Agoura Hills City Council
March 13, 2024

AGENDA

GOAL SETTING WORKSHOP

SPECIAL MEETING OF THE AGOURA HILLS CITY COUNCIL
Civic Center – Council Chambers
30001 Ladyface Court, Agoura Hills, California 91301
Wednesday, March 13, 2024
4:00 p.m.

Please silence all cell phones and other electronic devices during the meeting.

ATTEND OR WATCH THE MEETING
For in-person attendance, Council Chamber doors will open to the public at 3:30 p.m. To watch the live stream or archive of this meeting on YouTube, enter “Agoura Hills City Council” (this will include the Improvement Authority meeting) and click on the date of the meeting. To watch the live stream or archive of this meeting on the City’s website, go to agourahillscity.org and click on the “Watch Meetings Online” button.

PUBLIC PARTICIPATION (PUBLIC COMMENT)
Option A: To provide public comment in-person in the Council Chambers Members of the public have an opportunity to attend the meeting in-person in the Council Chambers and speak or submit a written comment on any item listed on the Agenda. If you wish to speak, complete a Speaker’s Card for each item and submit to the City Clerk prior to the public comment portion of the item. Public testimony is limited to three (3) minutes per speaker; a speaker’s time may not be transferred to another speaker. Written public comments submitted at the meeting are not read aloud by the City Clerk.

Option B: To submit written public comments prior to the meeting Members of the public have an opportunity to submit email correspondence on any item listed on the Agenda by sending an email to: [email protected]. All public correspondence received by 2:00 p.m. on the meeting date will be provided to the City Council prior to the meeting.

Public comments are not read into the record. Any written public comments received after 2:00 p.m. on the meeting day will not be considered as part of the City Council’s deliberations or entered into the official record. Members also have the option to attend the meeting and submit their written comments or speak in-person.

CALL TO ORDER

PLEDGE OF ALLEGIANCE
ROLL CALL Mayor Illece Buckley Weber
Mayor Pro Tem Penny Sylvester
Councilmember Chris Anstead
Councilmember Deborah Klein Lopez
Councilmember Jeremy Wolf

APPROVAL OF AGENDA
City Council Special Meeting Agenda
Goal Setting Workshop
Wednesday, March 13, 2024

DISCUSSION / ACTION
(Pursuant to the Ralph M. Brown Act, the City Council may not discuss or act on any matter not specifically identified on this Agenda. Public comments are limited to the Discussion/ Action item below. Please refer to “Public Participation” above for full details on how to submit written public comments or speak under this category.)

1. Discussion of City Council Short and Long-Term Goals STAFF REFERENCE: CITY MANAGER HAMBURGER

CITY COUNCIL, STAFF COMMENTS
ADJOURN to 6:00 p.m., Wednesday, March 13, 2024, to the Regular Meeting of the City Council in the Council Chambers of the Civic Center.

In compliance with the Americans with Disabilities Act, if you need special assistance to participate in a City Council meeting or other services offered by the City of Agoura Hills, please contact the City Clerk’s Office at (818) 597-7300. Notification at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service.

Copies of staff reports or other written documentation, relating to each item of business described in this Agenda, are posted to the City’s website at agourahillscity.org and are on file in the office of City Clerk Kimberly M. Rodrigues, Agoura Hills City Hall, 30001 Ladyface Court, Agoura Hills, California, 91301.

The telecast of the Wednesday, March 13, 2024, Special Goal Setting Workshop will be shown on Channel 10 for Time Warner Cable subscribers, Channel 3 for Charter subscribers, and Channel 99 for AT&T UVerse subscribers, at a later date, and run daily until the next regularly scheduled City Council meeting.

The broadcast schedule is as follows: M-10am; T-3pm; W-10am; Th-7pm; F-10am; S-3pm; and Su-7pm.

AGENDA

REGULAR MEETING OF THE

AGOURA HILLS CITY COUNCIL AND THE

AGOURA HILLS IMPROVEMENT AUTHORITY
Civic Center – Council Chambers
30001 Ladyface Court, Agoura Hills, California 91301
Wednesday, March 13, 2024
6:00 p.m.

Please silence all cell phones and other electronic devices during the meeting.

ATTEND OR WATCH THE MEETING
For in-person attendance, Council Chamber doors will open to the public at 5:30 p.m. To watch the live stream or archive of this meeting on YouTube, enter “Agoura Hills City Council” (this will include the Improvement Authority meeting) and click on the date of the meeting. To watch the live stream or archive of this meeting on the City’s website, go to agourahillscity.org and click on the “Watch Meetings Online” button.

PUBLIC PARTICIPATION (PUBLIC COMMENT)
Option A: To provide public comment in-person in the Council Chambers Members of the public have an opportunity to attend the meeting in-person in the Council Chambers and speak or submit a written comment on any item listed on the Agenda. If you wish to speak, complete a Speaker’s Card for each item and submit to the City Clerk prior to the public comment portion of the item. Public testimony is limited to three (3) minutes per speaker; a speaker’s time may not be transferred to another speaker. Written public comments submitted at the meeting are not read aloud by the City Clerk.

Option B: To submit written public comments prior to the meeting Members of the public have an opportunity to submit email correspondence on any item listed on the Agenda by sending an email to: [email protected]. All public correspondence received by 4:00 p.m. on the meeting date will be provided to the City Council or Improvement Authority prior to the meeting. Public comments are not read into the record. Any written public comments received after 4:00 p.m. on the meeting day will not be considered as part of the City Council or Improvement Authority’s deliberations or entered into the official record. Members also have the option to attend the meeting and submit their written comments or speak in-person.

CALL TO ORDER
PLEDGE OF ALLEGIANCE Boy Scout Troop 127
ROLL CALL Mayor Illece Buckley Weber
Mayor Pro Tem Penny Sylvester
Councilmember Chris Anstead
Councilmember Deborah Klein Lopez
Councilmember Jeremy Wolf

REPORT OF CLOSED SESSION
City Council and Agoura Hills Improvement Authority
Regular Meeting Agenda
Wednesday, March 13, 2024

APPROVAL OF AGENDA

PRESENTATIONS
Annual City of Agoura Hills Volunteer Recognition – Community Services

INTERGOVERNMENTAL, SPECIAL PURPOSE COMMITTEE, & DEPARTMENTAL

REPORTS
Clean Power Alliance (CPA) Update
(City Council and Staff)

PUBLIC COMMENTS
(This section is reserved for persons wishing to address items not listed on the Agenda that are under the subject matter jurisdiction of the City Council. Please refer to “Public Participation” above for full details on how to submit written public comments or speak under this category.)

CONSENT CALENDAR
(Items on the Consent Calendar may be approved by a single motion and vote. Unless pulled by the City Council, there will be no separate discussion of these items. This section is reserved for persons wishing to address items on the Consent Calendar. Please refer to “Public Participation” above for full details on how to submit written public comments or speak under this category.)

1. Approve Minutes of the Regular City Council and Agoura Hills Improvement Authority Meeting of February 14, 2024
STAFF REFERENCE: CITY CLERK RODRIGUES

2. Approve Demand Warrant Register No. 908
STAFF REFERENCE: DIRECTOR OF FINANCE IBAÑEZ

3. Approve Land Acknowledgment Statement
STAFF REFERENCE: ASSISTANT CITY MANAGER ADEVA

4. Adopt Ordinance No. 24-476; AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF AGOURA HILLS, CALIFORNIA, ADDING CHAPTER 8 (COMMUNITY

TREE MANAGEMENT) TO ARTICLE VII (STREETS) OF THE AGOURA HILLS

MUNICIPAL CODE, AND FINDING THAT THIS ORDINANCE IS EXEMPT FROM

THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) PURSUANT TO CEQA GUIDELINES SECTION 15378(B)(5) AND 15061(B)(3)
STAFF REFERENCE: PUBLIC WORKS DIRECTOR/CITY ENGINEER FORTE City Council and Agoura Hills Improvement Authority
Regular Meeting Agenda
Wednesday, March 13, 2024

DISCUSSION / ACTION
(This section is reserved for persons wishing to address items listed under Discussion / Action. Please refer to “Public Participation” above for full details on how to submit written public comments or speak under this category.)

5. Discussion to Receive and File Report for Approval of Waste Management Residential Solid Waste Rate Escalation Increase (3.0%) and Consider a Request from Waste Management for an Additional Solid Waste Rate Adjustment for 2024 STAFF REFERENCE: DEPUTY CITY MANAGER CELAYA

6. Discussion to Consider the Adoption of Resolution No. 24-2058; ADOPTING A

LANDSCAPE GUIDANCE PROGRAM FOR RESIDENTIAL PROPERTIES AND

MAKING A FINDING OF EXEMPTION UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT
STAFF REFERENCES: COMMUNITY DEVELOPMENT DIRECTOR THOMAS

ASSOCIATE PLANNER DARBOUZE

7. Discussion to Consider the Adoption of Resolution No. 24-2056A; A

RESOLUTION OF THE CITY OF AGOURA HILLS AUTHORIZING AGOURA

HILLS IMPROVEMENT AUTHORITY LEASE REVENUE BONDS, SERIES 2024A; AND AGOURA HILLS IMPROVEMENT AUTHORITY LEASE REVENUE REFUNDING BONDS, SERIES 2024B; AND AUTHORIZING AND RATIFYING THE SALE OF SAID 2024 BONDS AND EXECUTION OF THE BOND

PURCHASE AGREEMENT IN CONNECTION THEREWITH AND AUTHORIZING

CERTAIN OTHER MATTERS RELATING THERETO
STAFF REFERENCE: DIRECTOR OF FINANCE IBAÑEZ
Convene the Agoura Hills Improvement Authority (IA) Meeting

IA CALL TO ORDER
IA ROLL CALL President Illece Buckley Weber
Vice-President Penny Sylvester
Authority Commissioner Chris Anstead
Authority Commissioner Deborah Klein Lopez
Authority Commissioner Jeremy Wolf

IA APPROVAL OF AGENDA

IA PUBLIC COMMENTS
(This section is reserved for persons wishing to address items not listed on the Agenda that are under the subject matter jurisdiction of the Improvement Authority. Please refer to “Public Participation” above for full details on how to submit written public comments or speak under this category.) City Council and Agoura Hills Improvement Authority
Regular Meeting Agenda
Wednesday, March 13, 2024

IA CONSENT CALENDAR
(Items on the Consent Calendar may be approved by a single motion and vote. Unless pulled by the Improvement Authority, there will be no separate discussion of these items. This section is reserved for persons wishing to address items on the Consent Calendar. Please refer to “Public Participation” above for full details on how to submit written public comments or speak under this category.) IA1. Approve Minutes of the Regular City Council and Agoura Hills Improvement Authority Meeting of February 14, 2024
STAFF REFERENCE: AUTHORITY SECRETARY RODRIGUES

IA DISCUSSION / ACTION
(This section is reserved for persons wishing to address items listed under Discussion / Action. Please refer to “Public Participation” above for full details on how to submit written public comments or speak under this category.)
IA2. Discussion to Consider the Adoption of Resolution No. IA24-06A; A

RESOLUTION OF THE AGOURA HILLS IMPROVEMENT AUTHORITY

AUTHORIZING AGOURA HILLS IMPROVEMENT AUTHORITY LEASE
REVENUE BONDS, SERIES 2024A; AND AGOURA HILLS IMPROVEMENT AUTHORITY LEASE REVENUE REFUNDING BONDS, SERIES 2024B; AND AUTHORIZING AND RATIFYING THE SALE OF SAID 2024 BONDS AND

EXECUTION OF THE BOND PURCHASE AGREEMENT IN CONNECTION

THEREWITH AND AUTHORIZING CERTAIN OTHER MATTERS RELATING

THERETO
STAFF REFERENCE: DIRECTOR OF FINANCE IBAÑEZ

IA, STAFF COMMENTS

IA ADJOURNMENT
Reconvene the Agoura Hills City Council Meeting

CITY COUNCIL, STAFF COMMENTS

CITY COUNCIL ADJOURNMENT
The next Regular City Council Meeting will be held at 6:00 p.m., on Wednesday, March 27, 2024, in the Council Chambers of the Civic Center. The Civic Center is located at 30001 Ladyface Court, Agoura Hills, California.

In compliance with the Americans with Disabilities Act, if you need special assistance to participate in a City Council meeting or other services offered by the City of Agoura Hills, please contact the City Clerk’s Office at (818) 597-7300. Notification at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service.

City Council and Agoura Hills Improvement Authority
Regular Meeting Agenda
Wednesday, March 13, 2024

Copies of staff reports or other written documentation, relating to each item of business described in this Agenda, are posted to the City’s website at agourahillscity.org and are on file in the office of City Clerk Kimberly M. Rodrigues, Agoura Hills City Hall, 30001 Ladyface Court, Agoura Hills, California, 91301.

The telecast of the Wednesday, March 13, 2024, Regular City Council Meeting will be shown on Channel 10 for Time Warner Cable subscribers, Channel 3 for Charter subscribers, and Channel 99 for AT&T UVerse subscribers, at a later date, and run daily until the next regularly scheduled City Council meeting.

The broadcast schedule is as follows: M-10am; T-3pm; W-10am; Th-7pm; F-10am; S-3pm; and Su-7pm.

MINUTES

REGULAR MEETING OF THE

AGOURA HILLS CITY COUNCIL AND THE

AGOURA HILLS IMPROVEMENT AUTHORITY
Civic Center – Council Chambers
30001 Ladyface Court, Agoura Hills, California 91301
Wednesday, February 14, 2024
6:00 p.m.

The City Council meeting was called to order at 6:00 p.m. by Mayor Buckley Weber.

The Pledge of Allegiance was led by Director of Public Works/City Engineer Forte.

Present were: Mayor Illece Buckley Weber, Mayor Pro Tem Sylvester, Councilmember Chris Anstead and Councilmember Deborah
Klein Lopez.

Absent was: Councilmember Jeremy Wolf.

Also Present were: City Manager Nathan Hamburger, City Attorney Candice K.

Lee, Assistant City Manager Ramiro Adeva, Deputy City
Manager Louis Celaya, Management Analyst Amber Victoria, Executive Assistant Michele Hubbs, Director of Community Development Denice Thomas, Principal Planner Robby
Nesovic, Land Use Technician Dawn Robinson, Building
Official Lukas Quach, Director of Public Works/City Engineer Jessica Forte, Director of Finance Diego Ibañez, Finance Manager Brenda Cho, Accountant Leah Palmer, Director of Community Services Amy Brink, and City Clerk Kimberly M.

Rodrigues.

REPORT OF CLOSED SESSION
No Closed Session was held.

APPROVAL OF AGENDA
ACTION: Councilmember Anstead moved to approve the Agenda, as presented. Councilmember Sylvester seconded. The motion carried 4-0, by the following roll call vote:

AYES: Mayor Buckley Weber, Mayor Pro Tem Sylvester, and Councilmembers Anstead and Lopez.

NOES: None.

ABSTAIN: None.

ABSENT: Councilmember Wolf.

City Council and Agoura Hills Improvement Authority
Regular Meeting Minutes
Wednesday, February 14, 2024

PRESENTATIONS
Mayor Buckley Weber presented a Proclamation, recognizing Arbor Day, to Director of Public Works/City Engineer Jessica Forte.

INTERGOVERNMENTAL, SPECIAL PURPOSE COMMITTEE, & DEPARTMENTAL

REPORTS
Mayor Buckley Weber announced the City would be “celebrating various heritage months throughout the year with displays commemorating the achievements of national and local individuals for their roles in history,” and, in celebration of Black History Month, banners of several iconic individuals were on display in the lobby of the Council Chambers. She then shared some local history about homesteader John Ballard, who had purchased 160 acres of land west of the Santa Monica Mountains in 1880, spoke about the background and renaming of the mountain peak located on his land, and encouraged everyone to watch the documentary, available on the Santa Monica Mountains National Recreation Area’s website, entitled To Right a Wrong; the Story of Ballard Mountain.

Councilmember Lopez provided a Clean Power Alliance (CPA) Update.

Councilmember Sylvester reported on attending the Wildlife Mitigation Alignment webinar.

PUBLIC COMMENTS
Following distribution of the Agenda Packet, and prior to the City Council Meeting, written correspondence was received from the following persons (listed in the order received), forwarded to the City Council, and made available for public review.

Dekunle Somade
The following person(s) spoke:

Dick Billingsley, Agoura Hills (submitted written correspondence) Nazmi Qutami, Agoura Hills

CONSENT CALENDAR
There were no public comments.

ACTION: Councilmember Lopez moved to approve Consent Calendar Item Nos. 1-8, as presented. Mayor Pro Tem Sylvester seconded. The motion carried 4-0, by the following roll call vote:

AYES: Mayor Buckley Weber, Mayor Pro Tem Sylvester, and Councilmembers Anstead and Lopez.

NOES: None.

City Council and Agoura Hills Improvement Authority
Regular Meeting Minutes
Wednesday, February 14, 2024

ABSTAIN: None.

ABSENT: Councilmember Wolf.

1. Approve Demand Warrant Register No. 906

2. Approve Rejection of Claim for Damages – Tina Forti

3. Approve Award of Agreement for Consultant Services, with Matrix Consulting Group, to Conduct a Comprehensive Fee Study and Overhead Cost Analysis

4. Approve Award of Agreement for Contractor Services, with Ron’s Maintenance Services, for Storm Drain Connector Pipe Screen and Filter Inspection/Cleaning Services

5. Approve Right of Entry and Access Agreement, with Whizin Market, LLC, for Construction of Improvements (Whizin Market Square) Related to the Ladyface Greenway Project

6. Approve Agreement for Consultant Services, with Envicom Corporation, to Prepare Environmental Documentation Related to the Bori Restaurant Project (AINs 2061- 028-002 and 2061-028-034)

7. Approve Agreement, with JH2 Architects, for Payment of Costs in Connection with the Preparation of Environmental Documentation Related to the Bori Restaurant Project (AINs 2061-028-002 and 2061-028-034)

8. Adopt Resolution No. 24-2055 – A RESOLUTION OF THE CITY COUNCIL OF

THE CITY OF AGOURA HILLS, CALIFORNIA, AMENDING THE

COMPENSATION PLAN BY ESTABLISHING THE CLASSIFICATION OF

COUNTER PERMIT TECHNICIAN, APPROVING THE JOB CLASSIFICATION, SETTING THE SALARY RANGE; RECLASSIFYING THE LAND USE PERMIT

TECHNICIAN CLASSIFICATION TO A THREE-QUARTER POSITION

PUBLIC HEARING

9. Conduct a Public Hearing and Consider the Adoption of Resolution No. 24-2056; A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AGOURA HILLS

MAKING A FINDING OF SIGNIFICANT PUBLIC BENEFIT IN CONNECTION

WITH THE SALE AND ISSUANCE OF AGOURA HILLS IMPROVEMENT
AUTHORITY LEASE REVENUE BONDS, SERIES 2024A, AND AGOURA HILLS

IMPROVEMENT AUTHORITY LEASE REVENUE REFUNDING BONDS, SERIES 2024B, APPROVING AS TO FORM AND AUTHORIZING THE EXECUTION AND

DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION WITH THE SALE AND ISSUANCE OF SAID 2024 BONDS, AND AUTHORIZING CERTAIN OTHER

MATTERS RELATING THERETO
Mayor Buckley Weber opened the Public Hearing at 6:29 p.m.

City Council and Agoura Hills Improvement Authority
Regular Meeting Minutes
Wednesday, February 14, 2024

Following presentation of the staff report, Mayor Buckley Weber opened the floor for public comments.

There being no public comments or further questions of staff, Mayor Buckley Weber closed the Public Hearing at 6:34 p.m.

Following deliberations, Mayor Buckley Weber called for a motion and second to approve the staff recommendation to adopt Resolution No. 24-2056.

ACTION: Mayor Pro Tem Sylvester moved to approve the staff recommendation. Councilmember Lopez seconded. The motion carried 4-0, by the following roll call vote:

AYES: Mayor Buckley Weber, Mayor Pro Tem Sylvester, and Councilmembers Anstead and Lopez.

NOES: None.

ABSTAIN: None.

ABSENT: Councilmember Wolf.

Convene the Agoura Hills Improvement Authority (IA) Meeting President Buckley Weber called the meeting to order at 6:35 p.m.

Present were: President Illece Buckley Weber, Vice-President Sylvester, Authority Commissioner Chris Anstead and Authority
Commissioner Deborah Klein Lopez.

Absent was: Authority Commissioner Jeremy Wolf.

Also Present were: Chief Administrative Officer Nathan Hamburger, Authority Attorney Candice K. Lee, Assistant Chief Administrative Officer Ramiro Adeva, Deputy City Manager Louis Celaya,
Management Analyst Amber Victoria, Executive Assistant
Michele Hubbs, Director of Community Development Denice Thomas, Principal Planner Robby Nesovic, Land Use
Technician Dawn Robinson, Building Official Lukas Quach, Director of Public Works/City Engineer Jessica Forte, Director of Finance Diego Ibañez, Finance Manager Brenda Cho,
Accountant Leah Palmer, Director of Community Services Amy Brink, and City Clerk/Authority Secretary Kimberly M.

Rodrigues.

City Council and Agoura Hills Improvement Authority
Regular Meeting Minutes
Wednesday, February 14, 2024

IA APPROVAL OF AGENDA
ACTION: Authority Commissioner Lopez moved to approve the Agenda, as presented. Authority Commissioner Anstead seconded. The motion carried 4-0, by the following roll call vote:

AYES: President Buckley Weber, Vice-President Sylvester, and Authority Commissioners Anstead, and Lopez.

NOES: None.

ABSTAIN: None.

ABSENT: Authority Commissioner Wolf.

IA PUBLIC COMMENTS
There were no public comments.

IA CONSENT CALENDAR
There were no public comments.

ACTION: Vice-President Sylvester moved to approve Consent Calendar Item No. IA1, as presented. Authority Commissioner Lopez seconded.

The motion carried 4-0, by the following roll call vote:

AYES: President Buckley Weber, Vice-President Sylvester, and Authority Commissioners Anstead, and Lopez.

NOES: None.

ABSTAIN: None.

ABSENT: Authority Commissioner Wolf.

IA1. Approve Minutes of the Regular City Council and Agoura Hills Improvement Authority Meeting of January 22, 2020

IA DISCUSSION / ACTION
IA2. Discussion to Consider the Adoption of Resolution No. IA24-06; A RESOLUTION

OF THE AGOURA HILLS IMPROVEMENT AUTHORITY ACKNOWLEDGING A

FINDING OF SIGNIFICANT PUBLIC BENEFIT IN CONNECTION WITH THE

ISSUANCE OF AGOURA HILLS IMPROVEMENT AUTHORITY LEASE
REVENUE BONDS, SERIES 2024A; AND AGOURA HILLS IMPROVEMENT AUTHORITY LEASE REVENUE REFUNDING BONDS, SERIES 2024B;
AUTHORIZING THE SALE, ISSUANCE AND DELIVERY OF SAID 2024 BONDS;

APPROVING AS TO FORM AND AUTHORIZING THE EXECUTION AND
DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION THEREWITH; AND

AUTHORIZING CERTAIN OTHER MATTERS RELATING THERETO
City Council and Agoura Hills Improvement Authority
Regular Meeting Minutes
Wednesday, February 14, 2024

Following a presentation of the staff report, President Buckley Weber opened the floor for public comments.

There were no public comments.

Following deliberations, Mayor Buckley Weber called for a motion and second to approve the staff recommendation to adopt Resolution No. IA24-06.

ACTION: Authority Commissioner Anstead moved to approve the staff recommendation. Authority Commissioner Lopez seconded. The motion carried 4-0, by the following roll call vote:

AYES: President Buckley Weber, Vice-President Sylvester, and Authority Commissioners Anstead, and Lopez.

NOES: None.

ABSTAIN: None.

ABSENT: Authority Commissioner Wolf.

IA, STAFF COMMENTS
There were no comments.

IA ADJOURNMENT
At 6:44 p.m., President Buckley Weber adjourned the Improvement Authority Meeting.

Reconvene the Agoura Hills City Council Meeting
Mayor Buckley Weber reconvened the City Council meeting at 6:45 p.m.

CITY COUNCIL, STAFF COMMENTS
Mayor Pro Tem Sylvester commended staff for their work during the recent downpour stating: “twelve inches is a lot of rain in a very short period of time and I think your crews did an excellent job” and she wished everyone a Happy Valentine’s Day.

Mayor Buckley Weber shared her appreciation with the City’s “I love Agoura Hills” social media blast.

ADJOURNMENT
At 6:46 p.m., Mayor Buckley Weber announced the next Regular City Council Meeting would be held at 6:00 p.m. on Wednesday, February 28, 2024, in the Council Chambers of the Civic Center and adjourned the meeting.

City Council and Agoura Hills Improvement Authority
Regular Meeting Minutes
Wednesday, February 14, 2024

Kimberly M. Rodrigues, MPPC, MMC
City Clerk/Authority Secretary

REPORT TO CITY COUNCIL
DATE: MARCH 13, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: NATHAN HAMBURGER, CITY MANAGER
BY: RAMIRO ADEVA, ASSISTANT CITY MANAGER
SUBJECT: APPROVE LAND ACKNOWLEDGMENT STATEMENT
On January 24, 2024, at the request of Mayor Buckley Weber, the City Council considered approving a Land Acknowledgment statement that would be read at the beginning of each future City Council meeting. Mayor Buckley Weber clarified that if approved, the continued use of a Land Acknowledgment statement would be left to the discretion of each future mayor, and not intended to require that it remain in perpetuity.

The City Council was in support and directed staff to work with the local tribes to prepare the land acknowledgment language.

After contacting local tribes, the following final statement reflects the feedback received:
“The City of Agoura Hills acknowledges that we occupy land originally and still inhabited and cared for by the Chumash Nation. Descendants of Chumash still remain, and we honor and pay our respects to their elders and various groups that make up the past, present, and emerging as they continue their stewardship of our lands and waters. We have a responsibility and commitment to elevate the stories, culture, and community of the original inhabitants of the City of Agoura Hills and we are grateful to have the opportunity to live and work on these ancestral lands."
If approved by the City Council, the Land Acknowledgment statement would be read at the start of each City Council meeting moving forward, beginning with the March 27, 2024, City Council meeting.

FISCAL IMPACT
This action would have no additional fiscal impact to the City Council 2023-24 Adopted Budget.

RECOMMENDATION
Staff respectfully recommends the City Council approve the Land Acknowledgment statement.

NEW ISSUE – BOOK ENTRY ONLY RATINGS: S&P: AA+
(See “RATING” herein.)
In the opinion of Richards, Watson & Gershon, A Professional Corporation, Bond Counsel, under existing law (i) assuming continuing compliance with certain covenants and the accuracy of certain representations, interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax; however, for tax years beginning after December 31, 2022, interest on the Bonds included in adjusted financial statement income of certain corporations is not excluded from the federal corporate alternative minimum tax, and (ii) interest on the Bonds is exempt from State of California personal income taxes. Bond Counsel expresses no opinion as to any other tax consequences regarding the Bonds. For a more complete discussion of the tax aspects, see “TAX MATTERS” herein.
$12,325,000

AGOURA HILLS IMPROVEMENT AUTHORITY

LEASE REVENUE BONDS
SERIES 2024A
$2,575,000

AGOURA HILLS IMPROVEMENT AUTHORITY

LEASE REVENUE REFUNDING BONDS
SERIES 2024B
Dated: Date of Delivery Due: June 1, as shown on the inside front cover The Agoura Hills Improvement Authority (the “Authority”) will issue its Lease Revenue Bonds, Series 2024A (the “2024A Bonds”) and Lease Revenue Refunding Bonds, Series 2024B (the “2024B Bonds”, and together with the 2024A Bonds, the “Bonds”) pursuant to an Indenture, dated as of November 1, 2016 (the “Master Indenture”), as supplemented by a First Supplemental Indenture, dated as of March 1, 2024 (the “First Supplemental Indenture” and together with the Master Indenture, the “Indenture”), each by and between the Authority and U.S. Bank Trust Company, National Association (successor trustee to The Bank of New York Mellon Trust Company, N.A.), as Trustee.

Proceeds of the 2024A Bonds will be used to finance the construction of a linear greenway known as the Ladyface Greenway project, and to pay costs of issuance of the 2024A Bonds. Proceeds of the 2024B Bonds will be used to effect a refunding of all of the remaining outstanding Agoura Hills Improvement Authority Lease Revenue Bonds, Series 2013, and to pay costs of issuance of the 2024B Bonds.

The Bonds will be payable solely from and secured by Revenues and certain funds and accounts held under the Indenture on a parity basis with the Authority’s Lease Revenue Refunding Bonds, Series 2016. Revenues consist primarily of certain rental payments (“Base Rental Payments”) to be made by the City to the Authority pursuant to a Sublease Agreement, dated as of November 1, 2016, as supplemented by a First Amendment to Sublease, dated as of March 1, 2024 (collectively, the “Sublease”), each by and between the Authority and the City for subleasing of the Leased Property (as described herein). The City covenants under the Sublease to take such action as necessary to include the Base Rental Payments and Additional Rental (as defined in the Sublease, and together with the Base Rental Payments, the “Rental Payments”) in its annual budget and to make all necessary appropriations therefor subject to abatement of such payments.

The 2024A Bonds are subject to optional redemption, mandatory sinking fund redemption, and extraordinary redemption prior to their maturity as described herein. The 2024A Bonds are expected to be redeemed prior to maturity from the proceeds of grant funds. The 2024B Bonds are subject to optional redemption and extraordinary redemption prior to their maturity as described herein. See “’PLAN OF FINANCING” and “THE BONDS.”
The Bonds will be issued in fully registered form and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in book-entry form only, in denominations of $5,000 each or any integral multiple thereof. Purchasers will not receive certificates representing their interest in the Bonds purchased. Principal of and interest on the Bonds will be paid directly to DTC by the Trustee. Principal of the Bonds is payable on their maturity dates set forth on the inside cover hereof. Interest on the Bonds is payable on June 1 and December 1 of each year, commencing June 1, 2024. Upon its receipt of payments of principal and interest, DTC is in turn obligated to remit such principal and interest to DTC participants for subsequent disbursement to the beneficial owners of the Bonds as described herein.

THE BONDS ARE LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY FROM AND SECURED BY A PLEDGE OF REVENUES AND CERTAIN FUNDS AND ACCOUNTS HELD UNDER THE INDENTURE. THE AUTHORITY HAS NO TAXING POWER.

THE OBLIGATION OF THE CITY TO MAKE RENTAL PAYMENTS UNDER THE SUBLEASE DOES NOT CONSTITUTE AN OBLIGATION

OF THE CITY WHICH THE CITY IS OBLIGATED TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH THE CITY HAS LEVIED OR PLEDGED ANY FORM OF TAXATION. NEITHER THE BONDS NOR THE OBLIGATION OF THE CITY TO MAKE RENTAL

PAYMENTS UNDER THE SUBLEASE CONSTITUTES AN INDEBTEDNESS OF THE CITY, STATE OR ANY OF ITS POLITICAL SUBDIVISIONS WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMITATIONS.

See the section of this Official Statement entitled “BONDOWNERS’ RISKS” for a discussion of certain of the risk factors that should be considered, in addition to other matters set forth herein, in evaluating the investment quality of the Bonds. This cover page contains information for quick reference only. It is not a summary of this issue. Potential purchasers must read the entire Official Statement to obtain information essential to making an informed investment decision.

The Bonds are offered when, as and if issued, subject to the approval as to their legality by Richards, Watson & Gershon, A Professional Corporation, Los Angeles, California, Bond Counsel. Certain legal matters will also be passed on for the Authority by Richards, Watson & Gershon, as Disclosure Counsel. Certain legal matters will be passed on for the Underwriter by Best Best & Krieger LLP, Los Angeles, California. It is anticipated that the Bonds will be available for delivery in book-entry form through the facilities of DTC on or about March 21, 2024.

Dated: February 22, 2024

MATURITY SCHEDULE
$12,325,000

AGOURA HILLS IMPROVEMENT AUTHORITY

LEASE REVENUE BONDS
SERIES 2024A
Maturity Date
(June 1)
Principal
Amount
Interest
Rate Yield Price
CUSIP†
(Base 00849T)
2025 $565,000 3.000% 2.950% 100.055 BJ9
2026 580,000 3.000 2.850 100.314 BK6
2027 600,000 3.000 2.720 100.848 BL4
2028 615,000 3.000 2.780 100.665C BM2
2029 635,000 3.000 2.850 100.452C BN0
2030 655,000 3.000 2.900 100.300C BP5
2031 670,000 3.000 3.000 100.000 BQ3
2032 695,000 3.000 3.050 99.637 BR1
2033 715,000 3.000 3.110 99.123 BS9
2034 735,000 3.000 3.170 98.526 BT7
2035 755,000 3.125 3.300 98.370 BU4
2036 780,000 3.250 3.440 98.117 BV2
2037 805,000 3.375 3.580 97.855 BW0
2038 835,000 3.500 3.700 97.803 BX8
2039 860,000 3.625 3.800 97.989 BY6
$1,825,000 4.000% Term Bonds due June 1, 2041 Yield: 3.960%, Price: 100.114C CUSIP† 00849TBZ3 ___________________________
C Priced to the first optional redemption date of June 1, 2027 at par. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by FactSet Research Systems Inc.

Copyright (c) CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only.

None of the Authority, the City, the Underwriter or their agents or counsel take any responsibility for the accuracy of such numbers.
$2,575,000

AGOURA HILLS IMPROVEMENT AUTHORITY

LEASE REVENUE REFUNDING BONDS
SERIES 2024B
Maturity Date
(June 1)
Principal
Amount Interest Rate Yield Price
CUSIP†
(Base 00849T)
2025 $105,000 4.000% 2.900% 101.278 CA7
2026 115,000 4.000 2.800 102.533 CB5
2027 120,000 4.000 2.670 104.043 CC3
2028 125,000 4.000 2.610 105.485 CD1
2029 125,000 4.000 2.590 106.808 CE9
2030 130,000 4.000 2.590 108.018 CF6
2031 135,000 4.000 2.590 109.197 CG4
2032 145,000 4.000 2.600 110.269 CH2
2033 150,000 4.000 2.610 111.294 CJ8
2034 150,000 4.000 2.670 111.798 CK5
2035 160,000 4.000 2.820 110.388C CL3
2036 170,000 4.000 2.960 109.091C CM1
2037 175,000 4.000 3.100 107.811C CN9
2038 180,000 4.000 3.200 106.908C CP4
2039 190,000 4.000 3.340 105.658C CQ2
2040 195,000 4.000 3.510 104.164C CR0
2041 205,000 4.000 3.610 103.297C CS8
___________________________
C Priced to the first optional redemption date of June 1, 2034 at par. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by FactSet Research Systems Inc. Copyright (c) CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the Authority, the City, the Underwriter or their agents or counsel take any responsibility for the accuracy of such numbers.

