. Staff provided articles and calendar of event listings to Neighbor's Magazine. The publication provides the City of Temecula with a page of editorial. Meetings Staff attended the EDC of Southwest Riverside County Business Relations Meeting on February 6th. Follow-up action reports were given at the meeting, which included Interplex Nascal, Murrieta Development Corporation and RBF Consulting. Company Contact Reports were given on the following companies: Pro Tec and Isomedix. Staff called Isomedix in Temecula and they had concems about Diaz Road. in response to their concerns, staff sent requested materials to them and staff will call to schedule a visit. As of February 2003, the EDC has held 7 visits and 12 phone interviews with local companies. Staff attended the EDC of Southwest Riverside County Board of Directors Meeting on February 20th. The Board reviewed the revised EDC Regional Strategic Plan. New business included: formation of Ad Hoc Committees, appointment of Budget and Nominating Committees, and discussion of the SBA Loan Fair. The EDC Quarterly Luncheon is scheduled R:\Wolnickg~DEPT REPORTS~FebruaEe '03 Dept. Rept..doc 2 for March 27th and guest speakers will provide an update on Mt. San Jacinto Community College. Staff's report included an update on the revised Permit Review Process, State of the City at Pechanga on March 20th, working with the colleges on the Temecula Education Center project, and the Redhawk annexation petition. A bdefing on the Temecula Education Center Project was held on February 3rd with Temecula and Murrieta staff and A.G. Kading. Plans are moving forward and UCPJExtension, Cai State San Marcos and Mt. San Jacinto are working[together to expand the higher education presence here in the Temecula area. On February 27"', staff met with James Buxton and Jim Sweeney of Milgard Manufacturing to update them on the plans and status of the college project. Staff wanted to personally meet with them to see if they had any concerns as the project will be located close by. Staff also met with Dave Allmen and Jeff Okun of the Temecula Valley School District on February 28th to review the project. Staff met on February 4th with John and Jane Laskin to discuss future plans for the Musician's/Artists Workshop. The City, Chamber and Winegrowers' Association met on February 4th to discuss ways to encourage the restaurants to serve Temecula wines at their establishments. Staff provided the Winegrowers' with a restaurant contact list to use in their outreach to local restaurants. The Chamber will take the lead on this promotion. Staff met with Bill Johnson several times in February to discuss his auto mall property. Staff met with Jim Nadal and Rich Schoenfeld on February 12th regarding potential development opportunities on Jefferson Avenue. On February 12th, Mayor Stone, Mayor Pro Tem Naggar and staff met with Scott Crane of Southwest Healthcare System to discuss hospital plans in Southwest Riverside County. Staff attended the 1-15 Interregional Partnership meeting on February 13th, and discussed short-term strategies. On February 25t~, staff met with Kevin Walsh regarding potential hospital plans. TOURISM Special Events The Temecula Rod Run was held on February 14th - 16th in Old Town. City Departments met with the TTA, the event organizer, on February 4th to assist with the operations and planning of the Rod Run. Travel Shows/Familiarization Tours/Group Meetings The City of Temecula hosted The Glamer Travel Show, which was held on February 13th at Embassy Suites. The Glamer Travel Show sponsored by Group Leaders of America, is the nations #1 group travel organization. There are Glamer Shows in every city across America. Approximately 40 senior activity & social planners, and group travel planners attended. Twenty- four travel related businesses exhibited. The City/Chamber had a table display and distributed information. Jim O'Grady and Alice Sullivan welcomed the group on behalf of the City and Chamber. The Temecula video was shown during lunch. Following the event, a tour was offered which included Old Town, the Museum and the Winegrowers' Association arranged a food & wine pairing for the guests at Thornton Winery. Staff was given leads and was R:\Wolnickg~DEPT REPORTSWcbruai~ '03 Dept. Rept..doc 3 distributed to Temecula businesses requesting the information. Temecula information packets were given to each attendee. At the National League of Cities Congressional City Conference in March, Councilmember Comerchero had the opportunity to pitch Temecula as a location to host the next Community & Economic Development Steering Committee meeting. Staff prepared information booklets outlining costs, suggested itineraries, lodging, golf, transportation, wine tasting, meeting space, meals, etc. for the group. In addition, staff prepared gift packages and collected donations for a Temecuia Weekend Getaway raffle prize. Medial Outreach Materials Staff provided the City ad for The Arts in the Country Festival program. The City receives the complementary ad as we provide funding to the Arts Council. The San Diego North 2003 Travel Planning & Conference Guide is now available and is distributed through North County Convention & Visitors Bureau. This 100+ page color guide describes in further detail all the wonderful features and opportunities available in the San Diego North region and surrounding areas. (See attached.) The 2003 Anaheim & Orange County Official Visitor Guide is complete. This 130-page, 4- color Visitor Guide features information on accommodations, attractions, dining & entertainment, transportation, arts & culture, recreation and shopping. Temecula participates in this publication with a full-page color ad. (See attached.) Staff responded to Anaheim/Orange County CONVIS media and travel agent leads, which included: · Bruce Anderson, Editor of VIA, San Francisco · Cheryl Woodruff, Editor of Travelage West, Los Angeles · Elizabeth Weiss, Travel Agent, West Coast Bureau Chief, Los Angeles · Emily Drabanski, Editor in Chief of New Mexico Magazine, Santa Fe · Harvey Grotsky, Publisher of Corporate & Incentive Travel, Boca Raton, FL · Janice Strong, Managing Editor of Canadian Traveler, Vancouver, BC · John Clark, Editorial Director, Southwest Airlines-Spirit Magazine, Fort Worth, TX · Kirsten Kaufman, Associate Editor, Portland Parent Magazine, Beaverton, OR · Maribeth Mellin, Travel Editor of San Diego Magazine, San Diego · San Francisco Bureau Chief of TraveIWeekly, San Francisco · Steve Wright, Features Editor of San Jose Mercury News, San Jose Meetings Staff attended the Inland Empire Tourism Council's Board of Director's Meeting on February 4th. New business included the review of the 2003-04 IETC budget and discussion on the IETC luncheon, which will highlight the state's toudsm programs/Governor's budget. Old business included: Visitor Guide status, web site update, report on Los Angeles Times Travel Show and the California Visitor's Guide ad. Staff attended the Chamber Tourism Committee Luncheon Meeting at Cress Creek Golf Club on February 6th. Brad Swanson, Food & Beverage Director, of Cross Creek made a brief presentation on the facility. Destination reports were given. Temecula information bags were assembled which were later given to Glamer Travel Show attendees. Staff provided a City report: participation at LA Times Travel Show and Glamer Travel Show, and advertising in the R:\Wolnickg~,DEPT REPORTS~FebruaI7 '03 Dept. Rept..doc 4 San Diego CONVIS Visitor Guide and the Inland Empire Regional Visitors Guide, and publicity in the Where Magazine concierges newsletter article highlighting the concierges day tour in Temecula and Lake Elsinore Outlets. ATTACHMENTS Temecula Valley Chamber of Commerce Activities Report Economic Development Corporation of Southwest Riverside County Activities Report Southwest Riverside County Economic Alliance Activities Report - (report not submitted) Temecula Valley Film Council Activities Report Advertising/Media Coverage R:\Wolnickg'~DEPT REPORTS~February '03 Dept. Rept..doc 5 TEMECULA VALLEY CHAMBER OF COMMERCE March 10, 2003 Shawn Nelson, City Manager City of Temecula 43200 Business Park Drive Temecula, CA 92590 Dear Shawn, Attached please find the February Monthly Activity Report as per our contract with the City of Temecu[a. This is the month of February at a glance: Business Inquiry Highlights: In the month of February, 15 businesses requested information on starting or relocating their business to Temecula. They received a business packet, which includes a copy of the City of Temecula demographics, relocation, housing, rentals, maps, organizations, etc. Committee Highlights: Tourism & Visitors Council: The February meeting was held at Cross Creek Golf Course. The council filled 100 goodie bags for the Glamer Show that took place on February 13, 2003 at Embassy Suites Hotel. Tourism Council is currently researching organizations in which to make the Big Business Presentation. The March meeting will be held at the Temecula Valley Chamber of Commerce. Education Committee: The committee will host a diversity awareness presentation in October using a diversity awareness group "Living Voices" out of the Los Angetes area. The committee will begin marketing a general tolerance campaign "Labels are for Soup". Committee is also recruiting businesses for their 3~ Annual Youth Job Fair. The committee will have a presentation at the March meeting made by the City of Temecula Police Department, Problem Oriented Policing Team on gang and drug intervention. Wa~),s & Means Committee: The 37th Annual Installation Banquet took place Saturday, February 22'~ at the Pachanga Resort & Casino. The evening recognized three outstanding Businesses of the Year, one Non-Profit Charitable Organization and Citizen of the Year. Glass Blasters! Was the winner for Sterling Business of the Year; Community National Bank, Gold Business of the Year and Rancho Physical Therapy, Inc. for Platinum Business of the Year. The Non-Profit Charitable Organization of the Year was awarded to The Rotary Club of Temecula. Greg Brown was recognized as Citizen of the Year for 2002. The event also honored Eve Craig with a Lifetime Achievement Award for her dedication to the arts in this valley. Janese M. Reyes of Community Little Book took home the Chairman's Choice award and Judy Zulfiqar with RKR Media was the recipient of the Ambassador of the Year. 26790 Ynez Court * Temecula, CA 92591 Phone: (909) 676-5090 ? Fax: (909) 694-0201 www,temecula.org · e-mail: info@temecula.org The 2003 State of the City Address delivered by the Mayor of Temecula Honorable Jeff Stone will be held on Thursday, March 20, 2003 at 8:00 a.m. at Pechanga Resort & Casino. The event will highlight last year's accomplishments and future plans for the City of Temecula. The event expects 350 attendees. This year's State of the City is sponsored by: Paseo Del Sol, City of Temecula, Riverside Transit Agency, Union Bank of California, USA Federal Credit Union, Temecula Valley Bank and Pechanga Resort & Casino as the Facility Sponsor. Local Business Promotions Committee: The Local Business Promotion Committee will start the taping of the Business Resource Program. The committee is beginning to recruit member businesses for the June Shop Temecula First Campaign. Marketing material for the campaign will be sent out the beginning of April. The Businesses of the Month for Mamh selected by the Ways & Means committee are Castle Bed & Breakfast and Rice Development. Johnny Carinos Country Italian Restaurant was awarded the Chamber Spotlight, and Wilson Creek Winery is the Mystery Shopper winner for the month of March. Government Action Committee: The Government Action Committee will begin meeting at the Temecula Valley Chamber of Commerce location for this year. The committee will be reviewing Water Issues, Transportation, Voter Education Program, Leadership Program and other important issues that face our community. Membership Committee: Over 400 members and guests attended the grand opening and mixer at our new Chamber Office which is located at 26790 Ynez Court. The event was co-hosted by Outback Steak House, Johnny Carino, Pat & Oscar's, Mexicana, Dreamakers, Wilson Creek and Timmy d. Productions. Members and guests enjoyed and toured the new facility. GE Financial and World Financial Group are the two Ambassador Networking Breakfast Business Spotlight for the month of February. Tourism Highlights (Bulk brochure distribution) Activity Report: · 35 Visitor Guides, 35 Winery Brochures and 35 Tourism Maps to Spa Resort & Casino to distribute to tourists. · 25 Old Town Maps, 25 Temecula Brochures, 25 Visitor Guides, and 25 Winery Brochures to 100% Chapter-Family Motor Coach Association to distribute to rally members. · 100 Visitor Guides and 100 Tourism Maps to Rotary to distribute to Rotarians at a Pechanga Convention. · 80 Visitor Guides to Family Motor Coaching to distribute to motor group. · 40 Visitor Guides, 40 Winery Brochures and 40 Tourism Maps to St. Timothy Episcopal to distribute to group coming to the area. · 75 Visitor Guides and 75 Winery Brochures to Kevin Turner to distribute to golf tournament participants. · 150 Temecula Brochures, 150 Visitor Guides and 150 Winery Brochures to Larry Fosler to distribute to FMCA Pre-rally participants. · 210 Visitor Guides, 50 Winery Brochures and 30 Tourism Maps to Temecula Country Store to distribute to tourists. · 100 Visitor Guides, 100 Winery Brochures and 100 Tourism Maps to American Coach Chapter to distribute to rally members. · 420 Visitor Guides to Pechanga Resort & Casino to distribute to visitors. · 250 Visitor Guides and 250 Tourism Maps to Marie Upton to distribute to RV Group. · 60 Visitor Guides and 11 Tourism Maps to World Harvest Church to distribute to conference attendees. · 12 Visitor Guides and 12 Winery Brochures to Charlotte Montgomery to distribute to visitors. · 65 Visitor Guides, 65 Winery Brochures, and 65 Tourism Maps to Safari International to distribute to Rally attendees. · 50 Visitor Guides to Broker West Real Estate Company to distribute to visitors. · 20 Tourism Maps, 20 Visitor Guides, and 20 Winery Brochures to PTC Engineering to distribute convention attendees. · 65 Tourism Brochures to Four Seasons to distribute to guests. · 75 City Maps, 75 Visitor Guides and 75 Winery Brochures to Annette Chavez to distribute to visitors. · 50 Tourism Maps, 50 Temecula Brochures, 50 Visitor Guides, 50 Winery Brochures and 50 Pechanga Brochures to City of Carson to distribute to tourists. Activity Report: Tourism calls for the month of February - 1,852 Phone calls for the month of February - 3,309 Walk-ins for the month of February - 2,758 Web Page User Sessions for the month of February - 5,305 Website Tourism Survey - "How did you hear about Temecula" - 317 responses were received: Article - 2% · Friend - 26% · Link- 10% · Magazine-3% · Other-41% · Radio - 1% · Search-10% TV-7% Also, attached are the meeting minutes for the Tourism and Visitors Council, Education, Local Business Promotions, Government Action, Membership and Marketing and Ways & Means committee. If you have any questions regarding this information, please call me at (909) 676-5090. Thank you. PresidentJCEO cc: Mayor Jeff Stone Councilman Jeff Comerchero Councilman Sam Pratt Jim O'Grady, Assistant Ob/M;~na§er Gloria Wolnick, MarketinG Coordinator Mayor Pro Tern Mike Naggar Councilman Ron Roberts Shawn Nelson, City Manager G~ry Thomhi~l, Oepub/Qb/Maoager TVCC Board of Directors Temecula Valley Chamber of Commerce Monthly Activity Report February 2003 PHONE CALLS TOURISM Tourism Referrals Calendar of Events Special Events General Information TOTAL TOURISM CALLS Relocation Demographics Chamber Miscellaneous TOTAL PHONE CALLS WALK-INS Tourism Calendar of Events Special Events General Information Relocation Demographics Chamber Miscellaneous TOTAL WALK-INS MAILINGS Tourism Relocation Demographics TOTAL MAILINGS E-MAIL Tourism Relocation Miscellaneous TOTAL E-MAIL WEB PAGE USER SESSIONS GRAND TOTALS PHONE CALLS WALK-INS MAILINGS E-MAIL WEB PAGE USER SESSIONS Chamber Vis. Center Year-To-Date This Month This Month Total 254 163 342 1,093 1,852 153 89 905 310 3,309 205 141 59 8O7 151 92 552 311 2,318 123 95 93 311 87 68 157 312 2,669 153 20 20 227 2O 440 This Month 3,309 2,318 311 312 2,669 5O3 325 587 2,419 3,834 339 2O8 1,860 645 6,886 684 316 146 2,143 355 213 1,150 638 5,645 362 211 208 781 189 150 293 632 7,646 Year-To-Date 6,886 5,645 781 632 7,646 Annual Volume Comparisons Chamber February 2002 Chamber February 2003 Percentage PHONE CALLS TOURISM Tourism Referrals 336 254 -24% Calendar of Events 202 163 -19% Special Events 359 342 -5% General Information 1,005 1,093 9% TOTAL TOURISM CALLS 1,902 1,852 -3% 167 '' ' 153 46 . 89 1,110 905 168 310 3,393 3,309 Relocation Demographics Chamber Miscellaneous TOTAL PHONE CALLS -8% 93% -18% 85% -2% E-MAIL Tourism 46 87 89% Relocation 22 68 209% Miscellaneous 163 157 -4% TOTAL E-MAIL 231 312 35% WEBSITE USER SESSIONS 5,305 * Chamber referrals reflect faxes, walk-ins and phone calls MAILINGS Tourism 91 123 35% Relocation 60 95 58% Demographics 56 93 66% TOTAL MAILINGS 207 311 50% WALK-INS Tourism 315 205 -35% Calendar of Events 174 141 -19% Special Events 97 59 -39% General Information 957 807 -16% Relocation 192 151 -21% Demographics 65 92 42% Chamber 898 552 -39% Miscellaneous 231 311 35% Visitor Center Walk-Ins 328 440 34% TOTAL WALK-INS 3,257 2,758 -15% ECONOMIC DEVELOPMENT CORPORATION OF SOUTHWEST RIVERSIDE COUNTY BUSINESS RELATIONS COMMITTEE MEETING Thursday, Februar~ 6, 2003 - 9:00 a.m. Workforce Development Center, Executive Board Room 27447 Enterprise Circle West, Temeeula, CA Committee Members Present: Aaron Adams, City of Temecula Stevie Field, SWRC Economic Alliance Carmen Hill, TriStaffGroup Kclth Johnson, Mission Oaks National Bank Michael Lewin, Mimu, Edwards, Cannon, Hatter & Lcwin Lori Moss, City of Murricta Diane Sessions, Economic Development Corporation Harry Shank, Southwest Community Bank Loft Yaphe, SWRC Manufacturers' Council Gary Youmans, Community National Bank Guests: Alva Diaz, Wells Fargo Bank Glenn Eckels, Lake Elsinore Valley Chamber of Commerce Sandy Lurid, Coldwell Banker Chris Masino, CDM Group, Inc. Jack McColiey, Lake Elsinore Valley Chamber of Commerce Liz Yuzer, Economic Development Corporation Call To Order · Committee Chair Michael Lewin called the meeting to order at 9:10 a.m. He welcomed guests to the meeting and led introductions. Follow-up Action Reports · Murrieta Development Corporation - Gary Youmans would follow up with Jeff Close regarding their insurance issues. · Interplex Naseal - Carmen Hill reported that information about the Employee Training Panel had been provided. · RBF Consulting - Diane Sessions reported that membership information had been mailed as requested. Company Contact Reports · Pro Tee - Loft Moss reported a visit that she, Rex Oliver and Rob Johnson made to Pro Tee in Murrieta~ Pro Tec's operations included manufacturing and service/repair of performance ATVs, motorcycles and watercraft, with a large research and development component. In business since 1970, Pro Tee relocated from Brea to Murrieta eight years ago. Business advantages to the area included the peacefulness, and disadvantages included the traffic. Primary customers were dealers and end-users. The business was ranked as medium-sized. Sales in the past year were down due to a decrease in personal spending and machines coming off the line already semi-custom. Six of their eight employees lived in the TemeeulafMurrieta area, one in Sun City/Menifee and one in Los Angeles County. They planned to increase their workforce but would wait for the need. There was no plan to expand their plant in the foreseeable future. There was no contingency plan for electrical outages. They were happy doing business in SW Riverside County. · lsomedix - Aaron Adams reported that Jim O'Grady called Isomedix in Temecula and learned they had concerns about Diaz Road. Requested materials were mailed to Isomedix. Mr. O'Grady would call to schedule a visit. Business Relations Committee Meeting Minutes - February 6, 2003 Page 2 of 3 Goal Pro tess Re orr · Michael Lewin announced that visits and phone interviews in the eighth month of the fiscal year were as follows: 27 visits ~ 3 points each + 33 phone interviews ~ 1 points each = 60 visits/calis ~114 points YTD VISIT PHONE POINTS Goal 27 33 114 Actual 7 12 33 Variance -20 -21 - 81 New Committee Assignments · Michael Lewin reviewed the list of outstanding calls. Keith Johnson suggested that Diagnostic Consumables be removed from the active list. Members selected the following businesses for their calls or visits: Aaron Adams Stevie Field Keith Johnson Chris Masino Loft Moss Loft Yaphe Gary Youmans Cadent Technologies Airmech Inc. Transducer Techniques MAC Products, Inc. Control Systems Engineering and Agriscape Opti-Forms Encotech Discussion on Business Retention Efforts · Review of Mission & Commitments - The Committee reviewed the current Business Relations mission statement. Committee members agreed that contacts and visits with businesses were essential to meet committee goals, It was suggested that committee members call on new businesses to assist with current issues. Names of new businesses could be provided by area brokers. · Economic Gardening Program - Diane Sessions distributed a description of the Economic Gardening Program adopted by Lake Elsinore in 1998. The program focused on helping existing companies grow rather than recruiting new businesses to the area. Ms. Sessions suggested that economic gardening provided a tangible way to help businesses grow. The Committee agreed that further development of an economic gardening program should be pursued. Aaron Adams recommended that an overview of the Economic Gardening Program be presented to the Committee at a future meeting. · Guest Speakers at Meetings - Diane Sessions reported that in past years, one meeting per quarter was used for guest speaker presentations. A speaker would make a 10-15 minute presentation in areas related to business retention, such as low-interest loans or development bonds, etc. The Committee agreed to reintroduce speaker presentations to one meeting per calendar quarter. Ms. Sessions would arrange for a presentation of the City of Lake Elsinore's Economic Gardening program in April. · Business Relations Program Presentation to EDC Members - The Committee discussed hosting a presentation of the Business Relations program to the EDC membership in April. Announcements · The Business Relations Committee would meet on March 13 instead of the regularly-scheduled date of March 6, due to the EDC's Strategic Plan presentation and breakfast on the same day. Business Relations Committee Meeting Minutes - Februa~ 6, 2003 Page 3 of 3 Gary Youmans reported the EDC golf tournament was scheduled for Monday, June 9 and sponsorships were available. · Jack McColley reported the Lake Elsinore EDC luncheon would be held February 13, and presenting 'q'he Many Faces o f Manufacturing". · Diane Sessions announced the Murrieta Chamber Mixer was tonight at Pala Mesa Resort. Adjournment - The meeting adjourned at 10:15 a.m. TEMECULA VALLEY FILM COUNCIL ACTIVITIES REPORT FEBRUARY 2003 Sunny Poulson Thomas Stove Phelps Co-President Ellen Watkins Vice President OFFICERS & MEMBERS OF THE FILM COUNCIL: Pat Marfinez, Executive Director, Sunny Thomas, CO-President; Steve Phelps, CO-President; Ellen Watkins, Vice President; Patty Slatorc Se~relazyflTreasure; Eve Cmily, Judi Slants & Maggi Alien THE BUSINESS OF THE FILM COUNCIL: Ewe Craig Ma.~ie Allen Jndi Slants Priority items for thc Film Councfd will mminue as follows: * Monthly mailing of the four color Post Card * Follow up with inlerested Filmtuakers who showed an interest in filming in Tetuecula * The redesign offlxe new Production Guide is completed and the Board and Members are in the proems of solicitation of advertLsemcnls. * A new Film Council advertisement was placed in the hdand Empire Preduclion Guide. Discussing ned exploring fund-raising possibilities for 2003. II~e Council has been in contact with the local High Schools and are diseusstug the organization and hnplemcntation of a Student Film Festival involving all the High Schools in thc Inland Empire. Ineotue would be generated through ticket sales and tuiscetlaneous sales. Working with Sheri Da.tis, the Director of the Inland Empire Film ContmisMon to create workshops for the local High Schools to bdng in producers, writers and stunlreeo etc. Will be attending Locations Expo on April tl, 12, & 13, 2003 held in Los Angeles. We will be sham a 10X20 booth with other Filtu Councils in the Inland Empire. This will give us the opportunity to meet decision makers in the Film indust~- and expand our referral business between Councils. Activity Report for February Page 2 SUPPORT FOR TU[E TEMECULA VALLEY INTERNATIONAL FILM & MUSIC FESTIVAL: * Sponso~dp solicitations are in process to date and we have received commitments from; Guidant, Paradise Chevrolet, Rancon and Blockbusters. * Supporl in receiving incoming carls regarding the 2003 Film and Music Festival to be held September 10 - 14 th. Responded twenty two (22) calls. * Volunteer and production meetings for the Temecula Valley Film and Music Festival 2003 are now on a monthly 'basis. Media Night will be held in April. The Film Council has located a private home for Media Night in file Santiago area, Once it has been finalized will we announce the home owner. FILM COUNCIL INQUIRES: * Forty one (41) Film Inquires to date as a resuh of the daily mailer of our colored Post Card and, referrals f~om the Inland Empire Film Conunission. We have been very basy assisting Filmmakem in finding thc right location for their filming needs. Some have spent two days in Temeeula and all have enjoyed our fine restanvants and hotels. * Sixth three (63) Phone calls: Fihning and Film Festival inquiries & Orange CQunty . 2063 RESORT ANAFIEIM/ORANGE COUNTY fall in low u~ith March 13, 2003 Jim O' ady City of Temecula PO Box 9033 Temecula, CA 92589 RE: Activity Summary - February 2003 Business and Workforce Development Staff responded to the following 6 business and workforce development requests in February 2003: Date Lead Source Request Action Taken 2/6/03 Web site Information and resources Contacted the client to schedule an request to develop start-up business appointment to discuss in detail. Appointment pending. 2/10/03 Web site 1) Information on future 1 ) Contacted the client with information request improvement and provided by City of Lake Elsinore. Client will development projects near contact city directly for further details. Central Ave. & Collier Ave. in Lake Elsinore 2) Information on future 2) Discussed RCIP in detail and provided growth plans, projections, contact and web information to RCIP and new construction, and RCTC. highways for Riverside County 2/11/03 Web site County regulations related Provided client with contact information for request to noise pollution, dumping, Riverside County EDA. use of herbicides, and prevention of sand blow in Thousand Palms. Client is starting landscape business. 2/12/03 Phone Lead for new development Recommended client contact cities (Lake projects. Client owns San Elsinore, Murrieta, Temecula) planning Diego business - compressor departments for list of current projects. Also installations, provided website information for three cities. 2/19/03 , Phone Information to develop Met with client to discuss resources, licensing, start-up business, home- marketing and business plan development. based tuxedo/men's formal Staff is providing ongoing assistance for client. wear rentals Jim O'Grady City of Temecula Activity Summary - February 2003 Page 2 of 3 2/21/03 Phone Assistance to help high- Sent out community email request to EDC school student find members for referrals. Received eight referrals. architect/drafting firm that would allow I0 hours community service to complete certificate course. 2/27/03 Web site Contact information for the Contacted Rob Moran at RivCo EDA. Rob to request Riverside County make contact with client. department that handles CSA 149 roads in Wine Country. Communit~ Outreach Staff attended the following meetings/events to promote or assist economic development/community outreach: · Temecula Partnership in Education Committee (2/3) - Staff represents the EDC at monthly meetings. The committee is currently working on school-to-business partnerships and youth work programs. · UCR AnnualReal Estate Conference (2/5) · Workforee Development Presentation (2/6) - Staff presented EDC services and operations via video-conference to Workforce Development Center partners in five county locations. · Murrieta-Temeeula Group Meeting - Presentation from Riverside County SheriWs Office. · Temecula State of the City Planning Meeting (2/13) · Lake EIsinore EDC Luncheon (2/13) - "Many Faces of Manufacturing' · United Way Executive Committee Meeting (2/19) · Riverside County Manufacturing Industry Council Board Meeting (2/19) · Temecula Student of the Mouth Awards (2/24) · Workforee Development Center Ali-Staff Meeting (2/25) - Monthly WDC partner meeting held to share information for greater workforce development in Southwest Riverside County. · United Way General Board Meeting (2/26) · Temecula Partnership in Education - Business Survey Committee Meeting (2/27) Business Retention · Business Relations Committee Meeting (2/6) -See attached meeting minutes for discussion topics. Administration/Organization · Meeting with Marlene Best, City of Lake EIsinore (2/5) - Discussion: Economic Gardening Program · Planning meeting for Strategic Plan Presentation (2/18 & 2/25) Jim O'Grady City of Temecula Activity Summary - February 2003 Page 3 of 3 EDC Board of Directors Meeting (2/20) - See attached meeting minutes for discussion topics. Golf Tournament Committee Meeting (2/27) Administration - Staff managed the da'dy operations of the EDC office; responded to one requests for EDC membership; coordinated the Strategic Plan presentation and breakfast; ongoing implementation of strategic plan actions; managed EDC website updates; and delivered the following business development/community updates: UCR Connect Links presentation Notice to region's high schools for available manufacturing equipment Small Business Regulations Center of Sustainable Suburban Development Conference A win for the SBA 7(a) loan Community lecture on Nanotechnology Lake Etsinore EDC luncheon This concludes the activity sunmmt3~ for February 2003. Should you have questions or need further detail, please call me at 600-6064. Respectfully, Diane Sessions Executive Director Exhibit 6.2 ECONOMIC DEVELOPMENT CORPORATION OF SOUTHWEST RIVERSIDE COUNTY BUSINESS RELATIONS COMMITTEE MEETING Thursday, February 6, 2003 - 9:00 a.m. Workforce Development Center, Executive Board Room 27447 Enterprise