CITY OF AGOURA HILLS / AGOURA HILLS IMPROVEMENT AUTHORITY

LOS ANGELES COUNTY, CALIFORNIA

CITY COUNCIL / AUTHORITY COMMISSION
Illece Buckley Weber, Mayor / President
Penny Sylvester, Mayor Pro Tempore / Vice President
Chris Anstead, Council Member / Commissioner
Deborah Klein Lopez, Council Member / Commissioner
Jeremy Wolf, Council Member / Commissioner

CITY / AUTHORITY OFFICIALS AND STAFF
Nathan Hamburger, City Manager / Chief Administrative Officer Kimberly Rodrigues, City Clerk / Secretary
Candice K. Lee, City Attorney / General Counsel
Diego Ibanez, Director of Finance

SPECIAL SERVICES
Bond Counsel and Disclosure Counsel
Richards, Watson & Gershon,
A Professional Corporation
Los Angeles, California
Municipal Advisor
Columbia Capital Management, LLC
Carlsbad, California
Trustee
U.S. Bank Trust Company, National Association
Los Angeles, California
No dealer, broker, salesperson or other person has been authorized by the City or the Authority to give any information or to make any representations in connection with the offer or sale of the Bonds other than those contained herein and, if given or made, such other information or representations must not be relied upon as having been authorized by the City or the Authority. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale.

This Official Statement is not to be construed as a contract with the purchasers or Owners of the Bonds.

Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations of fact.

The Underwriter has provided the following sentence for inclusion in this Official Statement. The Underwriter has reviewed the information in this Official Statement in accordance with, and as a part of, their responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information.

This Official Statement and the information contained herein are subject to completion or amendment without notice and neither delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City or the Authority or any other parties described herein since the date hereof. The Bonds may not be sold nor may an offer to buy be accepted prior to the time this Official Statement is delivered in final form. This Official Statement is being submitted in connection with the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose, unless authorized in writing by the City. All summaries of documents and laws are made subject to the provisions thereof and do not purport to be complete statements of any or all such provisions.

Certain statements included or incorporated by reference in this Official Statement constitute “forwardlooking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended. Such statements are generally identifiable by the terminology used such as “plan,” “expect,” “estimate,” “project,” “budget,” “intend” or similar words. Such forward-looking statements include, but are not limited to, certain statements contained in the information under the caption “BONDOWNERS’ RISKS” and “THE CITY.”

THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CONTAINED IN SUCH

FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER

FACTORS WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS DESCRIBED TO BE

MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE CITY DOES NOT PLAN TO ISSUE ANY

UPDATES OR REVISIONS TO THE FORWARD-LOOKING STATEMENTS SET FORTH IN THIS OFFICIAL STATEMENT. IN EVALUATING SUCH STATEMENTS, POTENTIAL INVESTORS SHOULD SPECIFICALLY

CONSIDER THE VARIOUS FACTORS WHICH COULD CAUSE ACTUAL EVENTS OR RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED BY SUCH FORWARD-LOOKING STATEMENTS.

IN CONNECTION WITH THE OFFERING OF THE BONDS, THE UNDERWRITER MAY OVERALLOT OR

EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITER MAY OFFER AND SELL THE

BONDS TO CERTAIN DEALERS AND DEALER BANKS AND BANKS ACTING AS AGENT AND OTHERS AT

PRICES LOWER THAN THE PUBLIC OFFERING PRICES STATED ON THE INSIDE COVER PAGE HEREOF AND SAID PUBLIC OFFERING PRICES MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITER.

THE BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED,

IN RELIANCE UPON AN EXEMPTION CONTAINED IN SUCH ACT AND HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE.

The references to internet websites in this Official Statement are shown for reference and convenience only; unless explicitly stated to the contrary, the information contained within the websites and any links contained within those websites are not incorporated herein by reference and do not constitute part of this Official Statement.

TABLE OF CONTENTS
Page Page
i
INTRODUCTION .......................................... 1 Authority for Issuance. .............................. 1 Purpose of the Bonds. .............................. 1
The Authority and the City. ....................... 1
Bond Terms; Book-Entry Only. ................. 2
Security for the Bonds .............................. 2 No Debt Service Reserve for the Bonds ... 3
Redemption. ............................................ 3 Additional Obligations............................... 3 Risks of Investment. ................................. 3 Professionals Involved in the Offering ....... 3
Summaries of Documents ........................ 3
PLAN OF FINANCING .................................. 4
The Project ............................................ 4 PLAN OF REFUNDING ................................ 6
SOURCES AND USES OF FUNDS .............. 6
ANNUAL DEBT SERVICE ............................ 7
THE BONDS................................................. 7 General ............................................ 7
Extraordinary Redemption. ....................... 8
Optional Redemption................................ 8
Sinking Fund Redemption. ....................... 8
Book-Entry Only System .......................... 10
SECURITY FOR THE BONDS ...................... 10
Pledge of Revenues ................................. 10 Lease Revenue Fund ............................... 11
No Reserve Fund ..................................... 11 Base Rental Payments; Covenant to
Appropriate ........................................ 11 Abatement; Insurance .............................. 11
Substitution of Property ............................ 12 Additional Obligations............................... 13 LEASED PROPERTY ................................... 13
Lease of the Leased Property................... 13
Description of the Leased Property ........... 14
THE AUTHORITY ......................................... 15 THE CITY ..................................................... 15 General ............................................ 15 City Government ...................................... 16 Population ............................................ 16 Employment ............................................ 17 Commerce ............................................ 18 Assessed Value and Construction
Activity ............................................ 18 CITY FINANCIAL INFORMATION................. 19
Budgetary Process; City Budget for
Fiscal Years 2023-24 through 2024-25 .. 21
General Fund Reserve Policy ................... 24
Debt Policy ............................................ 24 Covid19 Pandemic ................................... 24 Financial Statements ................................ 24 Primary General Fund Revenue Sources . 26
Sales Taxes ............................................ 27 Property Taxes......................................... 28 Transient Occupancy Taxes ..................... 30
Vehicle License Fee ................................. 30 Franchise Fees ........................................ 31 Investment Policy and Portfolio ................ 31
Long-Term Liabilities ................................ 32 Pension Plans .......................................... 32 Other Post-Employment Benefits Other
Than Pensions ................................... 37
Risk Management .................................... 39 BONDOWNERS’ RISKS ............................... 40
Limited Obligations with Respect to the
Bonds.................................................. 41 Abatement ............................................ 41 Risk of Uninsured Loss ............................ 41
City General Fund .................................... 41 No Reserve Fund ..................................... 42 State Finances ......................................... 42 Natural Calamities; Earthquakes; Fire
Hazard Zone Designation .................... 43
Public Health Emergencies ...................... 44
Cyber Security ......................................... 44 Limited Recourse on Sublease Default ..... 44
Limitations on Remedies .......................... 45
Investment of Funds ................................. 45 Future Initiative and Legislation ................ 45
Loss of Tax Exemption ............................. 47
Secondary Market .................................... 47

LIMITATIONS ON REVENUES AND
APPROPRIATIONS ......................... 48
Property Tax Limitations - Article XIIIA ..... 48
Article XIIIA Implementing Legislation ....... 48
Challenges to Article XIIIA ........................ 49 Appropriations Limitations: Article XIIIB .... 49
Propositions 218 and 26: Article XIIIC
and Article XIIID .................................. 49 Proposition 62 .......................................... 50 Unitary Property ....................................... 51 ABSENCE OF LITIGATION .......................... 51
CONTINUING DISCLOSURE ....................... 51
LEGAL MATTERS ........................................ 52 TAX MATTERS ............................................ 52 MUNICIPAL ADVISOR ................................. 54
UNDERWRITING ......................................... 54 RATINGS ..................................................... 55 FINANCIAL STATEMENTS .......................... 55
MISCELLANEOUS ....................................... 55 TABLE OF CONTENTS (continued)
ii
APPENDIX A – CITY OF AGOURA HILLS ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR YEAR ENDED JUNE 30, 2023 ................................................................................. A-1 APPENDIX B – FORM OF BOND COUNSEL OPINION ..................................................................... B-1 APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS ................................................... C-1 APPENDIX D – DTC’S BOOK-ENTRY ONLY SYSTEM ...................................................................... D-1 APPENDIX E – FORM OF CONTINUING DISCLOSURE AGREEMENT ............................................ E-1 [THIS PAGE INTENTIONALLY LEFT BLANK]
1 $12,325,000

AGOURA HILLS IMPROVEMENT AUTHORITY

LEASE REVENUE BONDS
SERIES 2024A
$2,575,000

AGOURA HILLS IMPROVEMENT AUTHORITY

LEASE REVENUE REFUNDING BONDS
SERIES 2024B

INTRODUCTION
This introduction is not a summary of this Official Statement. It is only a brief description of and guide to, and is qualified by, more complete and detailed information contained in the entire Official Statement, including the cover page and appendices hereto, and the documents summarized or described herein. A full review should be made of the entire Official Statement.

The offering of the Bonds to potential investors is made only by means of the entire Official Statement. Capitalized terms used but not defined in this Official Statement have the meanings set forth in the Indenture (as defined below). See “APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS.”
Authority for Issuance
The Agoura Hills Improvement Authority (the “Authority”) is issuing its $12,325,000 aggregate principal amount of Lease Revenue Bonds, Series 2024A (“2024A Bonds”), and its $2,575,000 aggregate principal amount of Lease Revenue Refunding Bonds, Series 2024B (“2024B Bonds” and together with the 2024A Bonds, the “Bonds”), pursuant to the provisions relating to the joint exercise of powers found in Chapter 5 of Division 7 of Title 1 of the California Government Code, including the provisions of the Marks-Roos Local Bond Pooling Act of 1985, constituting Article 4 thereof (the “Bond Law”), and an Indenture, dated as of November 1, 2016 (the Master Indenture”), as supplemented by a First Supplemental Indenture, dated as of March 1, 2024 (the “First Supplemental Indenture” and together with the Master Indenture, the “Indenture”), each by and between the Authority and U.S. Bank Trust Company, National Association (the “Trustee”), successor trustee to The Bank of New York Mellon Trust Company, N.A.

Purpose of the Bonds
Proceeds of the 2024A Bonds will be used to finance the cost of construction of the City’s linear greenway, known as the Ladyface Greenway project, and to pay costs of issuance of the 2024A Bonds.

Proceeds of the 2024B Bonds will be used to current refund all of the outstanding Agoura Hills Improvement Authority Lease Revenue Bonds, Series 2013, outstanding in the amount of $2,930,000 (the “2013 Bonds”), and to pay costs of issuance of the 2024B Bonds.

The Authority and the City
The Authority is a joint powers authority, duly organized and existing under and pursuant to that certain Joint Exercise of Powers Agreement, dated as of June 1, 2013, by and between the City and the Agoura Hills Parking Authority, in accordance with the provisions of Articles 1, 2 and 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “Joint Powers Law”). The Authority is governed by a five-member Board of Directors which consists of the City Council of the City. The Authority has no taxing power. The Authority and the City are each separate and distinct legal entities, and the debts and obligations of one such entity are not debts or obligations of the other entity. See “THE AUTHORITY” herein. 2 The City is a general law city, which was incorporated on December 8, 1982. The City, which is located 40 miles northwest of downtown Los Angeles, is one of the smaller cities in Los Angeles County. Based on an estimate by the California Department of Finance, the City’s population was approximately 19,770, as of January 1, 2023. U.S. 101, a major north-south freeway runs through the City, which is bordered by the communities of Calabasas to the east and Westlake Village to the west. The City generally exhibits higher average home prices than other cities in the County The City encompasses an area of about eight square miles and is situated between 936 and 2,036 feet above sea level. The City is governed by the councilmanager form of municipal government. The City Council is composed of five members elected biennially at-large to four-year overlapping terms. The Mayor is selected annually by the City Council members to serve a one-year term. The City Manager is appointed by the City Council to supervise the administrative personnel and contract services. See “THE CITY” herein.

Bond Terms; Book-Entry Only
Interest on the Bonds is payable on June 1 and December 1 of each year, commencing June 1, 2024. The Bonds will mature in the amounts and on the dates and bear interest at rates shown on the cover of this Official Statement.

The Bonds will be issued in fully registered form only and, when issued and delivered, will be registered in the name of Cede & Co., as nominee of the Depository Trust Company, New York, New York (“DTC”). DTC will act as the depository for the Bonds and all payments due on the Bonds will be made to Cede& Co. Ownership interests in the Bonds may be purchased only in book-entry form. See “THE BONDS – Book-Entry Only System” and “APPENDIX D – DTC’S BOOK-ENTRY ONLY SYSTEM.”
Security for the Bonds
The Bonds will be payable solely from and secured by Revenues (defined below) and certain funds and accounts held under the Indenture on a parity basis with the Authority’s Lease Revenue Refunding Bonds, Series 2016 (the “2016 Bonds”), currently outstanding in the principal amount of $8,285,000. Revenues consist primarily of certain rental payments (“Base Rental Payments”) to be made by the City to the Authority pursuant to a Sublease Agreement, dated as of November 1, 2016, as amended by the First Amendment to Sublease, dated as of March 1, 2024 (collectively, the “Sublease”), each by and between the Authority and the City for subleasing of the city hall and library site and the improvements thereon (collectively, the “Leased Property”).

Pursuant to an Assignment Agreement, dated as of November 1, 2016 (the “Assignment Agreement”), by and between the Authority and the Trustee, the Authority has assigned to the Trustee for the benefit of the Owners of the Bonds, certain of its rights under the Sublease, including its rights to receive Base Rental Payments for the purpose of securing the payment of debt service on the Bonds. The City covenants under the Sublease to take such action as necessary to include the Base Rental Payments and Additional Rental (as defined therein, and together with the Base Rental Payments, the “Rental Payments”) in its annual budget and to make all necessary appropriations therefor (subject to abatement under certain circumstances described in the Sublease).

Base Rental Payments payable by the City under the Sublease are calculated to be sufficient to permit the Authority to pay the principal of, and interest on, the Bonds when due.

However, under the certain circumstances, Base Rental Payments may be abated under the Sublease without constituting a default. See “SECURITY FOR THE BONDS.” 3 No Debt Service Reserve for the Bonds
No debt service reserve account will be established for Bonds under the Indenture. In connection with the issuance of a Series of Additional Bonds, the establishment of a debt service reserve account, if any, for such Additional Bonds will be specified in the relevant Supplemental Indenture.

Redemption
The 2024A Bonds are subject to optional redemption, mandatory sinking fund redemption, and extraordinary redemption prior to their maturity as described herein. The 2024B Bonds are subject to optional redemption and extraordinary redemption prior to their maturity as described herein. See “THE BONDS.”
Additional Obligations
Under the Indenture, the Authority may from time to time issue one or more series of Additional Bonds payable from and secured by Revenues (consisting primarily of Base Rental Payments received by the Authority from the City) on parity with all other Outstanding Bonds. In addition, the City is permitted to enter into other obligations which constitute additional charges against its general fund revenues without the consent of Owners of the Bonds. See “SECURITY FOR THE BONDS – Additional Obligations.”
Risks of Investment
Debt service on the Bonds is payable only from Base Rental Payments and other amounts payable by the City to the Authority under the Sublease. The Base Rental payments are payable from revenues available in the City’s General Fund, which revenues may be materially adversely affected by numerous factors outside the City’s control. See “SECURITY FOR THE BONDS” and “BONDOWNERS’ RISKS.”

THE BONDS ARE LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY

FROM AND SECURED BY A PLEDGE OF REVENUES AND CERTAIN FUNDS AND ACCOUNTS HELD UNDER THE INDENTURE. THE AUTHORITY HAS NO TAXING POWER.

THE OBLIGATION OF THE CITY TO MAKE RENTAL PAYMENTS UNDER THE SUBLEASE

DOES NOT CONSTITUTE AN OBLIGATION OF THE CITY WHICH THE CITY IS OBLIGATED

TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH THE CITY HAS LEVIED OR PLEDGED ANY FORM OF TAXATION.

Professionals Involved in the Offering
U.S. Bank Trust Company, National Association, Los Angeles, California, will act as Trustee with respect to the Bonds. Columbia Capital Management, LLC, Carlsbad, California, has served as Municipal Advisor to the Authority and the City in connection with the Bonds and has assisted the Authority and the City in structuring the Bonds. All proceedings in connection with the issuance of the Bonds are subject to the approval of Richards, Watson & Gershon, A Professional Corporation, Los Angeles, California, Bond Counsel. Certain legal matters will also be passed on for the Authority by Richards, Watson & Gershon, as Disclosure Counsel. 4 Summaries of Documents
There follows in this Official Statement descriptions of the Bonds, the Indenture, the Sublease, and various other agreements and documents. The descriptions and summaries of documents herein do not purport to be comprehensive or definitive, and reference is made to each such document for the complete details of all terms and conditions. All statements herein are qualified in their entirety by reference to each such document and, with respect to certain rights and remedies, to laws and principles of equity relating to or affecting creditors’ rights generally. Capitalized terms not defined herein shall have the meanings set forth in the Indenture.

Copies of the Indenture and the Sublease are available for inspection during business hours at the corporate trust office of the Trustee in Los Angeles, California.

PLAN OF FINANCING
The Project
The 2024A Bonds are being issued to finance a portion of the costs of construction of the City’s outdoor linear recreational greenway, known as the Ladyface Greenway project (the “Project”). Ladyface Greenway is approximately 1.3 acres in size and will be located between the City’s most used commercial shopping center, the Whizin Market Square, to the north and Agoura Road to the south, in the City’s southern border, south of the Ventura Freeway (United States Route 101). The Project will contain green space, which includes native and drought tolerant plants, and recreational areas, including an informal/interactive play area and an art walk.

Features in the greenway are expected to include: shaded seating areas, concrete seat walls, benches, monarch butterfly garden, wayfinding and interpretive signage, flagstone paving areas, lighting, and litter receptacles. The Project will have areas for non-motorized transit opportunities, such as walking, biking, and equestrian trails.

The Project area completely envelopes the Las Virgenes Municipal Water District’s (the “LVMWD”) Cornell Pump Station property. Landscape and hardscape improvements on the LVMWD’s property are expected be included as part of the greenway project. The City is currently in negotiations with LVMWD on a Memorandum of Agreement that will establish final landscape/hardscape improvement plans on LVMWD property, to be aesthetically coordinated with the Ladyface Greenway Project, and construction costs of these improvements will be shared by LVMWD and the City (using grant proceeds). The City anticipates that the Memorandum of Understanding will be finalized prior to the award of a construction contract for the Project.

The Project is expected to cost approximately $17.6 million dollars, which the City expects to finance over the course of two years with proceeds from the 2024A Bonds, some general fund moneys, as well as grant proceeds a (see “--Grant Proceeds” discussion below). In October 2023, the City awarded the construction management contract for the Project to Berg & Associates Inc. The City received bids on the Project in early February 2024 and will be rejecting those bids and rebidding the Project in April 2024. The City expects to award a construction contract in May 2024. All permits for construction of the Project have been received by the City. A notice to proceed with construction is anticipated in June 2024, and construction should take approximately 2 years.

Use Agreement with L.A. County Flood Control District. The Project will be built on top of an existing working rectangular concrete runoff channel that is owned and maintained by the Los Angeles County Flood Control District (the “District”). In July 2023, the City and the District entered into a Use Agreement (“Use Agreement”) in which the District authorized the City to use 5 the area above and surrounding the channel for the construction, operation, maintenance, and use of the Project, subject to the right of the District to access and maintain the runoff channel, all in accordance with the terms of the Use Agreement. The term of the Use Agreement is for 25 years, which is longer than the term of the Bonds, with the City having two options to extend the term for an additional period of 10 years each, subject to the District’s approval. Under certain circumstances, the District has the right to terminate the Use Agreement upon giving two years notice to the City. In the event the District terminates the Use Agreement while the 2024A Bonds are outstanding, the District has covenanted not to allow any private business use as defined in the Use Agreement for so long as such 2024 Bonds are outstanding. A copy of the Use Agreement can be obtained from the City Clerk’s office.

Grant Proceeds. The City will be receiving grant funding over the course of the next two or three fiscal years on a reimbursement basis for construction of the Project from the California Department of Parks and Recreation (in the approximate amount of $6 million) and the Los Angeles County Metropolitan Transit Authority (Metro) Regional funds (Measure R and M) (in the approximate amount of $11.5 million). The proceeds of the 2024A Bonds, together with City general funds and grant proceeds, will be used to fund construction of the Project. As various phases of the Project are completed and the City receives approval from the California Department of Parks and Recreation and the Los Angeles County Metropolitan Transit Authority (Metro), the City will begin receiving reimbursement from the grants. It is currently expected that the City receive full reimbursement prior to the first optional call date of the 2024A Bonds.

Pursuant to the Indenture, grant proceeds will be deposited upon receipt in a Grant Proceeds Fund held by the Trustee to be used to pay a portion of the costs of the Project. When the Project, or the portions thereof determined by the City to be financed with grant proceeds, have been completed, the City will deliver to the Trustee a certificate, stating the fact and date of such completion. Following the delivery of such Project completion certificate and upon receipt of a request of the City, the Trustee will transfer amounts then on deposit in the Grant Proceeds Fund to the Redemption Fund. The City will redeem the 2024A Bonds, in an amount equal to any grant proceeds on deposit in the Redemption Fund, at the earliest call date after the Project is complete. See “THE BONDS - Optional Redemption” and “APPENDIX C - SUMMARY OF PRINCIPAL LEGAL DOCUMENTS -- INDENTURE -- Revenues; Flow of Funds.” 6 PLAN OF REFUNDING
The 2024B Bonds are being issued to current refund the Authority’s 2013 Bonds, outstanding in the principal amount of $2,930,000. The 2013 Bonds were issued pursuant to an Indenture, dated as of September 1, 2013, by and between the Authority and U.S. Bank Trust Company, National Association (the “2013 Trustee”), as successor trustee to The Bank of New York Trust Company, N.A.

The Authority, the City and the 2013 Trustee, as escrow agent (“Escrow Agent”) will enter into an Escrow Agreement, dated March 1, 2024 (the “Escrow Agreement”). Moneys from the sale proceeds of the 2024B Bonds, along with existing moneys currently on deposit in the reserve fund for the 2013 Bonds will be transferred to the Escrow Agent for deposit into an escrow fund (the “2013 Escrow Fund”) established and held by the Escrow Agent pursuant to the Escrow Agreement. See “SOURCES AND USES OF FUNDS” below. The amounts deposited into the 2013 Escrow Fund will be sufficient to pay the redemption price on the outstanding 2013 Bonds, including any accrued and unpaid interest with respect thereto, on the redemption date. As a result of the deposit and application of funds pursuant to the Escrow Agreement, the lien upon the Revenues of the 2013 Bonds, will cease and terminate.

The monies deposited in the 2013 Escrow Fund will be held solely for the benefit of the holders of the 2013 Bonds being refunded and will not serve as security or be available for payment of principal of, or interest on, or premium, if any, on the Bonds.

SOURCES AND USES OF FUNDS
The following table shows the estimated sources and uses of the proceeds from the sale of the Bonds:

Sources: 2024A Bonds 2024B Bonds Total
Par amount of the Bonds $12,325,000.00 $2,575,000.00 $14,900,000.00 Plus/Less Net Original Issue Premium/Discount (81,302.60) 180,648.10 99,345.50 Less: Underwriter’s discount (57,709.92) (12,631.72) (70,341.64) Plus: 2013 Bonds Fund and Accounts (1)
-- 243,427.57 243,427.57
Total Sources $12,185,987.48 $2,986,443.95 $15,172,431.43 Uses:

Project Fund $12,000,000.00 -- $12,000,000.00
Escrow Fund -- $2,951,153.75 $2,951,153.75
Costs of Issuance (2) 185,987.48 35,290.20 221,277.68
Total Uses $12,185,987.48 $2,986,443.95 $15,172,431.43
____________________
(1) Amount released from the funds and accounts held under the Indenture for the 2013 Bonds. (2) Costs of Issuance include fees and expenses for Bond Counsel, Disclosure Counsel, Municipal Advisor, Trustee, printing expenses, rating fees and other costs. 7 ANNUAL DEBT SERVICE
The following table shows the annualized debt service for the Bonds and the parity 2016 Bonds, assuming no optional redemption or extraordinary mandatory redemption:
2024A Bonds 2024B Bonds 2024 Bonds 2016 Bonds
2016 and
2024 Bonds
Bond Year
Ending
June 1 Principal Interest Principal Interest Total Total Total 2024 -- $ 78,451 -- $ 20,028 $ 98,479 $ 665,400 $ 763,879 2025 $ 565,000 403,463 $ 105,000 103,000 1,176,463 660,150 1,836,613 2026 580,000 386,513 115,000 98,800 1,180,313 664,400 1,844,713 2027 600,000 369,113 120,000 94,200 1,183,313 667,650 1,850,963 2028 615,000 351,113 125,000 89,400 1,180,513 659,900 1,840,413 2029 635,000 332,663 125,000 84,400 1,177,063 661,650 1,838,713 2030 655,000 313,613 130,000 79,400 1,178,013 667,400 1,845,413 2031 670,000 293,963 135,000 74,200 1,173,163 666,900 1,840,063 2032 695,000 273,863 145,000 68,800 1,182,663 660,400 1,843,063 2033 715,000 253,013 150,000 63,000 1,181,013 662,600 1,843,613 2034 735,000 231,563 150,000 57,000 1,173,530 664,000 1,837,563 2035 755,000 209,513 160,000 51,000 1,175,513 664,600 1,840,113 2036 780,000 185,919 170,000 44,600 1,180,519 664,400 1,844,919 2037 805,000 160,569 175,000 37,800 1,178,369 663,400 1,841,769 2038 835,000 133,400 180,000 30,800 1,179,200 666,600 1,845,800 2039 860,000 104,175 190,000 23,600 1,177,775 668,800 1,846,575 2040 895,000 73,000 195,000 16,000 1,179,000 660,000 1,839,000 2041 930,000 37,200 205,000 8,200 1,180,400 665,600 1,846,000 Total* $12,325,000 $4,191,101 $2,575,000 $1,044,228 $20,135,329 $11,953,850 $32,089,179 ______________________________
* Numbers may not add due to rounding.

THE BONDS
General
The Bonds will be issued in the aggregate principal amount and will mature on the dates and bear interest at the rates per annum as set forth on the inside front cover of this Official Statement. The Bonds will be issued in authorized denominations of $5,000 or integral multiples thereof and will be dated their date of delivery. Interest on the Bonds will be calculated on the basis of a 360-day year of twelve 30-day months and payable on June 1 and December 1 of each year, commencing June 1, 2024 (each an “Interest Payment Date”), until maturity or earlier redemption thereof. The interest on the Bonds will be payable by check mailed or draft on each Interest Payment Date to the registered owners thereof as shown on the registration books of the Trustee as of the close of business on the Record Date (i.e., the 15th calendar day of the month immediately preceding the Interest Payment Date); provided, that a registered owner of $1,000,000 or more in aggregate principal amount of Bonds may specify in writing prior to the Record Date that the interest payment payable on each succeeding Interest Payment Date be made by wire transfer. The Bonds will be initially delivered as one fully registered certificate for each maturity and will be delivered by means of the book-entry system of DTC. See “Book-Entry Only System” below.
8 Extraordinary Redemption
The Bonds are subject to extraordinary mandatory redemption as a whole on any date from prepaid Base Rental Payments made by the City from a condemnation award or from insurance proceeds as described in the Sublease, at par, plus accrued interest, if any, to the date of redemption, without premium.

Optional Redemption
2024A Bonds. The 2024A Bonds maturing on or before June 1, 2027 will not be subject to optional redemption prior to their maturity. The 2024A Bonds maturing on or after June 1, 2028 will be subject to redemption prior to their respective maturity dates, as a whole or in part, from prepayments of Base Rental made at the option of the City under the Sublease or moneys from any other source, on any date on or after June 1, 2027. The 2024A Bonds called for optional redemption will be redeemed at a redemption price equal to 100 percent of the principal amount of Bonds called for redemption, plus accrued interest thereon to the date of redemption, without premium. The Authority and the City will redeem the 2024A Bonds in an amount equal to grant proceeds on deposit in the Redemption Fund at the earliest call date after Project completion See “PLAN OF FINANCING.”
2024B Bonds. The 2024B Bonds maturing on or before June 1, 2034 will not be subject to optional redemption prior to their maturity. The 2024B Bonds maturing on or after June 1, 2035 will be subject to redemption prior to their respective maturity dates, as a whole or in part, from prepayments of Base Rental made at the option of the City under the Sublease or moneys from any other source, on any date on or after June 1, 2034. The 2024B Bonds called for optional redemption will be redeemed at a redemption price equal to 100 percent of the principal amount of Bonds called for redemption, plus accrued interest thereon to the date of redemption, without premium.

Sinking Fund Redemption
2024A Bonds. The 2024A Bonds maturing on June 1, 2041 (the “2024A Term Bonds”) are subject to redemption in part by lot from sinking fund payments made by the Authority, at a redemption price equal to the principal amount thereof to be redeemed with accrued interest thereon to the redemption date, without premium, in the aggregate respective principal amounts and on the respective dates as set forth in the following tables; provided, however, if some but not all of the 2024A Term Bonds of a maturity have already been optionally redeemed, the total amount of all future sinking fund payments for such maturity of 2024A Term Bonds shall be reduced by an amount corresponding to the aggregate principal amount of 2024A Term Bonds of such maturity so redeemed, to be allocated among such sinking fund payments in integral multiples of $5,000 in such manner as the Authority shall direct, and the Authority shall provide the Trustee with a revised schedule of such sinking fund redemption payments pursuant to written notice filed by the Authority with the Trustee:
2024A Term Bonds Maturing on June 1, 2041
Redemption Date
(June 1)
Principal Amount to be
Redeemed
2040 $895,000
2041(maturity) 930,000
9 In lieu of a mandatory sinking fund redemption, at the Authority’s direction, the Trustee may apply amounts in the applicable Principal Account established under the Indenture to purchase 2024A Term Bonds at public or private sale, as and when and at such prices (including brokerage and other charges, but excluding accrued interest, which will be payable from the applicable Interest Account), except that the purchase price (exclusive of accrued interest) may not exceed the redemption price applicable to such 2024A Term Bonds, as set forth in writing by the Authority; provided, however, that no 2024A Term Bonds will be purchased by the Trustee under the Indenture with a settlement date more than 60 days prior to the date on which the Authority would otherwise redeem such 2024A Term Bonds pursuant to the Indenture. The principal amount of any 2024A Term Bonds so purchased by the Trustee will be credited towards and will reduce the applicable Principal Account payment otherwise required to be made with respect to such 2024A Term Bonds on the applicable redemption date.

Notice of Redemption. Notice of redemption will be sent not less than 30 nor more than 60 days prior to the redemption date, to each of the registered owners of the Bonds designated for redemption at their addresses appearing on the bond registration books of the Trustee. Such notice shall also be given to the Securities Depositories and to one or more of the Information Services (at the time of the issuance of the Bonds, there is one Information Service, which is the Electronic Municipal Market Access System, known as “EMMA”, a facility of the Municipal Securities Rulemaking Board, at www.emma.msrb.org). Neither failure to receive such notice nor any defect in the notice so sent will affect the sufficiency of the proceedings for the redemption of any Bonds or the cessation of interest thereon on the redemption date.

Selection of Bonds for Redemption. Whenever provision is made for the redemption of less than all of the Bonds of any Series, the Trustee will select the Bonds to be redeemed from all Outstanding Bonds of such Series or such given portion thereof not previously called for redemption, on a pro rata basis among the maturities (unless the maturity or maturities are otherwise specified in the Indenture or in writing by the Authority) and by lot within a maturity in any manner which the Trustee in its discretion will deem appropriate. For purposes of such selection, all Bonds of a Series shall be deemed to be comprised of separate $5,000 portions and such portions will be treated as separate Bonds, which may be separately redeemed.

Right to Rescind Optional Redemption; Conditional Notice of Optional Redemption. The Authority may rescind any optional redemption by written notice to the Trustee on or prior to the date fixed for redemption. The effectiveness of any notice of optional redemption may be made expressly subject to, and conditioned upon, the receipt of funds by the Authority prior to the date fixed for redemption in such notice. Any notice of optional redemption will be cancelled and annulled if for any reason funds will not be or are not available on the date fixed for redemption for the payment in full of the Bonds then called for redemption, and such cancellation shall not constitute an Event of Default under the Indenture. None of the Authority, the City nor the Trustee will have no liability to the Owners or any other party related to or arising from such rescission.

The Trustee will send notice of such rescission in the same manner as that prescribed above for notice of redemption.

Effect of Redemption. From and after the date fixed for redemption, if funds available for the payment of the principal of and interest (and premium, if any) on the Bonds so called for redemption shall have been duly provided, such Bonds so called shall cease to be entitled to any benefit under the Indenture other than the right to receive payment of the redemption price, and no interest shall accrue thereon from and after the redemption date. All Bonds redeemed pursuant to the Indenture will be canceled by the Trustee. All moneys held by or on behalf of the Trustee for the payment of principal of or interest or premium on the Bonds, whether at redemption or maturity, will be held in trust for the account of the Owners thereof and the Trustee 10 will not be required to pay Owners any interest on, or be liable to Owners for any interest earned on, moneys so held.

Book-Entry Only System
The Bonds will be issued as one fully registered bond certificate without coupons for each maturity (unless the Bonds of such maturity bear different interest rates, then one certificate for each interest rate among such maturity) and, when issued, will be registered in the name of Cede & Co., as nominee of DTC. DTC will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in book-entry form only, in the principal amount of $5,000 and integral multiples thereof. Purchasers will not receive certificates representing their interest in the Bonds purchased. Principal and interest will be paid to DTC, which will in turn remit such principal and interest to its participants for subsequent disbursement to the beneficial owners of the Bonds as described in this Official Statement. So long as DTC’s book-entry system is in effect with respect to the Bonds, notices to Owners of the Bonds by the Authority or the Trustee will be sent to DTC. Notices and communication by DTC to its participants, and then to the beneficial owners of the Bonds, will be governed by arrangements among them, subject to then effective statutory or regulatory requirements. See “APPENDIX D — DTC’S BOOK-ENTRY ONLY SYSTEM” for further information regarding DTC and the book-entry system.

SECURITY FOR THE BONDS
Pledge of Revenues
Concurrently with the issuance of the Bonds, the Authority will lease the Leased Property (see “LEASED PROPERTY” below) from the City under a Lease Agreement, dated as of November 1, 2016 (the “Lease”). Under the Sublease, the City will sublease the Leased Property from the Authority and agree to make Rental Payments. Upon satisfaction of certain conditions set forth in the Sublease, the City may substitute the Leased Property with other properties. See “--Substitution of Property” below.

The Bonds (including any Additional Bonds) are payable from and secured by a pledge of Revenues and certain funds and accounts established and held by the Trustee under the Indenture on a parity basis with the Authority’s Lease Revenue Refunding Bonds, Series 2016, currently outstanding in the principal amount of $8,285,000. Revenues, as defined in the Indenture, means: (a) all Base Rental Payments payable by the City pursuant to the Sublease (including prepayments); (b) any proceeds of the Bonds originally deposited with the Trustee and held by the Trustee in the Lease Revenue Fund and the accounts thereof; (c) investment income with respect to any moneys held by the Trustee in the Lease Revenue Fund and the accounts thereof (other than amounts that may be payable to the United States of America for rebate purposes); and (d) any insurance proceeds or condemnation awards received by or payable to the Trustee with respect to the Leased Property pursuant to the Sublease, including rental interruption insurance.

As security for the Bonds, the Authority will assign to the Trustee for the payment of the Bonds the Authority’s rights, title and interest in the Sublease (with certain exceptions), including the right to receive Base Rental Payments to be made by the City under the Sublease.

THE BONDS ARE LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY

FROM AND SECURED BY A PLEDGE OF REVENUES AND CERTAIN FUNDS AND ACCOUNTS HELD UNDER THE INDENTURE. THE AUTHORITY HAS NO TAXING POWER.

THE OBLIGATION OF THE CITY TO MAKE RENTAL PAYMENTS UNDER THE SUBLEASE 11 DOES NOT CONSTITUTE AN OBLIGATION OF THE CITY WHICH THE CITY IS OBLIGATED

TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH THE CITY HAS LEVIED OR PLEDGED ANY FORM OF TAXATION. NEITHER THE BONDS NOR THE OBLIGATION OF

THE CITY TO MAKE RENTAL PAYMENTS UNDER THE SUBLEASE CONSTITUTES AN

INDEBTEDNESS OF THE CITY, STATE OR ANY OF ITS POLITICAL SUBDIVISIONS WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMITATIONS.

Lease Revenue Fund
Pursuant to the Indenture, the Trustee will establish and hold in trust a fund designated as the “Lease Revenue Fund.” The Trustee will deposit all Base Rental Payments received by it in the Lease Revenue Fund. On or before each Interest Payment Date, the Trustee will transfer from the Lease Revenue Fund and deposit into the respective accounts therein for application towards interest and principal payments on the Bonds, as provided in the Indenture. See “APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS – Indenture – Revenues; Flow of Funds.”
No Reserve Fund
Under the Indenture, no debt service reserve subaccount will be established for the Bonds.

Base Rental Payments; Covenant to Appropriate
The City has agreed, under the Sublease, to make Base Rental Payments for the subleasing of the Leased Property. Amounts of the scheduled Base Rental Payments are calculated to be sufficient to pay debt service on the Bonds. Base Rental Payments will be paid by the City semiannually to the Trustee before each Interest Payment Date. Upon receipt, the Trustee will deposit the Base Rental Payments in the Lease Revenue Fund for the purpose of paying principal of and interest on the Bonds. The City has covenanted under the Sublease to take such action as may be necessary to include all Base Rental Payments and Additional Payments (consisting of certain administrative costs and other moneys due to the Authority and the Trustee under the Sublease) in its annual budget and to make the necessary annual appropriations for all such rental payments. Under certain circumstances described under the Sublease, however, Base Rental Payments are subject to abatement during periods of substantial interference with the City’s use and occupancy of the Leased Property or any portion thereof. See “--Abatement; Insurance” below.

See “APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS – Sublease – Rental.”
Abatement; Insurance
The Sublease provides that the obligation of the City to pay Base Rental Payments will be abated during any period in which, by reason of any damage, destruction, condemnation or impairment of leasehold interest, there is substantial interference with the use and occupancy of the Leased Property or any portion thereof by the City. Such abatement will be in an amount agreed upon by the City and the Authority such that the resulting Base Rental Payments in any year during which such interference continues does not exceed the fair rental value of the portions of the Leased Property as to which such damage, destruction, taking or impairment do not substantially interfere with the City’s use and right of possession. Such abatement will continue for the period commencing with the date of such interference and ending with the 12 restoration of the Leased Property to tenantable condition. The City has waived any right to terminate the Sublease by virtue of such damage, destruction or condemnation.

In the event of an abatement of Base Rental Payments, debt service on the Bonds may, to a certain limited extent, be covered by insurance proceeds. The City is required under the Sublease to procure and maintain rental interruption insurance, throughout the term of the Sublease, to cover loss, total or partial, of the use of any part of the Leased Property as the result of fire, extended coverage, vandalism, malicious mischief and other perils described in the Sublease and the resulting loss of rental income to the Trustee in an amount sufficient to pay the maximum remaining principal and interest portions of Base Rental Payments due under the Sublease during a period of at least 24 months. The Net Proceeds of such insurance will be paid to the Trustee for deposit in the Lease Revenue Fund and shall be credited towards the payment of Base Rental Payments in the order in which such Base Rental Payments become due and payable.

In addition, if (a) the Leased Property is destroyed (in whole or in part) or is damaged by fire of other casualty, (b) title to, or the temporary use of, any portion of the Leased Property or the estate of the Authority or the City in the Leased Property or any portion shall be taken under the exercise of the power of eminent domain by any governmental body or by any person or firm or corporation acting under governmental authority or (c) leasehold interest in the Leased Property is materially impaired by reason of a defect of title, and if the proceeds of any insurance or the condemnation award received by the City relating thereto (together with any other money that the City in its sole discretion has determined to use for such purpose) are at least sufficient to redeem all of the then Outstanding Bonds, then the City may elect to use such proceeds to prepay all of the remaining Base Rental Payments and cause an extraordinary redemption of all of the Outstanding Bonds. See “THE BONDS – Redemption – Extraordinary Redemption.” See also “BONDOWNERS’ RISKS – Abatement” and “– Risk of Uninsured Loss;” and “APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS – Sublease –Abatement of Rental”, “– Other Insurance” and “– Damage, Destruction and Condemnation; Application of Net Proceeds.”
Substitution of Property
The Leased Property may be substituted, in whole or in part, by other properties, or a portion of the Leased Property may be released from the Sublease, at the option of the City; provided, that the following conditions will have been satisfied:
(i) such substitution or release will not, in the opinion of Bond Counsel, adversely affect the tax-exempt status of the Bonds;
(ii) the City will have obtained an appraisal from an MAI certified appraiser showing that the appraised value of the Leased Property, after the proposed substitution or release, shall be equal to or greater than the aggregate amount of the remaining unpaid principal component of the Base Rental (i.e., the principal amount of the Outstanding Bonds); (iii) the City will certify to the Authority and the Trustee that the annual fair rental value of the Leased Property, after such substitution or release, is at least equal to the maximum annual Base Rental remaining unpaid under the terms of the Sublease; (iv) the City will notify the rating agency (or agencies) then rating the Bonds regarding such substitution or release and will have received confirmation that such substitution or release will not, in and of itself, result in a reduction of such rating(s) on the Bonds; 13 (v) in the event that the substituted property will consist in whole or in part of real property, a California Land Title Association insurance policy (or, at the City’s sole discretion, an American Land Title Association insurance policy) on the substituted property has been obtained and evidence that any existing title insurance with respect to the portion of the Leased Property remaining after such substitution is not affected; and
(vi) the Sublease will be amended to properly reflect such substitution or release.

See “APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS – Sublease – Substitution or Release of Property.”
Additional Obligations
The City is permitted to enter into other obligations which constitute additional charges against its general fund revenues without the consent of Owners of the Bonds. In addition, the Authority may from time to time issue one or more Series of Additional Bonds payable from and secured by Revenues on parity with all other Outstanding Bonds, subject to the conditions set forth in the Indenture, among which are the delivery by the Authority of a certificate in which the Authority will:
(i) certify that the Authority is in compliance with all agreements and covenants contained in the Indenture in all material respects and that no Event of Default has occurred or is continuing;
(ii) state that the Authority and the City have entered into an amendment to the Sublease pursuant to which the City will be obligated to make Base Rental Payments at times and in amounts sufficient to provide for payment of the principal of and interest on the Bonds (including such Additional Bonds) which will be Outstanding following the sale and delivery of such Additional Bonds;
(iii) state that provisions have been made for the deposit into the Reserve Subaccount for such Series of Additional Bonds, to the extent the Supplemental Indenture requires such a deposit; and
(iv) provide such additional statements as may be reasonably necessary to show compliance with the requirements of the Indenture.

See ““APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS – Indenture – Additional Bonds.”

LEASED PROPERTY
Lease of the Leased Property
The Leased Property consists of the city hall and library site located at 30001 Ladyface Court and the improvements thereon, all of which is owned by the City. Simultaneously with the delivery of the Bonds, the Authority will acquire a leasehold interest in the Leased Property from the City. The Authority will sublease the Leased Property to the City pursuant to the Sublease.

While the City is in possession of the Leased Property, all maintenance and repair of the Leased Property is the responsibility of the City. Pursuant to the Sublease, the City may substitute the Leased Property, in whole or in part, with other properties, upon the satisfaction of certain conditions. See “SECURITY FOR THE BONDS” and “APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS – Sublease.”
14 The City has not granted any security interest in the Leased Property for the benefit of the Bonds, and there is no remedy of foreclosure on the Leased Property upon the occurrence of an Event of Default under the Indenture or the Sublease. For a discussion of remedies upon an Event of Default under the Indenture or the Sublease, see “BONDOWNERS’ RISKS – Limited Recourse on Sublease Default” and “—Limitations on Remedies.” Description of the Leased Property
The city hall and library facilities at 30001 Ladyface Court were constructed in 2000 for an approximate cost of $8.44 million. The 3.2 acre site is fully landscaped and includes parking and lighting. The city hall is approximately 18,000 square feet and the library is an approximately 19,500 square foot public library facility operated by the County, including a 2,000 square foot underground parking garage. After the issuance of the Bonds, the County will continue to operate the library under a sublease agreement with the City. The city hall includes a council chamber, lobby, and office and meeting space for all City departments. Both facilities are single-story structures with fire sprinklers and stucco exteriors. The buildings met all seismic requirements at the time of completion as well as all seismic recommendations based on findings from the 1994 Northridge Earthquake. The City calculated the value of the Leased Property, based on current insurance coverage, at more than $21.1 million, excluding the value of the land. The City also obtained a land appraisal of the 3.2 acre site. The appraiser has valued the land at the site at $2.8 million. Together the total value of the land and improvements are estimated to exceed $23.9 million. The Leased Property is not subject to a security interest, mortgage or any other lien in favor of the Trustee for the benefit of Bond Owners. 15 THE AUTHORITY
The Agoura Hills Improvement Authority (the “Authority”) was established pursuant to a Joint Exercise of Powers Agreement, dated as of June 1, 2013, by and between the City and the Agoura Hills Parking Authority, in accordance with the provisions of Articles 1, 2 and 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “Joint Powers Law”). The Authority was created for the purpose of assisting in the financing and refinancing of public capital improvements for the City. Under the Marks-Roos Local Bond Pooling Act of 1985 (California Government Code Section 6854 et seq.), the Authority has the power to purchase bonds issued by any local agency at public or negotiated sale and may sell such bonds to public or private purchasers at public or negotiated sale. The Authority is governed by a five-member Board of Directors which consists of the City Council of the City. The Chairman of the Authority is the Mayor of the City, and the Vice-Chairman of the Authority is the Mayor Pro Tem of the City. The City Manager acts as its Chief Administrative Officer, the City Clerk acts as its Secretary, and the Finance Director acts as its Treasurer.

The Authority has no taxing power. The Authority and the City are each separate and distinct legal entities, and the debts and obligations of one such entity are not debts or obligations of the other entity.

THE CITY
General
The City is located in the foothills of the Santa Monica mountains in Los Angeles County, 40 miles northwest of downtown Los Angeles. The City is accessed by four freeway exits off U.S. 101, a major north-south highway, which runs through the City, and by taking Kanan Road 12.1 miles from the Pacific Coast Highway and the City of Malibu. The City is bordered by the communities of Calabasas to the east and Westlake Village to the west.

The City encompasses an area of approximately eight square miles and has an elevation that ranges from 936 to 2,036 feet above sea level. The City enjoys comfortable weather throughout the year with an average temperature of 65 degrees Fahrenheit and average annual rainfall of 19.5 inches per year.

The City is located in the northwest corner of the County and is within five miles of various City of Los Angeles communities in the San Fernando Valley, the City of Woodland Hills being the closest such community. The San Fernando Valley is a major economic area comprising an area of approximately 235 square miles. The San Fernando Valley is home to numerous wellknown companies including CBS Studio Center, NBCUniversal, The Walt Disney Company, and Warner Bros. With a population of 19,770 as of January 1, 2023 (according to State of California Department of Finance estimates), the City is one of the smaller communities in the County.

The City provides a broad range of services, including general city administration, community development and planning, affordable housing, code enforcement, building department, community services, parks construction and maintenance, recreation programming, engineering, street construction and maintenance, drainage and flood control maintenance and various other support services. The City has contracted with Los Angeles County to provide sheriff, fire protection and animal control services. The City has contracted with G.I. Industries to provide solid waste collection services. Southern California Gas Company provides natural gas service to the City, Southern California Edison provides electric power to the City and the Las Virgenes Municipal Water District provides water and wastewater service to the City. 16 City Government
The City is a general law city, which was incorporated on December 8, 1982. The City is governed by the council-manager form of municipal government. The City Council is composed of five members elected biennially at-large to four-year overlapping terms. The Mayor is selected annually by the City Council members to serve a one-year term. The City Manager is appointed by the City Council to supervise the administrative personnel and contract services. The City currently employs approximately 34 regular employees.

The current members of the City Council are as follows:

Name and Office Current Term Expires
Illece Buckley Weber, Mayor December 2024
Penny Sylvester, Mayor Pro Tempore December 2024
Chris Anstead, Council Member December 2026
Deborah Klein, Council Member December 2026
Jeremy Wolf, Council Member December 2026
The City Manager is appointed by the City Council. Below are brief biographies of the City Manager and the Finance Director:

Nathan Hamburger, City Manager. Mr. Hamburger joined the City of Agoura Hills in 2006, bringing a municipal government background of over six years. In 2020, he was appointed as City Manager, after serving as Assistant City Manager since 2013. Mr. Hamburger earned a Bachelor of Arts degree in Political Science with minors in Business Administration and Criminal Justice from California State University at Fullerton in 2000, and a Master’s degree in Public Administration from the University of Southern California in 2002. He is a member of the International City/County Management Association (ICMA); California City Management Foundation (CCMF) and the Municipal Management Association of Southern California (MMASC). He served as an Executive Board member for MMASC for six years.

Diego Ibanez, Director of Finance. Diego Ibanez was appointed to the position of Director of Finance for the City of Agoura Hills in 2023. Prior to joining Agoura Hills, Mr. Ibanez served as the Chief Financial Officer for the City of Tulare in Central California, the Finance Director/City Treasurer for the City of San Fernando, and the Director of Finance for the City of California City in Kern County. Mr. Ibanez started his public sector career as a transit analyst with the City of Santa Monica. Mr. Ibanez earned a Bachelor of Arts degree in Political Science with a minor in Legal Studies from the University of California, Santa Cruz. He earned an M.A. in Public Policy and Administration with a concentration on Advanced Policy Analysis from Columbia University in New York City, where he studied International and Public Affairs. Mr. Ibanez also has an MBA in Finance from Indiana University's Kelley School of Business in Bloomington, Indiana. He is an active member with the Government Finance Officers Association and the California Society of Municipal Finance Officers.

Population
The City’s population was approximately 19,770 as of January 1, 2023, according to the California State Department of Finance’s estimates. The table below shows the population and population growth in the City and the County from January 1, 2014 through January 1, 2023:
17 TABLE 1
City of Agoura Hills
City and County Population
2014 through 2023
City County
Year(1) Population Growth Rate Population Growth Rate
2014 20,743 0.49 10,078,942 0.69
2015 20,811 0.33 10,124,800 0.45
2016 20,832 0.10 10,150,386 0.25
2017 20,794 -0.01 10,181,162 0.30
2018 20,763 -0.01 10,192,593 -0.11
2019 20,680 -0.01 10,163,139 -0.29
2020 20,599 -0.01 10,135,614 -0.27
2021 20,044 -2.69 9,942,011 -1.91
2022 19,776 -1.34 9,834,503 -1.08
2023(2) 19,770 0.00 9,761,210 -0.75
__________
(1) As of January 1 of each year.
(2) Latest data available.

Source: State of California, Department of Finance.

Employment
The following table shows certain employment statistics for the City and the County for the last five calendar years.

TABLE 2
City of Agoura Hills
City and County Employment Statistics
Calendar Years 2019 through 2023(1)
City County
Year
Labor
Force Employed
Unemployment
Number
Unemployment
Rate
Unemployment
Rate
2019 11,600 11,100 500 3.9% 4.5%
2020 10,900 9,800 1,100 10.0 8.2
2021 11,000 10,200 700 6.8 8.9
2022 11,100 10,600 500 4.2 4.9
2023(2) 11,100 10,600 500 4.4 5.0
_____________
(1) Data not seasonally adjusted. Figures represent the 12-month average for each such year. (2) Preliminary, as of November 2023.

Source: State of California, Employment Development Department. 18 The following table lists the major area employers in the City for Fiscal Year 2022-23.

TABLE 3
City of Agoura Hills
Major Area Employers
Fiscal Year 2022-23
Company or Organization Activity Employees
% of total City
Employment
Las Virgenes USD(1) Government 534 4.77%
National Veterinary Associates, Inc. Veterinary Services 347 3.10 Visual Concepts Entertainment Software Development 655 5.85 Private National Mortgage Acceptance Company, LLC Banking 294 2.63 A2 Biotherapeutics, Inc. Research & Development 262 2.34 Teradyne, Inc. Manufacturing 209 1.87
Motor Vehicle Software Corp/VITU Technology 490 4.38
Joni and Friends Non-Profit 200 1.79
Epsilon Data Management LLC Advertising Services 121 1.08 Cydcor LLC Administrative Services 138 1.23
Wood Ranch Restaurant 137 1.22
Total Top Employers 3,387 30.24%
Total City Employment(2) 11,200
_____________
(1) Employee Count is based on Agoura Hills school sites only (2) Total City Employment provided by Employment Development Department Labor Force Data.

Results based on direct correspondence with city’s local businesses.

Source: City of Agoura Hills Annual Comprehensive Financial Report for Fiscal Year Ended June 30, 2023.

Commerce
The table below shows the City’s sales tax revenues by business types for calendar years 2018-2022.

TABLE 4
City of Agoura Hills
Sales Tax Revenues by Type of Business
Calendar Years 2018 through 2022
(in Thousands of Dollars)
2018 2019 2020 2021 2022
Autos and Transportation $ 133 $ 436 $ 135 $ 364 $ 493
Building and Construction 225 239 257 252 284
Business and Industry 633 562 584 586 635
Food and Drugs 271 265 285 277 319
Fuel and Service Stations 774 772 520 842 884
General Consumer Goods* 810 869 811 1,034 1,029
Restaurants and Hotels 756 733 593 783 874
Total $3,602 $3,876 $3,185 $4,138 $4,519
_____________________
*Includes Other Taxable
Source: City of Agoura Hills Annual Comprehensive Financial Report for Fiscal Year Ended June 30, 2023. 19 Assessed Value and Construction Activity
The following is a summary of the construction permits issued by the City for the last five fiscal years.

TABLE 5
City of Agoura Hills
Building Permits Issued and Values for Permits Issued
Fiscal Years 2018-19 through 2022-23
Value of Permits Issued
Fiscal Year Building Permits Commercial Residential Total 2018-19 906 $12,267,625.00 $12,271,872,.93 $24,539,497.93 2019-20 784 16,668,366.00 13,167,256.59 29,835,622.59
2020-21 789 5,849124.00 12,560,497.33 18,409,621.33
2021-22 985 4,811,815.00 17,280,069.00 22,091,884.00
2022-23 1,181 11,089,525.00 25,899,802.85 36,989,327.85 Source: City of Agoura Hills.
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20 The following is a direct and overlapping debt report as of January 1, 2024, prepared by California Municipal Statistics, Inc. This report is included for informational purposes only. The City has not reviewed the report for completeness or accuracy and makes no representation in connection therewith.

TABLE 6
City of Agoura Hills
Direct and Overlapping Debt
As of January 1, 2024
2023-24 Assessed Valuation: $6,533,109,156
OVERLAPPING TAX AND ASSESSMENT DEBT: % Applicable Debt 1/1/24 Metropolitan Water District 0.169% $ 32,473
Los Angeles Community College District 0.575 29,953,245 Las Virgenes Joint Unified School District 22.140 38,952,055 TOTAL OVERLAPPING TAX AND ASSESSMENT DEBT $68,937,773
DIRECT AND OVERLAPPING GENERAL FUND DEBT:

Los Angeles County General Fund Obligations 0.326% $ 8,232,572 Los Angeles County Superintendent of Schools Certificates of Participation 0.326 9,315 Las Virgenes Joint Unified School District General Fund Obligations 22.140 1,843,377 City of Agoura Hills General Fund Obligations 100.000 11,310,000 (1) TOTAL DIRECT AND OVERLAPPING GENERAL FUND DEBT $21,395,264 OVERLAPPING TAX INCREMENT DEBT (Successor Agency): 100.000% $5,470,000 COMBINED TOTAL DEBT $95,803,037 (2)
Ratios to 2023-24 Assessed Valuation:

Total Overlapping Tax and Assessment Debt ..... 1.06%
Total Direct Debt ($11,310,000) ....................... 0.17% Combined Total Debt .......................................... 1.47% Ratios to Redevelopment Successor Agency Incremental Valuation ($989,252,306):

Total Overlapping Tax Increment Debt ................ 0.55% Combined Total Debt .......................................... 1.47% Ratios to Redevelopment Successor Agency Incremental Valuation ($989,252,306):

Total Overlapping Tax Increment Debt ................ 0.55% _______________________
(1) The percentage of overlapping debt applicable to the City is estimated using taxable assessed property value.

Applicable percentages were estimated by determining the portion of the overlapping district's assessed value that is within the boundaries of the City divided by the district's total taxable assessed value. (2) Excludes tax and revenue anticipation notes, enterprise revenue, mortgage revenue and non-bonded capital lease obligations.

Source: California Municipal Statistics.
21 CITY FINANCIAL INFORMATION
Budgetary Process; City Budget for Fiscal Years 2023-24 through 2024-25 The City has a two-year budget cycle. A budget calendar for the submission and approval process of the budget is prepared for each annual budget cycle. Initial annual, mid-year and final estimated budgets are prepared for all functions by the responsible department. Each operating budget details the activity areas of responsibility and performance level to meet the City Council’s goals. A separate budget is prepared for capital improvement projects. The Finance Department is responsible for all personnel cost estimates and prepares the final budget submission to the City Manager. The City Manager’s recommended preliminary budget is then submitted to the City Council for consideration and approval. A budget workshop is held to obtain citizen input. The City’s Municipal Code requires the City Council to adopt a budget by resolution on or before the second regular meeting in July. During the year, supplemental budget amendments are considered and approved by the City Council to respond to unanticipated events. [Remainder of page intentionally left blank]
22 The following table shows the City’s two-year budget for Fiscal Years 2023-24 and 2024- 25, which was adopted by the City Council on June 28, 2023.

TABLE 7
City of Agoura Hills
Adopted Two-Year Budget Summary
Fiscal Years 2023-24 and 2024-25
FY 2023-24
Adopted Budget
FY 2024-25
Adopted Budget
Starting Fund Balance $13,716,578 $13,847,669
Operating Revenue
Taxes and Assessments 17,128,941 17,569,955
Licenses and permits 530,000 530,000
Fines and penalties 41,000 41,000
Investment income 300,000 300,000
Rental Income 460,000 460,000
Other revenues(1) 983,058 1,002,050
Total Operating Revenue $19,442,999 $19,903,005
Other Financing Sources
Charges for Services $1,120,500 $1,075,500
Transfer In 0 0
Total Other Financing $1,120,500 $1,075,500
Total Revenue $20,563,499 $20,978,505
Operating Expenses
Personnel Costs 6,191,252 6,856,402
Materials, Supplies and Services 2,999,853 3,016,376
Contract Services 9,333,020 9,326,549
Administrative Charges 1,000 1,000
Other Improvements and Projects 10,000 10,000
Total Operating Expenses $18,535,125 $19,210,328
Other Expenses
Capital Expenditures 224,133 203,913
Transfer Out(2) 1,673,150 1,382,035
Total Other Expenses 1,897,283 1,585,948
Total Expenditures $20,432,408 $20,796,276
Net of Revenue/Expenditures 131,091 182,229
Balance at end of fiscal year $13,847,669 $14,029,898
(1) The Other Revenues Budget includes $831,058 and $890,050 for a loan repayment from the Successor Agency to the City in Fiscal Years 2023-24 and 2024-25, respectively. This loan repayment is not considered current revenue for GAAP purposes in the unaudited financial statements. It is considered a reconciling item. (2) Represents payments to the Capital Projects and Facilities Funds, the CalPERS Set Aside Fund, for debt service on the 2013 Bonds and the 2016 Bonds, and to the Low and Moderate Income Housing Asset Fund in connection with dissolution of the former Agoura Hills Redevelopment Agency. See Note (2) under Table 9 and discussion under “CITY FINANCIAL INFORMATION—Property Taxes—Redevelopment Dissolution” below for more information regarding dissolution of the former Agoura Hills Redevelopment Agency.

Source: City of Agoura Hills Adopted Budget for Fiscal Year 2023-24 and 2024-25. 23 The following Table 8 shows the City’s budget and actual results for General Fund revenues and expenditures for fiscal years 2020-21 through 2022-23.

TABLE 8
City of Agoura Hills
General Fund Budget Summary
Fiscal Years 2020-21 through 2022-23
FY 2020-21
Adopted
Budget
FY 2020-21
Audited
Actual
FY 2021-22
Adopted
Budget
FY 2021-22
Audited
Actual
FY 2022-23
Adopted
Budget
FY 2022-23
Audited
Actual
Revenues
Taxes $12,403,622 $12,807,155 $15,474,989 $16,149,481 $16,443,770 $16,163,128 Licenses and permits 433,000 525,474 588,000 661,623 623,000 790,556 Intergovernmental(1)-- 2,400,212(1)-- -- -- --
Charges for services 661,500 712,427 962,600 982,875 956,400 1,066,162 Use of money and property 180,500 411,545 410,000 657,320 587,000 1,024,449 Fines and forfeitures 32,000 46,820 64,000 67,038 45,000 45,574 Contributions 10,000 7,200 10,000 8,837 36,500 36,789
Miscellaneous(2) 3,878,686 556,383 3,885,158 2,845,403(1) 847,657 279,761 Total Revenues $17,599,308 $17,467,216 $21,394,747 $21,372,577 $19,539,327 $19,406,419 Expenditures
General government $4,183,531 $4,021,505 $4,963,123 $4,984,000 $6,052,863 $6,017,099 Public safety 4,928,380 4,851,220 4,912,299 4,872,999 5,200,179 5,109,266 Community development 2,266,261 2,121,753 2,667,300 2,621,705 2,204,896 2,282,015 Community services 1,843,048 1,650,633 2,444,984 2,440,062 3,073,800 3,047,204 Public works 1,237,101 1,197,671 1,569,921 1,532,950 1,741,434 1,655,114 Capital Outlay 118,000 126,794 218,200 94,970 234,200 194,788 Total Expenditures 14,576,321 $13,969,576 $16,775,827 $16,546,686 $18,507,372 $18,305,486 Excess (deficiency) of
revenues over expenditures 3,022,987 3,497,640 4,618,920 4,825,891 1,031,955 1,100,933 Transfers in -- -- -- 250,000 -- --
Transfers out (1,039,825) (1,039,825) (2,186,005) (2,186,005) (1,147,505) (1,363,005) Total other sources(uses) ($1,039,825) ($1,039,825) ($2,186,005) ($1,936,005) ($1,147,505) ($1,363,005) Net change in fund balance $1,983,162 $2,457,815 $2,432,915 $2,889,886 $(115,500) $(262,072) Balance at beginning of
fiscal year $34,884,578 $34,884,578 $36,928,885 $37,342,393 $39,512,281(3) $40,117,279(3) Balance at end of fiscal year $36,867,740 $37,342,393 $39,361,800 $40,232,279(3) $39,396,731 $39,855,207 ______________________________________
(1) The City received funding from the American Rescue Plan Act of 2021 (ARPA) in the amount of $4.8 million, with $2.4 million received in Fiscal Year 2020-21 and allocated to Intergovernmental revenues, and $2.4 million received in Fiscal Year 2021-22 and allocated to miscellaneous revenues. (2) Includes miscellaneous revenue, tourism administration fees and library reimbursements. For Fiscal Year 2021-22, includes $2.4 million of funding from the American Rescue Plan Act of 2021 (ARPA). (3) Beginning fund balance for Fiscal Year 2022-23 was restated from fund balance at end of Fiscal Year 2021-22 in the amount of $115,000 to account for land value originally intended for resale but is anticipated to be donated.

Source: City of Agoura Hills Budgets and Annual Comprehensive Financial Reports for Fiscal Years Ended June 30, 2021, 2022 and 2023.
24 General Fund Reserve Policy
The City has a reserve policy that designates at least 40 percent of each year’s proposed General Fund Operating budget as the City’s unobligated General Fund reserve. The City Council established the policy with the adoption of Resolution No. 05-1378 on June 22, 2005.

Debt Policy
The City Council adopted a debt policy for the City on June 26, 2019. The policy specifies that the term of a bond issue is not-to-exceed the economic life of the facilities or project that is being financed, unless specific circumstances exist that would mitigate the extension of time to repay the debt and it would not cause the City to violate any covenants to maintain the taxexempt status of such debt, if applicable. The City is to remain cognizant of fluctuations in interest rates for the purpose of identifying refunding opportunities. The City will refund existing bonds to reduce overall debt service expense or to remove restrictive covenants in the existing indenture.

The City will carefully monitor its levels of general-purpose debt, only using general purpose debt financing for high-priority projects where other financing methods cannot reasonably be used. In evaluating debt capacity, general-purpose annual debt service payments should generally not exceed 10% of General Fund revenues; and in no case should they exceed 15%. Further, direct debt will not exceed 2% of assessed valuation.

COVID-19 Pandemic
Early in the COVID-19 pandemic, the City experienced decreased sales tax and transient occupancy tax General Fund revenues due to the shelter-in-place orders and decreased tourism.

However, such revenues rebounded in the City beginning in Fiscal Year 2021-22. In addition, the City received funding from the American Rescue Plan Act of 2021 (ARPA) in the amount of $4.8 million, with $2.4 million received in each of Fiscal Year 2020-21 and Fiscal Year 2021-22.

There can be no assurances that any future spread of COVID-19 and/or responses intended to slow the spread of COVID-19 or new public health emergencies such as declining business and travel activity, will not materially adversely impact the state and national economies and, accordingly, materially adversely impact the financial condition of the City and the City’s General Fund in the future. See “BOND OWNERS’ RISKS – Public Heath Emergencies.” Financial Statements
Set forth in the following pages are the City’s General Fund balance sheets and statements of revenues, expenditures and changes in General Fund balance for fiscal years 2018-19 through 2022-23, based on the City’s audited financial statements. The balance sheets and statements presented in this Official Statement are subject to the various notes attached to the City’s audited financial statements for the respective years. The City’s Annual Comprehensive Financial Report for fiscal year ended June 30, 2023, which includes the City’s 2022-23 audited financial statements, are set forth in Appendix A. A complete copy of the City’s Annual Comprehensive Financial Reports for the prior years, can be obtained from the City’s Finance Department and are available on the City’s website.
25 TABLE 9
City of Agoura Hills
General Fund Balance Sheets
Fiscal Years 2018-19 through 2022-23
2018-19 2019-20 2020-21 2021-22 2022-23
ASSETS
Cash and investments $ 7,318,379 $ 6,523,639 $ 6,284,195 $ 7,390,964 $12,004,415 Accounts receivable 818,669 286,392 583,392 1,107,551 1,068,715 Interest receivable 86,315 46,612 10,476 30,021 94,569
Other 2,624 2,624 2,624 2,624 --
Prepaid costs 17,949 55,942 25,555 40,583 85,199
Due from other governments 1,188,290 1,021,509 3,789,021 3,933,529 1,368,932 Due from other funds 2,323,968 2,113,856 3,561,530 4,179,643 2,637,323 Advances to Successor Agency (1) 26,301,965 26,359,251 26,134,230 25,781,570 25,477,462 Land held for resale 115,000 115,000 115,000 115,000 -- Total assets $38,173,159 $36,524,825 $40,506,023 $42,581,485 $42,736,615

LIABILITIES
Accounts payable $ 1,841,968 $ 1,339,579 $ 1,908,577 $ 667,317 $ 1,507,231 Accrued liabilities 167,153 148,983 124,821 33,542 23,905 Deposits payable - - 968,415 1,229,139 955,319
Total liabilities $2,009,121 $1,488,562 $3,001,813 $1,929,998 $2,486,455

DEFERRED INFLOWS OF

RESOURCES
Unavailable Revenues $141,167 $151,685 $161,817 $419,208 $394,953 Total deferred inflow of resources $141,167 $151,685 $161,817 $419,208 $394,953 FUND BALANCES:

Nonspendable: -- -- --- -- --
Prepaid costs $ 17,949 $ 55,942 $ 25,555 $ 40,583 $ 85,199 Land held for resale 115,000 115,000 115,000 115,000 -- Advances to Successor Agency 26,301,965 26,359,251 26,134,230 25,781,570 25,477,462 Committed: -- -- -- -- --
Capital projects 208,117 212,419 213,743 404,362 515,117 CalPERS Set Aside 150,733 198,529 199,765 200,636 103,753 Open Space -- -- -- -- 110,147
Unassigned 9,229,107 7,943,437 10,654,100 13,690,128 13,563,529 Total Fund Balance $36,022,871 $34,884,578 $37,342,393 $40,232,279 $39,855,207 Total liabilities, Deferred Inflows &
Fund balance
$38,173,159 $36,524,825 $40,506,023 $42,581,485 $42,736,615 _____________
(1) In January 2011, the City executed an agreement for amounts that the City advanced to the former Redevelopment Agency since April of 1988. In 2012, the Dissolution Act was passed (see discussion under “CITY FINANCIAL INFORMATION—Property Taxes—Redevelopment Dissolution” below), which dissolved the former Redevelopment Agency on February 1, 2012, and placed strict limits on repayment of the former Redevelopment Agency’s obligations.

Pursuant to the Health and Safety Code Sections 34183(a) and 34191.4(b)(2)(A), the Successor Agency is limited in the amount it can repay of the loan each fiscal year to an amount equal to one-half of the increase between the surplus tax revenue distributed to taxing entities within the former Redevelopment Agency project area in that fiscal year and the amount distributed to such taxing entities as surplus tax revenues in the 2012-2013 base year. The Dissolution Act requires that 20% of the loan repayment be transferred to the Housing Successor Agency for deposit in the Low and Moderate Income Housing Asset Fund, with the remainder of the loan repayment being unrestricted General Fund revenues and will be repaid through 2042. For budgeting purposes the City treats the loan repayment from the Successor Agency as current year revenue. For Fiscal Years 2023-2024 and 2024-2025, the budget includes $831,058 and $890,050, respectively, in loan repayments to the City.