Circle West, Temecula, CA Committee Members Present: Aaron Adams, City of Temecula Stevie Field, SWRC Economic Alliance Carmen Hill, TriStaffGroup Keith Johnson, Mission Oaks National Bank Michael Lewin, Mirau, Edwards, Cannon, Harter & Lewin Lori Moss, City of Murrieta Diane Sessions, Economic Development Corporation Harry Shank, Southwest Community Bank Loft Yaphe, SWRC Manufacturers' Cotmcil Gary Youmans, Community National Bank Guests: Alva Diaz, Wells Fargo Bank Glenn Eckels, Lake Elsinore Valley Chamber of Commerce Sandy Lund, Coldwell Banker Chris Masino, CDM Group, Inc. Jack MeColley, Lake Elsinore Valley Chamber of Commerce Liz Yuzer, Economic Development Corporation Call To Order · Committee Chair Michael Lewin called the meeting to order at 9:10 a.m. He welcomed guests to the meeting and led introductions. Follow-up Action Reports · Murrieta Development Corporation - Gary Youmans would follow up with Jeff Close regarding their insurance issues. · Interplex Naseal - Carmen Hill reported that information about the Employee Training Panel had been provided. · RBF Consnlting - Diane Sessions reported that membership information had been mailed as requested. Company Contact Reports · Pro Tee - Loft Moss reported a visit that she, Rex Oliver and Rob Johnson made to Pro Tee in Murrieta. Pro Tee's operations included manufacturing and service/repair of performance ATVs, motorcycles and watercraft, with a large research and development component. In business since 1970, Pro Tec relocated fi.om Brea to Murrieta eight years ago. Business advantages to the area included the peacefulness, and disadvantages included the traffic. Primary customers were dealers and end-users. The business was ranked as medium-sized. Sales in the past year were down due to a decrease in personal spending and machines coming off the line already semi-custom. Six of their eight employees lived in the Temecula/Murrieta area, one in Sun City/Menifee and one in Los Angeles County. They planned to increase their workforce but would walt for the need. There was no plan to expand their plant in the foreseeable future. There was no contingency plan for electrical outages. They were happy doing business in SW Riverside County. · Isomedix - Aaron Adams reported that Jim O'Grady called Isomedix in Temecula and learned they had concerns about Diaz Road. Requested materials were mailed to Isomedix. Mr. O'Grady would call to schedule a visit. Business Relations Committee Meeting Minutes - February 6, 2003 Page 2 of 3 Goal Progress Report · Michael Lewin announced that visits and phone interviews in the eighth month of the fiscal year were as follows: 27 visits ~ 3 points each + 33 phone interviews ~ 1 points each -- 60 visits/calls G114 points YTD VISIT PHONE POINTS Goal 27 33 114 Actual 7 12 33 Variance -20 -21 - 81 New Committee Assignments · Michael Lewin reviewed the list of outstanding calls. Keith Johnson suggested that Diagnostic Consumables be removed from the active list. Members selected the following businesses for their calls or visits: Aaron Adams Stevie Field Keith Johnson Chris Masino Loft Moss Loft Yaphe Gary Youmans Cadent Technologies Airmech Inc. Transducer Techniques MAC Products, Inc. Control Systems Engineering and Agriscape Opti-Forms Eneotech Discussion on Business Retention Efforts · Review of Mission & Commitments - The Committee reviewed the current Business Relations mission statement. Committee members agreed that contacts and visits with businesses were essential to meet committee goals. It was suggested that committee members call on new businesses to assist with current issues. Names of new businesses could be provided by area brokers. · Economic Gardening Program - Diane Sessions distributed a description of the Economic Gardening Program adopted by Lake Elsinore in 1998. The program focused on helping existing companies grow rather than recruiting new businesses to the area. Ms. Sessions suggested that economic gardening provided a tangible way to help businesses grow. The Committee agreed that further development of an economic gardening program should be pursued. Aaron Adams recommended that an overview of the Economic Gardening Program be presented to the Committee at a future meeting. · Guest Speakers at Meetings - Diane Sessions reported that in past years, one meeting per quarter was used for guest speaker presentations. A speaker would make a 10-15 minute presentation in areas related to business retention, such as low-interest loans or development bonds, etc. The Committee agreed to reintroduce speaker presentations to one meeting per calendar quarter. Ms. Sessions would arrange for a presentation of the City of Lake Elsinore's Economic Gardening program in April. · Business Relations Program Presentation to EDC Members - The Committee discussed hosting a presentation of the Business Relations program to the EDC membership in April. Announcements · The Business Relations Committee would meet on March 13 instead of the regularly-scheduled date of March 6, due to the EDC's Strategic Plan presentation and breakfast on the same day. Business Relations Committee Meeting Minutes - February 6, 2003 Page 3 of 3 Gary Youmans reported the EDC golf tournament was scheduled for Monday, June 9 and sponsorships were available. · Jack McColley reported the Lake Elsinore EDC luncheon would be held February 13, and preseming "The Many Faces of Manufacturing". · Diane Sessions announced the Murrieta Chamber Mixer was tonight at Pala Mesa Resort. Ad|ournment - The meeting adjourned at 10:15 a.n~ DRAFT ECONOMIC DEVELOPMENT CORPORATION OF SOUTHWEST RIVERSIDE COUNTY BOARD OF DIRECTORS GENERAL MEETING MINUTES Thursday, February 20, 2003 - 9:00 a.m. Workforce Development Center 27447 Enterprise Circle West, Temecula, CA DRAFT BOARD MEMBERS Ken Carlisle, Guidant Corporation Frank Casciari, California Bank & Trust Scott Crane, Southwest Healthcare System Mike Doblado, The Promenade in Temecula Dennis Frank, UCR Extension Keith Johnson, Mission Oaks National Bank Dick Kurt~ CDM Group, Inc. Jim O'Grady, City of Temecula Rex Oliver, Murrieta Chamber of Commerce David Phares, D. L. Phares & Associates Claude Reinke, The Californian Al Sabsevitz, Verizon Nancy Wagner, Eastern Municipal Water District Gary Youmans, Community National Bank Roger Ziemer, Southern California Gas Company EDC STAFF Diane Sessions Liz Yuzer MEMBERS AND GUESTS Chris Binkley, Chris Binkley and Associates Maryann Edwards, Temecula Valley Unified School District Chris Masino, CDM Group, Inc. Harry Shank, Southwest Community Bank Robert JOhnson, City of Murrieta Monique Van Dongen, Dutch Exchange Student, Guest of Gary Youmans CALL TO ORDER · Board President Dennis Frank called the meeting to order at 9:05 a.m. Gary Youmans introduced his guest, Monique Van Dongen, a Dutch exchange student. MINUTES · The Board reviewed the minutes of the January 16, 2003 Board of Directors Meeting. Motion was made by A1 Sabsevitz, seconded by Claude Reinke and carried unanimously to approve the minutes of the January 16, 2003 Board of Directors Meeting as presented. FINANCIAL REPORT · The Board reviewed the January 31, 2003 Financial Report that showed total monthly revenues of $2,361, total expenses of $8,311 and total cash-in-bank of $82,025. Motion was made by Rex Oliver, seconded by Dick Kurtz and carried unanimously to approve the January 31, 2003 Financial Report. The Board recommended that separate revenue and expense line items be created to reflect activity from the strategic plan project. NEW BUSINESS · Review Revised EDC Regional Strategic Plan - The Board reviewed the EDC Strategic Plan that would be presented on March 6 at the Diamond Stadium in Lake Elsinore. Sponsorships were secured from City of Lake Elsinore, The Gas Company and SWRC Economic Alliance. The Board discussed the different functions between the EDC and the Chambers of Commerce, and the formation of ad hoc committees. All agreed that committee chairs should be board members. The Board suggested that solicitation for committee members should be part of the March 6 presentation. · Appoint Budget Committee - Motion was made by Mike Doblado, seconded by Dick Kurtz and carried unanimously to appoint Greg Prudhomme, Gary Youmans and Harry Shank to the 2003-2004 Budget Committee. Economic Development Corporation of Southwest Riverside County Board of Directors Meeting- February 20, 2003 Minutes - Page 2 of 3 · Appoint 2003 Nominating Committee - Motion was made by Dick Kurtz, seconded by Roger Ziemer and carried unanimously to appoint Rex Oliver, A1 Sabsevitz, David Phares, Mike Doblado and Diane Sessions to the 2003 Nominating Committee. · SBA Loan Fair - Diane Sessions reported the EDC would work with the SBA to conduct a loan fair in late April. Other organizations such as banks, CDC Small Business Finance Corp., Small Business Development Corp., and SCORE should also participate. Gary Youmans recommended the loan fair be scheduled from 6:00 p.m. to 9:00 p.m. rather than a Saturday morning to accommodate the small business owners. · Quarterly Lunch Update - Diane Sessions reported the next EDC quarterly luncheon would be held March 27 at Temecula Creek lan. Dr. Richard Giese and Ron Krimper from Mt. San Jacinto Community College would provide an update on development and expansion plans of MSJC, and the impact of proposed State budget reductions. MSJC was the event sponsor. · Golf Tournament Update - Gary Youmans reported that plans for the June 9 golf tournament at Temecula Creek Inn were moving forward and a number of sponsorships were secured. The committee would secure raffle prizes and goody bag items. CONTINUING BUSINESS · Utilities Updates - So Cal Gas Co. - Roger Ziemer reported that Clinton Keith and Los Alamos Roads would be closed to large vehicles, and the utilities were working with the City of Murrieta to gain access for their vehicles. EMWD - Nancy Wagner reported that Eastern Municipal Water District was ennsidering a rate hike of possibly 3 - 5%. She also announced that May 2003 was Water Awareness Month and EMWD would sponsor the Community Water Festival on May 3 at The Promenade mall. Verizon - Al Sabsevitz reported the Public Utilities Commission had not yet ruled on issues regarding the 909 area code. He said the FCC would vote on rules governing competition and pricing. OPEN DISCUSSION · EDC Administrative/Retention Updates - Diane Sessions reported the Business Relations Committee was reorganizing and reviewing their mission. The entire Board of Directors may be invited to a subsequent meeting for an update on their work. · SWRC Economic Alliance Update - Jim O'Grady announced the Economic Alliance web site now included the GIS link. The Alliance would be a wine sponsor at the Bio Corn conference in San Diego on March 10. · City Updates - City of Lake Elstnore - No report available. City ofMurrieta - Rob Johnson reported the City Council approved the TUMF in line with the County; Kohl's grand opening was scheduled for March 7; the City would seek use a new use for the old police department building; and road improvements continued in the city. City ofTemecula - Jim O'Grady reported the State of the City breakfast would be held March 20 at Pechanga; the quarterly report meeting for the Development Process Review would be held February 29 and a survey of applicants had been positive; the contract with A. G. Kading for a feasibility study to build a new higher-education center was extended another six months; and the application for annexation of Red Hawk was submitted to LAFCO. Lake Elsinore Chamber of Commerce - No report available. Murrieta Chamber of Commerce - Rex Oliver announced theirs was the fastest growing Chamber in California with 54% growth; the Home Based University program would begin today; the next business breakfast would be March 13 at Bear Creek; and their Reverse Drawing Event would be held March 26 at Pechanga. Temecula Chamber of Commerce - Mike Doblado reported their installation dinner would be held February 22; ribbon cutting for the new Chamber building would be February 19; and tourism and education were high on their list of priorities. SWRC Manufacturers' Council Update - No report available. Economic Development Corporation of Southwest Riverside County Board of Directors Meeting- February 20, 2003 Minutes - Page 3 of 3 · Education Updates - Maryann Edwards reported the Temeeula Unified School District would likely see $5M - $6M in budget cuts. They hoped to prevent uny negative impacts to students. · Guidant Corporation - Ken Carlisle reported that Guidant was involved in state lobby efforts due to increased costs of manufacturing in California. He indicated these issues could affect Guidant's future plans in California. Mr. Carlisle suggested that lobby members be invited to attend a future board meeting. The Board agreed in favor of such discussion. Next Board Meeting - The Board agreed to change the time of the March 20 board meeting due to a conflict with the Temecula State of the City Address. The Board would convene at 10:30 a.m. ADJOURNMENT At 10:20 a.m., motion was made by Al Sabsevitz, seconded by Mike Doblado and carried unanimously to adjourn the board meeting. Respectively submitted by: Elizabeth Yuzer Phil Oberhansley Recording Secretary Board Secretary APPROVAL CITY ATTORNEY DIRECTOR OF FINAI~C~,E~ CITY MANAGER TO: FROM: DATE: SUBJECT: ClTY OFTEMECULA AGENDA REPORT City ManagedCity Council Jim Domenoe, Chief of Polic~ March 25, 2003 Monthly Departmental Report The following report reflects special teams, traffic enfomement and miscellaneous activity occurring du ring February 2003. The Police Department responded to 39 "priority one" calls for service during the month of February, with an average response time of approximately 5.7 minutes. A total of 3,622 calls for police service were generated in the City of Temecula during the month. During February, the Temecula Police Depariment's Town Center Storefront served a total of 172 customers. Fifty-six sets of fingerprints were taken, 24 people filed police reports and 13 people had citations signed off. Crime Prevention Officer Lynn Fanene participated in a number of special events, neighborhood watch and community-orieqted programs during the month. He also coordinated requests for patrol ride-alongs. Additionally, he continued to provide residential and business security surveys/visits and past crime follow-up. Officer Fanene also continued to process City Planning Department submissions of site plans/conditions. The POP Teams continued their Warrant Apprehension Program during February, which resulted in two felony and three misdemeanor warrant arrests. They also issued 42 citations for various traffic violations. POP Teams also continued with the homeless persons program, with the goal of assisting homeless in finding services and aid to help them. POP officers spent a majority of their time during February conducting background checks on the Temecula Citizen Corps applicants. POP officers conducted 23 background investigations for the Temecula Citizen Corps program. The Old Town Storefront serves as an office for the POP teams and a location to assist the public with police services. During February, the Old Town Storefront served 260 customers. Twenty-nine sets of fingerprints were taken, 14 reports we,'e written, and 22 citations were signed off. The traffic team reported that during the month of February there were 679 citations