Source: City of Agoura Hills Annual Comprehensive Financial Reports for Fiscal Years shown. 26 TABLE 10
City of Agoura Hills
Statements of Revenues, Expenditures and Changes in General Fund Balance Fiscal Years 2018-19 through 2022-23
FY 2018-19 FY 2019-20 FY 2020-21 FY 2021-2022 FY 2022-23 Revenues
Taxes $13,431,999 $12,544,465 $12,807,155 $16,149,481 $16,163,128 Licenses and permits 589,666 567,474 525,474 661,623 790,556 Intergovernmental(1)-- -- 2,400,212(1)-- --
Charges for services 1,187,542 741,487 712,427 982,875 1,066,162 Use of money and property 1,085,217 802,917 411,545 657,320 1,024,449 Fines and forfeitures 60,590 48,949 46,820 67,038 45,574 Contributions 43,602 16,544 7,200 8,837 36,789
Miscellaneous(2) 192,945 1,626,934 556,383 2,845,403(1) 279,761 Total Revenues $16,591,561 $16,348,770 $17,467,216 $21,372,577 $19,406,419 Expenditures
General government $ 4,769,601 $ 4,375,765 $ 4,021,505 $ 4,984,000 $ 6,017,099 Public safety 4,772,242 4,991,586 4,851,220 4,872,999 5,109,266 Community development 1,748,679 2,129,928 2,121,753 2,621,705 2,282,015 Community services 2,869,701 2,543,729 1,650,633 2,440,062 3,047,204 Public works 2,111,981 1,834,531 1,197,671 1,532,950 1,655,114 Capital Outlay 218,177 144,264 126,794 94,970 194,788
Total Expenditures $16,490,381 $16,019,803 $13,969,576 $16,546,686 $18,305,486 Excess (deficiency) of revenues
over expenditures $ 101,180 $ 328,967 $ 3,497,640 $ 4,825,891 $ 1,100,933 Transfers in 1,648 -- -- 250,000 --
Transfers out (1,342,011) (1,467,260) (1,039,825) (2,186,005) (1,363,005) Total other sources(uses) $ (1,340,363) $($1,467,26) $(1,039,825) $ (1,936,005) $ (1,363,005) Net change in fund balance $ (1,239,183) $(1,138,293) $ 2,457,815 $ 2,889,886 $ (262,072) Balance at beginning of fiscal year $37,262,054 $36,022,871 $34,884,578 $37,342,393 $40,117,279(3) Balance at end of fiscal year $36,022,871 $34,884,578 $37,342,393 $40,232,279(3) $39,855,207 ______________________________________
(1) The City received funding from the American Rescue Plan Act of 2021 (ARPA) in the amount of $4.8 million, with $2.4 million received in Fiscal Year 2020-21 and allocated to Intergovernmental revenues, and $2.4 million received in Fiscal Year 2021-22 and allocated to miscellaneous revenues. (2) Includes miscellaneous revenue, tourism administration fees and library reimbursements. For Fiscal Year 2021-22, includes $2.4 million of funding from the American Rescue Plan Act of 2021 (ARPA) (3) Beginning fund balance for Fiscal Year 2022-23 was decreased from fund balance at end of Fiscal Year 2021-22 in the amount of $115,000 to account for land value originally intended for resale but is anticipated to be donated.

Source: City of Agoura Hills Annual Comprehensive Financial Reports for Fiscal Years shown.

Primary General Fund Revenue Sources
Sales tax, property tax, and transient occupancy tax revenues were the top three sources of revenues for the General Fund for fiscal year 2022-23. The table below provides the amount of sales tax, property tax and transient occupancy tax revenues and the share of General Fund revenues that each represents for fiscal years 2020-21 through 2022-23. 27 TABLE 11
City of Agoura Hills
Property Tax, Sales Tax and Transient Occupancy Tax Revenues Fiscal Years 2020-21 through 2022-23
2020-21 2021-22 2022-23
Revenue Source Revenues
% of
General
Fund
Revenues Revenues
% of
General
Fund
Revenues Revenues
% of
General
Fund
Revenues
Sales Tax $4,382,974 25.09% $5,555,147 25.99% $5,167,372 26.63% Property Tax(1) 3,611,075 20.67 3,698,852 17.31 3,585,424 18.48 Transient Occupancy Tax 1,494,022 8.55 3,426,496 16.03 3,512,964 18.10 Property Tax in lieu of VLF(1)(2) 2,498,706 14.30 2,588,444 12.11 2,739,417 14.12 Total General Fund Revenues $17,467,216 100.00% $21,372,577 100.00% $19,406,419 100.00% _________________
(1) Includes property tax and residual taxes from the former redevelopment agency. (2) See Vehicle License Fee discussion below.

Source: City of Agoura Hills audited financial statements for Fiscal Year Ended June 30, 2023.

Sales Taxes
A sales tax is imposed on retail sales or consumption of personal property. As shown in Table 11, sales tax revenues represented the largest source of revenue for the City in fiscal year 2022-23, comprising approximately 26.63 percent of the City’s total revenues. See Table 4 above under the caption “THE CITY – Commerce” for information regarding taxable transactions in the City for calendar years 2018 through 2022.

Sales Tax Rates. The City’s sales tax revenue represents the City’s share of the sales and use tax, imposed on taxable transactions occurring within the City’s boundaries. The sales tax is governed by the Bradley-Burns Uniform Local Sales and Use Tax.

The tax rate is established by the State Legislature. The aggregate tax rate in the State is eight percent (8.00%). An additional one and a half percent (1.50%) is imposed in the County.

Los Angeles County voters approved Measure A in 1980, Measure C in 1990, and Measure R in 2008 to finance transportation programs and improvements. The State collects and administers the tax, and makes distributions on taxes collected within the City, as follows:

TABLE 12
City of Agoura Hills
Sales Tax Rates
As of March 1, 2024
Jurisdiction Rate
State 8.00%
Measure A 0.50
Measure C 0.50
Measure R 0.50
Total 9.50%
_____________
Source: State of California, Board of Equalization.
28 The State’s actual administrative costs with respect to the portion of sales taxes allocable to the City are deducted before distribution and are determined on a quarterly basis.

Property Taxes
Property taxes were the second largest revenue source to the City in fiscal year 2022-23.

Revenues from property taxes, at $3,585,424, represented 18.48 percent of the City’s General Fund revenues in fiscal year 2022-23.

Proposition 13 Limitations. Article XIIIA of the State of California Constitution imposes limits on annual adjustments to real property assessed values and to the amount of ad valorem tax that may be levied on real property. See “LIMITATIONS ON TAX REVENUES AND APPROPRIATIONS – Article XIIIA.”
Tax Levies and Delinquencies. Taxes are levied by the County for each fiscal year on taxable real and personal property which is situated in the County as of the preceding January 1.

Effective July 1, 1983, real property that changes ownership or is newly constructed is reassessed at the time the change in ownership occurs or the new construction is completed. If the property is reassessed at a higher value, one or more supplemental tax statements will be added to the annual tax bill. If the property is reassessed at a lower value, the property owner may receive a refund.

Property taxes on the secured roll are due in two installments, on November 1 and February 1 of each fiscal year, and if unpaid become delinquent on December 10 and April 10, respectively. If the first installment is not paid by December 10, a ten percent delinquent penalty is added to any unpaid balance. If the second installment is not paid by April 10, a ten percent penalty plus a charge of $10 is added to the unpaid balance. Since supplemental tax bills are mailed throughout the year, they may or may not be due or delinquent at the same time as annual tax bills. The same penalties and charges accrue for delinquent supplemental taxes as for delinquent annual taxes.

Property on the secured roll with respect to which taxes are delinquent becomes tax defaulted on or about June 30 of the fiscal year. Such property may thereafter be redeemed by payment of a penalty of 1.5 percent of the unpaid tax per month to the time of redemption, plus costs and a redemption fee. If taxes remain unpaid for a period of five years following tax default, the property becomes subject to the County Tax Collector’s power of sale. Properties may be redeemed under an installment plan by paying the current year’s taxes, plus an initial payment of twenty percent of the redemption amount and an installment setup fee. The installment plan of redemption allows for the payment of delinquent taxes over a five-year period beginning the date the installment plan account is opened. An installment plan account can be opened any time after the property becomes tax defaulted and within five years of that date. After the five-year period an installment plan account may not be opened, as the property becomes subject to the County Tax Collector’s power of sale.

Property taxes on the unsecured roll are due as of the January 1 lien date and, in general, become delinquent on August 31 and are thereafter subject to a ten percent penalty plus a collection fee. If unsecured taxes are unpaid on October 31, an additional penalty of 1.5 percent attaches to them on the first day of each month until paid. The City has four ways of collecting delinquent unsecured personal property taxes: (1) bringing a civil action against the taxpayer; (2) filing a certificate in the office of the clerk of the court specifying certain facts in order to obtain a judgment lien on certain property of the taxpayer; (3) filing a certificate of delinquency for record in the county recorder’s office, in order to obtain a lien on certain property of the taxpayer; and (4) 29 seizing and selling personal property, improvements or possessory interests belonging or assessed to the assessee.

Assessed Valuation. The table below presents the assessed valuation (secured and unsecured) of taxable property in the City for the last five fiscal years.

TABLE 13
City of Agoura Hills
Assessed Values of All Taxable Property(1)
Fiscal Years 2019-20 through 2023-24
Fiscal Year Secured Valuation
Unsecured
Valuation Total Valuation
Percent Change
of Total Valuation
2019-20 $4,327,282,685 $18,852,198 $4,346,134,883 4.04% 2020-21 4,498,942,626 17,568,707 4,516,511,333 3.92
2021-22 4,640,841,380 17,460,795 4,658,302,175 3.14
2022-23 4,905,952,742 16,936,491 4,922,889,233 5.68
2023-24 5,185,503,082 18,916,788 5,204,419,870 5.72
_____________
(1) Excludes secured and unsecured assessed values of properties included in the former redevelopment project area.

Source: City of Agoura Hills, based on information provided by the Los Angeles County Auditor-Controller.

Redevelopment Dissolution. The State’s Community Redevelopment Law (codified in Part 1 of Division 24 of the California Health and Safety Code) authorized the redevelopment agency of any city or county to receive an allocation of tax revenues resulting from increases in assessed values of properties within designated redevelopment project areas (the “incremental value”) occurring after the year the project area is formed. In effect, local taxing agencies, such as the City, realize tax revenues only in the assessed value of such property at the time the redevelopment project is created for the duration of such redevelopment project. Although Assembly Bill No. 26 (“AB X1 26”), enacted on June 29, 2011 as Chapter 5 of Statutes of 2011, statutorily dissolved redevelopment agencies as of February 1, 2012, the enforceable obligations of dissolved redevelopment agencies, continue to be paid from property taxes derived from such incremental value until the enforceable obligations are paid in full in accordance with Parts 1.8 (commencing with Section 34161) and 1.85 (commencing with Section 34170) of Division 24 of the Health and Safety Code of the State, as amended on June 27, 2012 by Assembly Bill No. 1484 (“AB 1484”), enacted as Chapter 26, Statutes of 2012, and as such statutory provisions may further be amended from time to time (as amended, the “Dissolution Act”). Under the Dissolution Act, taxing entities, such as the City, are to receive distributions (in proportion to such taxing entity’s share of property tax revenues in the tax rate area for the applicable fiscal year) of residual amounts of property taxes attributable to incremental value on each June 1 and January 2, commencing June 1, 2012, after payment of (i) tax sharing obligations established previously pursuant to the Community Redevelopment Law, (ii) enforceable obligations of the successor agency to the former redevelopment agency, and (iii) an administrative cost allowance to such successor agency. As enforceable obligations of the former redevelopment agency and its successor agency are paid and retired, residual amounts of property tax revenues attributable to redevelopment project area incremental value are expected to increase over time. 30 The top ten taxpayers, based on local secured assessed values of taxable property in the City, as shown on the 2023-24 tax roll, are set forth in the following table:

TABLE 14
City of Agoura Hills
Top Ten Taxpayers Based on Local Secured Assessed Value Fiscal Year 2023-24
Rank Taxpayer
Type of
Business
Taxable
Assessed Value
(Millions)
% of Total City
Taxable
Assessed Value
1 Tishman Speyer Archstone Smith Oak Creek Residential $140.0 2.15% 2 Agoura Road Apartments California Llc Residential 87.4 1.34 3 Agoura Hills Hhg Hotel Development Lp Commercial 61.2 0.94 4 Kids From The Valley Llc Commercial 57.9 0.89
5 Khanna Enterprises Limited Lp Commercial 48.7 0.75
6 Agoura Business Center Llc Industrial 44.9 0.69
7 Arhc Mbaghca01 Llc Unsecured 35.9 0.55
8 Fw California Twin Oaks Shopping Center Commercial 35.5 0.54 9 Teradyne Inc Commercial 32.1 0.49
10 Hankey Investment Company Lp Commercial 31.2 0.48
Total $575.0 8.81%
__________________
Source: City of Agoura Hills.

Transient Occupancy Taxes
Revenues from the transient occupancy taxes (“TOT”) also represent a significant source of revenues for the General Fund. In most years, the City’s third largest revenue source is TOT.

However, due to the COVID-19 pandemic, TOT was the City’s fourth largest source of revenue in Fiscal Years 2019-20 and 2020-21. The transient occupancy tax is levied on persons staying 30 days or less in a hotel, inn, motel, tourist home or other lodging facility. The transient occupancy tax is applied to the customer’s lodging bill at a rate of 12%. The City’s transient occupancy tax revenues deposited in the General Fund were $3,512,964 in fiscal year 2022-23 representing

22.05 percent of all General Fund revenues. The four sources of transient occupancy tax revenues in the City are the Courtyard & Townplace Suites, the Sheraton Hotel, the Hampton Inn, and Homewood Suites.

Vehicle License Fee
The motor vehicle license fee (“VLF”) is a fee charged for the privilege of operating a vehicle on public streets. This fee is collected by the State’s Department of Motor Vehicles and disbursed to other governmental agencies by the State Controller. VLF was originally based on a rate equivalent to 2% of the market value of motor vehicles, which is imposed annually by the State “in-lieu” of property tax.

In 1999, the State began reducing the VLF rate charged to vehicle owners and backfilling city and county revenue losses with state subventions. The Fiscal Year 2005 State Budget reduced the VLF from 2% to 0.65% of the value of a vehicle and deleted the requirement for backfill payments, providing instead that the amount of the backfill requirement will be met by an increase in the property tax allocation to cities and counties. In fiscal year 2022-23, the City received $2,739,417 in property tax revenues in lieu of VLF, representing 17.19 percent of the City's General Fund revenues for fiscal year 2022-23.
31 Franchise Fees
The City collects franchise fees for the use of streets and rights-of-way from a number of utility services provided by private parties including natural gas, cable services, and electricity.

Solid waste collection services are provided by a contracted private party that also pays a franchise fee to the City. In fiscal year 2022-23, the City received $928,113 in franchise tax revenues representing 5.82 percent of the City's General Fund revenues for fiscal year 2022-23.

Investment Policy and Portfolio
The City has adopted policies and procedures for the management of the investment of unexpended funds for the City itself and for other entities of the city, including the Authority, for which the City provides financial management services. The three basic objectives of the policies and procedures are: safety of invested funds, maintenance of sufficient liquidity to meet cash flow needs and attainment of the maximum yield possible consistent with the first two objectives.

The policies and procedures require the Director of Finance to prepare an investment report in accordance with requirements of Government Code Section 53646. The City manages cash and investments on a pooled basis, consisting primarily of participation in the local Agency Investment Fund (LAIF), a pooled fund controlled by the State Treasurer. The City’s investment portfolio allows for investment, in U.S. Treasury, certain Agency securities (Federal Farm Credit Bank and Federal Home Loan Bank System only) Commercial Paper, Negotiable Certificates of Deposit, and Medium Term Corporate Notes.

The City's investment policy authorizes the following investments under provisions of California Government Code Section 53601:

Authorized Investments/Deposits
Maximum
Maturity
Maximum
Percentage of
Portfolio
Maximum
Investment in
One Issuer
Local Agency Investment Fund (LAIF) N/A $75 million None U.S. Treasuries 5 years 75% 20%
Federal Agency Securities 5 years 75% 20%
Commercial Paper 270 days 5% 5%
Negotiable Certificates of Deposit
(CD)
5 years 30% 5%
Medium Term Corporate Notes 5 years 5% 5%
Bank Deposits 5 years No limit No limit
Money Market Funds None 15% 15%
Portfolio as of December 31, 2023. As of December 31, 2023, the book value of the City’s combined investment portfolio, general checking account and petty cash is $21,846,471.97. The table below shows the City’s investment portfolio, as categorized by types of investment securities:
32 TABLE 15
City of Agoura Hills
Investment Report
as of December 31, 2023
Investment Type Maturity Interest Rate Book Value Market Value Local Agency Investment Fund(1) 1 day 3.84% $17,178,690.64 $17,067,770.08 Checking n/a 0.00 $1,000,000.00 $1,000,000.00
Checking Sweep 1 day 5.23 $3,666,981.33 $3,666,981.33
Petty Cash n/a 0.00 $800.00 $800.00
Total $21,846,471.97 $21,735,551.41
_____________
(1) Per State Treasurer Report, dated June 30, 2023, LAIF has invested approximately 61.22 percent of its balance in Treasury bills and notes, 7.72 percent in certificates of deposit/bank notes, 5.71 percent in commercial paper, 3.34 percent in time deposits and 22.01 percent in others.

Source: City of Agoura Hills.

Long-Term Liabilities
The City currently has two long-term liability payable from the General Fund: (i) its agreement to make semiannual lease payments to the Agoura Hills Improvement Authority in connection with the issuance of the Agoura Hills Improvement Authority’s Lease Revenue Bonds, Series 2013, in the original principal amount of $3,675,000, of which $2,930,000 remains outstanding, and will be refunded by the Series 2024B Bonds; and (ii) its agreement to make semiannual lease payments to the Agoura Hills Improvement Authority in connection with the issuance of the Agoura Hills Improvement Authority’s Lease Revenue Bonds, Series 2016, in the original principal amount of $10,055,000, of which $8,285,000 remains outstanding. See “APPENDIX A – CITY OF AGOURA HILLS ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR YEAR ENDED JUNE 30, 2023.”
Pension Plans
Plan Descriptions. All qualified permanent and probationary employees are eligible to participate in the City of Agoura Hill’s miscellaneous cost-sharing multiple-employer defined benefit pension plans administered by the California Public Employees’ Retirement System (CalPERS), which acts as a common investment and administrative agent for its participating member employers. Benefit provisions under the Plans are established by State statute and City resolution. CalPERS issues publicly available reports that include a full description of the pension plans regarding benefit provisions, assumptions and membership information that can be found on the CalPERS website. The two Agoura Hills cost-sharing plans are Classic Miscellaneous and PEPRA Miscellaneous.

California Governor Jerry Brown signed the California Public Employee’s Pension Reform Act of 2013 (“PEPRA”) into law on September 12, 2012. For non-safety CalPERS participants hired after January 1, 2013 (the “Implementation Date”), the Reform Act changes the normal retirement age by increasing the eligibility for the 2 percent age factor from age 55 to 62 and also increases the eligibility requirement for the maximum age factor of 2.5 percent to age 67. PEPRA also implements certain other changes to CalPERS including the following: (a) all new participants enrolled in CalPERS after the Implementation Date are required to contribute at least 50 percent of the total annual normal cost of their pension benefit each year as determined by an actuary, (b) CalPERS is required to determine the final compensation amount for employees 33 based upon the highest annual compensation earnable averaged over a consecutive 36-month period as the basis for calculating retirement benefits for new participants enrolled after the Implementation Date, and (c) “pensionable compensation” is capped for new participants enrolled after the Implementation Date at 100 percent of the federal Social Security contribution and benefit base for members participating in Social Security or 120 percent for CalPERS members not participating in social security.

Benefits Provided. CalPERS provides service retirement and disability benefits, annual cost-of-living adjustments and death benefits to plan members, who must be public employees and beneficiaries. Benefits are based on years of credited service, equal to one year of full time employment. Members with five years of total service are eligible to retire at age 50 with statutorily reduced benefits. All members are eligible for non-duty disability benefits after 10 years of service. The death benefit is one of the following: The Basic Death Benefit, the 1957 Survivor Benefit, or the Optional Settlement 2W Death Benefit. The cost of living adjustments for each plan are applied as specified by the Public Employees’ Retirement Law. Below is a summary of the plan’s provisions and benefits in effect at June 30, 2023, for which the City of Agoura Hills has contracted:

Major Benefit Options Miscellaneous Miscellaneous PEPRA Hire Date Prior to 1/1/13 On or after 1/1/13
Benefit Provision
Benefit Formula

2.0% @55 2.0% @62
Social Security No No
Full/Modified Full Full
Benefit Vesting Schedule 5 yrs service 5 yrs service
Benefit Payments Monthly for life Monthly for life
Retirement Age 50-63 52-67
Monthly benefits, as a % of eligible compensation 1.426% to 2.418% 1.0% to 2.5% Required Employer Contribution Rate 10.34% 7.59%
Required Employee Contribution Rate 6.91% 6.75%
Required Employer Payment of Unfunded Liability $405,093 $2,472 New entrants are not allowed in the Miscellaneous Classic Plan.

Contribution Description. Section 20814(c) of the California Public Employees’ Retirement Law (PERL) requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. The total plan contributions are determined through the CalPERS’ annual actuarial valuation process. For public agency cost-sharing plans covered by either the Miscellaneous or Safety risk pools, the Plan’s actuarially determined rate is based on the estimated amount necessary to pay the Plan’s allocated share of the risk pool’s costs of benefits earned by employees during the year, and any unfunded accrued liability. The City is required to contribute the difference between the actuarially determined rate and the contribution rate of employees.

For the year ended June 30, 2023, the contributions recognized as a reduction to the net pension liability was $742,201.
34 Pension Liabilities, Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions. As of June 30, 2023, the City of Agoura Hills reported a net pension liability for its proportionate share of the net pension liability in the amount of $6,636,241. The City of Agoura Hills’ net pension liability is measured as the proportionate share of the net pension liability. The net pension liability of each of the Plans is measured as of June 30, 2022, and the total pension liability for each Plan used to calculate the net pension liability was determined by an actuarial valuation as of June 30, 2021 rolled forward to June 30, 2022 using standard update procedures. The City’s proportion of the net pension liability was based on a projection of the City’s long-term share of contributions to the pension plans relative to the projected contributions of all participating employers, actuarially determined. The City’s proportionate share of the net pension liability for each Plan as of June 30, 2021 and 2022, was as follows:

Proportions as a percentage of the CalPERS Miscellaneous risk pool:

Miscellaneous
Proportion – June 30, 2021 0.04977%
Proportion – June 30, 2022 0.05745%
Change – Increase (Decrease) 0.00768%
For the year ended June 30, 2023, the City of Agoura Hills recognized pension expense of $650,886. At June 30, 2023, the City reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources:

Deferred
Outflows of
Resources
Deferred Inflows
of Resources
Pension contributions subsequent to measurement date $ 881,676 -- Changes of assumptions 680,022 --
Differences between expected and actual experience 133,269 $ 89,258 Net differences between projected and actual earnings on pension plan investments 1,215,583 --
Change in employer's proportion and differences between contributions and proportionate share of contributions -- 408,047 Change in employer’s proportions 472,862 --
Total $3,338,412 $497,305
The $881,676 reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2024. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized as pension expense as follows:
35 Year Ended June 30 Deferred Outflows/(Inflows)
2024 $ 511,727 of Resources
2025 447,337
2026 256,874
2027 743,493
Total $1,959,431
Actuarial Assumptions. The proportionate share of the total pension liability for the June 30, 2022 measurement period was determined by an actuarial valuation as of June 30, 2021, with update procedures used to roll forward the total pension liability to June 30, 2022. The proportionate share of the total pension liability was based on the following assumptions:

Actuarial Assumptions
Investment Rate of Return 6.90%
Inflation 2.30%
Salary Increases Varies by entry age and service
Mortality Rate Table (1) Derived using CalPERS’ Membership Data for all Post Retirement Benefit Funds
Increase
Contract COLA up to 2.30% until Purchasing Power
_______________ Protection Allowance Floor on Purchasing Power (1) The mortality table used was developed based on CalPERS’ specific data. The table includes 15 years of mortality improvements using Society of Actuaries Scale 90% of scale MP 2016. For more details on this table, please refer to the December 2017 experience study report on the CalPERS website.

Discount Rate. The discount rate used to measure the total pension liability was 6.90%.

The projection of cash flows used to determine the discount rate assumed that contributions from plan members will be made at the current member contribution rates and that contributions from employers will be added at statutorily required rates, actuarially determined. Based on those assumptions, the Plan’s fiduciary net position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the long-term expected rate of return on plan investments was applied to all periods of projected benefit payments to determine the total pension liability.

Long-term expected rate of return. The long-term expected rate of return on pension plan investments was determined using a building-block method in which expected future real rates of return (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class.

In determining the long-term expected rate of return, CalPERS took into account both short-term and long-term market return expectations as well as the expected pension fund cash flows. Using historical returns of all the funds’ asset classes, expected compound (geometric) returns were calculated over the short-term (first 10 years) using a building-block approach. Using the expected nominal returns for both short-term and long-term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the single equivalent expected return that arrived at the same present value of benefits for cash flows as the one calculated using both short-term and long-term returns. The expected rate of return was then set equivalent to the single equivalent rate calculated above and adjusted to account for assumed administrative expense.

Sensitivity of the Net Pension Liability to Changes in the Discount Rate. The following presents the City’s proportionate share of the net pension liability of the Plan, calculated using the 36 discount rate for each Plan, as well as what the City’s proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1% point lower (5.90%) or 1% point higher (7.90%) than the current rate:

Discount Rate -
1% (5.90%)
Current Discount
Rate (6.90%)
Discount Rate
+1% (7.90%)
Proportionate Share of Net
Pension Liability/(Assets)
$10,411,135 $6,636,241 $3,530,440
Pension Plan Fiduciary Net Position. Detailed information about each pension plan’s fiduciary net position is available in the separately issued CalPERS financial reports. See CalPERS website for additional information.

The information above is derived from the City’s 2022-23 audited financial statements included in the City’s Annual Comprehensive Financial Report set forth in Appendix A.

City Plans Funding Status and History, Required Contributions Around July of each year, CalPERS provides the City reports (each, a “CalPERS Report”) of the actuarial valuation (as of June 30 of the calendar year preceding the year of the CalPERS Report) for each of the City’s Plans. The following information is based on information available from CalPERS and the CalPERS Reports. The City has not independently verified the information provided by CalPERS and expresses no opinion regarding the accuracy of such information.

CalPERS’ actuarial assessments are based on various assumptions (including demographic assumptions and economic assumptions) made by CalPERS, its actuaries, accountants and other consultants. One or more assumptions may not materialize or be changed in the future. The City expresses no opinion regarding the quality of such assumptions and cannot provide any guarantee as to the eventual results.

Actuarial valuations used in the July 2023 CalPERS Reports were based on assumptions regarding future plan experience including investment return and payroll growth, eligibility for the types of benefits provided, and longevity among retirees. The CalPERS Board adopts these assumptions after considering the advice of CalPERS actuarial and investment teams and other professionals. Each actuarial valuation reflected all prior differences between actual and assumed experience and adjusts the contribution rates as needed. This valuation is based on an investment return assumption of 6.8 percent. Other assumptions used in July 2023 CalPERS Report are those recommended in the CalPERS Experience Study and Review of Actuarial Assumptions report. To the extent the actual investment return for Fiscal Year 2022- 23 differs from 6.8%, the actual contribution requirements for Fiscal Year 2025-26 will differ from those shown below.

The table below provides information on the current funded status of the plan under the funding policy. The funded status for this purpose is based on the market value of assets relative to the funding target produced by the entry age actuarial cost method and actuarial assumptions adopted by the board. The actuarial cost method allocates the total expected cost of a member’s projected benefit (Present Value of Benefits) to individual years of service (the Normal Cost). The value of the projected benefit that is not allocated to future service is referred to as the Accrued Liability and is the plan’s funding target on the valuation date. The Unfunded Accrued Liability (UAL) equals the funding target minus the assets. The UAL is an absolute measure of funded status and can be viewed as employer debt. The funded ratio equals the assets divided by the funding target. The funded ratio is a relative measure of the funded status and allows for comparisons between plans of different sizes.
37 Miscellaneous Miscellaneous PEPRA
June 30, 2021 June 30, 2022 June 30, 2021 June 30, 2022 (1) Present Value of Benefits $29,518,628 $30,839,784 $1,988,254 $2,686,483 (2) Entry Age Accrued Liability 26,438,169 27,912,895 406,916 617,025 (3) Market Value of Assets (MVA) 22,577,166 20,548,059 437,189 543,343 (4) Unfunded Accrued Liability (UAL) [(2) - (3)] $3,861,003 $7,364,836 ($30,273) $73,682 (5) Funded Ratio [(3)/(2)] 85.4% 73.6% 107.4% 88.1%
The table below shows the required and projected employer contributions (before cost sharing) for the next six fiscal years. The projection assumes that all actuarial assumptions will be realized and that no further changes to assumptions, contributions, benefits, or funding will occur during the projection period. In particular, the investment return beginning with Fiscal Year 2022- 23 is assumed to be 6.80% per year, net of investment and administrative expenses. Future contribution requirements may differ significantly from those shown below. The actual long-term cost of the plan will depend on the actual benefits and expenses paid and the actual investment experience of the fund. The City aims to make additional payments above the required amounts if feasible, which is determined at the end of each fiscal year.

Miscellaneous
Required
Contribution
Projected Future Employer Contributions
(Assumes 6.80% Return for Fiscal Year 2022-23 and Beyond) Fiscal Year 2024-25 2025-26 2026-27 2027-28 2028-29 2029-30 Normal Cost % 11.88% 11.9% 11.9% 11.9% 11.9% 11.9%
UAL Payment $556,012 $607,000 $655,000 $694,000 $788,000 $803,000 Miscellaneous PEPRA
Required
Contribution
Projected Future Employer Contributions
(Assumes 6.80% Return for Fiscal Year 2022-23 and Beyond) Fiscal Year 2024-25 2025-26 2026-27 2027-28 2028-29 2029-30 Normal Cost % 7.87% 7.9% 7.9% 7.9% 7.9% 7.9%
UAL Payment $2,769 $4,600 $6,500 $8,400 $10,000 $10,000 Other Post-Employment Benefits Other Than Pensions
The Governmental Accounting Standards Board (“GASB”) issued Statement No. 45 entitled “Accounting and Financial Reporting By Employers for Post Employment Benefits Other Than Pensions” (“GASB 45”), which addresses how state and local governments should account for and report their costs and obligations related to post employment healthcare and other nonpension benefits, known collectively as “Other Post-Employment Benefits” or “OPEBs.” GASB 45 generally requires state and local governmental employers to account for and report the cost of OPEBs and outstanding obligations and commitments related to OPEBs in essentially the same manner as they currently do for pensions. Annual OPEB cost for most employers will be based on actuarially determined amounts that, if paid on an ongoing basis, would provide sufficient 38 resources to pay benefits as they come due. The provisions of GASB 45 may be applied prospectively and do not require governments to fund their OPEB plans. An employer may establish its OPEB liability at zero as of the beginning of their initial year of implementation; however, the unfunded actuarial liability is required to be amortized over future periods. GASB 45 is to be phased in based on a government’s total annual revenues, over a three year period beginning with accounting periods beginning after December 15, 2006. The first fiscal year that the City was required to implement GASB 45 reporting was Fiscal Year 2008-09.

The City provides OPEBs to all full time employees in accordance with the City’s contract with CalPERS for participation in the State of California public Employees’ Medical and Hospital Care Act (PEMHCA). The City’s contribution for each retiree is the same as its contribution for full-time employees. Additionally, the City contributes longevity pay to a Retirement Health Savings (RHS) Trust plan of up to $500 for those retirees with 10 years of service with the City of Agoura Hills, enrolled in a CalPERS health plan. The total of the PEMHCA minimum employer contribution and the additional benefit will not exceed $500 per month. The RHS contribution may only be used to reimburse medical premiums. In the event of the retiree's death, the CalPERS eligible surviving spouse has the right to $300 per month to pay for medical premiums for a maximum of 12 months. After 12 months surviving spouses will still be eligible to receive the PEMHCA minimum employer contribution. The plan is an agent, multiple-employer plan administered by CalPERS through the California Employers' Retiree Benefit Trust (CERBT).

Employees are eligible for retiree health benefits if they retire from the City and are eligible for a PERS pension and are enrolled in a CalPERS retiree health plan. The benefits are available only to employees who retire from the City. Membership of the plan consisted of the following at June 30, 2022, measurement date:

Inactive members currently receiving benefits 16
Inactive members entitled to but not yet receiving benefits 2 Active members 34
Total 52
The contribution requirements of plan members and the City are established and may be amended by City Council. In September 2009, the City established an irrevocable trust through CalPERS, in order to prefund its other post-employment benefit (OPEB) liability. For the measurement date ended June 30, 2022, the City recognized $181,331 in contributions to reduce the net OPEB liability. For the fiscal year ended June 30, 2023, the City's contributions were $147,419, with $121,601 in cash contributions and $25,818 in implied subsidy benefits, respectively, making up the total contribution.

The City's net OPEB liability was measured as of June 30, 2022 and the total OPEB liability used to calculate the net OPEB liability was determined by an actuarial valuation dated June 30, 2021, based on actuarial methods and assumptions. The changes in the net OPEB liability for the plan are as follows:
39 Total OPEB
Liability
(a)
Plan Fiduciary
Net Position
(b)
Net OPEB
Liability/(Asset)
(c) = (a) - (b)
Balance at June 30, 2021 (measurement
date)
$2,778,063 $2,890,368 $(112,305)
Changes recognized for the measurement
period:Service Cost 121,398 -- 121,398
Interest on Total OPEB lability 178,384 -- 178,384
Employer Contributions -- 181,331 (181,331)
Net Investment Income -- (414,086) 414,086
Benefit Payments (90,639) (90,639) --
Administrative Expense -- (1,402) 1,402
Net Changes during 2021-22 $209,143 (324,796) 533,939
Balance at June 30, 2022 (measurement
date)
$2,987,206 $2,565,572 $421,634
Risk Management
Self-Insurance
The City is a member of the California Joint Powers Insurance Authority (the “CJPIA”).

CJPIA is comprised of 124 California public entities and is organized under a joint powers agreement pursuant to State law. The purpose of the CJPIA is to arrange and administer programs for the pooling of self-insured losses, to purchase excess insurance or reinsurance, and to arrange for group-purchased insurance for property and other coverages. The CJPIA’s pool began covering claims of its members in 1978. Each member government has an elected official as its representative on the CJPIA’s Board of Directors. The Board operates through a ninemember Executive Committee. Each member pays an annual contribution at the beginning of the coverage period. The total funding requirement for primary self-insurance programs is based on an actuarial analysis. Costs are allocated to individual agencies based on payroll and claims history, relative to other members of the risk-sharing pool.

Primary Liability Program. Claims are pooled separately between police and general government exposures. (1) The payroll of each member is evaluated relative to the payroll of other members. A variable credibility factor is determined for each member, which establishes the weight applied to payroll and the weight applied to losses within the formula. (2) The first layer of losses includes incurred costs up to $100,000 for each occurrence and is evaluated as a percentage of the pool's total incurred costs within the first layer. (3) The second layer of losses includes incurred costs from $100,000 to $500,000 for each occurrence and is evaluated as a percentage of the pool's total incurred costs within the second layer. (4) Incurred costs from $500,000 to $50 million, are distributed based on the outcome of cost allocation within the first and second loss layers.

The overall coverage limit for each member, including all layers of coverage, is $50 million per occurrence. Subsidence losses also have a $50 million per occurrence limit. The coverage structure is composed of a combination of pooled self-insurance, reinsurance, and excess insurance. Additional information concerning the coverage structure is available on CJPIA's website.

Workers' Compensation. Claims are pooled separately between public safety (police and fire) and general government exposures. (1) The payroll of each member is evaluated relative to 40 the payroll of other members. A variable credibility factor is determined for each member, which establishes the weight applied to payroll and the weight applied to losses within the formula. (2) The first layer of losses includes incurred costs up to $75,000 for each occurrence and is evaluated as a percentage of the pool's total incurred costs within the first layer. (3) The second layer of losses includes incurred costs from $75,000 to $200,000 for each occurrence and is evaluated as a percentage of the pool's total incurred costs within the second layer. (4) Incurred costs from $200,000 to statutory limits are distributed based on the outcome of cost allocation within the first and second loss layers.

For 2022-23, CJPIA's pooled retention is $1 million per occurrence, with reinsurance to statutory limits under California Workers' Compensation Law. Employer's Liability losses are pooled among members to $1 million. Coverage from $1 million to $5 million is purchased through reinsurance policies, and Employer's Liability losses from $5 million to $10 million are pooled among members.

Purchased Insurance
Pollution Legal Liability Insurance. The City participates in the pollution legal liability insurance program through CJPIA which covers sudden and gradual pollution of scheduled property, streets, and storm drains owned by the City. Coverage is on a claims-made basis with a $250,000 deductible. CJPIA has an aggregate limit of $20 million.

Property Insurance. The City participates in the all-risk property protection program of CJPIA. This insurance protection is underwritten by several insurance companies. City property is insured according to a schedule of covered property submitted by the City to CJPIA. City property has all-risk property insurance protection in the amount of $37,683,930. There is a $10,000 deductible per occurrence except for non-emergency vehicle insurance which has a $2,500 deductible.

Crime Insurance. The City purchases crime insurance coverage through CJPIA in the amount of $2,575,000 with a $2,500 deductible.

During the past three fiscal years, none of the above programs of protection experienced settlements or judgments that exceeded pooled or insured coverage. There were also no significant reductions in pooled or insured liability coverage in 2022-23.

BONDOWNERS’ RISKS
INVESTMENT IN THE BONDS INVOLVES ELEMENTS OF RISK. THE FOLLOWING

SECTION DESCRIBES CERTAIN SPECIFIC RISK FACTORS AFFECTING THE PAYMENT AND SECURITY OF THE BONDS. THE FOLLOWING DISCUSSION OF RISKS IS NOT

MEANT TO BE AN EXHAUSTIVE LIST OF THE RISKS ASSOCIATED WITH THE PURCHASE

OF THE BONDS AND THE ORDER OF DISCUSSION OF SUCH RISKS DOES NOT NECESSARILY REFLECT THE RELATIVE IMPORTANCE OF THE VARIOUS RISKS.

POTENTIAL INVESTORS ARE ADVISED TO CONSIDER THE FOLLOWING FACTORS

ALONG WITH ALL OTHER INFORMATION IN THIS OFFICIAL STATEMENT IN EVALUATING THE BONDS. THERE CAN BE NO ASSURANCE THAT OTHER RISK FACTORS NOT DISCUSSED UNDER THIS CAPTION WILL NOT BECOME MATERIAL IN THE FUTURE. 41 Limited Obligations with Respect to the Bonds
The Bonds are limited obligations of the Authority payable solely from and secured by a pledge of Revenues and certain funds and accounts held under the Indenture. Revenues consist primarily of Base Rental Payments payable by the City under the Sublease and amounts on deposit from time to time in the funds and accounts held by the Trustee. If for any of the reasons described herein, or for any other reason, the Revenues collected under the Sublease are not sufficient to pay debt service on the Bonds, the Authority will not be obligated to utilize any other of its funds, other than amounts on deposit in the funds and accounts established under the Indenture, to pay debt service on the Bonds.

The Authority has no taxing power. The obligation of the City to make Rental Payments under the Sublease does not constitute an obligation of the City which the City is obligated to levy or pledge any form of taxation or for which the City has levied or pledged any form of taxation.

Neither the Bonds nor the obligation of the City to make Rental Payments under the Sublease constitutes an indebtedness of the City, State or any of its political subdivisions within the meaning of any constitutional or statutory debt limitations.

Abatement
The Sublease provides that the obligation of the City to pay Base Rental Payments will be abated during any period in which, by reason of any damage, destruction or condemnation, there is substantial interference with the use and occupancy of the Leased Property or any portion thereof by the City. Such abatement will continue until the restoration of the Leased Property to tenantable condition. See “SECURITY FOR THE BONDS – Abatement; Insurance.” In the event that the Leased Property, if damaged or destroyed by an insured casualty, could not be replaced during the period of time that proceeds of the City’s rental interruption insurance will be available in lieu of Base Rental Payments, or in the event that casualty insurance proceeds or condemnation proceeds are insufficient to provide for complete repair or replacement of the Leased Property or a redemption of the Bonds in whole (see “THE BONDS – Redemption – Extraordinary Redemption”), a default on the Bonds may occur.

Risk of Uninsured Loss
The City covenants under the Sublease to maintain certain insurance policies on the Leased Property. These insurance policies do not cover all types of risk. The Leased Property could be damaged or destroyed due to a casualty for which the Leased Property is uninsured.

Additionally, the Leased Property could be the subject of an eminent domain proceeding. Under these circumstances an abatement of Base Rental Payments could occur and could continue indefinitely. There can be no assurance that the providers of the City’s liability and rental interruption insurance will in all events be able or willing to make payments under the respective policies for such loss should a claim be made under such policies. There can be no assurances that amounts received as proceeds from insurance or from condemnation of the Leased Property will be sufficient to redeem the Bonds.

City General Fund
In General. The Base Rental Payments and other payments due under the Sublease (including payment of costs of repair and maintenance of, and taxes and other governmental charges levied against, the Leased Property) are payable from funds lawfully available to the City.

If the amounts which the City is obligated to pay in a fiscal year exceed the City’s revenues for such year, the City may choose to make some payments rather than making other payments, 42 including Base Rental Payments, based on the perceived needs of the City. See “CITY FINANCIAL INFORMATION” for a more detailed discussion of revenues deposited in and expenditures from the City’s General Fund. The same result could occur if, because of California Constitutional limits on expenditures, the City is not permitted to appropriate and spend all of its available revenues or is required to expend available revenues to preserve the public health, safety and welfare. For more information regarding California Constitutional limits on expenditures see “LIMITATIONS ON TAX REVENUES AND APPROPRIATIONS – Appropriations Limitations: Article XIIIB.”
Risk of Increased Expenditures. Under the Sublease, the City is permitted to enter into other obligations which constitute additional charges against its revenues without the consent of Owners of the Bonds. To the extent that additional obligations are incurred by the City, the funds available to pay Base Rental Payments could decrease.

Risk of Decreased Revenues. A variety of national, state or regional factors, which are beyond the control of the City’s fiscal policies, as well as the City’s fiscal policies could reduce the amount of the City’s General Fund revenues. To the extent that City revenues decrease, the funds available to pay Base Rental Payments could decrease. See “CITY FINANCIAL INFORMATION.”
No Reserve Fund
The Authority has not funded a reserve fund in connection with the issuance of the Bonds.

State Finances
The State’s financial condition and budget policies affect communities and local public agencies throughout California. State budgets are affected by regional, national or even international economic conditions and a multitude of other factors over which the City has no control. The City cannot give any assurances regarding the financial conditions of the State during any period of time. Some of the State’s budget solutions have caused in the past, and may cause in the future, increased financial stress to cities, counties and other local governments by:
(i) decreasing local revenues (for example, the property tax, road improvement funding, public safety or other categorical funded initiatives), or (ii) increasing directly or indirectly demand for local programs (such as public safety or indigent health programs). In recent years, the State has faced significant financial and budgetary stress. AB X1 26 enacted in 2011, pursuant to which all redevelopment agencies in the State were dissolved, was enacted during the fiscal year 2011-12 budget process and was just one example where cities and counties throughout the State were significantly impacted. Even though California has experienced significantly improved fiscal condition during the past few fiscal years, the State is still facing continuing financial challenges and unfunded long-term liabilities.

According to the State Constitution, the Governor is required to propose a budget to the State Legislature by no later than January 10 of each year, and a final budget must be adopted by the vote of each house of the Legislature no later than June 15, although this deadline has been frequently breached in the past. Before fiscal year 2010-11, the State budget had to be adopted by a two-thirds vote of each house of the State Legislature. However, in November 2010, the voters of the State passed Proposition 25, which reduced the vote required to adopt a budget to a majority vote of each house and which provided that there would be no appropriation from the current budget or future budget to pay any salary or reimbursement for travel or living expenses for members of the Legislature for the period during which the budget was presented 43 late to the Governor. The State budget becomes law upon the signature of the Governor, who may veto specific items of expenditure.

The Governor signed the fiscal year 2023-24 budget for the State on June 27, 2023, and released the fiscal year 2024-25 State budget on January 10, 2024. The City does not anticipate any material adverse effect on the City’s finances based on the fiscal year 2023-24 State budget or the proposed fiscal year 2024-25 State budget. The City also cannot predict what measures the State will adopt to respond to any future financial difficulties. The City can provide no guarantees regarding the outcome of future State budget negotiations, the actions that will be taken in the future by the State Legislature and Governor to deal with changing State revenues and expenditures, or the impact that such budgets or actions will have on the City’s finances and operations.

Information about the State budget and State spending is available at various Statemaintained websites. Text of proposed and adopted budgets may be found at the website of the State Department of Finance, www.dof.ca.gov. An analysis of the budget is posted by the Office of the Legislative Analyst at www.lao.ca.gov. In addition, various official statements for Stateissued bonds, many of which contain a summary of the current and past State budgets may be found at the website of the State Treasurer, www.treasurer.ca.gov. None of the websites referenced above is in any way incorporated into this Official Statement. They are cited for informational purposes only. The City makes no representation concerning, and does not take any responsibility for, the accuracy or timeliness of information posted on such websites or the continued maintenance of such websites by the respective entities.

Natural Calamities; Earthquakes; Fire Hazard Zone Designation From time to time, the City is subject to natural calamities that may adversely affect economic activity in the City which therefore may have a negative impact on City finances. The occurrence of any natural calamity, including but not limited to an earthquake, uncontrolled fire or a major flood, may result in the substantial interference with the use and occupancy of the Leased Property, which could result in Base Rental Payments being subject to abatement. Under such circumstances, no assurance can be given that the City would have insurance or other resources available to make repairs to the Leased Property or to make Base Rental Payments under the Sublease.

The City, like most communities in California, is an area of unpredictable seismic activity, and therefore, is subject to potentially destructive earthquakes. Although the City is not directly on a fault line, there are several fault lines in the surrounding regions and if a large enough earthquake were to occur, they could possibly affect the City. The known faults in this region include: the Malibu Coast Fault (in City of Malibu approximately 15 miles away), Simi Fault (runs through Simi Valley, Moorpark, and Camarillo to the northwest approximately 17 miles away), and Northridge Hills Fault (located approximately 19 miles away). The casualty and liability insurance may not cover losses due to earthquake damage. The City is not required to maintain earthquake insurance under the Sublease. Rental interruption insurance will not cover interruption of Base Rental Payments due to an earthquake.

The County has classified the entire area within the City as a “Very High Fire Hazard Severity Zone” (the “Fire Hazard Zone”). This classification establishes a series of stringent building code requirements that apply to all properties within the Fire Hazard Zone and are intended to retard the rate of spread and reduce the potential intensity of uncontrolled fires.

These building code provisions address roofing and siding materials, window glazing, exterior doors, protection of openings and unenclosed under-floor areas and accessory structures. The 44 City has adopted building standards to meet the requirements of the Fire Hazard Zone classification.

Public Health Emergencies
In recent years and as a result of the COVID-19 pandemic, public health authorities have warned of threats posed by outbreaks of disease and other public health threats. Pandemic diseases arising in the future could have significant adverse health and financial impacts throughout the world, leading to loss of jobs and personal financial hardships, and/or actions by federal, State and local governmental authorities to contain or mitigate the effects of an outbreak.

There can be no assurances that future public health emergencies and/or responses intended to slow the spread of disease, such as limiting business and travel activity, will not materially adversely impact the state and national economies and, accordingly, materially adversely impact the financial condition of the City and the City’s General Fund in the future. In addition, the City may experience increased personnel costs and/or reduced revenues due to the occurrence of future disease emergencies and the related impacts on economic and other activity in and around the City.

Cyber Security
The City, like many other public and private entities, relies on computer and other digital networks and systems to conduct its operations. As a recipient and provider of personal, private or other sensitive electronic information, the City is potentially subject to multiple cyber threats, including without limitation hacking, viruses, ransomware, malware and other attacks. To date, the City has not experienced an attack on its computer operating systems which resulted in a breach of its cybersecurity systems that are in place. However, no assurance can be given that the City’s efforts to manage cyber threats and attacks will be successful in all cases, or that any such attack will not materially impact the operations or finances of the City, or the administration of the Bonds. The City is also reliant on other entities and service providers in connection with the administration of the Bonds, including without limitation the County tax collector and other authorities for the levy and collection of taxes, and the Trustee. No assurance can be given that the City and/or the other entities will not be affected by cyber threats and attacks in a manner that may affect the Bond owners.

Limited Recourse on Sublease Default
If an event of default occurs and is continuing under the Sublease, there is no remedy of acceleration of any Base Rental Payment which have not come due. The remedies provided for in the Sublease include, in addition to all other remedies provided at law, reletting the Leased Property or, without terminating the Sublease, collecting each installment of rent as it becomes due and holding the City liable therefor. If the Trustee does not terminate the Sublease, the Trustee may be required to seek a separate judgment each year for that year’s defaulted Base Rental Payments. Any such suit for money damages would be subject to limitations on legal remedies against cities in California, including a limitation on enforcement of judgments against funds or property needed to serve the public welfare and interest could prove both expensive and time-consuming.

The Sublease permits the Trustee, as the Authority’s assignee, to take possession of and re-let the Leased Property in the event of a default by the City under the Sublease. However, due to the fact that the Leased Property serves essential governmental purposes, a court may determine to not permit such remedy to be exercised. Even if such remedy may be exercised, no 45 assurance can be given that the Trustee could readily relet the Leased Property for rents which are sufficient to enable it to pay debt service on the Bonds in full when due.

Limitations on Remedies
Remedies available to the Owners may be limited by a variety of factors and may be inadequate to assure the timely payment of principal of and interest and premium, if any, on the Bonds or to preserve the tax-exempt status of interest on the Bonds.

Bond Counsel has limited its opinion as to the enforceability of the Bonds and the Indenture to the extent that enforceability may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer, moratorium, or other similar laws affecting generally the enforcement of creditor’s rights, by equitable principles and by the exercise of judicial discretion. Additionally, the Bonds are not subject to acceleration in the event of the breach of any covenant or duty under the Indenture. The lack of availability of certain remedies or the limitation of remedies may entail risks of delay in the exercise of, or limitations on or modifications to, the rights of the Owners.

Enforceability of the rights and remedies of the owners of the Bonds, and the obligations incurred by the Authority, may become subject to the federal bankruptcy code and applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or affecting the enforcement of creditor’s rights generally, now or hereafter in effect, equity principles which may limit the specific enforcement under State law of certain remedies, the exercise by the United States of America of the powers delegated to it by the Constitution, the reasonable and necessary exercise, in certain exceptional situations, of the police powers inherent in the sovereignty of the State and its governmental bodies in the interest of serving a significant and legitimate public purpose and the limitations on remedies against governmental entities in the State.

Investment of Funds
All moneys in any of the funds or accounts held under the Indenture may be invested in Permitted Investments as provided under the Indenture. See “APPENDIX C – SUMMARY OF PRINCIPAL LEGAL DOCUMENTS.” All investments, including Permitted Investments, authorized by law from time to time for investments by the Authority contain a certain degree of risk. Such risks include, but are not limited to, a lower rate of return than expected, decline in market value and loss or delayed receipt of principal. The occurrence of these events with respect to amounts held under the Indenture could have a material adverse effect on the security for the Bonds.

Future Initiative and Legislation
As discussed below under “LIMITATIONS ON TAX REVENUES AND APPROPRIATIONS,” the California’s Constitutional initiative process has resulted in the adoption of measures which pose certain limits on the ability of cities and local agencies to generate revenues, through property taxes or otherwise. From time to time, other initiative measures could be adopted, affecting the City’s ability to generate revenues and to increase appropriations. No assurances can be given as to the potential impact of any future initiative or legislation on the finances and operations of the City.
46 Taxpayer Protection and Government Accountability Act On February 1, 2023, the California Secretary of State announced that a ballot initiative, designated as Initiative 1935 and known as the “Taxpayer Protection and Government Accountability Act” (the “Taxpayer Act”) had received the required number of signatures to appear on the November 5, 2024 ballot.

If approved by the voters casting a ballot at the November 5, 2024 Statewide election, Initiative 1935 would make numerous significant changes to Articles XIII, XIIIA, XIIIC and XIIID of the California Constitution to further limit the authority of local governments, and electors via the initiative process, to adopt and impose taxes and fees. The full text of the Taxpayer Act may be viewed at the website of the California Attorney General.

The Taxpayer Act would, among other things, amend Article XIIIC of the California Constitution to:
• state that every levy, charge or exaction of any kind imposed by local law is either a “tax” or an “exempt charge,” and would amend the definition of “tax” added to Article XIIIC by Proposition 26 to state that “every levy, charge, or exaction of any kind imposed by a local law that is not an “exempt charge” constitutes a tax. The Taxpayer Act narrows the definition of “exempt charge” to mean a “reasonable charge for a specific local government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the actual costs [as opposed to the reasonable costs] to the local government of providing the service or product to the payor.” “Exempt charges” also encompass existing exceptions from the definition of “tax” added to Article XIIIC by Proposition

26. “Actual costs” is defined in the Taxpayer Act to mean “the minimum amount necessary to reimburse the government for the cost of providing the service or product to the payor ... where the amount charged is not used by the government for any purpose other than reimbursing that cost. In computing “actual cost” the maximum amount that may be imposed is the actual cost less all other sources of revenue including, but not limited to taxes, other exempt charges, grants, and state or federal funds received to provide such service or product.” The Taxpayer Act would retain an exemption from the definition of “tax” for assessments, fees or charges which are subject to Article XIIID.
• state that only the governing body of a local government, or an elector acting pursuant to the initiative power, has the authority to impose an exempt charge, and that exempt charges must be imposed by an ordinance specifying the type of exempt charge and the amount or rate of the exempt charge to be imposed, and passed by the governing body, other than for certain exempt charges imposed for a specific health care service. In addition, the Taxpayer Act would amend Article XIIIC to prohibit any amendment to a municipal charter which provides for the imposition, extension or increase of a tax or exempt charge from being submitted to or approved by the electors.
• require the title, summary and ballot label or questions for a measure providing for the imposition of a tax to include: (a) the type and amount or rate of the tax; (b) the duration of the tax; and (c) the use of the revenue derived from the tax; and (d) if the proposed tax is a general tax, the phrase “for general government use.” In addition, no advisory measure may appear on the same ballot that would indicate that the revenue from the general tax will, could or should be used for specific purposes. 47 • require that any special tax, whether proposed by the governing body or by an elector, be approved by a two-thirds (2/3) vote of the electorate. • state that the local government bears the burden of proving by clear and convincing evidence (as opposed to a preponderance of the evidence) that: (a) a levy, charge or exaction is an exempt charge and not a tax; and (b) the amount of the exempt charge is reasonable and that the amount charged does not exceed the actual cost of providing the service or product to the payor.
• state that any tax or exempt charge adopted after January 1, 2022, but prior to the effective date of the Taxpayer Act, which was not adopted in compliance with the requirements thereof is void 12 months after the effective date of the Taxpayer Act, if adopted, unless the tax or exempt charge is reenacted in compliance with the provisions of the Taxpayer Act.

The City cannot predict whether the Taxpayer Act will be approved by the voters casting a ballot at the November 5, 2024 Statewide election. If the Taxpayer Act is approved, the City cannot provide any assurances as to the effect of the implementation or judicial interpretations of the Taxpayer Act on the finances of the State or the City.

In September 2023, California Governor Gavin Newsom and the State Legislature filed an Emergency Petition For Writ Of Mandate with the California Supreme Court arguing that the Taxpayer Act is an unlawful attempt to revise the California Constitution and would impede the government’s ability to provide the essential functions of government. The Writ seeks the removal of the Taxpayer Act from the November 2024 Statewide general election. On November 29, 2023, the California Supreme Court granted a hearing. There can be no assurance as to the outcome and timing of any California Supreme Court decision with respect to the Writ.

Loss of Tax Exemption
In order to maintain the exclusion from gross income for federal income tax purposes of the interest on the Bonds, the Authority and the City have covenanted to comply with the applicable requirements of Section 148 and certain other sections of the Internal Revenue Code of 1986, as amended, relative to arbitrage and avoidance of characterization as private activity bonds, among other things. The interest on the Bonds could become includable in gross income for purposes of federal income taxation retroactive to the date of issuance of the Bonds as a result of acts or omissions of the Authority and/or the City in violation of their covenants. Should such an event of taxability occur, the Bonds are not subject to acceleration, redemption or any increase in interest rates and will remain Outstanding until maturity or until redeemed under one of the redemption provisions contained in the Indenture. See “TAX MATTERS.” Secondary Market
There can be no assurance that there will be a secondary market for the Bonds, or if a secondary market exists, that such Bonds can be sold for any particular price. Occasionally, because of general market conditions or because of adverse history or economic prospects connected with a particular issue, secondary marketing practices in connection with a particular issue are suspended or terminated. Additionally, pricing of issues for which a market is being made will depend upon then prevailing circumstances. Such prices could substantially differ from the original purchase price.
48 LIMITATIONS ON REVENUES AND APPROPRIATIONS
There are a number of provisions in the State of California Constitution that limit the ability of the City to raise and expend revenues. Contained below is a description of some of these limitations. In addition to the ones discussed in this section below, other initiative measures could be adopted from time to time further affecting the City’s revenues and finances.

Property Tax Limitations - Article XIIIA
California voters, on June 6, 1978, approved an amendment (commonly referred to as “Proposition 13” or the “Jarvis-Gann Initiative”) to the California Constitution. This amendment, which added Article XIIIA to the California Constitution, among other things, affects the valuation of real property for the purpose of taxation in that it defines the full cash value of property to mean “the county assessor’s valuation of real property as shown on the 1975-76 tax bill under full cash value, or thereafter, the appraised value of real property when purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment.” The full cash value may be adjusted annually to reflect inflation at a rate not to exceed two percent per year, or any reduction in the consumer price index or comparable local data, or any reduction in the event of declining property value caused by damage, destruction or other factors.

Article XIIIA further limits the amount of any ad valorem tax on real property to one percent of the full cash value except that additional taxes may be levied to pay debt service on indebtedness approved by the voters prior to July 1, 1978. In addition, an amendment to Article XIII was adopted in August 1986 by initiative that exempts from the one percent limitation any bonded indebtedness approved by two-thirds of the votes cast by voters for the acquisition or improvement of real property. On December 22, 1978, the California Supreme Court upheld the amendment over challenges on several state and federal constitutional grounds (Amador Valley Joint Union School District v. State Board of Equalization).

In the general election held on November 4, 1986, voters of the State of California approved two measures, Propositions 58 and 60, which further amended Article XIIIA.

Proposition 58 amended Article XIIIA to provide that the terms “purchased” and “change of ownership,” for purposes of determining full cash value of property under Article XIIIA, do not include the purchase or transfer of (1) real property between spouses and (2) the principal residence and the first $1,000,000 of other property between parents and children. Proposition 60 amended Article XIIIA to permit the Legislature to allow persons over age 55 who sell their residence to buy or build another of equal or lesser value within two years in the same county, to transfer the old residence’s assessed value to the new residence. Pursuant to Proposition 60, the Legislature has enacted legislation permitting counties to implement the provisions of Proposition

60. Article XIIIA has subsequently been amended to permit reduction of the “full cash value” base in the event of declining property values caused by damage, destruction or other factors, to provide that there would be no increase in the “full cash value” base in the event of reconstruction of property damaged or destroyed in a disaster and in certain other minor or technical ways.

Article XIIIA Implementing Legislation
Legislation has been enacted and amended a number of times since 1978 to implement Article XIIIA. Under current law, local agencies are no longer permitted to levy directly any property tax (except to pay voter-approved indebtedness). The one percent property tax is automatically levied by the county and distributed according to a formula among taxing agencies. 49 The formula apportions the tax roughly in proportion to the relative shares of taxes levied prior to 1978.

Increases of assessed valuation resulting from reappraisals of property due to new construction, change in ownership or from the two percent annual adjustment are allocated among the various jurisdictions in the “taxing area” based on their respective “situs.” Any such allocation made to a local agency continues as part of its allocation in future years.

Beginning in the 1981-82 fiscal year, assessors in California no longer record property values on tax rolls at the assessed value of 25 percent of market value, which was expressed as $4 per $100 of assessed value. All taxable property is now shown at full market value on the tax rolls. Consequently, the tax rate is expressed as $1 per $100 of taxable value. Unless otherwise noted, all taxable property value included in this Official Statement (unless noted differently) is shown at 100 percent of market value and all tax rates reflect the $1 per $100 of taxable value.

Challenges to Article XIIIA
California trial and appellate courts have upheld the constitutionality of Article XIIIA’s assessment rules in three significant cases. The United States Supreme Court, in an appeal to one of these cases, upheld the constitutionality of Article XIIIA’s tax assessment system. The City cannot predict whether there will be any future challenges to California’s present system of property tax assessment and cannot evaluate the ultimate effect on the City’s receipt of property tax revenues should a future decision hold unconstitutional the method of assessing property.

Appropriations Limitations: Article XIIIB
On November 6, 1979, California voters approved Proposition 4, the so-called Gann Initiative, which added Article XIIIB to the California Constitution. Article XIIIB limits the annual appropriations of the State and any city, county, school district, authority or other political subdivision of the State to the level of appropriations for the prior fiscal year, as adjusted annually for changes in the cost of living, population and services rendered by the government entity. The “base year” for establishing such appropriations limit is the 1978-79 fiscal year, and the limit is to be adjusted annually to reflect changes in population, consumer prices and certain increases in the cost of services provided by these public agencies. Revenues received in excess of the appropriations limit must be returned by a revision of tax rates or fee schedules within the next two subsequent fiscal years.

Propositions 218 and 26: Article XIIIC and Article XIIID On November 5, 1996, California voters approved Proposition 218, “the Right to Vote on Taxes Act.” Proposition 218 added Articles XIIIC and XIIID to the California Constitution, providing certain vote requirements and other limitations on the imposition of new or increased taxes, assessments, and property-related fees and charges.

The general financial condition of the City may be affected by provisions of Article XIIIC and Article XIIID. In particular, provisions of Article XIIIC (i) require taxes for general governmental purposes to be approved by a majority vote and taxes for specific purposes, even if deposited into the General Fund, to be approved by two-thirds vote, (ii) require any general purpose tax which the City imposed, extended or increased, without voter approval, after December 31, 1994, to be approved by majority vote on November 5, 1998 and (iii) provide that all taxes, assessments, fees and charges to reduction or repeal at any time through the initiative process, subject to overriding constitutional principles relating to the impairment of contracts. 50 Provisions of Article XIIID that affect the ability of the City to fund certain services or programs that it may be required or choose to fund include (ii) adding notice, hearing, protest and, in some cases, voter approval requirements to impose, increase or extend certain assessments, fees and charges and (ii) adding stricter requirements for finding individualized benefits associated with such levies.

On November 2, 2010, California voters approved Proposition 26, the "Supermajority Vote to Pass New Taxes and Fees Act." Relevant to local governments, Proposition 26 amended Article XIIIC of the California Constitution by adding an expansive definition for the term "tax," which previously was not defined under the California Constitution. As a result, Proposition 26 requires a local government to obtain two-thirds voter approval for many fees, charges and levies that a local government was previously authorized to adopt by a majority vote of its legislative body. Specifically, Proposition 26 defines a "tax" as any levy, charge, or exaction of any kind imposed by a local government except those enumerated in seven specified exceptions, as follows:
(1) A charge imposed for a specific benefit conferred or privilege granted directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of conferring the benefit or granting the privilege. (2) A charge imposed for a specific government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of providing the service or product. (3) A charge imposed for the reasonable regulatory costs to a local government for issuing licenses and permits, performing investigations, inspections, and audits, enforcing agricultural marketing orders, and the administrative enforcement and adjudication thereof. (4) A charge imposed for entrance to or use of local government property, or the purchase, rental, or lease of local government property. (5) A fine, penalty, or other monetary charge imposed by the judicial branch of government or a local government, as a result of a violation of law. (6) A charge imposed as a condition of property development. (7) Assessments and property-related fees imposed in accordance with the provisions of Article XIII D.

In the event that the City cannot properly impose a charge, which constitutes a “tax” pursuant to Article XIII, the City would have to choose whether to reduce or eliminate the services financed by such tax or to finance such services from its General Fund. The foregoing discussion of Proposition 218 should not be considered an exhaustive or authoritative treatment of the provisions of Proposition 218 or the possible effects of Propositions 218 or 26. Interim rulings, final decisions, legislative proposals and legislative enactments affecting Propositions 218 and 26 may impact the City’s ability to make Rental Payments. The City does not expect to be in a position to control the consideration or disposition of these issues and cannot predict the timing or outcome of any judicial or legislative activity related to these issues.

Proposition 62
On November 4, 1986, California voters adopted Proposition 62, which requires that (i) any local tax for general governmental purposes (a “general tax”) must be approved by a majority vote of the electorate; (ii) any local tax for specific purposes (a “special tax”) must be approved by 51 a two-thirds vote of the electorate; (iii) any general tax must be proposed for a vote by two-thirds of the legislative body; and (iv) proceeds of any tax imposed in violation of the vote requirements must be deducted from the local agency’s property tax allocation.

Most of the provisions of Proposition 62 were affirmed by the 1995 California Supreme Court decision in Los Angeles County Local Transportation Authority v. Guardino, which invalidated a special sales tax for transportation purposes because fewer than two-thirds of the voters voting on the measure had approved the tax. The City does not believe any of the taxes constituting City revenues are levied in violation of Proposition 62.

Unitary Property
AB 454 (Chapter 921, Statutes of 1986) provides that revenues derived from most utility property assessed by the State Board of Equalization (“Unitary Property”), commencing with the 1988-89 fiscal year, will be allocated as follows: (i) each jurisdiction will receive up to 102 percent of its prior year State-assessed revenue; and (ii) if county-wide revenues generated from Unitary Property are less than the previous year’s revenues or greater than 102 percent of the previous year’s revenues, each jurisdiction will share the burden of the shortfall or benefit of the excess revenues by a specified formula. This provision applies to all Unitary Property except railroads, whose valuation will continue to be allocated to individual tax rate areas.

The provisions of AB 454 do not constitute an elimination of the assessment of any Stateassessed properties nor a revision of the methods of assessing utilities by the State Board of Equalization. Generally, AB 454 allows valuation growth or decline of Unitary Property to be shared by all jurisdictions in a county.

ABSENCE OF LITIGATION
To the Authority’s and the City’s knowledge, there is no litigation pending or threatened to restrain or enjoin the issuance, execution or delivery of the Bonds, to contest the validity of the Bonds, the Indenture, the Lease, the Sublease or any proceedings of the City or the Authority with respect thereto. In the opinion of the Authority and its counsel, there is no lawsuit or claim pending against the Authority which will materially impair the Authority’s ability to enter into the Indenture or restrain or enjoin the collection of Revenues as contemplated therein. In the opinion of the City and its counsel, there is no lawsuit or claim pending against the City which will materially impair the City’s ability to enter into the Sublease or restrain or enjoin the payment of Base Rental Payments.

CONTINUING DISCLOSURE
The City has undertaken for the benefit of holders and beneficial owners of the Bonds to provide certain financial information relating to the City and other data by not later March 1 of each year (the “Annual Report”), commencing March 1, 2025 with the report for the 2023-24 fiscal year, and to provide notices of the occurrence of certain enumerated events. The Annual Report, and any notice of material event will be filed by the City or Digital Assurance Certification, LLC, as the Dissemination Agent on behalf of the City, with the Municipal Securities Rulemaking Board, through its Electronic Municipal Market Access System (referred to as “EMMA”), at www.emma.msrb.org. The specific nature of the information to be contained in the Annual Report or the notices of material events is set forth in “APPENDIX E – FORM OF CONTINUING DISCLOSURE AGREEMENT.” This undertaking has been made in order to assist the Underwriter in complying with Rule 15c2-12(b)(5) (the “Rule”) promulgated by the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended. 52 A failure by the City to comply with the provisions of the Continuing Disclosure Agreement is not an event of default under the Indenture (although the holders and beneficial owners of the Bonds do have remedies at law and in equity). However, a failure to comply with the provisions of the Continuing Disclosure Agreement must be reported in accordance with the Rule and must be considered by any broker, dealer or municipal securities dealer before recommending the purchase or sale of the Bonds. Therefore, a failure by the City to comply with the provisions of the Continuing Disclosure Agreement may adversely affect the marketability of the Bonds on the secondary market.

A review of the City’s prior compliance with its continuing disclosure obligations under the Rule reveals that it has complied, in all material respects, with its continuing disclosure requirements during the past five years.

LEGAL MATTERS
The legality of the issuance of the Bonds is subject to the approval of Richards, Watson & Gershon, A Professional Corporation, Los Angeles, California, Bond Counsel. Bond Counsel’s opinions with respect to the Bonds will be substantially in the forms set forth in APPENDIX B of this Official Statement.

TAX MATTERS
The Internal Revenue Code of 1986, as amended (the “Code”), establishes certain requirements which must be met subsequent to the issuance and delivery of the Bonds for interest thereon to be and remain excluded from gross income for federal income tax purposes.

Noncompliance with such requirements could cause interest on the Bonds to be included in gross income for federal income tax purposes retroactive to their date of issue. These requirements include, but are not limited to, provisions which limit how the proceeds of the Bonds may be spent and invested, and generally require that certain investment earnings be rebated on a periodic basis to the United States of America. The City and the Authority have made certifications and representations and have covenanted to maintain the exclusion of the interest on the Bonds from gross income for federal income tax purposes pursuant to Section 103 of the Code.