issued for hazardous violations, 143 citations were issued for non-hazardous violations and 93 parking citations were issued. During the month there were 18 injury traffic collisions, 68 non-injury collisions were reported and 30 drivers were arrested for DUI. The Neighborhood Enforcement Team (NET) program resulted in 80 citations being issued. This program addresses traffic concerns in residential neighborhoods with a dedicated motor officer. The SLAP program (Stop Light Abuse Program) resulted in 44 citations being issued. Monthly Departmental Report - Police Department During the month of February, the POP officers assigned to the Promenade Mall handled a total of 145 calls for service. The majority of these calls were for shoplifting investigations. During the month, calls and on-sight activity resulted in the criminal arrest and filings on five felony and 28 misdemeanor cases. Officers McEIvain and Rupe continued to provide training to security staff during the month. The mall officers continued to work to prevent vehicle theft and vehicle burglaries. Our five school resource officers have remained active during February. The school resource officers conducted many counseling sessions with students. A total of 45 investigations/reports were conducted/written by the school resource officers during February. The school resource officers also made six arrests for various misdemeanor crimes during the month. These crimes ranged from battery to petty theft. The school resou roe officers also conducted 25 presentations to school staff and students. These presentations ranged from "Stranger/Dange¢' to "Inhalants" to "Gateway Drugs." The JOLT program (Juvenile Offender Law Enforcement Program) continues to be a success in part through its Youth Court program. Officer Michelle Medeires conducted the 106th Youth Court session. The JOLT officer assisted at other schools when needed and conducted follow-ups with parents of juveniles in the JOLT program. Officer Medeiros also worked with "at risk" juveniles throughout the month and also conducted counseling sessions with their parents. She assisted the Riverside County District Attorney's Office and Probation Department by providing training during home visits with incorrigible/at risk juveniles during the month of February. During the month of February, the Special Enforcement Team (SET Team) made seven misdemeanor arrests, primarily for narcotics violations. This team continues to work street level narcotics and specialty patrol within the city on a proactive basis. Volunteers from the community continue to be an integral part of the Temecula Police Department's staff. Under the guidance of volunteer coordlnator Officer Bob Ridley and assistant coordinator Gayle Gerrish, the Police Department's volunteer staff contributed 461 hours of service in February. Volunteer assignments include computer data input, logistics support, special event assistance and telephone answering duties. Community Action Patrol (CAP) Program volunteers have continued their activities, patrolling the city for graffiti, conducting vacation residential checks and assisting patrol with special logistical needs and special events. Other duties these volunteers will attend to are business checks and abandoned vehicles and traffic control. The goal of the program is high visibility, which prevents crime from occurring. CAP Team members contributed 219 hours of service to the community during the month of February. The reserve officer program and mounted posse are additional valuable volunteer resources available to the police department. The police department utilizes reserve officers to assist with patrol, traffic enforcement, crime prevention and a variety of special functions. Reserve police officers worked a total of 167 hours specifically on patrol in Temecula during February. Monthly Depadmental Report- Police Department APPROVAL , CITYATTORNEY - //' DIRECTOR OF FiNA.~.~r CITY MANAGER TO: FROM: DATE: SUBJECT: CITY OF TEMECULA AGENDA REPORT City M a n a g e r/Ci~0C{/~,,la cil Debbie Ubnoske~irector of Planning March 25, 2003 Monthly Report The following are the recent highlights for the Planning Division of the Community Development Department in the month of February 2003. CURRENT PLANNING ACTIVITIES New Cases The Division received 5._~8 new applications for administrative, other minor cases, and home occupations and 1~2 applications for public hearings during the month of February. The new public hearing cases are as follows: Development Plan 2 Extension of Time 3 General Plan Amendment 1 Land Division 2 Lot Line Adjustment 2 Parcel Map 1 Zone Change 1 Status of Maior Proiects Recently Approved Projects Hampton Inn - A Development Plan to design, construct and operate a 99 unit, 105,144 square foot hotel on 2.41 acres located near the corner of Rancho California Road and Jefferson Avenue, submitted by Pro Enterprises on December 2, 2002. The Planning Commission approved this project on February 5, 2003, Integrity Auto - Minor Conditional Use Permit application to establish and operate a used car indoor showroom at an existing multi-tenant automobile repair facility located at 28730 Via Montezuma. The project was approved at the Director's Hearing on February 27, 2003. Iron Wok - A Development Plan to add an outdoor patio to an existing restaurant located at the Promenade Mall. The project was approved on March 3, 2003. R:~/IONTHLY.RP'r~.003\February 2003 Report.doc 1 · Sotelo Second Unit - A proposal for a 300 square foot second unit in the Vail Ranch Specific Plan. The project was approved February 24, 2003. Recently Denied Projects Bob and Gary's Field Fresh Berries - A Temporary Use Permit for a temporary fruit stand located on the southeast corner of Winchester Road and Nicolas Road. This TUP was submitted on January 9, 2003. On February 5th the Planning Director denied the application due to traffic safety concerns. On February 19, 2003, the applicant filed an appeal of the Planning Director's decision to deny the Planning Director's decision to deny the Temporary Use Permit. The appeal is scheduled for the Mamh 19, 2003, Planning Commission meeting. Edge Nightclub - A Minor Conditional Use Permit to operate an entertainment facility to include a type 48 liquor license, live music, dancing, and other entertainment uses as outlined in the submitted statement of operations in a 4,860 square foot existing building, located at 28822 Old Town Front Street (APN 922-093-003); Submitted by Ronald Hannah. The application was submitted on July 5, 2002. An incomplete letter was mailed to the applicant on July 30, 2002. The application was closed on September 9, 2002, because the applicant did not pay the required fees. The applicant applied for a new Minor Conditional Use Permit on October 16, 2002. The project has been deemed complete. The project was denied at the January 29, 2003, Planning Commission meeting. The project has been appealed, and is scheduled for the March 25, 2003, City Council meeting. Projects Under Review Commemial Beer and Wine Sales at Arco Service Station/Convenience Store - Minor Conditional Use Permit to allow wine and beer sales onsite. The subject property is located at 44987 Front Street. This project is scheduled for March 20, 2003, Director's Hearing and is recommended for approval. Bel Villaggio LLC - A development plan to construct, operate and establish an 8100 square foot retail building for Building C in the Bel Villaggio Retail Center located west of Margarita Road and 470 feet south of the Mall Access Road. The project was deemed incomplete on December 17, 2002. The applicant resubmitted plans on January 21,2003, and an incomplete letter was sent on February 5, 2003. Revised plans were submitted on March 11th and this project has been tentatively scheduled for the April 2, 2003, Planning Commission meeting. Big Lots - A Development Plan proposal to build a 28,100 square foot retail store on the vacant lot adjacent to Michael's in the Tower Plaza shopping center. STDR Architects of Costa Mesa submitted the application on February 27, 2003. Plans have been distributed and a Pre-DRC meeting is scheduled for March 18, 2003. Bridgeport Map - A request to divide 14.48 acres into an 8 lot commercial subdivision, located on the north side of SR79 South east of Avenida de Missiones (east of the Rancho Community Church project). Mr. Orley Weaver, with Bridgeport Builders, submitted this project on September 16, 2002. The project was deemed incomplete and inconsistent with the General Plan's requirement for this property to develop as a unified site. This project is on hold while the applicant works with several commercial users to submit a comprehensive development plan for the entire site. R:~VlONTHLY. RPT~2.003\February 2003 Report.doc 2 Chumh of Jesus Christ of Later Day Saints - A Conditional Use Permit/Development Plan to construct, operate and establish a 24,119 square foot single story church located on the north side of Pauba Road, approximately 170 linear feet west of the centerline of Corte Villoso. A DRC was held on February 13, 2003. A Community Meeting has been noticed and scheduled for March 17, 2003. The meeting will be held in the Council Chambers from 7:00 - 9:00 PM. Staff has received a number of phone calls from concerned home owners as a result of the Notice for Community Meeting. Margarita Canyon - A request for the first extension of time for Tentative Parcel Map No. 28627 located west of Interstate 15 and south of Old Town Front Street, submitted by Margarita Canyon, LLC. The application was submitted on February 21,2003. Overland Self Storage Facility - Conditional Use Permit to construct a 124,496 square foot, one story, self-storage mini warehousing facility with beige stucco and beige metal siding exterior walls and olive green color metal roofing on a two lot, 3.65-acres site, located south of Overland Drive and east of Commeme Center Drive. Future phase to include construction of a one-story 3,000 square foot office and caretaker's dwelling unit located at front of site. Staff held a Development Review Committee meeting on May 8, 2002. As a result, a number of issues have been identified and have been communicated to the owner and applicant. On November 2, 2002, staff met with the owner of the properly and continued discussion of the project. A General Plan Amendment, Change of Zone and a Certificate of Pamel Merger were submitted on February 12, 2003. The applicant/owner has revised the architectural elevation plans for staff review. As of March 11,2003, no revised plans have been submitted. Paradise Chevrolet - An Administrative Development Plan for an automobile storage and employee parking lot for Paradise Chevrolet located on the southwest corner of Ynez Road across from the new Chamber of Commeme building. The application was submitted on December 30, 2002, and deemed incomplete on January 21, 2003. On March 10, 2003, the applicant submitted revised plans. Staff is currently reviewing the plans. Power Center II - A Development Plan request to develop an 8.8 acre commercial site for multiple building pads (under separate reviews) to build retail and restaurants buildings totaling 49,072 square feet, located on the northwest corner of North General Kearny Road and Margarita Road within the Temecula Regional Center. Jack Tarr, with Diversified Investment Co., submitted this project on November 7, 2002. A DRC meeting was held for this and all related projects on December 12, 2002. Revised plans were resubmitted on February 11,2003. Comments related to this project are being prepared. The other related projects are as follows: o Krispy Kreme - A Development Plan request for a 4,025 square foot donut shop/restaurant with drive-thru submitted by Jack Tarr, with Diversified Investment Co., submitted this project on November 7, 2002. o Islands Restaurant - A Development Plan request for a 5,293 square foot restaurant submitted by Lewis Jackson, with Islands Restaurant, submitted this project on November 7, 2002. Rancho Community Church Map - A request to divide 39.14 acres into 17 parcels based upon the approved configuration of the church and school campus. This project is located on the north side of SR79 South east of Jedediah Smith Road and west of Avenida de Missiones. Mr. Jay Beckley, with Rancho Community Reform Church, submitted this project on October 11, 2002. Plans are out for final corrections prior to setting a public hearing. R:~vlONTHLY.RP'r~2003~February 2003 Report.doc 3 Tentative Pamel Map 30849 - A request to subdivide 2.61 gross acres of commercially zoned property into 2 lots. The project was deemed incomplete on November 8, 2002. Revised plans were resubmitted on December 18, 2002. The applicant has been advised by Public Works that a parcel map with a waiver of the final map is highly recommended. The applicant informed staff that the owner is considering this proposal, as well as the financial feasibility of agreeing to a median along Jefferson Avenue. As of Mamh 11,2003, staff has not received a response from the applicant. Industrial O'Hern Wall Industrial Building - A Development Plan to construct a 18,400 square foot industrial building on 1.28 acres, located at 42108 Roick Drive, submitted on October 8, 2002, by O'Hern Wall Associates. A second letter requesting modifications to the building and site layout was sent February 24, 2003. Staff is currently awaiting revised plans. Sigma Industrial Complex - A Development Plan to construct 6 detached industrial buildings totaling approximately 83,000 square feet on 5 acres located on the north side of Zevo Drive, submitted December 23, 2002. A DRC was held on January 23, 2003. Staff sent an incomplete letter on January 27th and is awaiting revised plans. No change in status. Talon Sports Industrial Building - A Development Plan to construct, operate and establish an 18,243 sq. ft. industrial building on .99 acres, located at 42044 Winchester Road, west of Diaz Road, submitted August 28, 2002, by McArdle & Associates Architects. A second DRC Meeting was held on December 12, 2002, to discuss site and design issues. The applicant has submitted revisions. A tentative Planning Commission date of April 9, 2003, has been scheduled. Zevo Drive Condos - A Development Plan to construct 2 industrial condominium facilities totaling approximately 91,337 square feet on 3.5 acres located on the north side of Zevo Drive, submitted December 26, 2002. A Parcel Map will be required for this project. This project is currently under review for completeness. A DRC was held on January 30th and an incomplete letter was sent on February 3, 2003. Staff is waiting for revised plans. No change in status. Mixed Use Linfield Christian School Master Plan - Submitted by Linfield Christian School; a Conditional Use Permit and a Planned Development Overlay proposal to expand the existing facility with 154,397 square feet of additional classroom and accessory structures and a proposed 37,500 square feet of housing for a superintendent, caretaker and facility. This project is located on the north side of Pauba Road west of Margarita Road (behind Temecula Valley High School). The applicant has submitted the PDO, and it is currently under review. A DRC was held December 12, 2002, and a letter has been sent out with staff comments. The applicant revised the documents on February 21,2003. Staff is currently working on the Negative Declaration. Roripaugh