In the opinion of Richards, Watson & Gershon, A Professional Corporation, Bond Counsel, under existing law and assuming the accuracy of such certifications and representations by, and compliance with such covenants of, the City and the Authority, interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax; however, for tax years beginning after December 31, 2022, interest on the Bonds included in adjusted financial statement income of certain corporations is not excluded from the federal corporate alternative minimum tax. Bond Counsel is also of the opinion that, under existing law, interest on the Bonds is exempt from State of California personal income taxes. Bond counsel expresses no opinion as to any other tax consequences regarding the Bonds.

Under the Code, interest on the Bonds may be subject to a federal branch profits tax imposed on certain foreign corporations doing business in the United States and to a federal tax imposed on excess net passive income of certain S corporations. Under the Code, the exclusion of interest from gross income for federal income tax purposes may have certain adverse federal income tax consequences on items of income, deduction or credit for certain taxpayers, including financial institutions, certain insurance companies, recipients of Social Security and Railroad Retirement benefits, those deemed to incur or continue indebtedness to acquire or carry taxexempt obligations, and individuals otherwise eligible for the earned income tax credit. The 53 applicability and extent of these and other tax consequences will depend upon the particular tax status or other tax items of the owner of the Bonds. Bond Counsel will express no opinion regarding these and other such consequences.

Bond Counsel has not undertaken to advise in the future whether any circumstances or events occurring after the date of issue of the Bonds may affect the tax status of interest on the Bonds. Legislation affecting tax-exempt obligations is regularly considered by the United States Congress and may also be considered by the California legislature. Court proceedings may also be filed, the outcome of which could modify the tax treatment of obligations such as the Bonds.

No assurance can be given that legislation enacted or proposed, or actions by a court, after the date of issue of the Bonds, will not eliminate, or directly or indirectly reduce the benefit of the exclusion of interest on the Bonds from gross income for federal income tax purposes, or have an adverse effect on the market value or marketability of the Bonds. Investors should consult their own financial and tax advisors to analyze the importance of these risks.

For example, federal tax legislation enacted on December 22, 2017, reduced corporate tax rates, modified individual tax rates, eliminated many deductions, and generally eliminated the tax-exempt advance refunding of tax-exempt bonds and other tax advantaged bonds, among other things. In addition, investors in the Bonds should be aware that future legislative actions might increase, reduce, or otherwise change (including retroactively) the financial benefits and the treatment of all or a portion of the interest on the Bonds for federal income tax purposes for all or certain taxpayers. In all such events, the market value of the Bonds may be adversely affected and the ability of holders to sell their Bonds in the secondary market may be reduced. The Bonds are not subject to special mandatory redemption, and the interest rates on the Bonds are not subject to adjustment, in the event of any such change.

Certain requirements and procedures contained or referred to in relevant documents may be changed and certain actions may be taken, under the circumstances and subject to the terms and conditions set forth in such documents, upon the advice or with the approving opinion of nationally recognized bond counsel. Bond Counsel expresses no opinion as to any Bond, or the interest thereon, if any such change occurs or action is taken upon the advice or approval of bond counsel other than Richards, Watson & Gershon, A Professional Corporation.

If the issue price of a Bond (the first price at which a substantial amount of the bonds of a maturity are sold to the public) is less than the stated redemption price at maturity of such Bond, the difference constitutes original issue discount, the accrual of which is excluded from gross income for federal income tax purposes to the same extent as interest on the Bonds. Further, such original issue discount accrues actuarially on a constant yield method over the term of each such Bond and the basis of each Bond acquired at such initial offering price by an initial purchaser thereof will be increased by the amount of such accrued original issue discount. The accrual of original issue discount may be taken into account as an increase in the amount of taxexempt income for purposes of determining various other tax consequences of owning such Bonds. Purchasers who acquire Bonds with original issue discount are advised that they should consult with their own independent tax advisors with respect to the state and local tax consequences of owning such Bonds.

If the issue price of a Bond is greater than the stated redemption price at maturity of such Bond, the difference constitutes original issue premium, the amortization of which is not deductible from gross income for federal income tax purposes. Original issue premium is amortized over the period to maturity of such Bond based on the yield to maturity of that Bond (or, in the case of a Bond callable prior to its stated maturity, the amortization period and yield may be required to be determined on the basis of an earlier call date that results in the lowest yield on 54 that Bond), compounded semiannually. For purposes of determining gain or loss on the sale or other disposition of such Bond, the purchaser is required to decrease such purchaser’s adjusted basis in such Bond by the amount of premium that has amortized to the date of such sale or other disposition. As a result, a purchaser may realize taxable gain for federal income tax purposes from the sale or other disposition of such Bond for an amount equal to or less than the amount paid by the purchaser for that Bond. A purchaser of that Bond in the initial public offering at the issue price for that Bond who holds it to maturity (or, in the case of a callable Bond, to its earlier call date that results in the lowest yield on that Bond) will realize no gain or loss upon its retirement.

Payments of interest on tax-exempt obligations, including the Bonds, are generally subject to IRS Form 1099-INT information reporting requirements. If an owner of a Bond is subject to backup withholding under those requirements, then payments of interest will also be subject to backup withholding. Those requirements do not affect the exclusion of such interest from gross income for federal income tax purposes.

Prospective purchasers of the Bonds should consult their own independent tax advisers regarding pending or proposed federal and state tax legislation and court proceedings, and prospective purchasers of the Bonds at other than their original issuance at the respective prices indicated on the inside cover of this Official Statement should also consult their own tax advisers regarding other tax considerations such as the consequences of market discount, as to all of which Bond Counsel expresses no opinion.

Bond Counsel’s engagement with respect to the Bonds ends with the issuance of the Bonds, and, unless separately engaged, Bond Counsel is not obligated to defend the City, the Authority or the owners of the Bonds regarding the tax status of interest thereon in the event of an audit examination by the IRS. The IRS has a program to audit tax-exempt obligations to determine whether the interest thereon is includible in gross income for federal income tax purposes. If the IRS does audit the Bonds, under current IRS procedures, the IRS will treat the Authority as the taxpayer and the beneficial owners of the Bonds will have only limited rights, if any, to participate in the audit or to obtain and participate in judicial review of such audit. Any action of the IRS, including but not limited to selection of the Bonds for audit, or the course or result of such audit, or an audit of other obligations presenting similar tax issues, may affect the market value of the Bonds.

A copy of the proposed form of opinion of Bond Counsel is attached hereto as APPENDIX B.

MUNICIPAL ADVISOR
Columbia Capital Management, LLC has acted as municipal advisor to the Authority and the City concerning the Bonds. The municipal advisor is an independent municipal advisory firm and is not engaged in the business of underwriting, trading, or distributing municipal securities or other public securities.

UNDERWRITING
Raymond James & Associates, Inc., as underwriter (the “Underwriter”), has agreed, subject to certain conditions, to purchase the 2024A Bonds at a purchase price of $12,185,987.48 (equal to the principal amount of the 2024A Bonds, less net original issue discount of $81,302.60 and less an underwriter’s discount of $57,709.92), and the 2024B Bonds at a purchase price of $2,743,016.38 (equal to the principal amount of the 2024B Bonds, plus original issue premium of 55 $180,648.10 and less an underwriter’s discount of $12,631.72). The Underwriter intends to offer the Bonds to the public initially at the prices set forth on the inside cover page of this Official Statement, which prices may subsequently change without any requirement of prior notice.

RATINGS
S&P Global Ratings (“S&P”) has assigned its rating of “AA+” to the Bonds. Such rating reflects only the views of S&P and any explanation of the significance of such ratings may be obtained only from S&P. Generally, a rating agency bases its rating on the information and materials furnished to it and on investigations, studies and assumptions of its own. There is no assurance such rating will continue for any given period of time or that such rating will not be revised downward, suspended, or withdrawn entirely by the rating agency, if in the judgment of such rating agency, circumstances so warrant. Any such downward revision, suspension or withdrawal of the rating may have an adverse effect on the market price of the Bonds.

FINANCIAL STATEMENTS
The City’s Annual Comprehensive Financial Report for the fiscal year ended June 30, 2023 (the “ACFR”), attached as Appendix A hereto, was audited by Lance, Soll & Lunghard, LLP, Brea, California (the “Auditor”). The Auditor was not requested to consent to the inclusion of its report in Appendix A and it has not undertaken to update its report or to take any action intended or likely to elicit information concerning the accuracy, completeness, or fairness of the statements made in the Official Statement, and no opinion is expressed by the Auditor with respect to any event subsequent to its report. See “APPENDIX A – CITY OF AGOURA HILLS ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR FISCAL YEAR ENDED JUNE 30, 2023.”

MISCELLANEOUS
All of the preceding description and summaries of the Bonds, the Indenture and the Sublease, other applicable agreements, legislation and other documents are made subject to the provisions of such documents respectively and do not purport to be complete statements of any or all of such provisions. Reference is hereby made to such documents on file with the City for further information in connection therewith.

Any statements made in this Official Statement involving matters of opinion or of estimates, whether or not so expressly stated, are set forth as such and not as representations of fact, and no representation is made that any of the estimates will be realized. 56 The Authority and the City have duly authorized the execution and delivery of this Official Statement by their duly authorized officers.

AGOURA HILLS IMPROVEMENT AUTHORITY
By: /s/ Nathan Hamburger
Nathan Hamburger
Chief Administrative Officer

CITY OF AGOURA HILLS
By: /s/ Nathan Hamburger
Nathan Hamburger
City Manager
A-1

APPENDIX A

CITY OF AGOURA HILLS ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR YEAR ENDED JUNE 30, 2023
[THIS PAGE INTENTIONALLY LEFT BLANK]

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December 13, 2023
Honorable Mayor and Members of the City Council
Citizens of the City of Agoura Hills, California
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CITY OF AGOURA HILLS

ORGANIZATIONAL STRUCTURE

AGOURA HILLS RESIDENTS
Jeremy WolfCouncilmember lllece BuckleyWeberMayor Pro Tern ChrisAnsteadMayor Deborah KleinLopezCouncilmember Penny SylvesterCouncilmember Planning Commission
5)
Assistant City Manager
City Manager

9.5)
Intergovernmental Affairs
General Administration
Economic Development
Human Resources
Risk Management
Emergency Operations
Information Systems
City Attorney
Contract)
Community Development Director

8.5)
Director of Public Works
5)
Planning Building and Safety
Current Planning•
Economic
Development &
Revitalization
Environmental
Review•
General Plan
Code Enforcement
Comprehensive
Planning•
Community
Development
Block Grant
Plan Review
Permit Processing
Permit Issuance
Building Inspection
Code Adoption and
Enforcement•
Issuance of
Certificate of
Occupancy
Private Project
Devel.

Capital Project Devel.

Mapping & Records
Public
Works
Inspection
TransiVTransport.

Engineering•
Water Maintenance
Wastewater
Storm Water
Maintenance
Street/Landscape
City Clerk
1)
Information
Agendas/ Minutes
Public Hearings
Elections•
Records Management
Director of Community
Services
8)
Recreation Programs
City-Wide Special
Events
Transportation
Services•
Senior Center
Community Service
Programs•
Community Relations
Recreation Center
Reyes Adobe Historical
Site•
Equestrian Arena
Park facilities &
Maintenance•
Cultural Arts
Finance Director
4)
Accounting
Operating Budget
Payroll
Financial Reporting
Business Registration
Cash Management
Purchasing
All police and fire services are provided to residents through a contract with the Los Angeles County Sheriffs Department and Consolidated Fire Protection District of Los Angeles County. The City receives fire protection and paramedic services as well as wildfire land fire protection and forestry service from Department of Forester and Fire Warden. fwgbwpgDeputy City Manager
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18 CITY OF AGOURA HILLS
Statement of Net Position
Governmental
Activities
ASSETS
Cash and investments 20,534,577$
Receivables (net of uncollectibles):

Accounts 4,121,346
Accrued interest 168,524
Due from other governments 3,002,174
Leases 269,720
Investment in joint venture 1,820,035
Restricted assets:

Cash with fiscal agent 243,842
Advances to Successor Agency, net of allowances 25, 477, 462 Prepaid costs 85, 199
Capital assets ( not being depreciated) 48, 417, 099
Capital assets ( net of accumulated depreciation) 98, 222, 020 Total assets 202, 361, 998

DEFERRED OUTFLOWS OF RESOURCES
Deferred amount on refunding 335, 464
Pension- related 3,338, 412
OPEB- related 562, 583
Total deferred outflows of resources 4,236, 459

LIABILITIES
Accounts payable 1,868, 639
Accrued liabilities 23, 905
Accrued interest 93, 437
Deposits payable 972, 927
Noncurrent liabilities:

Due within one year: bonds, notes,
and compensated absences 774, 221
Due in more than one year:

Net pension liability 6,636, 241
Net OPEB liability 421, 634
Bonds, notes, and
compensated absences 11, 635, 242
Total liabilities 22, 426, 246

DEFERRED INFLOWS OF RESOURCES
Pension- related 497, 305
OPEB- related 526, 725
Total deferred inflows of resources 1,024, 030

NET POSITION
Net investment in capital assets 135, 086, 093
Restricted:

Parks and recreation 779, 629
Public works 292, 037
Capital projects 68, 932
Debt service 894, 058
Grants programs 130, 098
Transportation services 2,135, 684
Unrestricted 43, 761, 650
Total net position 183, 148, 181$
June 30, 2023
See accompanying notes to financial statements. 19
7+,6 3$*( 17( 17,21$//< 7 1.
20 CITY OF AGOURA HILLS
Statement of Activities
For the Year Ended June 30, 2023
Operating Capital
Charges for Contributions Contributions Governmental
Expenses Services and Grants and Grants Activities
Functions/ Programs:

Primary government:

Governmental activities:

General government 6,592,414$ 156,510$ 9,541,955$ -$ 3,106,051$ Public safety 5,480,381 1,108,362 165,271 - ( 4,206,748) Community development 2,356,568 226,904 - - ( 2,129,664) Community services 3,109,429 317,686 - - ( 2,791,743)
Public works 5,134,207 238,487 1,721,652 1,176,815 ( 1,997,253) Interest on long-term debt 530,897 - - - ( 530,897)
Total governmental activities 23,203,896$ 2,047,949$ 11,428,878$ 1,176,815$ ( 8,550,254)$ General revenues:

Property taxes 6,554,679
Sales taxes 5,167,372
Transient occupancy taxes 3,512,964
Franchise taxes 964,574
Use of money and property 1,508,148
Other 279,761
Total general revenues 17,987,498
Change in net position 9,437,244
Net position- beginning, as restated 173,710,937
Net position- ending 183,148, 181$
Program Revenues
Net (Expenses)
Revenues and
Changes in
Net Position
See accompanying notes to financial statements. 21

CITY OF AGOURA HILLS
Balance Sheet
Governmental Funds
June 30, 2023
General
ASSETS
Cash and investments 12,004,415$ 886,229$ 19,806$
Receivables ( net of allowance for uncollectible):

Accounts 1,068,715 - 2,351,555
Accrued interest 94,569 7,829 292
Due from other governments 1,368,932 - 71,471
Loans - 72,431 -
Due from other funds 2,637,323 - -
Prepaid costs 85,199 - -
Restricted assets:

Cash and investments with fiscal agents - - -
Advances to successor agency 25,477,462 - -
Total assets 42,736,615$ 966,489$ 2,443,124$

LIABILITIES
Accounts payable 1,507,231$ -$ -$
Accrued liabilities 23,905 - -
Deposits payable 955,319 - -
Due to other funds - - 2,320,396
Total liabilities 2,486,455 - 2,320,396

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues 394,953 72,431 2,423,008
Total deferred inflows of resources 394,953 72,431 2,423,008

FUND BALANCES ( DEFICITS)
Nonspendable 25,562,661 - -
Restricted - 894,058 -
Committed 729,017 - -
Assigned - - -
Unassigned 13,563,529 - ( 2,300,280)
Total fund balances ( deficits) 39,855,207 894,058 ( 2,300,280) Total liabilities, deferred inflows of resources,
and fund balances ( deficits) 42,736,615$ 966,489$ 2,443,124$ Measure R
Housing
Successor
Agency
Capital
Projects
Funds
Special
Revenue Fund
See accompanying notes to financial statements. 22

CITY OF AGOURA HILLS
Balance Sheet
Governmental Funds
June 30, 2023
ASSETS
Cash and investments
Receivables ( net of allowance for uncollectible):

Accounts
Accrued interest
Due from other governments
Loans
Due from other funds
Prepaid costs
Restricted assets:

Cash and investments with fiscal agents
Advances to successor agency
Total assets

LIABILITIES
Accounts payable
Accrued liabilities
Deposits payable
Due to other funds
Total liabilities

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues
Total deferred inflows of resources

FUND BALANCES ( DEFICITS)
Nonspendable
Restricted
Committed
Assigned
Unassigned
Total fund balances ( deficits)
Total liabilities, deferred inflows of resources,
and fund balances ( deficits)
Total Total
Nonmajor Governmental
Funds Funds
7,624,127$ 20,534,577$
421,722 279,354 4,121,346
65,834 168,524
286,838 1,274,933 3,002,174
197,289 269,720
963,763 3,601,086
85,199
243,842 243,842
25,477,462
708,560$ 10,649,142$ 57,503,930$
25,876$ 335,532$ 1,868,639$
23,905
17,608 972,927
669,751 610,939 3,601,086
695,627 964,079 6,466,557
680,990 1,345,326 4,916,708
680,990 1,345,326 4,916,708
25,562,661
3,406,380 4,300,438
5,231,184
1,
5,960,201
1261,126
668,057) ( 298,953) 10,296,239
668,057) 8,339,737 46,120,665
708,560$ 10,649,142$ 57,503,930$
Measure M
Capital
Projects Fund
Capital
Projects
Funds
See accompanying notes to financial statements. 23
7+,6 3$*( 17( 17,21$//< 7 1.
24 Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position
June 30, 2023
Amounts reported for governmental activities in the Statement of Net Position are different because:

Total fund balances - governmental funds 46,120,665$
146,639,119
Deferred outflows-pension related 3,338,412$
Deferred outflows- OPEB related 562, 583
Deferred inflows- pension related ( 497, 305)
Deferred inflows- OPEB related ( 526, 725)
Total deferred outflows and inflows related to postemployment benefits 2,876, 965 Investment in Joint Venture 1,820, 035
Miscellaneous revenues 4,916, 708
Total other long- term assets 6,736, 743
Bonds payable ( 11, 310, 000)
Compensated absences ( 520, 973)
Accrued interest payable on long- term debt ( 93, 437)
Net pension liability ( 6,636, 241)
Net OPEB liability ( 421, 634)
Total long- term liabilities ( 18, 982, 285)
Deferred amount on refunding 335, 464
Bond premiums ( 578, 490)
Total premiums, discounts, and deferred items ( 243, 026) Net position of governmental activities 183, 148, 181$
Long- term liabilities that are not due and payable in the current period, and therefore, are not reported in the funds.

Governmental funds report the effect of premiums, discounts, and refundings and similar items when debt is first issued, whereas, these amounts are deferred and amortized in the Statement of Activities.

CITY OF AGOURA HILLS
Capital assets, net of accumulated depreciation/amortization, used in governmental activities are not financial resources and, therefore, are not reported in the funds.

Differences between expected and actual experiences, assumption changes and net differences between projected and actual earnings, and contributions subsequent to the measurement date for the postretirement benefits ( pension and OPEB) are recognized as deferred outflows of resources and deferred inflows of resources on the Statement of Net Position.

Other long- term assets that are not available to pay for current period expenditures and, therefore, are either labeled unavailable or not reported in the funds.

See accompanying notes to financial statements. 25

CITY OF AGOURA HILLS
Statement of Revenues, Expenditures, and Changes in Fund Balances Governmental Funds
For the Year Ended June 30, 2023
General

REVENUES
Taxes 16,163,128$ -$ -$
Licenses and permits 790,556 - -
Intergovernmental - - 864,285
Charges for services 1,066,162 - -
Use of money and property 1,024,449 22,537 857
Fines and forfeitures 45,574 - -
Contributions 36,789 - -
Miscellaneous 279,761 - -
Total revenues 19,406,419 22,537 865,142

EXPENDITURES
Current:

General government 6,017,099 27,684 14,510
Public safety 5,109,266 - -
Community development 2,282,015 32,446 -
Community services 3,047,204 - -
Public works 1,655,114 - 28,082
Capital outlay 194,788 - 58,606
Debt service:

Principal - - -
Interest and fiscal charges - - -
Total expenditures 18,305,486 60,130 101,198
Excess (deficiency) of revenues
over (under) expenditures 1,100,933 ( 37,593) 763,944

OTHER FINANCING SOURCES ( USES)
Transfers in - 134,231 -
Transfers out ( 1,363,005) - -
Total other financing sources (uses) ( 1,363,005) 134,231 - Net change in fund balances ( 262,072) 96,638 763,944
Fund balances ( deficit) - as restated 40,117,279 797,420 ( 3,064,224) Fund balances ( deficit)-ending 39,855,207$ 894,058$ ( 2,300,280)$ Special
Revenue Fund
Measure R
Housing
Successor
Agency
Capital
Projects Fund
See accompanying notes to financial statements. 26

CITY OF AGOURA HILLS
Statement of Revenues, Expenditures, and Changes in Fund Balances Governmental Funds
For the Year Ended June 30, 2023

REVENUES
Taxes
Licenses and permits
Intergovernmental
Charges for services
Use of money and property
Fines and forfeitures
Contributions
Miscellaneous
Total revenues

EXPENDITURES
Current:

General government
Public safety
Community development
Community services
Public works
Capital outlay
Debt service:

Principal
Interest and fiscal charges
Total expenditures
Excess (deficiency) of revenues
over (under) expenditures

OTHER FINANCING SOURCES ( USES)
Transfers in
Transfers out
Total other financing sources (uses)
Net change in fund balances
Fund balances ( deficit) - as restated
Fund balances ( deficit)-ending
Total Total
Nonmajor Governmental
Funds Funds
36,461$ 16,199,589$
790,556
95,629 5,625,064 6,584,978
73,669 1,139,831
183,733 1,231,576
59,935 105,509
31,877 68,666
279,761
95,629 6,010,739 26,400,466
14,040 164,631 6,237,964
363,207 5,472,473
104,651 2,419,112
92,428 3,139,632
27,667 2,066,401 3,777,264
233,608 2,438,478 2,925,480
380,000 380,000
528,325 528,325
275,315 6,138,121 24,880,250
179,686) ( 127,382) 1,520,216
1,228,774 1,363,005
1,363,005)
1,228,774 -
179,686) 1,101,392 1,520,216
488,371) 7,238,345 44,600,449
668,057)$ 8,339,737$ 46,120,665$
Measure M
Capital
Projects Fund
Capital
Projects Fund
See accompanying notes to financial statements. 27
Reconciliation of the Statement of Revenues, Expenses and Changes in Fund Balances of Governmental Funds to the Statement of Activities For the Year Ended June 30, 2023
Amounts reported for governmental activities in the Statement of Activities are different because:

Net change in fund balances - total governmental funds: 1,520,216$ Capital outlay 3,162,068$
Depreciation/amortization expense ( 2,171,782)
Total adjustment 990,286
Investment in joint venture 276, 572
Earned but unavailable grant revenues ( 630, 518)
Earned but unavailable other revenues ( 690, 380)
Total adjustment ( 1,044, 326)
Donations of capital assets 7,285, 000
Total adjustment 7,285, 000
Amortization of bond premiums and discounts 40, 109
Amortization of deferred amounts on refunding ( 17, 656) Principal payments 380, 000
Total adjustment 402, 453
Accrued interest on long- term debt ( 2,572)
Compensated absences ( 25, 470)
Changes in pension liabilities and related deferred outflows and inflows of resources 230, 790 Changes in OPEB liabilities and related deferred outflows and inflows of resources 80, 867 Total adjustment 283, 615
Change in net position of governmental activities 9,437, 244$ Some expenses reported in the Statement of Activities do not require the use of current financial resources and, therefore, are not reported as expenditures in the governmental funds.

CITY OF AGOURA HILLS
Governmental funds report capital outlays are expenditures. However, in the Statement of Activities, the cost of these assets is allocated over their estimated useful lives and reported as depreciation/amortization expense. This is the amount by which capital outlays exceeded depreciation/amortization expense in the current period.

Revenues in the Statement of Activities that do not provide current financial resources are not reported as revenues in the funds.

The net effect of various miscellaneous transactions involving capital assets ( i.e., sales, trade- ins, and donations) is to increase/( decrease) net position.

Bond and other debt proceeds provide current financial resources to governmental funds, but issuing debt increases long- term liabilities in the Statement of Net Position.

Repayment of bond and other debt principal is an expenditure in the governmental funds, but repayment reduces long- term liabilities in the Statement of Net Position. Also, governmental funds report the effect of premiums, discounts, and similar items when debt is first issued, whereas these amounts are deferred and amortized in the Statement of Activities.

See accompanying notes to financial statements. 28
Redevelopment
Successor
Agency Custodial Fund
ASSETS
Cash and cash equivalents 918,259$ 2,300,385$
Restricted cash and investments with fiscal agents 673,674 - Receivables:

Accounts - 233,723
Accrued interest 290 -
Total assets 1,592,223 2,534,108

LIABILITIES
Accounts payable - 234,599
Accrued interest 99,716 -
Advance from the City of Agoura Hills 25,477,462 -
Long-term liabilities:

Due in one year 150,000 -
Due in more than one year 5,470,000 -
Total liabilities 31,197,178 234,599

NET POSITION
Restricted for:

Restricted for individuals, organizations, and other governments ( 29,604,955) 2,299,509 Total net position ( 29,604,955)$ 2,299,509$

CITY OF AGOURA HILLS
Statement of Fiduciary Net Position
Fiduciary Funds
June 30, 2023
Private-Purpose
Trust Fund
See accompanying notes to financial statements. 29
Redevelopment
Successor
Agency Custodial Fund

ADDITIONS
Investment earnings:

Interest 920$ -$
Total investment earnings 920 -
Taxes 1,547,377 -
Collected for other governments - 4,320,256
Miscellaneous - 571,900
Total additions 1,548,297 4,892,156

DEDUCTIONS
Administrative expenses 193,809 5,857
Contractual services 1,892 2,081,153
Interest expense 774,861 -
Pass through to other governments - 579,860
Total deductions 970,562 2,666,870
Net increase ( decrease) in fiduciary net position 577,735 2,225,286 Net position- beginning ( 30,182,690) 74,223
Net position-ending ( 29,604,955)$ 2,299,509$

CITY OF AGOURA HILLS
Statement of Changes in Fiduciary Net Position
Fiduciary Funds
For the Year Ended June 30, 2023
Private-Purpose
Trust Fund
See accompanying notes to financial statements. 30
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62 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Taxes 15, 994, 437$ 16, 443, 770$ 16, 163, 128$ ( 280, 642)$ Licenses and permits 523, 000 623, 000 790, 556 167, 556 Charges for services 955, 800 956, 400 1,066, 162 109, 762 Use of money and property 453, 000 587, 000 1,011, 700 424, 700 Fines and forfeitures 64, 000 45,000 45, 574 574
Contributions 36, 500 36,500 36, 789 289
Miscellaneous 810, 157 847, 657 279, 761 ( 567, 896)
Total revenues 18, 836, 894 19,539, 327 19, 393, 670 ( 145, 657)

EXPENDITURES
Current:

General government
City Council 198, 377 145, 161 139, 605 5,556
City Manager 1,686, 086 1,673, 777 1,708, 567 ( 34,790) City Clerk 336, 254 342, 368 276, 023 66, 345
City Attorney 297, 465 797, 000 796, 197 803
Finance 631, 756 741, 750 694, 134 47, 616
Public Facilities 331, 000 437,000 383, 308 53,692
Non- Departmental 1,563, 982 1,551, 982 1,431, 592 120, 390 Automated Office System 393, 825 363,825 365, 673 ( 1,848) Public safety
Los Angeles County Sheriff 4,776, 179 4,776, 079 4,762, 673 13,406 Emergency Services 13, 000 14,100 12, 191 1,909
Animal Control 120, 000 73,000 86,048 ( 13,048)
School Crossing Guards - 50,000 49, 556 444
Emergency Incident - 287,000 198, 798 88,202
Community development
Community Development 1,655, 704 1,441, 036 1,520, 206 ( 79,170) Building & Safety 684, 760 763, 860 761, 809 2,051
Parks and recreation
Recreation 454, 740 383, 440 331, 761 51, 679
Reyes Adobe 29,140 21,640 21,151 489
Recreation Center 411, 884 428, 884 458, 365 ( 29, 481) Community Services 1,613, 046 1,614, 836 1,619, 231 ( 4,395) Parks Maintenance 704, 000 625, 000 616, 696 8,304
Public works
Public Works 1,047, 226 1,285, 734 1,155, 189 130, 545
Traffic Safety 55,000 65,000 43,519 21,481
Landscape Maintenance 182, 000 152, 000 162, 267 ( 10, 267) Storm Drain & Flood Control 301, 800 238, 700 294, 139 ( 55,439) Capital outlay 261, 200 234, 200 194, 788 39, 412
Total expenditures 17,748, 424 18,507, 372 18,083, 486 423,886 Excess ( deficiency) of revenues over ( under) expenditures 1,088, 470 1,031, 955 1,310, 184 278,229

OTHER FINANCING SOURCES ( USES)
Transfers out ( 1,056, 005) ( 1,147, 505) ( 1,363, 005) ( 215, 500) Total other financing sources ( uses)( 1,056, 005) ( 1,147,505) ( 1,363, 005) ( 215,500) Net change in fund balance 32, 465$ ( 115, 550)$ ( 52, 821) 62, 729$ Fund balance- beginning, as restated 39, 512, 281
Fund balance- ending 39,459, 460$

CITY OF AGOURA HILLS
General Fund
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
See Notes to Required Supplementary Information. 63
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64 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Use of money and property 10,000$ 10,000$ 22,537$ 12,537$ Total revenues 10,000 10,000 22,537 12,537

EXPENDITURES
Current:

General government 19,142 19,142 27,684 ( 8,542)
Community development 242,293 32,293 32,446 ( 153)
Total expenditures 261,435 51,435 60,130 ( 8,695)
Excess (deficiency) of revenues
over (under) expenditures ( 251,435) ( 41,435) ( 37,593) 3,842

OTHER FINANCING SOURCES ( USES)
Transfers in 147,980 134,231 134,231 -
Total other financing sources (uses) 147,980 134,231 134,231 - Net change in fund balance ( 103,455)$ 92,796$ 96,638 3,842$ Fund balance- beginning 797,420
Fund balance- ending 894,058$

CITY OF AGOURA HILLS
Housing Successor Agency
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
See Notes to Required Supplementary Information. 65
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67 CITY OF AGOURA HILLS
Schedule of Changes in Net OPEB Liability and Related Ratios As of June 30, for the Last Ten Fiscal Years 1
2023 2022 2021
Measurement Date 6/30/2022 6/30/2021 6/30/2020

TOTAL OPEB LIABILITY
Service cost 121,398$ 123,154$ 120,459$
Interest on total pension liability 178,384 194,591 180,971 Changes of assumptions - 223,632 ( 23,322)
Difference between expected and actual experience - ( 479,837) - Benefit payments, including refunds of employee
contributions ( 90,639) ( 86,301) ( 71,745)
Net change in total OPEB liability 209,143 ( 24,761) 206,363 Total OPEB liability- beginning 2,778,063 ( 2,802,824) 2,596,461 Total OPEB liability- ending ( a) 2,987,206 2,778,063 2,802,824

PLAN FIDUCIARY NET POSITION
Contributions- employer 181,331 195,142 219,000
Net investment income ( 414,086) 622,558 74,350
Benefit payments, including refunds of employee
contributions ( 90,639) ( 86,301) ( 71,745)
Administrative expense ( 1,402) ( 1,459) ( 1,516)
Net change in fiduciary net position ( 324,796) 729,940 220,089 Plan fiduciary net position- beginning 2,890,368 2,160,428 1,940,339 Plan fiduciary net position- ending ( b) 2,565,572 2,890,368 2,160,428 Net OPEB liability/(asset) (a) - (b) 421,634$ ( 112,305)$ 642,396$ Plan fiduciary net position as a percentage of the
total OPEB liability 85.9% 104.0% 77.1%
Covered- employee payroll 3,401,850$ 3,371,342$ 3,823,238$ Plan net OPEB liability/( asset) as a percentage of
covered- employee payroll 12.4%- 3.3% 16.8%
Notes to Schedule of Changes in the Net OPEB Liability and Related Ratios:
1 Fiscal year 2018 was the first year of GASB Statement No. 75 implementation; therefore only six years are shown.

Benefit Changes : None
Changes of Assumptions : None
68 2020 2019 2018
6/30/2019 6/30/2018 6/30/2017
111,530 108,282$ 105,000$
186,801 171,706 157,000
55,287 - -
381,914) - -
62,265) ( 56,966) ( 56,000)
90,561) 223,022 206,000
2,687,022 2,464,000 2,258,000
2,596,461 2,687,022 2,464,000
208,093 197,000 175,000
113,860 124,567 135,000
62,265) ( 56,966) ( 56,000)
798) ( 3,152) ( 1,000)
258,890 261,449 253,000
1,681,449 1,420,000 1,167,000
1,940,339 1,681,449 1,420,000
656,122$ 1,005,573$ 1,044,000$

74.7% 62.6% 57.6%
3,512,954$ 3,370,827$ 3,197,648$

18.7% 29.8% 32.6%
69 CITY OF AGOURA HILLS
Schedules of Plan Contributions
As of June 30, for the Last Ten Fiscal Years 1
Covered/ Contribution as a
Fiscal Year Actuarially Actual Contribution Covered-% of Covered/ Ending Determined Employer Deficiency Employee Covered Employee June 30, Contribution Contributions ( Excess) Payroll Payroll 2023 856,676$ 881,676$ ( 25,000)$ 4,329, 754$ 20.4%
2022 742, 201 742, 201 - 3,699, 344 20. 1%
2021 670,392 670,392 - 3,371, 342 19.9%
2020 633, 776 633, 776 - 3,823, 238 16. 6%
2019 525,812 525,812 - 3,512, 954 15.0%
2018 443, 161 443, 161 - 3,370, 827 13. 1%
2017 392,645 392,645 - 3,197, 648 12.3%
2016 350, 597 350, 597 - 3,109, 153 11. 3%
2015 338,101 338,101 - 3,104, 821 10.9%
Notes to Schedule of Plan Contributions:

Valuation Date: June 30, 2020
Methods and assumptions used to determine contribution rates:

Actuarial cost method: Entry Age Normal
Amortization method: For details, see June 30, 2020 Funding Valuation Report available on CalPERS' website.

Remaining amortization period: For details, see June 30, 2020 Funding Valuation Report available on CalPERS' website.