Estates Specific Plan Amendment and Development Proposals - A variety of project proposals affecting 20.2 acres of land located on the northeast corner of Nicolas and Winchester Roads. Rod Del Pesco, with Pacific Development Partners, submitted this project on July 9, 2002. The project was deemed incomplete August 8, 2002. A DRC meeting was held on September 5, 2002, to discuss numerous issues identified by staff. The applicant has taken staff's recommendations under consideration and will be resubmitting later in the year. This project consists of the following proposals: R:'~vlONTHLY. RPT~2003'tFebruary 2003 Report.doc 4 o Amend the General Plan and Specific Plan Land Use of 8.3 acres from Neighborhood Commercial (NC) to Medium Density Residential (M). The SPA affects Planning Area 9 (a commercial area) by creating a new Planning Area 12 for single family residential, and relevant text additions and modifications to cover the creation of this residential area. o A tentative map request to divide 8.3 acres into 54 residential lots. o Roripaugh Town Center is development application/conditional use permit for a 102,875 square feet commercial center on 11.9 acres. Temecula Gardens - A third and final Extension of Time for Planning Application No. 97-0420, located at the northwest corner of Loma Linda and Pala Road, submitted by Charles McHaffie. The application was deemed incomplete on October 31,2002. Staff and the applicant met on November 28, 2002, to discuss potential changes to the project. The applicant has not submitted revised plans and elevations for review by staff as of March 10, 2003. Villages of Old Town - Staff has met with a group interested in purchasing the project a number of times. However, no information has been submitted for staff's review. Staff has requested the new owner to provide an update on the status of the project. Office Jefferson Avenue Office Building - A Development Plan to construct a 21,870 square foot two story office building on 1.67 acres of land, located at 27708 Jefferson Avenue (APN 921-400- 037-2); Submitted by Diamond Central Investors, LLC. The application was submitted on June 21,2002. A DRC meeting was held on August 8, 2002. The applicant resubmitted plans, and staff has routed to the other departments for review. The applicant has requested a meeting to discuss possible changes to the proposed project. Staff and the applicant met on March 11, 2003. Residential Astoria Homes at Crowne Hill - is a Development Plan application by Greystone Homes. This application is the Product Review for 111 detached single-family residential homes that will offer three different floor plans and three architectural designs. The homes will be located in the northeast end of Crowne Hill Subdivision, Tracts 23143-10 -11 & -Final, east of Butterfield Stage Road south of Pauba Road, east and west of Crowne Hill Drive. Staff met with the applicant on January 22, 2003, and is awaiting revised plans. Carlyle Homes at Crowne Hill - is a Development Plan application by Lennar Homes. This application is the Product Review for 100 detached single-family residential homes and it will offer three different floor plans with three different architectural designs. The homes will be located in the central portion of the Crowne Hill Subdivision, Tract 2314310-8, east of Butterfield Stage Road south of Pauba Road. Staff met with the applicant on January 29, 2003, and is awaiting revised plans. Fairmont Homes at Crowne Hill - is a Development Plan application by Greystone Homes. This application is the Product Review for 112 detached single-family residential homes that will offer three different floor plans and three architectural designs. The homes will be located in the central portion of the Crowne Hill Subdivision, Tract 23143-6, east of Butterfield Stage Road south of Pauba Road and west of Crowne Hill Drive. Revised plans are currently under review for compliance with staff comments. R:~IONTHLY. R P'r~.003~February 2003 Report.doc 5 Ham Residence - A request for a Certificate of Compliance for the southern portion of lot 7 of TM 8211 located on Santiago Road east of Ynez Road, submitted by Tracy Ham. The application was submitted on February 12, 2003. A Development Review Committee has been scheduled for Mamh 13, 2003. Harveston Apartments - PA02-0698 a multi-family residential apartment complex totaling 300 units. The subject property is located on the northwest corner of Margarita Road and Harveston Way. The application was submitted on December 20, 2002. Staff conducted a DRC meeting with the applicant on January 30, 2003. Staff is awaiting project redesign. Harveston Tentative Tract Map No. 30668 - Residential Tract Map application to subdivide 18.3 acres into 107 lots. The application was submitted on December 3, 2002. Staff conducted a DRC meeting with the applicant on March 6, 2003. Staff is awaiting project redesign. Harveston Tentative Tract Map No. 30699 - Residential Tract Map application to subdivide 31.3 acres into 205 lots. The application was submitted on November 20, 2002. Staff conducted a DRC meeting with the applicant on March 6, 2003. Staff is awaiting project redesign. Harveston Tentative Tract Map No. 30673 - Residential Tract Map application to subdivide 40.5 acres into 182 lots. The application was submitted on December 20, 2002. Staff conducted a DRC meeting with the applicant on March 6, 2003. Staff is awaiting project redesign. Harveston Tentative Tract Map No. 31053 - Residential Tract Map application to subdivide 34.2 acres into 214 lots. The application was submitted on December 20, 2002. Staff conducted a DRC meeting with the applicant on March 6, 2003. Staff is awaiting project redesign. Naron Pacific Tentative Tract Map 30434 - A proposal for zone change from L-1 to L-2 on 31.93 Acres and Tentative Tract Map to subdivide into 32 residential lots and 3 open space lots in the Chaparral area. The second submittal is incomplete. Staff is waiting for submittal of a constraint map. Nottingham Homes at Crowne Hill - is a Development Plan application by Greystone Homes. This application is the Product Review for 119 detached single-family residential homes and it will offer three different floor plans with three different architectural designs. The homes will be located in the northeast end of Crowne Hill Subdivision, Tracts 23143-10 -11 & -Final, east of Butterfield Stage Road south of Pauba Road, east and west of Crowne Hill Drive. The applicant was provided corrections on February 12, 2003. Staff is awaiting revised plans. Quiet Meadows - A proposal to subdivide 4.57 acres into 7 residential lots with one open space lot; and a proposal to change the zoning designation from L-1 to L-2. This project was submitted on July 11, 2002. The project was deemed incomplete on August 9, 2002 and December 4, 2002. Revised plans were submitted on February 3, 2003 and routed to all departments for conditions of approval. An Environmental Assessment has been completed. Based on the EA, no significant impacts have been identified. As of March 11,2003, Planning has not received conditions of approval from all city departments. Roripaugh Phasing Map - A phasing map to allow staged conveyance of property to merchant builders. This project was submitted on January 24, 2003. Staff has held four meetings with the applicant since submittal. Staff is currently preparing conditions of approval and anticipates an approval by mid March. R:'~vlONTHLY.RPT~2003'tFebruary 2003 Report.doc 6 Stratford Homes at Crowne Hill - A Development Plan application by US Home Corporation. This application is the Product Review for 114 detached single-family residential homes that will offer three different floor plans in three architectural designs. The homes will be located in the northeast end of Crowne Hill Subdivision, Tracts 23143-1 & a portion of 23143 -11, northeast corner of Butterfield Stage Road and Royal Crest Place and the southeast corner of Butterfield Stage Road and Pauba Road west of Crowne Hill Drive. Plans are currently under review and comments are due by 2/25/03. If the comments warrant a meeting, staff will meet with the applicant in the next two weeks. Tentative Parcel Map 31144 - A residential Tentative Parcel Map, proposing to subdivide one existing lot into three separate lots located north of Santiago Road and south of Pauba Road, at the bulb of the cul-de-sac (Avenida de San Pasqual). The project is located in the Chapparal area as described in the General Plan. The Planning Department has identified major issues and communicated those to the applicant/owner. An Environmental Assessment is required per CEQA. Staff has requested specific studies be submitted in order to complete the EA. Additionally, staff requested an extension as required by CEQA, which the applicant has signed and agreed to. Further, the applicant has been meeting with staff to revise the parcel map. As of March 11,2003, no revised plans have been resubmitted. Tentative Tract Map 29133 Revision - A request to revise a previously approved TTM to change a public street to private, add a gated entry and relocate affected driveways and drainage. A legal issue has come to surface, staff met with the applicant on February 13, 2003, and the applicant is revising their map. Villages of Temecula - Planning application for a Vesting Tentative Parcel Map for a 160 unit apartment complex and an office retail center on 22.97 acres located on the south side of Rancho California Road 200 feet west of Cosmic Drive. This project was submitted on December 4, 2002, and deemed incomplete on January 3, 2003. The applicant has resubmitted revised exhibits. The project was deemed complete on January 15, 2003. The vesting map is tentatively scheduled for Planning Commission on April 9, 2003. Ultimately, the City Council will make the final decision. Miscellaneous AT&T Wireless - A Conditional Use Permit/Development Plan to construct, operate and establish an unmanned wireless communication facility consisting of a 60'-0" mono-pine and a 8'x12' equipment area, located at the Rancho California Water District Water Reservoir Complex, east of Meadow Parkway. The project was submitted on June 21,2002. Although the project was deemed complete on July 19, 2002, the applicant was advised that staff could not support the proposal. Additionally, since the project was submitted, staff has received numerous phone calls, letters and petitions in opposition to the project from the adjacent homeowners. As of March 11, 2003, the applicant has not resubmitted any new proposals for this project; although, the applicant's representative indicated verbally that AT&T is reviewing their options for this site and will notify staff as to their intent. Calvary Baptist Church Addition - A Conditional Use Permit to construct the proposed expansion of the existing church facility with a 12,610 square foot addition. This addition involves the expansion of the vestibule & sanctuary, the addition of new classrooms, restrooms, a kitchen, and multi-purpose room. The site is located at 31087 Nicolas Road at Calle Colibri off of Nicholas Road. A DRC letter was sent on January 30, 2003, requesting corrections. Staff is awaiting resubmittal. R:~MONTHLY.RPT~003~February 2003 Report.doc 7 Cingular Wireless - A Conditional Use Permit to construct, operate, establish and maintain a wireless telecommunications facility with 3 antennas housed within the bulb portion of the proposed 55-foot artificial mono-palm tree located at 31575 Enfield Lane, east of Riverton Lane and north of Humboldt Court. The project was deemed incomplete in February 5, 2003. An Environmental Assessment is required per CEQA. Staff has requested additional studies in order to complete the assessment. Also, the applicant has provided staff with photographs of existing mono-palms and additional items. The project is tentatively scheduled for the April 16, 2003, Planning Commission meeting. Grace Presbyterian Church - A Conditional Use Permit to construct a chumh facility in two phases. The site is located at the southwest corner of Calle Medusa and Nicholas Road. A DRC meeting was conducted on August 29, 2002. DRC staff reviewed revised plans on February 11, 2003. Outstanding design issues still remain. Staff met with the applicant and expects the plans to be resubmitted shortly. Landwerx/PC Gaming Amade - A Minor Conditional Use Permit submitted by Landwerx/PC Gaming to operate an internet/arcade caf~ for entertainment of customers between the ages of 15-25 years of age. The arcade will be operated out of a business suite in a commercial center located at 27309 Jefferson Ave. #104. The Police Department is reviewing the applicant's Statement of Operation to assess the proposal's hours of operation. Meadowview Golf Course - Conditional Use Permit and Development Plan to design and construct a public golf course and driving range within the Meadowview Community. The Focused EIR requires modification. The applicant has retained a new environmental consultant to complete the modifications. It is anticipated that the EIR will be distributed in August 2003. Planning Commission consideration in December 2003. Rainbow Canyon Retail Center Design Guidelines - Application for approval of architectural, landscaping and signage design guidelines for the Rainbow Canyon Retail Center. The subject property is located at the southeast and southwest corners of State Hwy. 79 South and Pala Road. Staff is currently working with the project amhitect to draft specific architectural design guidelines. The Planning Commission at their February 19th meeting considered this item. The item was subsequently continued to the March 19th meeting for redesign. The applicant has now indicated that the redesign issues cannot be fully addressed by the March 19th meeting. An additional continuance is being recommended. Rench Variance - An application requesting a Variance to a site a second unit dwelling in the front yard located at 39330 Kimberly Lane (957-340-030), submitted by William Rench. The application was submitted on December 27, 2002, and staff met to discuss concerns with the applicant on February 6th. Since the February 6th meeting, staff has not heard from the applicant. Roripaugh Ranch Private Recreation Facility - Located in planning area 5 of the Roripaugh Specific Plan, this recreation center includes an 8,000 square foot building, pool, spa, tennis courts and other noted facilities. A DRC is set for March 13, 2003. This project will be administratively approved. Vail Ranch Sign Program - A Riverside County approved project has submitted a master sign program for a center located along the south side of Highway 79, immediately east of a medical building under construction. A letter was sent out August 19, 2002, requesting changes to the R:~vlONTHLY.RPT~2.003\February 2003 Report.doc 8 program. Staff has been in contact with the applicant; however, no revisions have been received. Verizon Mono-Palm Wireless Antenna - A Conditional Use Permit to construct, operate, establish and maintain a wireless telecommunications facility with 3 antennas housed within the palm fronds of the proposed 40-foot artificial palm tree. The site is located on the east side of Margarita Road just north of the Santa Gertrudis Creek Channel north of Winchester Road on the Rancho California Water District's well site. A comment letter was sent to the applicant on February 4, 2003. The applicant has changed consultants, which resulted in a long delay in addressing staff's comments.. Wireless Telecommunication - A Minor Conditional Use Permit to co-locate three sector antennas on an existing 57 foot high monopine and the installation of four equipment cabinets, located at 41520 Margarita Road (954-020-005); submitted by AT&T Wireless. The project was deemed incomplete on May 7, 2002. A DRC meeting was held on May 23, 2002, and staff is awaiting re-submittal by applicant. As of March 11,2003, staff has not received any new plans from the applicant. Small Business Assistance La Tacqueria - Staff is working with the owners of this Old Town business to help them obtain Fa~:ade Improvement funding for an exterior fagade improvement (awnings and paint) and new signs. A proposal from the contractor is to be submitted to the Old Town Local Review Board in April. · Lowe's - Fire and Planning staff made on-site visits to this business to determine the feasibility of adding a new storage area. Mad Madeline's - The sign contractor who is working with the owners of this Old Town restaurant advised staff that new exterior paint colors and sign designs will be submitted for review by the Old Town Local Review Board in April. · Temecula Olive Oil Company- This business recently relocated within the Old Town retail core and obtained help from the city staff regarding problems with their signs The Barn (Formally Lighthouse Thrift) - Staff is currently working with the new owner of this building and his structural engineer. He intends to submit plans for the remodeling of this existing Old Town building in April. Improvement to this building will be partially funded through the Facade Improvement Program. The Sagebrush Center - The sign program for this commercial complex has been delayed due to the addition of new tenants. Preliminary designs are currently under development and should be ready for the Old Town Local Review Board in April. The Firehouse Building - Preliminary paint and sign designs are being completed for this historical Old Town building. A planning application for this project will be submitted to the Old Town Local Review Board at their April meeting. Vince's for Spaghetti - Provided this new business, to be located in the former Taco Bell building on Jefferson Avenue, with information concerning tenant improvements and economic development. R:~MONTHLY.RP3~2.003\February 2003 Report.doc 9 Special Event Permits · Boys and Girls Club - Staff has continued to help this applicant process a Temporary Use Permit for a commercial coach to be used as an interim office at this Pujoi Street location. TTA Rod Run 2003 - City staff met with the Temecula Town Association several times in February to help them with a variety of issues pertaining to this Old Town event that took place on February 15 and 16, 2003. · Taste of Southwestern County- The American Red Cross is working with staff on this event that will take place at the Duck Pond on May 4, 2003. Special Proiects & Lonq Range Planninq Activities The Division also commits work efforts toward larger scale and longer time frame projects for both private and public purposes. These activities can range from a relatively simple ordinance or environmental review to a new specific plan or a general plan amendment. Some of the major special projects and long range planning activities are as follows: Comprehensive General Plan Update - The CAC has completed its review of the draft goals and policies, and is currently considering alternative land uses. Staff and consultant are working on the draft plan. The following amendment requests have been received, they will be addressed in moro detail when the updated General Plan is considerod. A roquest to reduce the size of Via Industrial (Western Bypass Corridor) north of Avenida Alvarado has been submitted and has been on hold pending the approval of a revised Circulation Element. o South Margarita Road adjacent to the Santa Gertrudis channel, across the channel from Chaparral High School. The property owner is roquesting a change from Public Institutional to Professional Office. o The southeast corner of Via Lobo and Nicolas Road, and properties along the northeast edge of Meadowview. The property owner is roquesting a change from Very Low Density Residential to a combination of Low Medium Density Residential and Open Space. o The southeast corner of Margarita Road and Solana Way. The property owner is roquesting a change from Very Low Density Residential to Professional Office. · Hillside Development Policy - The policies are being examined for integration into the draft- grading ordinance. This item is on hold pending additional staff resources. John Warner Road Assessment District - Assisting Public Works with formation of an Assessment District for road, sewer and storm drain improvements. Storm drain plans have not yet been submitted to planning for review. Procedures to Implement CEQA - Staff initiated project to develop local guidelines and procedure manual for processing CEQA documents, including the adoption of local exemptions. The process will also conform to the new 2003 CEQA Guidelines, and will croate new templates for standard CEQA forms. The new process is expected to be in place by the end of June. R:~vlONTHLY. RPT~.003\February 2003 Report.doc 10 · Southside Specific Plan - Staff is looking at the possibility of developing design guidelines and/or a sign program for this area. This project has been on hold for months. Surface Mining Ordinance - The staff and City Attorney had been making final changes based upon feedback from the State prior to submitting this item to the Council for their consideration. This item is on hold pending additional staff resources. Traditional Neighborhood Development Ordinance - Final changes are being made prior to scheduling this item for a Planning Commission workshop. This item is on hold pending additional staff resources. · City - Project environmental reviews and permitting: o Overland Drive Extension - Staff has reviewed 2nd submittal of the draft initial study / Mitigated Negative Declaration and has provided comments to Public Works. No resubmittal to date. o Old Town Southern Gateway Landscaping Project - Request from Public Works for Environmental Determination for this project. Previously prepared Negative Declaration may need to be modified because the project description has changed. o Paloma del Sol Supplemental EIR and Specific Plan Amendment 8.1 - Staff is assisting the applicant's consultant in preparing a Supplemental EIR and Specific Plan Amendment to address drainage issues. The City and the consultant have agreed on a schedule to complete the process by January 2004. Newland has indicated that the application will be submitted this month. o Pechanga Parkway (formerly Pala Road) Widening & Sound Wall - Staff has prepared an Addendum to the Wolf Creek Specific Plan EIR to examine the impacts of required oft-site mitigation. This will satisfy CEQA Requirements to proceed with construction of the drainage channel. The draft has been routed to Public Works for comments. o Temecula Education Complex - Staff is reviewing and commenting on the Initial Study Checklist for a mixed-use development that will focus on adult-education, located at the northwest corner of Diaz Road and Dendy Parkway. The project will require an EIR to address the issues identified in the Initial Study. o Winchester Road Widening Project - Request from Public Works for Environmental Determination to widen Winchester Road west of Jefferson. Staff is examining the impact of removing landscaping along both sides of Winchester Road between Jefferson and Enterprise Circle. Staff is requesting additional information to determine the off-site impacts of this widening. General Plan Amendments Margarita Village Specific Plan - A General Plan Amendment for Parcel Map 22513, amending the land use from Neighborhood Commercial to Community Commemial on 9.77 acres located at the southeast corner of Rancho California Road and Meadows Parkway (954-030-001); Submitted by Venture Point. In addition to the General Plan Amendment the applicant has also submitted a Specific Plan Amendment, Conditional Use Permit and Development Plan. The applications were submitted on May 23, 2002. A DRC meeting was held on August 8, 2002. The project was continued from the December 4, 2002, Planning Commission meeting, and is scheduled for the January 15, 2003, meeting. The item was continued to the February 19, 2003, Planning Commission meeting. Atthe February 19, 2003, meeting, the Planning Commission R:'tMONTHLY.RPT~003\February 2003 Report.doc 11 recommended that the City Council approve the project. The item has been scheduled for the April 8, 2003, City Council meeting. Overland Self-Storage Facility - A proposal for a General Plan Amendment and a change of zone, changing the designation and zoning from Service Commemial (SC) to Light Industrial. The applications were submitted on February 11,2003. This proposal is in conjunction with a Conditional Use Permit/Development Plan for an RV Storage facility known as (PA01-0605). As of Mamh 11,2003, the project is still under review. PA02-0260 Valley Christian Fellowship - Staff presented a General Plan Amendment and Zone Change from VL to PO at the SWC of Margarita and De Portola Roads. The City Council considered this item on January 14, 2003. The General Plan Community Advisory Committee will review the proposal and provide a recommendation to be considered again by the Planning Commission in April or May. New Co-applicant/Representative has a proposal for a Development Plan to construct a Senior Congregate Care facility. Quiet Meadows - A proposal for a Change of Zone from L-1 to L-2 on a 4.57-acre site, associated with PA02-0371 a Tentative Tract Map. The application was submitted on July 11, 2002. This proposal is in conjunction with a tentative tract map. As of Mamh 11,2003, the map has not been cleared for hearing. Geoqraphic Information System (GIS) Activities · Staff continues to make weekly updates to the database and maps for the City's Megan's Law link on the web page. · Staff continues to work with Community Services Department to integrate tree inventory data for city maintained slopes and parks with GIS to enhance maintenance capabilities. · Staff is working with Information Systems to create a base map of the existing and proposed fiber optic network within the City for future planning. · Staff updated the entire GIS database and pertinent base line maps with the modification of the City's boundary following the annexation of the Roripaugh Ranch area. · Recent mapping products and data requests include: o Prepared mailing labels for various projects for Planning o Prepared additional maps for the Loma Linda area for Public Works and TCSD o Updated landscape, median and facility maps for TCSD o Prepared flood area maps for Redevelopment o Prepared a series of base maps of the French Valley ama for Planning o Prepared a map identifying all vacant areas with vesting tract maps for Planning o Prepared series of maps of the Nicolas Valley area for analysis of paved/unpaved roads for the Planning Department o Provide mailing labels for Building & Safety for perspective veterinarian facilities o Prepared land use maps of the Nicolas Road area for Council member Naggar o Prepared a map of potential RTA mutes for Council member Pratt o Provided maps and analysis of vacant land uses for the City Manager's Office o Provide digital orthophotos maps for analysis of the Winchester Road widening project for Planning R:'~vlONTHLY.RPT~2003\February 2003 Report.doc 12 Prepared a map of potential multi-family projects for the City Manager's Office Elevation maps for the KTA project site for Planning Various aerial vicinity maps for Planning and Redevelopment and Community Services Prepared a generalized land use/inspection area map for Public Works Prepared contour maps of the John Warner Road area for Public Works Prepared a series of maps identifying all non-residential properties within the City with aerial overlays for the Fire Department Prepared maps of the Winchester Creek area for Public Works Prepared tour route maps for Community Services Updated maps for the February Rod Run event for Planning, Police and Code Enfomement Prepared maps of regional planning projects within the western county area for the City Manager's Office Map identifying the Temecula Police Department's coverage area Provided the City Manager's Office with maps identifying all speed limits and signalized intersections within the City for the City Manger's Office Prepared maps of ali bike rack locations within the City for Public Works Prepared a map of bike routes within the City for Public Works Additionally Staff conducted updates to the street centerline data, provided updated data for the Map Objects for Internet GIS. Staff continues to conduct system and database management for the GIS based Fire Response Program. Staff continues with ongoing data layer development and maintenance. R:\MONTHLY. RP'P,2003\February 2003 ReporLdoc 13 TO: FROM: DATE: SUBJECT: APPROVAL CITY ATTORNEY DIRECTOR OF FINANCEj~_ CITY MANAGER CITY OF TEMECULA AGENDA REPORT City Manager/City Council William G. Hughes, Director of Public Works/City Engineer March 25, 2003 Department of Public Works Monthly Activity Report RECOMMENDATION: Attached for City Council's review and filing is the Department of Public Works' Monthly Activity Reports for the month of February, 2003. MOACTRPT,FRM CAPITAL IMPROVEMENT PROJECTS Monthly Activity Report February / March 2003 Prepared By: Amer Attar Submitted by: William G. Hughes Date: Mamh 25, 2003 PROJECTS UNDER cONSTRUCTION 1. First Street Extension - Environmental Mitigation This project will create approximately 1.49 acres of wetlands along Murrieta Creek at First Street. It includes construction of landscaping and irrigation improvements, and maintenance of said improvements for a period of five (5) years in accordance with California Department of Fish and Game and U.S. Army Corps of Engineers permit requirements. ACOE and RCFC are requesting the relocation of the mitigation site to avoid conflict with the Murrieta Creek Improvement Project. A letter was sent from the City to ACOE for possible alternate mitigation sites. The City received a response from ACOE approving the relocation of mitigation site. Research is underway to acquire property at an alternate site. 2. Community Theatre - Mercantile Seismic Retrofit This project will create a community theatre at the old Mercantile building in downtown Temecula. 2H Construction began construction on Monday, September 16, 2002. The contractor completed the parapet wall repairs at the north and south end of the building. Floor and roof framing shall begin the last week in March. 3. Children's Museum This project will construct a 7,500 square foot children's museum. The contract was awarded at the September 17, 2002, City Council meeting to R.E. Fleming Construction. The contractor is proceeding with completion of the new entry gazebo, porch railing and roof. The HVAC units have been set and the contractor will be constructing screens for the visible units. Repair and retrofit of the foundation system has begun with the demolition of the floor. The City entered into a separate contract with 2H Construction to complete the repairs to the foundation. The foundation repair work is expected to be completed by the middle of May 2003. 