Inflation: 2.5%
Salary Increases: Varies by entry age and service
Investment rate of return: 7.0%
Cost of Living Adjustments: 2.0%
Retirement age: Based on the 2017 CalPERS Experience Study for the period 1997- 2015 2023 141,843$ 147,419$ ( 5,576)$ 4,000,146$ 3.7%
2022 181,331 181,331 - 3,401, 850 5.3%
2021 176,760 195,142 ( 18,382) 3,371, 342 5.8%
2020 201,000 219,000 ( 18,000) 3,823, 238 5.7%
2019 195,000 208,093 ( 13,093) 3,512, 954 5.9%
2018 189,000 197,000 ( 8,000) 3,370, 827 5.8%
Notes to Schedule of Plan Contributions:

Valuation Date: June 30, 2021
Methods and assumptions used to determine contribution rates:

Actuarial cost method: Entry Age Normal
Amortization method: For details, see June 30, 2021 Funding Valuation Report available on CalPERS' website.

Remaining amortization period: For details, see June 30, 2021 Funding Valuation Report available on CalPERS' website.

Inflation: 2.5%
Salary Increases: Varies by entry age and service
Investment rate of return: 6.25%
Cost of Living Adjustments: 2.0%
Retirement age: Based on the 2017 CalPERS Experience Study for the period 1997- 2015 1 Historical information is required only for the measurement periods for which GASB 75 is applicable. Fiscal Year 2018 was the first year of implementation. Future years' information will be displayed up to 10 years as information becomes available. 1 Historical information is required only for measurement for which GASB 68 is applicable. Fiscal year 2015 was the first year of implementation, therefore only nine years are shown.

Mortality: Based on the 2017 CalPERS Experience Study for the period 1997- 2015. Post- retirement mortality rates include 15 years of projected on-going mortality improvements using 90% of Scale MP 2016 published by the Society of Actuaries.

Mortality: Based on the 2017 CalPERS Experience Study for the period 1997- 2015. Post- retirement mortality rates include 15 years of projected on-going mortality improvements using 90% of Scale MP 2020 published by the Society of Actuaries.

Single Employer OPEB Plan
Miscellaneous Cost- Sharing, Multiple- Employer Pension Plan 70 CITY OF AGOURA HILLS
Schedules of Proportationate Share of Net Pension Liability As of June 30, for the Last Ten Fiscal Years 1
Proportionate Share Plan' s Fiduciary
Proportion of the Proportionate of the Net Pension Net Position as a Reporting Date 2Net Pension Share of Net Liability as a % of % of the Total as of June 30, Liability Pension Liability Covered Payroll Covered Payroll Pension Liability 2023 0.05745% 6,636,241$ 3,699,344$ 179.4% 76.7%
2022 0.04977% 2,691,618 3,371,342 79.8% 88.3%
2021 0.04984% 5,422,335 3,823,238 141.8% 75.1%
2020 0.04781% 4,899,474 3,512,954 139.5% 75.3%
2019 0.04561% 4,364,714 3,370,827 129.5% 75.3%
2018 0.04517% 4,479,822 3,197,648 140.1% 73.3%
2017 0.04331% 3,747,628 3,109,153 120.5% 74.1%
2016 0.03983% 2,733,736 3,104,821 88.0% 78.4%
2015 0.04212% 2,621,118 3,403,443 77.0% 79.8%
Notes to Schedule of Proportionate Share of the Net Pension Liability:
1 Fiscal year 2015 was the first year of GASB Statement No. 68 implementation; therefore only nine years are shown. 2 The proportions and proportionate share of the net pension liability are measured as of one year behind the reporting date.

Refer to notes to basic financial statements.

Miscellaneous Plan
Benefit Changes : None
Changes of Assumptions : None
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Combining Balance Sheet
Nonmajor Governmental Funds
June 30, 2023
ASSETS
Cash and investments 84,822$ 46,428$ 1,511,069$ 714,282$ Receivables ( net of allowance for uncollectible):

Accounts - - - -
Accrued interest 1,369 223 12,950 6,346
Due from other governments 1 2,763 40,243 351
Leases - - - -
Due from other funds 963,763 - - -
Restricted assets:

Cash and investments with fiscal agents - - - -
Total assets 1,049,955 49,414 1,564,262 720,979

LIABILITIES
Accounts payable -$ -$ 104,004$ 5,310$
Deposits payable 17,608 - - -
Due to other funds - - - -
Total liabilities 17,608 - 104,004 5,310

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues - - 40,243 -
Total deferred inflows of resources - - 40,243 -

FUND BALANCES ( DEFICITS)
Restricted - - 1,420,015 715,669
Committed 1,032,347 49,414 - -
Assigned - - - -
Unassigned - - - -
Total fund balances ( deficits) 1,032,347 49,414 1,420,015 715,669 Total liabilities, deferred inflows of resources,
and fund balances ( deficits) 1,049,955$ 49,414$ 1,564,262$ 720,979$ Special Revenue Funds
Traffic
Improvement Traffic Safety
Transit Tax
Prop A)
Public Transit
Prop C)
76 CITY OF AGOURA HILLS
Combining Balance Sheet
Nonmajor Governmental Funds
June 30, 2023
ASSETS
Cash and investments
Receivables ( net of allowance for uncollectible):

Accounts
Accrued interest
Due from other governments
Leases
Due from other funds
Restricted assets:

Cash and investments with fiscal agents
Total assets

LIABILITIES
Accounts payable
Deposits payable
Due to other funds
Total liabilities

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues
Total deferred inflows of resources

FUND BALANCES ( DEFICITS)
Restricted
Committed
Assigned
Unassigned
Total fund balances ( deficits)
Total liabilities, deferred inflows of resources,
and fund balances ( deficits)
Continued)
61,832$ -$ 153,306$ 229,955$
24,186
505 - 1,462 2,296
6,595 8,735 - -
197,289 - -
68,932 206,024 154,768 256,437
1,666$ 24,670$ 4,814$
6,961 - -
8,627 24,670 4,814
201,024 - -
201,024 - -
68,932 - 130,098 -
251,623
3,627) - -
68,932 ( 3,627) 130,098 251,623
68,932$ 206,024$ 154,768$ 256,437$
Special Revenue Funds
Air Quality
Management
Community
Development
Block Grant
Supplemental
Law
Enforcement
Solid Waste
Management
77 CITY OF AGOURA HILLS
Combining Balance Sheet
Nonmajor Governmental Funds
June 30, 2023
ASSETS
Cash and investments
Receivables ( net of allowance for uncollectible):

Accounts
Accrued interest
Due from other governments
Leases
Due from other funds
Restricted assets:

Cash and investments with fiscal agents
Total assets

LIABILITIES
Accounts payable
Deposits payable
Due to other funds
Total liabilities

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues
Total deferred inflows of resources

FUND BALANCES ( DEFICITS)
Restricted
Committed
Assigned
Unassigned
Total fund balances ( deficits)
Total liabilities, deferred inflows of resources,
and fund balances ( deficits)
88,970$ 236,257$ 25,000$ 1,847,763$
161,244 -
793 1,841 - 16,272
44,670 36 629,772 -
134,433 238,134 816,016 1,864,035
46,311$ 11,170$ 8,849$ 3,000$
554,858 -
46,311 11,170 563,707 3,000
547,635 -
547,635 -
88,122 226,964 - -
1,861,035
295,326) -
88,122 226,964 ( 295,326) 1,861,035
134,433$ 238,134$ 816,016$ 1,864,035$
Special Revenue Funds
Other Grants
Inclusionary
State Gas Tax Measure R Housing
78 CITY OF AGOURA HILLS
Combining Balance Sheet
Nonmajor Governmental Funds
June 30, 2023
ASSETS
Cash and investments
Receivables ( net of allowance for uncollectible):

Accounts
Accrued interest
Due from other governments
Leases
Due from other funds
Restricted assets:

Cash and investments with fiscal agents
Total assets

LIABILITIES
Accounts payable
Deposits payable
Due to other funds
Total liabilities

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues
Total deferred inflows of resources

FUND BALANCES ( DEFICITS)
Restricted
Committed
Assigned
Unassigned
Total fund balances ( deficits)
Total liabilities, deferred inflows of resources,
and fund balances ( deficits)
Continued)
54,584$ 33,132$ 150,924$ 283,458$
481 144 1,368 2,577
79,144 - 47
55,065 112,420 152,292 286,082
8,287$ 77,964$ -$
8,287 77,964 -
104,133 74,328 286,082
55,065 - - -
55,065 104,133 74,328 286,082
55,065$ 112,420$ 152,292$ 286,082$
Special Revenue Funds
Utility
Undergrounding
Road Rehab
Fund
Measure M
Fund
Measure W
Fund
79 CITY OF AGOURA HILLS
Combining Balance Sheet
Nonmajor Governmental Funds
June 30, 2023
ASSETS
Cash and investments
Receivables ( net of allowance for uncollectible):

Accounts
Accrued interest
Due from other governments
Leases
Due from other funds
Restricted assets:

Cash and investments with fiscal agents
Total assets

LIABILITIES
Accounts payable
Deposits payable
Due to other funds
Total liabilities

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues
Total deferred inflows of resources

FUND BALANCES ( DEFICITS)
Restricted
Committed
Assigned
Unassigned
Total fund balances ( deficits)
Total liabilities, deferred inflows of resources,
and fund balances ( deficits)
89,500$ 1,108,338$ 856,961$ 1,115$
93,924 - -
8,677 6,755 10
41,443 421,133 - -
1 130,943 1,632,072 863,716 1,126
7,188$ 25,929$ 6,370$ -$
49,120 - - -
56,308 25,929 6,370 -
41,443 514,981 - -
41,443 514,981 - -
33,192 1,091,162 857,346 -
1,126
33,192 1,091,162 857,346 1,126
130,943$ 1,632,072$ 863,716$ 1,126$
Capital Projects Funds
Debt Service
Funds
Storm Water
Capital
Projects
Capital
Projects Fund
Recreation
Center
Financing
Authority Debt
Service
80 CITY OF AGOURA HILLS
Combining Balance Sheet
Nonmajor Governmental Funds
June 30, 2023
ASSETS
Cash and investments
Receivables ( net of allowance for uncollectible):

Accounts
Accrued interest
Due from other governments
Leases
Due from other funds
Restricted assets:

Cash and investments with fiscal agents
Total assets

LIABILITIES
Accounts payable
Deposits payable
Due to other funds
Total liabilities

DEFERRED INFLOWS OF RESOURCES
Unavailable revenues
Total deferred inflows of resources

FUND BALANCES ( DEFICITS)
Restricted
Committed
Assigned
Unassigned
Total fund balances ( deficits)
Total liabilities, deferred inflows of resources,
and fund balances ( deficits)
Total
Nonmajor
Funds
46,431$ 7,624,127$
279,354
1,765 65,834
1,274,933
197,289
963,763
243,841 243,842
292,037 10,649,142
335,532$
17,608
610,939
964,079
1,345,326
1,345,326
292,037 3,406,380
5,231,184
1,126
298,953)
292,037 8,339,737
292,037$ 10,649,142$
Debt Service
Funds
Agoura Hills
Improvement
Authority
81 CITY OF AGOURA HILLS
Combining Statement of Revenues, Expenditures, and
Changes in Fund Balances Nonmajor Governmental Funds
For the Year Ended June 30, 2023

REVENUES
Taxes -$ -$ -$ -$
Intergovernmental - - 653,395 571,441
Charges for services - - - -
Use of money and property 6,226 560 35,136 18,923
Fines and forfeitures - 59, 935 - -
Contributions 3,094 - - -
Total revenues 9,320 60,495 688,531 590,364

EXPENDITURES
Current:

General government - - 12,928 -
Public safety - 39, 980 - -
Community development - - - -
Community services - - 84, 095 -
Public works - - 344,724 315,651
Capital outlay 594, 406 - - 245, 328
Debt service:

Principal - - - -
Interest and fiscal charges - - - -
Total expenditures 594,406 39,980 441,747 560,979
Excess (deficiency) of revenues
over ( under) expenditures ( 585, 086) 20, 515 246, 784 29, 385

OTHER FINANCING SOURCES ( USES)
Transfers in - - - -
Total other financing sources (uses)- - - -
Net change in fund balances ( 585, 086) 20, 515 246, 784 29, 385 Fund balances ( deficit)- beginning 1,617, 433 28, 899 1,173, 231 686, 284 Fund balances ( deficit)- ending 1,032, 347$ 49, 414$ 1,420, 015$ 715, 669$ Traffic
Improvement Traffic Safety
Transit Tax
Prop A)
Public Transit
Prop C)
Special Revenue Funds
82 CITY OF AGOURA HILLS
Combining Statement of Revenues, Expenditures, and
Changes in Fund Balances Nonmajor Governmental Funds
For the Year Ended June 30, 2023

REVENUES
Taxes
Intergovernmental
Charges for services
Use of money and property
Fines and forfeitures
Contributions
Total revenues

EXPENDITURES
Current:

General government
Public safety
Community development
Community services
Public works
Capital outlay
Debt service:

Principal
Interest and fiscal charges
Total expenditures
Excess (deficiency) of revenues
over ( under) expenditures

OTHER FINANCING SOURCES ( USES)
Transfers in
Total other financing sources (uses)
Net change in fund balances
Fund balances ( deficit)- beginning
Fund balances ( deficit)- ending
Continued)
36, 461$
31,174 12,280 165,271 -
73, 669
1,756 - 4,802 6,385
32,930 12,280 170,073 116,515
104,593 - - -
148, 020 -
101,651
8,333 - -
40, 400 -
104,593 8,333 188,420 101,651
71, 663) 3,947 ( 18, 347) 14, 864
71, 663) 3,947 ( 18, 347) 14, 864
140, 595 ( 7,574) 148, 445 236, 759
68, 932$ ( 3,627)$ 130, 098$ 251, 623$
Air Quality
Management
Community
Development
Block Grant
Supplemental
Law
Enforcement
Solid Waste
Management
Special Revenue Funds
83 CITY OF AGOURA HILLS
Combining Statement of Revenues, Expenditures, and
Changes in Fund Balances Nonmajor Governmental Funds
For the Year Ended June 30, 2023

REVENUES
Taxes
Intergovernmental
Charges for services
Use of money and property
Fines and forfeitures
Contributions
Total revenues

EXPENDITURES
Current:

General government
Public safety
Community development
Community services
Public works
Capital outlay
Debt service:

Principal
Interest and fiscal charges
Total expenditures
Excess (deficiency) of revenues
over ( under) expenditures

OTHER FINANCING SOURCES ( USES)
Transfers in
Total other financing sources (uses)
Net change in fund balances
Fund balances ( deficit)- beginning
Fund balances ( deficit)- ending
513,080 334,412 1,522,281 -
2,724 4,898 144 47,114
515,804 339,310 1,522,425 47,114
38,360 -
29, 896 - 145, 311 -
3,000
456,950 210,067 36,306 -
75, 339 793, 579 -
486,846 285,406 1,013,556 3,000
28, 958 53, 904 508, 869 44, 114
25,000 -
25,000 -
28, 958 53, 904 533, 869 44, 114
59, 164 173, 060 ( 829, 195) 1,816, 921
88, 122$ 226, 964$ ( 295, 326)$ 1,861, 035$
State Gas Tax Measure R Other Grants
Inclusionary
Housing
Special Revenue Funds
84 CITY OF AGOURA HILLS
Combining Statement of Revenues, Expenditures, and
Changes in Fund Balances Nonmajor Governmental Funds
For the Year Ended June 30, 2023

REVENUES
Taxes
Intergovernmental
Charges for services
Use of money and property
Fines and forfeitures
Contributions
Total revenues

EXPENDITURES
Current:

General government
Public safety
Community development
Community services
Public works
Capital outlay
Debt service:

Principal
Interest and fiscal charges
Total expenditures
Excess (deficiency) of revenues
over ( under) expenditures

OTHER FINANCING SOURCES ( USES)
Transfers in
Total other financing sources (uses)
Net change in fund balances
Fund balances ( deficit)- beginning
Fund balances ( deficit)- ending
Continued)
451,661 378,292 343,304
1,392 1,178 3,772 6,676
1,392 452,839 382,064 349,980
331,001 102,000
439, 942 80, 000 75, 211
439,942 411,001 177,211
1,392 12, 897 ( 28, 937) 172, 769
1,392 12, 897 ( 28, 937) 172, 769
53, 673 91, 236 103, 265 113, 313
55, 065$ 104, 133$ 74, 328$ 286, 082$
Utility
Undergrounding
Road Rehab
Fund
Measure M
Fund
Measure W
Fund
Special Revenue Funds
85 CITY OF AGOURA HILLS
Combining Statement of Revenues, Expenditures, and
Changes in Fund Balances Nonmajor Governmental Funds
For the Year Ended June 30, 2023

REVENUES
Taxes
Intergovernmental
Charges for services
Use of money and property
Fines and forfeitures
Contributions
Total revenues

EXPENDITURES
Current:

General government
Public safety
Community development
Community services
Public works
Capital outlay
Debt service:

Principal
Interest and fiscal charges
Total expenditures
Excess (deficiency) of revenues
over ( under) expenditures

OTHER FINANCING SOURCES ( USES)
Transfers in
Total other financing sources (uses)
Net change in fund balances
Fund balances ( deficit)- beginning
Fund balances ( deficit)- ending
436,973 211,500 -
21,891 18,138 31
28,783 - - -
28,783 458,864 229,638 31
55,091 214,611 - -
12, 355 81, 918 -
55,091 226,966 81,918 -
26, 308) 231, 898 147, 720 31
89,500 60,000 141,000 -
89,500 60,000 141,000 -
63, 192 291, 898 288, 720 31
30, 000) 799, 264 568, 626 1,095
33, 192$ 1,091, 162$ 857, 346$ 1,126$
Financing
Authority Debt
Service
Storm Water
Capital
Projects
Capital
Projects Fund
Recreation
Center
Capital Projects Funds
Debt Service
Funds
86 CITY OF AGOURA HILLS
Combining Statement of Revenues, Expenditures, and
Changes in Fund Balances Nonmajor Governmental Funds
For the Year Ended June 30, 2023

REVENUES
Taxes
Intergovernmental
Charges for services
Use of money and property
Fines and forfeitures
Contributions
Total revenues

EXPENDITURES
Current:

General government
Public safety
Community development
Community services
Public works
Capital outlay
Debt service:

Principal
Interest and fiscal charges
Total expenditures
Excess (deficiency) of revenues
over ( under) expenditures

OTHER FINANCING SOURCES ( USES)
Transfers in
Total other financing sources (uses)
Net change in fund balances
Fund balances ( deficit)- beginning
Fund balances ( deficit)- ending
Total
Nonmajor
Funds
36, 461$
5,625,064
73, 669
1,987 183,733
59, 935
31,877
1,987 6,010,739
8,750 164,631
363, 207
104,651
92, 428
2,066,401
2,438, 478
380, 000 380, 000
528,325 528,325
917,075 6,138,121
915, 088) ( 127, 382)
913,274 1,228,774
913,274 1,228,774
1,814) 1,101, 392
293, 851 7,238, 345
292, 037$ 8,339, 737$
Agoura Hills
Improvement
Authority
Debt Service
Funds
87 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 2,472,464$ 2,766,367$ 1,522,281$ ( 1,244,086)$ Use of money and property - - 144 144
Total revenues 2,472,464 2,766,367 1,522,425 ( 1,243,942)

EXPENDITURES
Current:

General government 39,500 1,041,647 38,360 1,003,287
Public safety - 110,600 145,311 ( 34,711)
Public works 96,848 142,298 36,306 105,992
Capital outlay 2,336,116 1,320,000 793,579 526,421
Total expenditures 2,472,464 2,614,545 1,013,556 1,600,989 Excess (deficiency) of revenues
over (under) expenditures - 151,822 508,869 ( 2,844,931)

OTHER FINANCING SOURCES ( USES)
Transfers in - - 25,000 25,000
Total other financing sources (uses)- - 25,000 25,000
Net change in fund balance -$ 151,822$ 533,869 ( 2,819,931)$ Fund balance- beginning ( 829,195)
Fund balance- ending ( 295,326)$

CITY OF AGOURA HILLS
Other Grants
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
88 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Use of money and property 4,000$ 6,000$ 6,226$ 226$
Contributions - 4,000 3,094 ( 906)
Total revenues 4,000 10,000 9,320 ( 680)

EXPENDITURES
Capital outlay 600,000 650,000 594,406 55,594
Total expenditures 600,000 650,000 594,406 55,594
Net change in fund balance ( 596,000)$ ( 640,000)$ ( 585,086) 54,914$ Fund balance- beginning 1,617,433
Fund balance- ending 1,032,347$

CITY OF AGOURA HILLS
Traffic Improvement
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
89 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Use of money and property 200$ 350$ 560$ 210$
Fines and forfeitures 40,000 40,000 59,935 19,935
Total revenues 40,200 40,350 60,495 20,145

EXPENDITURES
Current:

Public safety 40,000 40,000 39,980 20
Total expenditures 40,000 40,000 39,980 20
Net change in fund balance 200$ 350$ 20,515 20,165$
Fund balance- beginning 28,899
Fund balance- ending 49,414$

CITY OF AGOURA HILLS
Traffic Safety
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
90 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 622,535$ 614,535$ 653,395$ 38,860$
Use of money and property 12,000 15,000 35,136 20,136
Total revenues 634,535 629,535 688,531 58,996

EXPENDITURES
Current:

General government - - 12,928 ( 12,928)
Parks and recreation 130,197 101,722 84,095 17,627
Public works 604,650 343,650 344,724 ( 1,074)
Total expenditures 734,847 445,372 441,747 3,625
Net change in fund balance ( 100,312)$ 184,163$ 246,784 62,621$ Fund balance- beginning 1,173,231
Fund balance- ending 1,420,015$

CITY OF AGOURA HILLS
Transit Tax (Prop A)
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
91 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 413,978$ 539,478$ 571,441$ 31,963$
Use of money and property 500 8,000 18,923 10,923
Total revenues 414,478 547,478 590,364 42,886

EXPENDITURES
Current:

Public works 185,992 418,626 315,651 102,975
Capital outlay - 427,000 245,328 181,672
Total expenditures 185,992 845,626 560,979 284,647
Net change in fund balance 228,486$ ( 298,148)$ 29,385 327,533$ Fund balance- beginning 686,284
Fund balance- ending 715,669$

CITY OF AGOURA HILLS
Public Transit ( Prop C)
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
92 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 26,700$ 26,700$ 31,174$ 4,474$
Use of money and property 300 1,000 1,756 756
Total revenues 27,000 27,700 32,930 5,230

EXPENDITURES
Current:

General government 60,000 112,000 104,593 7,407
Total expenditures 60,000 112,000 104,593 7,407
Excess (deficiency) of revenues
over (under) expenditures ( 33,000) ( 84,300) ( 71,663) 12,637 Net change in fund balance ( 33,000)$ ( 84,300)$ ( 71,663) 12,637$ Fund balance- beginning 140,595
Fund balance- ending 68,932$

CITY OF AGOURA HILLS
Air Quality Management
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
93 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 100,000$ 16,400$ 12,280$ ( 4,120)$
Total revenues 100,000 16,400 12,280 ( 4,120)

EXPENDITURES
Current:

Parks and recreation 15,000 15,000 8,333 6,667
Capital outlay 85,000 1,400 - 1,400
Total expenditures 100,000 16,400 8,333 8,067
Net change in fund balance -$ -$ 3,947 3,947$
Fund balance- beginning ( 7,574)
Fund balance- ending ( 3,627)$

CITY OF AGOURA HILLS
Community Development Block Grant
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
94 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 100,000$ 166,000$ 165,271$ ( 729)$
Use of money and property 700 2,000 4,802 2,802
Total revenues 100,700 168,000 170,073 2,073

EXPENDITURES
Current:

Public safety 152,866 152,866 148,020 4,846
Capital outlay 40,000 40,000 40,400 ( 400)
Total expenditures 192,866 192,866 188,420 4,446
Net change in fund balance ( 92,166)$ ( 24,866)$ ( 18,347) 6,519$ Fund balance- beginning 148,445
Fund balance- ending 130,098$

CITY OF AGOURA HILLS
Supplemental Law Enforcement
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
95 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Taxes 36,000$ 36,000$ 36,461$ 461$
Charges for services 73,000 73,000 73,669 669
Use of money and property 3,000 3,000 6,385 3,385
Total revenues 112,000 112,000 116,515 4,515

EXPENDITURES
Current:

Community development 118,900 93,900 101,651 ( 7,751)
Total expenditures 118,900 93,900 101,651 ( 7,751)
Net change in fund balance ( 6,900)$ 18,100$ 14,864 ( 3,236)$ Fund balance- beginning 236,759
Fund balance- ending 251,623$

CITY OF AGOURA HILLS
Solid Waste Management
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
96 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 597,034$ 521,051$ 513,080$ ( 7,971)$
Use of money and property 1,000 1,500 2,724 1,224
Total revenues 598,034 522,551 515,804 ( 6,747)

EXPENDITURES
Current:

Public safety 80,000 30,000 29,896 104
Public works 574,800 497,300 456,950 40,350
Total expenditures 654,800 527,300 486,846 40,454
Net change in fund balance ( 56,766)$ ( 4,749)$ 28,958 33,707$ Fund balance- beginning 59,164
Fund balance- ending 88,122$

CITY OF AGOURA HILLS
State Gas Tax
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
97 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 310,483$ 310,483$ 334,412$ 23,929$
Use of money and property 2,500 2,500 4,898 2,398
Total revenues 312,983 312,983 339,310 26,327

EXPENDITURES
Current:

Public works 172,547 215,485 210,067 5,418
Capital outlay 170,000 90,000 75,339 14,661
Total expenditures 342,547 305,485 285,406 20,079
Net change in fund balance ( 29,564)$ 7,498$ 53,904 46,406$ Fund balance- beginning 173,060
Fund balance- ending 226,964$

CITY OF AGOURA HILLS
Measure R
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
98 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Use of money and property 20,000$ 20,000$ 47,114$ 27,114$ Total revenues 20,000 20,000 47,114 27,114

EXPENDITURES
Current:

Community development 30,000 30,000 3,000 27,000
Total expenditures 30,000 30,000 3,000 27,000
Net change in fund balance ( 10,000)$ ( 10,000)$ 44,114 54,114$ Fund balance- beginning 1,816,921
Fund balance- ending 1,861,035$

CITY OF AGOURA HILLS
Inclusionary Housing
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
99 Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Use of money and property 500$ 750$ 1,392$ 642$
Total revenues 500 750 1,392 642
Net change in fund balance 500$ 750$ 1,392 642$
Fund balance- beginning 53,673
Fund balance- ending 55,065$

CITY OF AGOURA HILLS
Utility Undergrounding
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
100
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 466,310$ 438,927$ 451,661$ 12,734$
Use of money and property 500 1,200 1,178 ( 22)
Total revenues 466,810 440,127 452,839 12,712

EXPENDITURES
Current:

Capital outlay 450,000 450,000 439,942 10,058
Total expenditures 450,000 450,000 439,942 10,058
Net change in fund balance 16,810$ ( 9,873)$ 12,897 22,770$ Fund balance- beginning 91,236
Fund balance- ending 104,133$

CITY OF AGOURA HILLS
Road Rehab Fund
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
101
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 351,881$ 351,881$ 378,292$ 26,411$
Use of money and property 500 1,500 3,772 2,272
Total revenues 352,381 353,381 382,064 28,683

EXPENDITURES
Current:

Public works 262,754 326,741 331,001 ( 4,260)
Capital outlay 80,000 80,000 80,000 -
Total expenditures 342,754 406,741 411,001 ( 4,260)
Net change in fund balance 9,627$ ( 53,360)$ ( 28,937) 24,423$ Fund balance- beginning 103,265
Fund balance- ending 74,328$

CITY OF AGOURA HILLS
Measure M Fund
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
102
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 340,000$ 344,000$ 343,304$ ( 696)$
Use of money and property - 1,800 6,676 4,876
Total revenues 340,000 345,800 349,980 4,180

EXPENDITURES
Current:

Public works 102,000 102,000 102,000 -
Capital outlay 226,000 226,000 75,211 150,789
Total expenditures 328,000 328,000 177,211 150,789
Net change in fund balance 12,000$ 17,800$ 172,769 154,969$ Fund balance- beginning 113,313
Fund balance- ending 286,082$

CITY OF AGOURA HILLS
Measure W Fund
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
103
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 550,000$ 900,000$ 864,285$ ( 35,715)$ Use of money and property - - 857 857
Total revenues 550,000 900,000 865,142 ( 34,858)

EXPENDITURES
Current:

General government 53,480 9,932 14,510 ( 4,578)
Public works 62,922 6,390 28,082 ( 21,692)
Capital outlay 235,000 50,000 58,606 ( 8,606)
Total expenditures 351,402 66,322 101,198 ( 34,876)
Net change in fund balance 198,598$ 833,678$ 763,944 ( 69,734)$ Fund balance- beginning ( 3,064,224)
Fund balance- ending ( 2,300,280)$

CITY OF AGOURA HILLS
Measure R Capital Projects Fund
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
104
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental 600,000$ 30,000$ 95,629$ 65,629$
Total revenues 600,000 30,000 95,629 65,629

EXPENDITURES
Current:

General government 49,218 24,085 14,040 10,045
Public works 91,046 46,438 27,667 18,771
Capital outlay 925,000 340,000 233,608 106,392
Total expenditures 1,065,264 410,523 275,315 135,208
Net change in fund balance ( 465,264)$ ( 380,523)$ ( 179,686) 200,837$ Fund balance- beginning ( 488,371)
Fund balance- ending ( 668,057)$

CITY OF AGOURA HILLS
Measure M Capital Projects Fund
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
105
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Contributions -$ 65,000$ 28,783$ ( 36,217)$
Total revenues - 65,000 28,783 ( 36,217)

EXPENDITURES
Current:

Public works - 35,000 55,091 ( 20,091)
Total expenditures - 35,000 55,091 ( 20,091)
Excess (deficiency) of revenues
over (under) expenditures - 30,000 ( 26,308) ( 56,308)

OTHER FINANCING SOURCES ( USES)
Transfers in - - 89,500 89,500
Total other financing sources ( uses)- - 89,500 89,500
Net change in fund balance -$ 30,000$ 63,192 33,192$
Fund balance- beginning ( 30,000)
Fund balance- ending 33,192$

CITY OF AGOURA HILLS
Recreation Center
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
106
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental -$ 215,000$ 436,973$ 221,973$
Use of money and property 10,000 10,000 21,891 11,891
Total revenues 10,000 225,000 458,864 233,864

EXPENDITURES
Current:

Public works - 110,000 214,611 ( 104,611)
Capital outlay 500,000 12,000 12,355 ( 355)
Total expenditures 500,000 122,000 226,966 ( 104,966)
Excess (deficiency) of revenues
over (under) expenditures ( 490,000) 103,000 231,898 128,898

OTHER FINANCING SOURCES ( USES)
Transfers in - - 60,000 60,000
Total other financing sources ( uses)- - 60,000 60,000
Net change in fund balance ( 490,000)$ 103,000$ 291,898 188,898$ Fund balance- beginning 799,264
Fund balance- ending 1,091,162$

CITY OF AGOURA HILLS
Storm Water Capital Projects
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
107
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Intergovernmental -$ 211,500$ 211,500$ -$
Use of money and property - 7,000 18,138 11,138
Total revenues - 218,500 229,638 11,138

EXPENDITURES
Capital outlay 517,500 135,000 81,918 53,082
Total expenditures 517,500 135,000 81,918 53,082
Excess ( deficiency) of revenues
over (under) expenditures ( 517,500) 83,500 147,720 64,220

OTHER FINANCING SOURCES ( USES)
Transfers in - 100,000 141,000 41,000
Total other financing sources ( uses)- 100,000 141,000 41,000 Net change in fund balance ( 517,500)$ 183,500$ 288,720 105,220$ Fund balance- beginning 568,626
Fund balance-ending 857,346$

CITY OF AGOURA HILLS
Capital Projects Fund
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
108
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Use of money and property -$ 11$ 31$ 20$
Total revenues - 11 31 20
Excess (deficiency) of revenues
over (under) expenditures - 11 31 20

OTHER FINANCING SOURCES ( USES)
Net change in fund balance -$ 11$ 31 20$
Fund balance- beginning 1,095
Fund balance-ending 1,126$

CITY OF AGOURA HILLS
Financing Authority Debt Service
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
109
Variance with
Final Budget
Budget Amounts Actual Positive
Original Final Amounts ( Negative)

REVENUES
Use of money and property 1,500$ 1,500$ 1,987$ 487$
Total revenues 1,500 1,500 1,987 487

EXPENDITURES
Current:

General government - 8,750 8,750 -
Debt service:

Principal 380,000 380,000 380,000 -
Interest 525,475 525,475 528,325 ( 2,850)
Total expenditures 905,475 914,225 917,075 ( 2,850)
Excess (deficiency) of revenues
over (under) expenditures ( 903,975) ( 912,725) ( 915,088) ( 2,363)

OTHER FINANCING SOURCES ( USES)
Transfers in 908,025 913,274 913,274 -
Total other financing sources ( uses) 908,025 913,274 913,274 - Net change in fund balance 4,050$ 549$ ( 1,814) ( 2,363)$ Fund balance- beginning 293,851
Fund balance-ending 292,037$

CITY OF AGOURA HILLS
Agoura Hills Improvement Authority
Schedule of Revenues, Expenditures, and Changes in
Fund Balance - Budget and Actual
For the Year Ended June 30, 2023
110
67$7,67,&$/ 6(&7,21
111
7+,6 3$*( 17( 17,21$//< 7 1.
112
6&5,37,21 2) 67$7,67,&$/ 6(& 7,21 217( 176
XQH
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113

CITY OF AGOURA HILLS
Net Assets by Component
Last Ten Fiscal Years
accrual basis of accounting)
2014 2015 2016 2017
Governmental activities
Net Investment in capital assets 71, 090, 637$ 88, 327, 674$ 102, 402, 711$ 107, 036, 227$ Restricted 4,054, 814 1,569, 275 1,641, 181 1,723, 643
Unrestricted 37, 983, 934 28, 035, 386 36, 440, 786 37, 138, 624 Total primary government net assets- restated 113, 129, 385$ 117, 932, 335$ 140, 484, 678$ 145, 898, 494$ Source: City of Agoura Hills financial data
Fiscal Year
114
2018 2019 2020 2021 2022 2023
109, 062, 997$ 115, 659, 310$ 119, 055, 509$ 122, 562, 958$ 126, 408, 354$ 135, 086, 093$ 1,649, 754 2,729, 353 3,391, 714 4,386, 297 3,779, 864 4,300, 438 36, 535, 795 34, 370, 710 35, 505, 187 36, 269, 912 43, 637, 719 43, 761, 650 147, 248, 546$ 152, 759, 373$ 157, 952, 410$ 163, 219, 167$ 173, 825, 937$ 183, 148, 181$ Fiscal Year
115