4. Pechanga Parkway (Formerly Pala Road) Sound Wall Improvements Under this project, sound walls will be designed and constructed on the southwest side of Pechanga Parkway, from Rainbow Canyon Road to the Pechanga casino and on the northeast side along the residences just north of Loma Linda. The project was awarded to R.J. Bullard Construction, Inc. at the Council meeting held on February 25, 2003. A pre-construction meeting is scheduled for Thursday, March 20, 2003. Construction is expected to begin the last week of Mamh 2003. Work is being coordinated with the Pechanga Parkway Phase II Improvements. R:XMonthlyActivityRepor t\CIP~2003~Febmary.doc PROJECTS BEING ADVERTISED FOR BIDS 1. Rancho California Road Bridge Widening Over Murrieta Creek This project will widen Rancho California Road Bridge over Murrieta Creek to provide four additional traffic lanes. The project is currently being advertised for construction bids. Bid opening is scheduled for April 10. Construction is anticipated to begin in May with a completion of the work by early 2004. PROJECTS IN DESIGN 1. Pechanga Parkway (Formerly Pala Road) Improvements - Phase II (SR 79 South to Pechanga Road) This project will widen Pechanga Parkway (formerly Pala Road) to its ultimate width from the Pechanga Parkway Bridge to Pechanga road. The City is currently working with Caltrans' Local Assistance and City's Environmental Consultant to expedite the environmental approval process. The Preliminary Environmental Document Classification (N EPA) of the project has been determined to be an "Environmental Assessment" (EA). Required technical studies (involving Federal action) will be included in the EA. The Planning Department is finalizing the draft addendum (needed to satisfy CEQA requirements) to the Wolf Creek EIR for street and storm drain improvements. The addendum will be submitted to the public works department for review by Monday, March 24, 2003. The City received 90% street plans and specifications from DMJM-Harris and staff is currently reviewing them along with the utility companies. This project will be divided into two stages. The first stage is to construct the storm drain triple box culvert and the channel improvements north of Loma Linda. Construction of this stage is scheduled for Fall 2003. The second stage will construct the remaining street improvements and drainage structures. Construction of this stage will start once the first stage is completed. 2. Temecula Library A full service library, approximately 34,000 square feet in area, will be designed and built on Pauba Road, just west of Fire Station #84. This project will provide the community with library resources and services. A separate pamel has been created for the library for bond purposes. The application to the State was submitted on 6/13/02. The City's application was not among the approved ones. The City will be resubmitting for the second round of funding approvals later this year. Construction is delayed until Spring 2004, provided that the City receives funding. Utility services construction will be coordinated with Pauba Road, Phase II Street Improvements. 3. Pauba Road Improvements - Phase II (Margarita Road to Showalter Road) This project will widen Pauba Road from Showalter to just west of Margarita Road to its ultimate width. The City has reviewed the 100% Design Plans submitted bythe consultant. Specifications are under review. Plans were sent to all utilities and utility issues are being addressed. Environmental documents have been finalized by the City Planning Department and the public comments period will begin next month. Work is being coordinated with the library project. 2 R:XM onthlyActivi~Repor t\ClPx2003XFebmary.doc 4. John Warner Road Assessment District - Hydrology Study Under this project a drainage study will be done to compliment the improvement plans being done by the property owners. Eventually the City will be the oversight agency for a property owners sponsored assessment district. An agreement amendment was approved by City Council on October 8, 2002. ERSC submitted a revised hydrology study with storm drain alternatives on 10/30/02. The City chose a preferred alternative and directed ERSC to prepare the final Storm Drain plans and the Engineer's Cost Estimate. 60% design Documents are being reviewed bythe City. Final Design documents are expected in April for City's review. 5. Landscaping and Sidewalk On SR 79 South (Front Street to Pechanga Parkway) The project consists of the design and construction of new sidewalk, landscaping, and irrigation along State Route 79 South between Pechanga Parkway and Old Town Front Street Review of 1st plan submittal is complete. The Civil plans are being revised and planting plans are being finalized. The specifications are also being revised. We anticipate construction to begin in Summer 2003. 6. Temecula Sports Complex A new 40+ Acres sports complex will be built at the corner of Pechanga Parkway and Deer Hollow Way. The City Council approved the Conceptual Master Plan of the project and funding at the January 14, 2003 meeting. RJM, the landscape architect, has begun preliminary design of the complex, with the aerial topographic survey complete. 7. Bridge Barrier Rail Upgrade, Rainbow Canyon Road over Pechanga Creek/Del Rio Road over Empire Creek This project will replace the existing barrier rails of the Rainbow Canyon Bridge over Pechanga Creek and the Del Rio Road Bridge over Empire Creek. Simon Wong Engineering (SWE) delivered the 100% Plans and the Engineer's Cost Estimate in early October. The Specifications are complete. The request for authorization for construction funding was sent to Caltrans on 1/14/03. Once Caltrans approval is received the project will go out to bid. 8. Fire Station - Wolf Creek Site A fire station will be built at the Wolf Creek Site. The Plans have been approved with exception of grading plans. We are waiting for the parcel to be recorded and an APN so an address can be assigned and utility services finalized. The Developer was noticed of the need in March 2003. 9. Pavement Management System Update The project will establish a pavement management program that will provide an on-going schedule of needed repairs and provide data that will be used to prepare budget estimates required to complete the scheduled work. GIS links, AutoCAD review, and updates to MicroPAVER are included in the total program. The consultant submitted the final pavement study to the City and the project is essentially complete. The consultant conducted three MicroPAVER training sessions for Public Works staff. 10. Vail Ranch Park (Near Pauba Valley School) - Add Amenities This project will add amenities, including play equipment, to the recently annexed Vail Ranch Park. RHA Landscape Architects/Planners Inc. is the design firm. First submittal was made on May 3rd. 3 R:~lonthlyAcfi vityRepor t\C IPx2003',Febraa~y.doc The City reviewed these documents and returned them to the consultant for revisions. The City and RHA met on 7/31/02 to discuss these comments and revisions are being made. Soil samples were taken and results were provided to TCSD on 8/28/02. TCSD had a grading plan prepared by Armstrong and Brooks and it was submitted in 12/02. The City reviewed the' grading plan and the consultant revised it per City's comments. The design documents are being finalized and will be submitted late March/early April. 11. Murrieta Creek Multi Purpose Trail This project will build portions of the equestrian and bike trails along Murrieta Creek within City limits. The City has received a federal grant of $1,214,000. Caltrans has given the City the "Authorization to Proceed with Preliminary Engineering." The contract between the City and Kimley- Horn and Associates, Inc. is going to the City Council for approval on March 25, 2003. 12. State Route 79 South Medians Under this project medians will be constructed on State Route 79 South within the City of Temecula limits. A Request For Proposal (RFP) was sent out to consultants during the week of November 4, 2002. We are currently determining median locations. We are also in scope and contract negotiations with the consultant. 13. Guardrail Installation and Replacement On Rainbow Canyon Road In this project, old guardrails will be replaced and new guardrails will be installed in needed locations on Rainbow Canyon Road within the City of Temecula. The RFP for design has been prepared but must be approved by Caltrans prior to publishing. The request for RFP approval and design funding was submitted to Caltrans on 11/06/02. The City's Planning Department has prepared the required environmental documents. A Field Review for the project with Caltrans was conducted on February 19, 2003. The information requested by Caltrans at the Field Review is being gathered. 14. Old Town Southern Gateway Landscaping Under this project, 10,000 square feet remnant parcel west of Front Street, which was created by the realignment of First Street, will be landscaped. Project plans are back from the architect for the second plan check. 15. Diaz Road Realignment Under this project, Diaz Road will be realigned to Vincent Moraga Road at Rancho California Road. Business Park Drive will be a T-intersection at Diaz. City staff is currently designing the project. Street and landscaping design completion is scheduled for March 2003. Widening Diaz Road an additional 20 feet to accommodate four lanes of traffic has been added to the project and is currently under design. Also, a new signal at Diaz Road and Rancho Way will be included as part of this project. Right of Way processing is anticipated to be completed by May of 2003. 16. Rancho California Road Median Modifications at Town Center The project will include the closing of the two median openings on Rancho California Road in front of the Town Center, while lengthening the left turn lanes at Ynez Road, Town Center Drive, and Via Los Colinas to improve traffic circulation. The design is 100% complete. This project is being combined with PW00-20, which includes a right turn lane eastbound on Rancho California Road at Ynez Road. Combining the design of the two projects will be completed by late March with bidding by late March 2003. 4 R:Wlon thlyActivityRepor t\C IP~2003We braary.doc 17. Rancho California Road Widening at Ynez Road (Add right turn lane to westbound lanes) This project will add a right turn lane on westbound Rancho California Road at Ynez Road. Right of way acquisition at the northeast corner of Rancho California and Ynez is in process with Claim Jumper Restaurant and Swedish American Corporation signing the acquisition agreements. However, Swedish American Corporation is failing to respond to escrow instructions, and it appears that we will have to acquire this property through eminent domain. This will delay the project. Construction is anticipated to begin in the Summer of 2003. Design is 90% complete. This project will be combined with PW00-02. 18. Winchester Road Widening Between Enterprise Circle and Jefferson This project will widen Winchester road between Enterprise Circle and Jefferson Avenue. It will also add a right turn lane from Eastbound Winchester to Southbound Jefferson, starting at Enterprise Circle. Project layout was plotted and discussed with Traffic and the Director of Public Works. In- house design continues, with right-of-way plats and legals preparation underway. 19. Rancho California Sports Park ADA Access and Shade Structure This project entails the design and construction of ADA compliant concrete walkways to the remaining ball fields, 3,4,5,7 & 8. It will also include the installation of two shade picnic/seating areas adjacent to the snack bar building. Design is complete and we are finalizing the specifications. We anticipate requesting authorization to bid in April. Due to park activities, construction is to occur between July 5 and Aug 17, 2003 20. Bus Bench Upgrades Under this project, bus benches and shade structures will be installed and existing ones will be upgraded at various locations. Project reseamh on locations of current bus stops, existing bus bench/shade structures, bus bench/shade structure costs and RTA routes is complete. Bus bench/shade structure design and location options were reviewed and a report with recommendations is being prepared. 21. Jefferson Avenue Pavement Rehabilitation - Phase II This project will rehabilitate Jefferson Avenue from south of Overland Drive to Rancho California Road. The rehabilitation will include pavement overlay, and road and driveway reconstruction. A geotechnical firm was hired to perform tests on the existing pavement. Staff is in the process of hiring a surveying firm to provide topographic maps. Once the consultant completes the maps, staff will begin the design. 22. Pavement Rehabilitation Program - FY 2002/2003 Staff has reviewed the draft Pavement Management Report prepared by Berryman & Henigar to ascertain which street sections should be repaired with the available budget for this project. It was recommended, based on that report, to repair westbound Rancho California Road between Margarita Road and Meadows Parkway. We are proceeding with preparing plans and specifications for that section of road. 5 R:W[ onthlyActivi~yRepor t~CIP~2003Webruary.doc PROJECTS IN THE PLANNING STAGE 1. 1-15/SR 79 South Interchange - Project Study Report (PSR) This project will modify the 1-15/SR 79 South Interchange to accommodate projected future traffic. The City received the final Value Engineering Analysis Report from Caltrans on May 8, 2002. All the proposed alignments presented by the value analysis team were rejected. The City's consultant provided an alignment modification with supporting traffic data to Caltrans on 10/02/02. Caltrans provided comments and the consultant addressed those comments and sent a response to Caltrans. Caltrans approved the proposed modified alternative #5. However, they proposed an interim solution that includes the construction of a roundabout. The City provided an analysis to Caltrans verifying that the roundabout will not provide an adequate level of service. Therefore, the City will proceed with the modified alternative #5, with the draft PSR scheduled to be submitted to Caltrans the first week of April. 2. French Valley Parkway Overcrossing and Interchange, Project Report (PR), Plans Specifications, and Estimate (PS&E) Preparation This project will construct an interchange between Winchester Road Interchange and the 1-15/I-215 split.. The City's consultant will be providing the City a Project Report (PR), and Environmental Documents (ED) for this first phase of the design process. This project will include the southbound off-ramp to Jefferson Avenue. On January 14, 2002, the City Council approved the design contract with Moffatt & Nichol Engineers. The first monthly Project Design Team (PDT) meeting was held on February 26, 2003. The consultant started the work on the Project Report. The next PDT meeting is scheduled for 03/26/03. Also, a meeting with FHWA is scheduled for 04/02/03. We are also pursuing the acquisition of a number of properties to protect them from development. 3. Murrieta Creek Bridge - Overland Drive Extension to Diaz Road This project will entail alignment studies and the design of an extension of Overland Drive, westerly to Diaz Road, which includes a new bridge over Murrieta Creek. The project includes the widening of Overland Drive from Jefferson Avenue to Commerce Center Drive, and the extension of Overland Drive across Murrieta Creek to Diaz Road. PDC has completed the alignment study and staff has reviewed copies of the preliminary plans. Staff has reviewed design costs for next year's fiscal funding. No funding until FY04-05. 4. Alignment Study for Murrieta Creek Bridge Between Winchester Road and Temecula City Limits and Diaz Road Extension This study will determine the alignment and location of the Murrieta Creek crossing between Winchester Road and the northern City Limits. In addition, the study will be combined with the Diaz Road Extension alignment study and design. Coordination with the City of Murrieta, Riverside County Flood Control and Army Corps of Engineers is necessary. The Consultant and Staff met with Riverside County Flood Control to discuss possible alignments. The consultant is currently awaiting data from Riverside County Flood Control in order to complete the work on the first draft of the alignment study. Staff was informed this data could take up to a year to receive (from May 2002). 6 R:~vl°ntlflyAcfivityRep°r~\C IPk2003~February'd°c PROJECTS THAT ARE SUSPENDED OR ON-HOLD 1. Santa Gertrudis Bridge Widening at 1-15 This is Phase II of the Southbound Auxiliary Lane project at the southbound exit ramp for Winchester Road. This project will widen the 1-15 southbound exit-ramp at the Santa Gertrudis Creek Bridge to provide an additional lane on the exit ramp just north of Winchester Road. Staff is revisiting the merits of this project in light of the Project Study Report for French Valley Parkway Interchange. The study shows that this bridge may have to be removed in the future to accommodate the new Interchange. This project is suspended indefinitely. 2. Margarita Road/Winchester Road Intersection Improvements Project is on hold. Under this project, an additional left turn from eastbound Winchester to northbound Margarita will be added in order to accommodate increasing traffic volumes. Design is 50% complete. A developer will be doing this project. 3. Pujol Street Sidewalk Improvements - Phase II Project is on hold. This project will complete the knuckle at the intersection of Sixth Street and Felix Valdez. The developer of a nearby property may be designing and constructing this project. 4. School Site ADA Improvements Project has been removed from this year's ClP. Design and construct ADA concrete walkways and hand railing to athletic facilities at Temecula Middle School, James L. Day Middle School and Margarita Middle School. TCSD re-allocated the funds. 5. City Hall Parking Lot Modifications Project is on-hold. Funding has been postponed until FY 2004/2005. Under this project, a security fence will be installed between the existing maintenance facility and the western side of City Hall to secure the parking lot west of the main building. The design of a security fence between the existing maintenance facility and the western side of City Hall will be performed in-house. A sceping meeting was held on November 12, 2001. Research on existing base maps for the proposed area and as-builts for the existing security fence near the maintenance facility is complete. Design and review of the proposed layout is complete. The project is currently on hold waiting for further direction 7 R:XMonthlyAcfi vityRepon~C IPX2003kFebruary.doc ,,8 Imm ,.,.8 LU I-- Z I,Ll LU 0 _J I-- Z LU LLI 0 n-' .-I o ,,8 13.1 (/3 I-- Z ILl Ltl 0 .-I [3. .- ~ ~ '- ~ ~ ~ '- ~ ~ ~.~= o = ~ ~ ': ~ ~.~: :o~ m m ~ m _ - MEMORANDUM TO: Bill Hughes, Director of Public Works/City Engineer FROM: ~ Brad Buron, Maintenance Superintendent DATE: March 3, 2003 SUBJECT: Monthly Activity Report - February, 2003 The following activities were performed by Public Works Department, Street Maintenance Division in-house personnel for the month of February, 2003: SIGNS A. B. C. Total signs replaced Total signs installed Total signs repaired 47 84 52 8 37918 32 286 10 I1. TREES A. Total trees trimmed for sight distance and street sweeping concerns II1. ASPHALT REPAIRS A. Total square feet of A. C. repairs B. Total Tons IV. CATCH BASINS A. Total catch basins cleaned VI. RIGHT-OF-WAY WEED ABATEMENT A. Total square footage for right-of-way abatement GRAFFITI REMOVAL A. Total locations B. Total S.F. VII. STENCILING A. 131 New and repainted legends B. -0- L.F. of new and repainted red curb and striping R:\MAINTAIN~MOACTRPT'J U LY 2002- JUNE 2D03/FEBRUARY,03 DOC Also, City Maintenance staff responded to 60 service order requests ranging from weed abatement, tree trimming, sign repair, A.C. failures, litter removal, and catch basin cleanings. This is compared to 63 service order requests for the month of January, 2003, The Maintenance Crew has also put in 292 hoursofovertimewhichincludesstandbytime, specialevents and response to street emergencies. The total cost for Street Maintenance performed by Contractors for the month of February! 2003 was $ 85~532.50 compared to $ 51~531.80 for the month of January, 2003. Account No. 5402 $ 23,071.80 Account No. 5401 $ 25,000.00 Account No. 999-5402 $ 3,460.00 CC: Ron Parks, Deputy Director of Public Works Ali Moghadam, Senior Engineer (CIP/Traffic) Greg Butler, Senior Engineer (Capital Improvements) Amer Attar, Senior Engineer (Capital Improvements) Jerry Alegria, Senior Engineer (Land Development) R:'~t~,INTAIN~MOACTRP%J U LY 2002- JUNE 20031FEBRUARY.03.DOC o o o o STREET MAINTENANCE CONTRACTORS The following contractors have performed the following projects for the month of February, 2003 DATE ACCOUNT STREET/CHANNEL/BRIDGE DESCRIPTION OF WORK TOTALCOST SIZE CONTRACTOR: RENE'S COMMERCIAL MANAGEMENT Date: 02/12/03 # 5402 CITYWIDE REMOVAL OF DEBRIS & TRASH CITY, VIDE DUE TO HEAVY WINDS TOTAL COST $ 5,000.00 CONTRACTOR: BECKER ENGINEERING Date: 02/06/03 # 5402 Date:02/14/03 # 5402 CITYWIDE CI~IDE REMOVE & REPLACE 1,452 S.F. OF 4" P.C.C. SIDEWALKS TOTAL COST $ 1t,225.00 REMOVAL Of DEBRIS DUE TO HEAVY RAINS TOTAL COST $ 2,016.80 CONTRACTOR: MONTELEONE CONTRACTORS Date: 02/16/03 # 999-5402 Date: 02/27/03 # 5402 Date: 02/26/03 # 5401 SERVICE LEVEL "R" CITYVVIDE 1) EMPIRE CREEK INLET 2) MURRIETA CREEK AT MAIN STREET BRIDGE GRADING OF DIRT ROADS DUE TO HEAVY RAINS TOTAL COST I $ 3,460.00 CLEANING OF STREETS OF DEBRIS DUE TO HEAVY RAINS TOTAL COST $ 4,830.00 REMOVAL OF DEBRIS FROM CHANNELS DUE TO HEAVY RAINS TOTAL COST $ 25,000.00 TOTAL COST ACCOUNT #5401 $ 25,000.00 TOTAL COST ACCOUNT #5402 $ 23,07'1.80 TOTAL COST ACCOUNT #99-5402 $ 3,460.00 R:'~MA, INTAIN~MOACTRP%J U LY 2002- JUNE 2003\FEBRUARY.03.DOC CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION SERVICE ORDER REQUEST LOG MONTH OF FEBRUARY, 2003 DATE LOCATION REQUEST DATE WORK RECEIVED COMPLETED 02/03/03 41120 PROMENADE HILLS TREE REMOVAL 02/03/03 02/03103 39640 DIEGO DRIVE DEBRIS REMOVAL 02103/03 02/04/03 JOSEPH ROAD ROAD CLOSED 02/04/03 02/04/03 30305 SIERRA MADRE DEBRIS REMOVAL 02/04/03 02/05/03 41571 ZINFANDEL AVENUE POTHOLE 02/05/03 02/05/03 40342 CI-IANTEMAR TREE REMOVAL 02/05/03 02/06/03 41777 CARLETON WAY OIL SPILL 02/06/03 02/07/03 CALLE KATHERINE CATCH BASIN CLEANING 02/07/03 02/07/03 31088 KAHWEA ROAD S.N.S. REPAIR 02/07/03 02/11/03 29765 VALLE VERDE STANDING WATER 02/28/03 02/11/03 ORMSBY AT SANTIAGO ROAD WASH OUT 02/11/03 02/11/03 ORMSBY AT SANTIAGO ROAD WASH OUT 02/11/03 02/11/03 30445 LA PRESA LOOP ROAD GRADING 02/11/03 02/11/03 MURRIETA CREEK DEBRIS FLOATING 02/11/03 0-2/11/03 VALLE JO AT YNEZ ROAD FLOODING 02/11/03 02/11/03 31249 HIAWATHA S.N.S. DOWN 02/11/03 02/12/03 31220 NICHOLAS ROAD DIRT ROAD WASHED OUT 02/12/03 02/12/03 SANTIAGO AT ORMSBY DIRT ROAD WASHED OUT 02/12/03 02/12/03 30820 DEL REY ROAD STREET FLOODED 02/12/03 02/12/03 28825 VIA NORTE DEBRIS PICK-UP 02/12/03 02/13/03 LIEFER ROAD WANTS PAVEMENT 02/13/02 02/13/03 43771 JOHN WARNER DIRT ROAD WASHED OUT 02/13/03 02/13/03 30680 SANTIAGO DIRT ROAD WASHED OUT 02113103 02/13/03 43780 PAVILITA ROAD DIRT ROAD WASHED OUT 02/13/03 02/13/03 30445 LA PRESA LOOP DIRT ROAD WASHED OUT 02/13/03 DATE LOCATION REQUEST DATE WORK RECEIVED COMPLETED 02/14/03 38530 GREEN MEADOW ROAD MUD IN STREET 02/14/03 02/14/03 30985 SANTIAGO ROAD MUD IN ROAD 02/14/03 02/17/03 4TM STREET AT MERCEDES DEBRIS PICK-UP 02117/03 02/17/03 OVERLAND AT COMMERCE CENTER RESTRIPING 02/17/03 02/18/03 30120 VIA MONTEREY RAIN EROSION 02/18/03 02/18/03 CALLE KATHERINE CLOGGED STORM DRAIN 02/18/03 02/19/03 39829 LONG LEAF STREET STANDING WATER 02/19/03 02/19/03 SANTIAGO ROAD DEBRIS PICK-UP 02/29/03 02/19/03 30120 VIA MONTEREY STORM DRAIN RUN-OFF 02/19/03 02/20/03 31072 CORTE ANZA TREE TRIMMING 02/20/03 02/20;03 31720 HWY 79 SO. TREE TRIMMING 02/20/03 02/21/03 31033 CALLE ARAGON DEBRIS PICK-UP 02/21/02 02/21/03 40085 CALLE MEDUSA CURB NOT DRAINING 02/21/03 02/21/03 43060 AGENA ROOT PRUNING 02/21/03 02/24/03 31370 PASEO DE LAS OLAS ROOT PRUNING 02/28/03 02/24/03 30260 SANTIAGO ROAD ROAD GRADING 02/24/03 02/24/03 42231 MAIN STREET DEBRIS PICK-UP 02/24/03 02/24/03 30809 CALVADO COURT RAISED SIDEWALK 02/24/03 02/24/03 31000 LAHONTAN STREET STREET CRACKING 02/24/03 02/25/03 41700 VIA LOMAS VISTA SLIME ON SIDEWALK 02/28/03 02/25/03 JOHN WARNER ROAD GRADING OF STREET 02/25/03 02/25/03 30660 MILKY WAY STORM DRAIN CLOGGED 02/25/03 02/25/03 39522 SERAPHINA ROAD DEBRIS CLEAN-UP 02/25/03 02/25/03 39390 LIEFER ROAD ROAD GRADING 02/25/03 02/25/03 27735 YNEZ ROAD STORAGE BIN 02/25/03 02/25/03 PAUBA AT MARGARITA TREE DOWN 02/25/03 02/25/03 29345 RANCHO CALIFORNIA ROAD MUD IN STREET 02/25/03 02/25/03 39390 LIEFER ROAD ROAD GRADING 02/25/03 02/26/03 42231 MAIN STREET DEBRIS PICK-UP 02/25/03 02/26/03 43384 VIA ANGELES DEBRIS PICK-UP 02/26/03 DATE LOCATION REQUEST DATE WORK RECEIVED COMPLETED 02/26/03 30445 LA PRESA LOOP ROAD GRADING 02/26/03 02/27/03 31370 PASEO DE LAS OLAS TREE TRIMMING 02/28/03 02/28/03 39445 PALA VISTA ROAD ROAD GRADING 02/28/03 02/28/03 44921 TROTSDALE DRIVE DRAINAGE CONCERN 02/28/03 02/28/03 MARGARITA DESlLTING POND EROSION CONCERN 02/28/03 TOTAL SERVICE ORDER REQUESTS 60 CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION CATCH BASIN MAINTENANCE MONTH OF FEBRUARY, 2003 DATE LOCATION WORK COMPLETED 02/04/03 AKEA #5 CLEANED & CHECKED 2 CATCH BASINS 02/05/03 AREA #5 CLEANED & CHECKED 7 CATCH BASINS 02/10/03 CITYWIDE "RAIN" CLEANED & CHECKED 14 CATCH BASINS 02/11/03 CITYWIDE "RAIN" CLEANED & CHECKED 41 CATCH BASINS 02/12/03 CITYWIDE "RAIN" CLEANED & CHECKED 22 CATCH BASINS 02/13/03 CITYWIDE "P,~IN" CLEANED & CHECKED 7 CATCH BASINS 02/20/03 CITYWIDE "RAIN" CLEANED & CHECKED 25 CATCH BASINS 02/24/03 CITYWIDE "RAIN" CLEANED & CHECKED 23 CATCH BASINS 02/25/03 CITYWIDE "RAIN" CLEANED & CHECKED 40 CATCH BASINS 02/27/03 CITYWIDE "RAIN" CLEANED & CHECKED 105 CATCH BASINS TOTAL CATCH BASINS CLEANED & CHECKED 286 CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION ASPHALT (POTHOLES) REPAIRS MONTH OF FEBRUARY, 2003 DATE LOCATION SCOPE OF WORK S.F. TOTAL TONS 02/03/03 DEL REY AT VIA NORTE R & R A.C. 450 6.5 02/04/03 DEL KEY AT VIA NORTE R & R A.C. 385 6 02/05/03 DEL REY AT VIA NORTE R & R A.C. 400 6.5 02/06/03 DEL KEY AT VIA NORTE A.C. CAP 1,235 9 02/11/03 CITYWIDE "RAIN" POTHOLES 34 TEMP A.C. 02/12/03 CITYWIDE "RAIN" POTHOLES 116 TEMP A.C. 02/13/03 CITYWIDE "RAIN" POTHOLES 271 TEMP A.C. 02/14/03 CITYWIDE "RAIN" POTHOLES 94 TEMP A.C. 02/18/03 CITYWIDE "RAIN" POTHOLES 90 TEMP A.C. 02/19/03 PECHANGA PARKWAY CONSTRUCTED 2 DOWN SPOUTS 135 4 02/20/03 CITYWIDE POTHOLES 70 TEMP A.C. 02/25/03 CITYWIDE POTHOLES 77 TEMP A.C. 02/26/03 CITYW1DE POTHOLES 86 TEMP A.C. 02/27/03 CITYWIDE POTHOLES 75 TEMP A.C. TOTAL S.F. OF REPAIRS 3~918 TOTAL TONS 32 CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION GRAFFITI REMOVAL MONTH OF FEBRUARY, 2003 DATE LOCATION WORK COMPLETED 02/04/03 AVENIDA DE MISSIONES AT VIA RIO TEMECULA REMOVED 4 S.F. OF GRAFFITI 02/05/03 PECHANGA PARKWAY AT MUIR.FIELD REMOVED 30 S.F. OF GRAFFITI 02/06/03 DIAZ AT WINCHESTER REMOVED 6 S.F. OF GRAFFITI 02/07/03 27364 JEFFERSON REMOVED 5 S.F. OF GRAFFITI 02/12/03 MAIN STREET BRIDGE REMOVED 2 S.F. OF GRAFFITI 02/18/03 MARGARITA AT RUSTIC GLEN REMOVED 34 S.F. OF GRAFFITI 02/19/03 MARGARITA AT RUSTIC GLEN REMOVED 54 S.F. OF GRAFFITI 02/25/03 PAUBA AT VIA DEANDA REMOVED 8 S.F. OF GRAFFITI 02/25/03 PAUBA AT YNEZ REMOVED 8 S.F. OF GRAFFITI 02/26/03 PAUBA AT VIA RAMI REMOVED 4 S.F. OF GRAFFITI TOTAL S.F. GRAFFITI REMOVED 155 TOTAL LOCATIONS 10 CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION RIGHT-OF-WAY TREE TRIMMING MONTH OF FEBRUARY, 2003 DATE LOCATION WORK COMPLETED 02/03/03 NICHOLAS AT NORTH GENERAL KEARNEY TRIMMED 3 R.O.W. TREES 02/26/03 PUJOL AT MAIN TRIMMED 2 R.O.W. TREES 02/26/03 YNEZ AT CALLE HALCON TRIMMED 3 R.O.W. TREES TOTAL R.O.W. TREES TRIMMED 8 CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION STENCILS / STRIPING MONTH OF FEBRUARY, 2003 DATE LOCATION WORK COMPLETED 02/04/03 AREA #3 REPAINTED 49 LEGENDS 02/05/03 AREA #3 KEPA1NTED 27 LEGENDS 02/06/03 AREA #2 REPA1NTED 24 LEGENDS 02/10/03 AREA #2 REPAINTED 31 LEGENDS TOTAL NEW & REPAINTED LEGENDS 131 NEW & REPAINTED RED CURB & STRIPING L.F. -0- CITY OF TEMECULA DEPARTMENT OF PUBLIC WORKS ROADS DIVISION SIGNS MONTH OF FEBRUARY, 2003 DATE LOCATION WORK COMPLETED 02/03/03 YNEZ AT MOTOR CAR PARKWAY REPLACED R-7, K MARKER 02/03/03 RANCHO CALI~. ROAD AT BUSINESS PARK DR. REPLACED R-2-50, 3 CARSONITES 02/03/03 RANCHO CALIF. ROAD AT BUTTERFIELD STAGE REPLACED 3 DELINEATORS 02/03/03 MARGARITA AT RUSTIC GLEN REPLACED 2 DELINEATORS 02/03/03 NICHOLAS AT NO. GENERAL KEARNEY REPLACED R-245 02/03/03 RANCHO CALIFORNIA ROAD AT MARGARITA REPLACED R-I 02/04/03 28991 FRONT STREET REPLACED R-2-45 02/04/03 AREA #1 REPAIRED 16 SIGNS 02/05/03 CITYWIDE REPAIRED 9 SIGNS 02/05/03 PECHANGA AT MASTERS REPLACED R-26, 5 DELINEATORS 02/05/03 DE PORTOLA AT JEDEDIAH SMITH REPLACED 2 R-1 02/06/03 WINCHESTER AT JEFFERSON REPLACED R-10, N MARKER 02/06/03 FRONT STREET AT MORENO REPLACED R-17 02/0603 DE PORTOLA AT ALCOBA REPLACED R-7, 2 "K" MARKERS 02/06/03 DE PORTOLA AT MARGARITA REPLACED W-41 02/10/03 RANCHO CALIFORNIA ROAD AT YUKON REPLACED R-7 02/10/03 DE PORTOLA EAST OF MEADOWS PARKWAY REPLACED 1 R-2 "45" 02/10/03 PAUBA WEST OF MARGARITA R~PLACED W-41 02/10/03 FRONT STREET NORTH OF HWY 79 SO. REPLACED R.V. PARKING RULES 92/11/03 WINCHESTER AT JEFFERSON REPLACED H.W.P. SIGN 02/11/03 WINCHESTER AT AULD ROAD REPLACED T.P.D. DIRECTIONAL 02/14/03 OLD TOWN REPAIRED 17 DELINEATORS I DATE I LOCATION WORK COMPLETED 02/1803 CASEIRTA DRIVE AT PAVIA WAY INSTALLED T-59 02/18/03 VAIL RANCH PARKWAY INSTALLED 8 R-26-81 COMBO 02/19/03 RANCHO CALIFORNIA ROAD AT YUKON REPLACED R-7, K MARKER 02/19/03 RAINBOW CREEK REPLACED R-2 - 25 02/19/03 VAIL RANCH PARKWAY RAPLACED 1t-2-45 02/19/03 VAIL RANCH PARKWAY INSTALLED 11 R-26-81 COMBO 02/20/03 VAIL RANCH PARKWAY INSTALLED 23 R-26-81 COMBO, R-2-50 02/24/03 DIAZ SOUTH OF LOW FLOW INSTALLED 15 R-26 02/24/03 VAIL RANCH PARKWAY INSTALLED 13 R-26-81 COMBOS, R-81B 02/25/03 LA SSERENA REPLACED R-2 45 02/26/03 PECHANGA PARKWAY AT WOLF VALLEY REPLACED R-2 50 02/26/03 PAUBA EAST OF MARGARITA REPLACED R~26 02/26/03 DE PORTOLA AT VIA SABINO INSTALLED 3 CARSONITES 02/26/03 CITYWIDE REPAIRED 10 SIGNS 02/27/03 YNEZ AT SOLANA INSTALLED 2 R-7, 2 K MARKERS 02/27/03 RANCHO VISTA ROAD AT VIA EL GRECO REPLACED 5 CARSONITES 02/27/03 PAUBA AT MARGARITA REPLACED 2 CARSONITES 02/27/03 YNEZ SOUTH OF SOLANA INSTALLED 2 R-7, 2 K MARKERS 02/2703 YNEZ AT MOTORCAR PARKWAY INSTALLED R-7, K MARKER TOTAL SIGNS REPLACED 47 TOTAL SIGNS INSTALLED 84 TOTAL SIGNS REPAIRED 52