CITY OF AGOURA HILLS
Changes in Net Assets
Last Ten Fiscal Years
accrual basis of accounting)
2014 2015 2016 2017
Expenses
Governmental activities
General government 4,395,273$ 3,636, 202$ 4,270,495$ 4,668, 415$ Public safety 4,364,195 4,014, 645 4,194,614 4,461, 825 Public works 3,114,273 3,885, 466 4,053,734 4,463, 701
Community development 985,074 1,625, 957 1,398,948 1,618, 074 Community services 2,184,204 2,214, 787 2,470,941 2,823, 604 Interest on long-term debt ( unallocated) 761,822 631, 316 625,051 866, 327 Total primary government expenses 15,804,841$ 16,008, 373$ 17,013,783$ 18,901, 946$ Program Revenues
Governmental activities
Charges for Services
General government 139,006$ 478, 314$ 156, 807$ 163, 988$ Public safety 565,016 694, 531 618,883 875, 646
Public works 240,192 280, 493 224,895 226, 653
Community development 160,965 378, 825 336,236 333, 529 Community services 267,356 56,408 337,557 445, 655
Operating grants and contributions 9,016,536 1,004, 621 1,420,156 968, 373 Capital grants and contributions 2,578,791 9,379, 954 13,955,391 7,509, 737 Total primary government program revenues 12,967, 862$ 12,273, 146$ 17,049,925$ 10,523, 581$ Net (Expense)/ Revenue
Total primary government net expense ( 2,836, 979)$ ( 3,735,227)$ 36,142$ ( 8,378, 365)$ General Revenues and Other Changes in Net Position
Governmental activities:

Taxes 10,483,355$ 11,274,539$ 12,062,480$ 12,598,500$
Investment earnings 119,576 154,096 15,564 203,689
Other revenues 187,793 427,017 298,521 198,680
9,479,215
Total primary government 10,790,724$ 11,855,652$ 12,376,565$ 22,480,084$ Change in Net Position
Total primary government 7,953,745$ 8,120,425$ 12,412,707$ 14,101,719$ Source: City of Agoura Hills financial data
Special Item
Fiscal Year
116
2018 2019 2020 2021 2022 2023
4,840,745$ 5,562,060$ 5,075, 690$ 4,883,137$ 5,398, 396$ 6,592, 414$ 4,671,492 5,052,473 5,395, 088 4,972,577 5,030, 764 5,480, 381 4,460,115 5,223,521 4,567, 546 5,403,352 4,835, 192 5,134, 207 1,718,379 1,912,179 2,387, 667 2,405,357 2,635, 889 2,356, 568 3,027,389 3,145,527 2,904, 129 1,926,403 2,525, 934 3,109, 429 517,386 581,175 559, 031 535,104 522, 350 530, 897
19,235,506$ 21,476, 935$ 20,889,151$ 20,125,930$ 20,948, 525$ 23,203, 896$ 167,941$ 178,781$ 147, 364$ 148,827$ 178, 442$ 156, 510$ 818,733 773,284 700, 271 670,625 873, 311 1,108, 362
229,345 236,577 216, 836 216,544 211, 435 238, 487
354,455 328,600 193, 519 591,714 424, 897 226, 904
493,827 370,995 210, 061 21,179 249, 990 317, 686
2,569,234 4,149,727 4,911, 381 5,461,487 7,286, 003 11,428, 878 2,423,678 5,896,336 4,441, 925 4,731,794 5,304, 064 1,176, 815 7,057,213$ 11,934, 300$ 10,821,357$ 11,842, 170$ 14,528, 142$ 14,653, 642$ 12,178,293)$ ( 9,542, 635)$ ( 10,067,794)$ ( 8,283, 760)$ ( 6,420, 383)$ ( 8,550, 254)$ 12,403,165$ 12,894,034$ 12,617,792$ 12,834,290$ 16,185,672$ 16,199,589$ 784,617 1,026,429 847,549 451,118 690,218 1,508,148
150,715 345,823 1,795,490 556,383 151,263 279,761
294,014 175,000 - - -
13,632,511$ 14,441,286$ 15,260,831$ 13,841,791$ 17,027,153$ 17,987,498$ 1,454,218$ 4,898,651$ 5,193,037$ 5,558,031$ 10,606,770$ 9,437,244$ Fiscal Year
117

CITY OF AGOURA HILLS
Program Revenues by Function/ Program
Last Ten Fiscal Years
accrual basis of accounting)
2014 2015 2016 2017
Function/ Program
Governmental activities
General government 2,599, 863$ 1,138, 763$ 346, 886$ 437, 462$ Public safety 665,016 800,761 718,883 1,004, 970
Public works 8,896, 687 9,863, 255 14, 987, 990 7,171, 508 Community development 538,940 413,959 658,609 1,463, 986 Community services 267, 356 56,408 373, 557 445, 655
Subtotal governmental activities 12,967,862 12,273, 146 17,085,925 10,523, 581 Total primary government 12, 967, 862$ 12, 273, 146$ 17,085, 925$ 10,523, 581$ Source: City of Agoura Hills financial data
Fiscal Year
118
2018 2019 2020 2021 2022 2023
739, 569$ 2,435, 396$ 2,840, 323$ 4,281, 219$ 5,492, 855$ 9,698, 465$ 898, 438 922, 031 856,219 827, 352 1,289,095 1,273, 633 4,557, 202 7,867, 535 6,706, 149 6,109, 074 7,023, 453 3,136, 954 368, 177 338, 343 208,605 603, 346 472,749 226, 904
493, 827 370, 995 210, 061 21, 179 249, 990 317, 686
7,057, 213 11,934, 300 10,821,357 11,842, 170 14,528, 142 14,653, 642 7,057, 213$ 11, 934, 300$ 10, 821, 357$ 11,842, 170$ 14, 528, 142$ 14,653, 642$ Fiscal Year
119

CITY OF AGOURA HILLS
Fund Balances, Governmental Funds
Last Ten Fiscal Years
accrual basis of accounting)
2014 2015 2016 2017
General Fund
Reserved -$ -$ 50, 000$ 345, 275$
Nonspendable 17,383, 605 17, 365, 764 26,368, 875 26, 450, 720 Unassigned 8,494, 117 9,083, 645 9,623, 733 9,815, 071
Total general fund 25,877, 722$ 26,449, 409$ 36, 042, 608$ 36, 611, 066$ All Other Governmental Funds
Nonspendable -$ -$ -$ -$
Restricted 5,165, 834 1,569, 275 1,641, 181 1,723, 643
Committed 4,162, 269 4,350, 376 3,770, 779 4,067, 536
Assigned 4,618, 668 411, 423 557, 239 559, 083
Unassigned - ( 3,154, 713) ( 5,974, 136) ( 4,708, 451)
Total all other governmental funds 13,946, 771$ 3,176, 361$ ( 4,937)$ 1,641, 811$ Source: City of Agoura Hills financial data
Fiscal Year
120
2018 2019 2020 2021 2022 2023
350, 028$ 358, 850$ 410, 948$ 413, 508$ 604, 998$ 729, 017$ 26, 525, 470 26, 434, 914 26, 530, 193 26, 274, 785 25,937, 153 25, 562, 661 10, 386, 556 9,229, 107 8,065, 424 10, 654, 100 13,690, 128 13, 563, 529 37, 262, 054$ 36, 022, 871$ 35, 006, 565$ 37, 342, 393$ 40,232, 279$ 39, 855, 207$ 5,917$ 5,351$ -$ -$ -$
1,649, 754 2,755, 603 2,325, 972 3,695, 301 3,779, 864 4,300, 438 4,310, 623 3,319, 065 3,716, 739 3,740, 173 4,322, 311 5,231, 184 595, 322 608, 408 851, 867 1,005, 556 800, 359 1,126
3,498, 679) ( 4,551, 947) ( 4,292, 536) ( 4,742, 692) ( 4,419, 364) ( 3,267, 290) 3,057, 020$ 2,137, 046$ 2,607, 393$ 3,698, 338$ 4,483, 170$ 6,265, 458$ Fiscal Year
121

CITY OF AGOURA HILLS
Changes in Fund Balances, Governmental Funds
Last Ten Fiscal Years
modified accrual basis of accounting)
2014 2015 2016 2017
Revenues
Taxes 11,270,895$ 12,062,480$ 12,598,500$ 12,403,165$
Licenses and permits 430,875 503,586 524,799 480,926
Intergovernmental revenues 9,755,904 7,390,407 13,346,694 8,882,237 Charges for services 1,420,436 1,188,228 1,018,776 1,464,484 Fines and forfeitures 133,653 139,746 104,803 90,403
Use of money and property 197,514 15,564 203,689 784,617 Other revenues 195,034 707,911 303,505 590,037
Total Revenues 23,404,311 22,007,922 28,100,766 24,695,869 Expenditures
General government 8,209,942 3,951,759 3,935,083 4,094,097 Public safety 4,356,837 4,012,790 4,182,601 4,459,069
Community development 983,413 1,665,528 1,481,732 1,556,843 Community services 1,999,590 2,176,803 2,481,518 2,741,433 Public works 2,995,490 2,089,716 2,315,180 2,982,814
Capital outlay 3,783,745 18,666,025 15,906,914 7,276,935 Debt service
Interest 763,158 631,316 625,051 1,157,560
Principal payments 200,000 210,000 290,000 10,605,000
Total expenditures 23,292,175 33,403,937 31,218,079 34,873,751 Excess of revenues over (under) expenditures 112,136 ( 11,396,015) ( 3,117,313) ( 10,177,882) 3,675,000 - - 10,055,000
52,984 - - 800,234
3,749,109 2,247,685 1,569,645 1,496,432
3,749,109) ( 2,247,685) ( 1,569,645) ( 1,496,432)
924,014
3,727,984 - - 11,779,248
3,840,120$ ( 11,396,015)$ ( 3,117,313)$ 1,601,366$

5.2% 6.1% 6.4% 74.3%
Fiscal Year
Debt service as a percentage of noncapital expenditures Source: City of Agoura Hills financial data
Net change in fund balances
Special Item
Debt proceeds
Premium/(discount) on debt issuance
Transfers in
Transfers out
Proceeds from sale of capital asset
Total other financing sources (uses)
Other Financing Sources (Uses)
122
2018 2019 2020 2021 2022 2023
12,894,034$ 13,467,759$ 12,580,449$ 12,834,290$ 16,185,672$ 16,199,589$ 661,719 589,666 567,474 525,474 661,623 790,556
6,745,712 8,460,405 7,730,671 11,747,351 7,250,621 6,584,978 1,217,282 1,266,816 814,876 788,600 1,063,365 1,139,831 88,793 98,186 93,306 86,853 122,111 105,509
1,026,429 1,264,234 925,944 451,118 690,218 1,231,576
989,254 728,155 2,224,920 563,583 2,918,891 348,427
23,623,223 25,875,221 24,937,640 26,997,269 28,892,501 26,400,466 4,162,104 5,064,913 4,545,676 4,218,006 5,123,223 6,237,964 4,665,151 5,051,499 5,325,392 5,038,926 5,060,999 5,472,473 1,646,839 1,890,097 2,285,379 2,291,008 2,741,188 2,419,112 2,857,247 2,990,865 2,658,751 1,723,171 2,505,046 3,139,632 2,709,199 3,563,487 2,908,320 3,754,397 3,295,630 3,540,676 4,302,347 8,589,367 6,955,091 5,504,949 5,579,322 3,162,068 599,458 595,400 583,715 560,064 547,375 528,325
310,000 315,000 330,000 345,000 365,000 380,000
21,252,345 28,060,628 25,592,324 23,435,521 25,217,783 24,880,250 2,370,878 ( 2,185,407) ( 654,684) 3,561,748 3,674,718 1,520,216 1,096,808 1,343,659 1,467,260 1,039,825 1,936,005 1,363,005 1,096,808) ( 1,343,659) ( 1,467,260) ( 1,039,825) ( 1,936,005) ( 1,363,005) 175,000 - - - -
175,000 - - - - -
184,159
2,730,037$ ( 2,185,407)$ ( 654,684)$ 3,561,748$ 3,674,718$ 1,520,216$

5.7% 4.9% 5.2% 5.3% 4.9% 4.4%
Fiscal Year
123

CITY OF AGOURA HILLS
Tax Revenues by Source, Governmental Funds
Last Ten Fiscal Years
modified accrual basis of accounting)
Transient Property
Fiscal Property Sales Occupancy Franchise tax in lieu
Year Tax Tax Tax Tax of VLF Total
2014 2,678, 400 3,859, 515 2,134, 688 762, 214 1,839, 717 11,274, 534 2015 2,742, 000 3,790, 000 2,244, 728 800, 139 1,938, 084 11, 514, 951 2016 2,819, 000 4,471, 077 2,764, 208 718, 696 2,033, 448 12, 806, 429 2017 2,958, 298 3,805, 109 2,670, 834 767, 787 2,119, 014 12, 321, 042 2018 3,128, 689 3,924, 897 2,788, 088 799, 866 2,216, 903 12, 858, 442 2019 3,203, 261 4,330, 498 2,807, 317 790, 763 2,300, 159 13, 431, 997 2020 3,238, 290 4,176, 609 1,948, 347 807, 678 2,410, 884 12, 581, 810 2021 3,611, 075 4,382, 974 1,494, 022 820, 378 2,498, 706 12, 807, 155 2022 3,698, 852$ 5,555, 147$ 3,426, 496$ 880, 542$ 2,588, 444$ 16, 149, 481$ 2023 3,585, 424$ 5,167, 372$ 3,512, 964$ 928, 113$ 2,739, 417$ 15, 933, 290$ Change
2014- 2023 33.86% 33. 89% 64. 57% 21.77% 48.90% 41. 32% Notes: Includes all governmental fund types ( General, Special Revenue, Capital Projects and Debt Service Funds).

Source: City of Agoura Hills financial data
Property Tax
Sales Tax
Transient Occupancy Tax
Franchise Tax
Property tax in lieu of VLF
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023
Fiscal Year
124

CITY OF AGOURA HILLS
Assessed Value and Estimated Actual Value of Taxable Property Last Ten Fiscal years
in thousands of dollars)
Less: Total Taxable Total
Fiscal Personal Tax- Exempt Assessed
Year Land Improvements Property Property Value Tax Rate 2014 2,175, 810 2,185, 634 2,173 17, 301 4,346, 316 0.00% 2015 2,293,585 2,286, 622 2,253 17,581 4,564, 879 0.00% 2016 2,419,636 2,352, 608 2,124 19,540 4,754, 828 0.00% 2017 2,543,117 2,439, 867 1,935 10,511 4,974, 408 0.00% 2018 2,667,460 2,503, 374 2,071 20,924 5,151, 981 0.00% 2019 2,796,824 2,592, 303 2,024 12,042 5,379, 109 0.00% 2020 2,926,597 2,679, 957 3,118 22,800 5,586, 872 0.00% 2021 3,036,487 2,753, 262 2,588 18,053 5,774, 284 0.00% 2022 3,243,890 2,884, 254 2,665 7,365 6,123, 444 0.00%
2023 3,445,427 2,993, 001 4,376 9,760 6,433, 045 0.00%
Note:

Source: County of Los Angeles, Auditor - Controller
In 1978 the voters of the State of California passed Proposition 13 which limited property taxes to a total maximum rate of 1% based upon the assessed value of the property being taxed. Each year, the assessed value of property may be increased by an "inflation factor" ( limited to a maximum increase of 2%). With few exceptions, property is only reassessed at a time that it is sold to a new owner. At that point, the new assessed value is reassessed at the purchase price of the property sold. The assessed valuation data shown above represents the only data currently available with respect to the actual market value of taxable property and is subject to the limitations described above. The County does not provide breakout of residential, commercial and industrial assessed values to the cities. 125

CITY OF AGOURA HILLS
Direct and Overlapping Property Tax Rates
Last Ten Fiscal Years
Fiscal Basic Los Angeles School Water Flood Control
Year County ( 1) County Districts Districts District Tax Rates 2014 1.0000 0.0000 0.1135 0.0035 0.0000 1.1170
2015 1.0000 0.0000 0.1090 0.0035 0.0000 1.1125
2016 1.0000 0.0000 0.1050 0.0035 0.0000 1.1085
2017 1.0000 0.0000 0.1079 0.0035 0.0000 1.1114
2018 1.0000 0.0000 0.1198 0.0035 0.0000 1.1233
2019 1.0000 0.0000 0.1211 0.0035 0.0000 1.1246
2020 1.0000 0.0000 0.1028 0.0035 0.0000 1.1063
2021 1.0000 0.0000 0.1098 0.0035 0.0000 1.1133
2022 1.0000 0.0000 0.1107 0.0035 0.0000 1.1142
2023 1.0000 0.0000 0.0885 0.0035 0.0000 1.0920
Note: ( 1)
Source: California Municipal Statistics, Inc.

Overlapping Rates
In 1978, California voters passed Proposition 13 which sets the property tax rate at a 1.00% fixed amount. This 1.00% is shared by all taxing agencies for which the subject property resides within. In addition to the 1.00% fixed amount, property owners are charged taxes as a percentage of assessed property values for the payment of school, water and flood control district bonds. The City of Agoura Hills receives 5.85% of the 1% property tax rate. 126

CITY OF AGOURA HILLS
Principal Property Tax Payers
Current Year and Nine Years Ago
Percentage Percentage
of Total City
Taxable Taxable Taxable Taxable
Assessed Assessed Assessed Assessed
Taxpayer Value Rank Value Value Rank Value
Tishman Speyer Archstone Smith $ 135, 976, 487 1 2.22% 159, 141, 289$ 1 4.06% Lexington Agoura Hills LLC 60,225, 244 2 0.98%
Kids from the Valley V LLC 56,749, 057 3 0.93%
Agoura Hills HHG Hotel Development Lp 55,476, 472 4 0.91% Khanna Enterprises LP 47,949,143 5 0.78% 0.00%
FW CA Twin Oaks Shopping Center 34,788, 199 6 0.57% 29, 979, 466$ 2 ARHC MAGHCA01 LLC 34,179,773 7 0.56% 0.00%
Whizin Market Square LLC 33,232,661 8 0.54% 27,306, 230$ 3 Creekside Shops LLC 31,900,000 9 0.52%
Hankey Investment Company LP 30,571,903 10 0.50%
Best Agoura Design Center LLC 0.00%
Apple Seven Hospitality 22,050,354$ 4 0.56%
Teradyne Inc. 19,787,182$ 5 0.50%
ARI Agoura BP III LP 0.00%
Agoura Hills Business Park LLC 0.00%
Agoura Business Center East LLC 19,316,463$ 6 0.49%
ZDI Agoura LLC 0.00%
Total $ 6,123,445,642 8.51% 3,922,239,025$ 5.62%
Source: California Municipal Statistics, Inc.

FY 2021- 22
The amounts shown above include assessed value data for both the City and the Redevelopment Agency.

FY 2013- 14
127
City of Agoura Hills
Secured Property Tax Levies and Collections
Last Ten Fiscal Years
Taxes Levied Collections
Fiscal for the Percentage 2013 in Subsequent
Year Fiscal Year Amount of Levy Years Amount of Levy
2014 2,298, 395 2,196, 070 95.55% 35, 028 2,231, 098 97.07% 2015 2,413, 441 2,315, 154 95.93% 32, 839 2,347, 993 97.29% 2016 2,506, 669 2,422, 101 96.63% 18, 062 2,440, 163 97.35% 2017 2,607, 191 2,511, 264 96.32% 43, 571 2,554, 835 97.99% 2018 2,704, 330 2,639, 148 97. 59% 8,999 2,648, 147 97.92% 2019 2,801, 070 2,742, 935 97. 92% 31,898 2,774, 833 99. 06% 2020 2,894, 345 2,776, 534 95. 93% 64,502 2,841, 036 98. 16% 2021 3,005, 130 2,936, 586 97. 72% 64,173 3,000, 759 99. 85% 2022 3,088, 114 2,997, 965 97. 08% 8645 3,006, 609 97.36% 2023 3,242, 954 3,155, 017 97. 29% 0 3,155, 017 97.29%
Sources:

California Municipal Statistics, Inc.

Collected within the
Fiscal Year of the Levy Total Collections to Date
City of Agoura Hills financial information.

County of Los Angeles, Auditor - Controller.
128

CITY OF AGOURA HILLS
Taxable Sales by Category
Last Ten Calendar Years
in thousands of dollars)
2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
Autos and Transportation 104$ 105$ 116$ 114$ 120$ 133$ 436$ 135$ 364$ 493$ Building and Construction 149 158 169 183 208 225 239 257 252 284 Business and Industry 470 680 640 653 541 633 562 584 586 635 Food and Drugs 270 269 282 292 285 271 265 285 277 319
Fuel and Service Stations 879 866 741 625 670 774 772 520 842 884 General Consumer Goods* 804 815 811 806 836 810 869 811 1,034 1,029 Restaurants and Hotels 647 693 683 708 767 756 733 593 783 875 Total 3,323$ 3,586$ 3,442$ 3,381$ 3,427$ 3,602$ 3,876$ 3,185$ 4,138$ 4,519$ City direct sales tax rate 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% Notes: Calendar year 2021 not available.

Includes Other Taxable
Source: HdL Companies
Ca
l
e
n
d
a
r
Y
e
a
r
s
2022
2021
2020
2019
2018
2017
2016
2015
2014
2013
129

CITY OF AGOURA HILLS
Direct and Overlapping Sales Tax Rates
Last Ten Fiscal Years
State of
Fiscal Year City Direct Rate Los Angeles County California 2014 0.00% 1.50% 7.50%
2015 0.00% 1.50% 7.50%
2016 0.00% 1.50% 7.50%
2017 0.00% 1.50% 8%
2018 0.00% 1.50% 8%
2019 0.00% 1.50% 8%
2020 0.00% 1.50% 8%
2021 0.00% 1.50% 8%
2022 0.00% 1.50% 8%
2023 0.00% 1.50% 8%
Source: California State Board of Equalization
130

CITY OF AGOURA HILLS
Ratios of Outstanding Debt by Type
Last Ten Fiscal Years
dollars in thousands, except per capita)
2008 2013 2016
RDA Tax Lease Lease Total Percentage
Fiscal Allocation Revenue Refunding Primary of Personal Per Year Bonds ( 1) Bonds ( 2) Bonds ( 3) Government Income ( a) Capita ( a) 2014 5,515 3,675 - 9,190 0.98% 448
2015 - 3,724 - 3,724 0.36% 181
2016 - 3,653 - 3,653 0.35% 177
2017 - 3,576 10, 592 14,168 1.33% 668
2018 - 3,499 10, 325 13,824 1.22% 658
2019 - 3,417 10, 052 13,469 1.19% 646
2020 - 3,336 9,763 13,099 1.05% 633
2021 - 3,249 9,465 12,714 0.98% 615
2022 - 3,157 9,151 12,308 0.88% 595
2023 - 3,060 8,828 11,888 0.83% 587
Notes: ( a)
1)
2)
3)
Sources: State of California, Department of Finance
City of Agoura Hills financial data
Governmental Activities
September 1, 2013, the City issued Lease Revenue Bonds to finance a portion of the recreation center project. ( See Note 7)
See Schedule for personal income and population data. These ratios are calculated using personal income and population for the prior calendar year.
2008 Tax Allocation Bonds issued June 5 to finance certain redevelopment projects within the Agoura Hills Redevelopment Area. ( See Note 15)
2016 Lease Refunding Bonds ( See Note 7)
131

CITY OF AGOURA HILLS
Ratio of Net General Bonded Debt Outstanding
Last Ten Fiscal Years
dollars in thousands, except per capita)
Percentage of
Estimated
Lease Actual Taxable
Refunding Value of Per
Bonds Total Property ( 1) Capita ( 2)
2014 14, 405$ 14, 405$ 0.35% 702. 13$
2015 14, 195$ 14, 195$ 0.33% 691. 49$
2016 13, 905$ 13, 905$ 0.30% 674. 18$
2017 13, 355$ 13, 355$ 0.28% 629. 63$
2018 13, 045$ 13, 045$ 0.26% 620. 66$
2019 12, 730$ 12, 730$ 0.25% 610. 79$
2020 12, 400$ 12, 400$ 0.23% 599. 35$
2021 12, 055$ 12, 055$ 0.22% 582. 68$
2022 12, 308$ 12, 308$ 0.21% 594. 91$
2023 11, 888$ 11, 888$ 0.19% 586. 51$
Notes: Details regarding the city' s outstanding debt can be found in the notes to the financial statements. 1) See schedule for property value data.
2) See schedule for population data.

Source: City of Agoura Hills financial data.

Fiscal
Year
132

CITY OF AGOURA HILLS
Direct and Overlapping Governmental Activities Debt
For the Year Ended June 30, 2023
Estimated
Share of
Estimated Direct and
Debt Percentage Overlapping
Governmental Unit Outstanding Applicable a) Debt
Debt repaid with property taxes
Metropolitan Water District 19, 215, 000$ 0.171 % 32, 858$ Los Angeles Community College District 4,500, 730, 000 0.582 26, 194, 249 Las Virgenes Joint Unified School District 98, 247, 606 22. 269 21, 878, 759 Other debt
Los Angeles County General Fund Obligations 2,601, 551, 282 0.329 8,559,104 Los Angeles County Supt. of Schools Certificates of Participation 3,403, 487 0.329 11,197 Las Virgenes Joint Unified School District Certificates of Participation 8,572, 605 22.269 1,909,033 Subtotal, overlapping debt 58,585,200
City direct debt
City of Agoura Hills General Fund Obligations 11,888, 490 100. 000 11,888,490 Total direct and overlapping debt 70,473,690$
within the city multiplied by the total debt outstanding. and non-bonded capital lease obligations.

Sources: California Municipal Statistics, Inc.

City of Agoura Hills financial data
a) Percentage of overlapping agency' s assessed valuation located within the boundaries of the city. The method used b) Excludes tax and revenue anticipation notes, enterprise revenue, mortgage revenue and tax allocation bonds Notes:
133

CITY OF AGOURA HILLS
Legal Debt Margin Information
Last Ten Fiscal Years
dollars in thousands)
2023 2022 2021 2020
Debt limit 233, 771, 897$ 220, 541$ 213, 560$ 205, 887$ Legal debt margin 233, 771, 897$ 220, 541$ 213, 560$ 205, 887$

0.00% 0.00% 0.00% 0.00%
Assessed Valuations:

Gross Assessed Value 6,233, 917$
Debt Limitation - 3.75% of Total Assessed Value 233, 771, 897$ Less debt applicable to limitation -
Legal Debt Margin 233, 771, 897$
Notes: Under state finance law, the city' s outstanding general obligation debt should not exceed 15 percent of total assessed property value. The Code section was enacted when assesed valuations were based on 25% of full market value. This has since changed to 100% of full market value. By law, the general obligation debt subject to the limitation may be offset by amounts set aside for repaying general obligation bonds.

Sources: County of Los Angeles, Auditor - Controller
City of Agoura Hills financial data
California Municipal Statistics, Inc.

Total net debt applicable to the limit as a
percentage of debt limit
Total net debt applicable to limit
Legal Debt Margin Calculation for Fiscal Year 2023
Fiscal Year
134
2019 2018 2017 2016 2015 2014
196, 923$ 189, 674$ 181, 391$ 174, 088$ 165, 786$ 157, 301$ 196, 923$ 189, 674$ 181, 391$ 174, 088$ 165, 786$ 157, 301$

0.00% 0.00% 0.00% 0.00% 0.00% 0.00%
Fiscal Year
135

CITY OF AGOURA HILLS
Demographic and Economic Statistics
Last Ten Calendar Years
Personal Per Percentage
Income Capita
Calendar ( thousands Personal Median with at least Unemployment Year Population ( 1) of dollars) Income ( 2) Age ( 2) some college Rate ( 3) 2014 20, 516 933, 437 45, 498 42.5 96% 3.6%
2015 20, 528 1,036, 500 50,492 42.5 96% 6.1%
2016 20, 625 1,036, 241 50,242 43.2 96% 4.3%
2017 21,211 1,066,532 50,282 42.5 95% 3.7%
2018 21,018 1,128,793 53,706 45.0 95% 4.4%
2019 20,842 1,135,952 54,503 44.0 96% 4.2%
2020 20,689 1,242,519 60,057 44.5 96% 16.6%
2021 20,689 1,299,559 62,814 44.5 97% 7.8%
2022 20,689 1,402,321 67,781 44.5 97% 4.4%
2023 20,269 1,438,754 70,983 45.4 99% 4.9%
Projected figures
1) Source: State of California, Department of Finance
2) Source: UCSB Economic Forecast Project
3) Source: State of California, Employment Development Department, Labor Market Information Division 136

CITY OF AGOURA HILLS
Principal Employers
Current Year and Nine Years Ago
Percentage Percentage
of Total City of Total City
Activity Employees Employment Employees Employment
Company or Organization
Las Virgenes USD Government 534 4.77% 543 4.98%
National Veterinary Associates, Inc. Veterinary Services 347 3.10% Visual Concepts Entertainment Software Development 655 5.85% Private National Mortgage Acceptance Company, LLC Banking 294 2.63% A2 Biotherapeutics, Inc. Research & Development 262 2.34% Teradyne Inc Manufacturing 209 1.87% 220 2.02%
Motor Vehicle Software Corp/ VITU Technology 490 4.38%
Joni and Friends Non- Profit 200 1.79%
Epsilon Data Management LLC Advertising Services 121 1.08% Cydcor LLC Administrative Services 138 1.23%
Wood Ranch Restaurant 137 1.22% 100 0.92%
Vons Companies Grocery
Zebra Technologies Manufacturing 147 1.35%
Bank of America Banking 873 8.01%
IBM Corporation Technology 206 1.89%
Farmers Financial Solutions Insurance 151 1.39%
Total Top Employers 3,387 30.24% 2,240 20. 55%
Total City Employment ( 1) 11,200 10, 900
2015
Fiscal Year
2023
Source: Results based on direct correspondence with city’ s local businesses Employee Count is based on Agoura Hills school sites only

1.) Total City Employment provided by EDD Labor Force Data 137

CITY OF AGOURA HILLS
Full- time Equivalent City Government Employees by Function/ Program Last Ten Fiscal Years
2014 2015 2016 2017
Function/ Program
General government 10. 30 10. 48 10.48 10. 49
Community development 6.27 5.30 5.30 5.26
Community services 7.00 7.95 7.95 8.00
Public works 6.00 5.00 5.00 5.00
Building and safety 3.00 3.00 3.00 3.00
Redevelopment/ Successor Agency 1.43 1.27 1.27 1.25
Total full- time equivalent employees 34. 00 33. 00 33.00 33. 00 Notes: A full-time employee is scheduled to work 2,080 hours per year ( including vacation and sick leave). Full-time- equivalent employment is calculated by dividing total labor hours by 2,080.

Sources: City of Agoura Hills financial information
Fiscal Year
138
2018 2019 2020 2021 2022 2023

10. 07 10. 25 10. 87 10.74 11.52 13.03

5.72 6.50 6.28 6.04 6.94 5.78

8.00 8.00 7.60 6.17 6.65 8.35

5.00 5.00 6.00 5.00 4.34 4.87

3.00 3.00 3.00 3.00 2.05 2.08

1.21 1.25 1.25 1.05 0.66 0.48

33. 00 34. 00 35. 00 32.00 32.17 34.58
Fiscal Year
139

CITY OF AGOURA HILLS
Operating Indicators by Function/ Program
Last Ten Fiscal Years
2014 2015 2016 2017
Parks and recreation
Number of City sponsored events 40 44 45 45
Public Works
Street resurfacing ( lane miles) 2 2 2 2
Solid Waste
Residential Recycling Collected ( pounds)* 15, 261, 800 14,877, 780 15, 123, 660 15, 675, 500 Electronics Collected ( pounds)* 13, 011 10,801 10,504 6,099 Used Oil Collection ( gallons) 519 462 415 335
Automobile Battery Collections ( pounds) 640 1,000 700 760 Used Paint Collection ( gallons) 1,165 1,013 1,120 556
Used Oil Filters ( pounds) *
Antifreeze ( pounds) *
Transportation
Total route ( miles) 121, 435 77,582 93, 813 93, 674
Passengers ( annually) 20, 296 12, 668 10,880 9,070
Note:

Residential Recycling Collected includes items such as paper/ cardboard/ glass/ metal/ plastic & greenwaste Anti Freeze and Used Oil Filters did not have a city collection program prior to 2022 Source: Various city departments
Function/ Program
140
2018 2019 2020 2021 2022 2023
42 45 18 16 17 18
2 5 5.14 0.13 3.84 2.45
15, 646, 400 15, 770, 600 14, 928, 460 15, 537, 640 13, 765, 820 9,529, 280 7,857 4,749 5,759 6,907 6,532 2,687
235 467 234 357 2128 250
500 1,338 1,106 239 1,331 800
1,160 912 1212 839 9500 653
65 275
104, 180 99,224 60,174 24,026 21,208 15,801
9,014 8,231 5,298 2,843 2,915 2,012
Fiscal Year
141

CITY OF AGOURA HILLS
Capital Asset Statistics by Function/ Program
Last Ten Fiscal Years
2014 2015 2016 2017
Public works
Bridges 19 19 19 19
Streets/ Highway ( miles) 126 126 130 130
Traffic signals 100 100 100 100
Parks and recreation
Basketball courts
Full
Half Courts
1111
3 3 3 3
Community centers 1 1 1 1
Recreation Centers 1 1 1 1
Parks
Tennis courts 9999
6666
Note:

Schedules presenting government- wide information include information beginning in that year.

Source: Various city departments
Function/ Program
The City implemented Statement 34 in 2003; however, the City implemented Statement 44 in 2006.

Fiscal Year
142
2018 2019 2020 2021 2022 2023
19 19 19 19 19 19
130 130 130 130 130 130
100 100 103 103 103 103
11 32
11 11
66 88
1111
2222
1111
1111
6666
9999
Fiscal Year
143
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B-1

APPENDIX B

FORM OF OPINION OF BOND COUNSEL
Upon issuance and delivery of the Bonds, Richards, Watson & Gershon, A Professional Corporation, as Bond Counsel, proposes to render its final approving opinion in substantially the following form:
[closing date], 2024
Agoura Hills Improvement Authority
30001 Ladyface Court
Agoura Hills, California 91301
Opinion of Bond Counsel
with reference to
$12,325,000
Agoura Hills Improvement Authority
Lease Revenue Bonds
Series 2024A
$2,575,000
Agoura Hills Improvement Authority
Lease Revenue Refunding Bonds
Series 2024B
Ladies and Gentlemen:

We have examined (i) a record of proceedings relating to the issuance of the abovecaptioned Series 2024A Bonds (the “2024A Bonds”) and the Series 2024B Bonds (the “2024B Bonds,” and together with the 2024A Bonds, the “Bonds”) of the Agoura Hills Improvement Authority, a joint powers authority (the “Authority”), (ii) the Indenture, dated as of November 1, 2016, by and between the Authority and The Bank of New York Mellon Trust Company, N.A., as predecessor trustee to U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as amended by the First Supplemental Indenture, dated as of March 1, 2024, by and between the Authority and the Trustee (collectively, the “Indenture”), (iii) the Lease Agreement, dated as of November 1, 2016 (the “Lease”), by and between the City of Agoura Hills (the “City”) and the Authority, (iv) the Sublease, dated as of November 1, 2016, as amended by the First Amendment to Sublease (collectively, the “Sublease”), each by and between the Authority and the City, (v) the Assignment Agreement, dated as of November 1, 2016 (the “Assignment Agreement”), by and between the Authority and the Trustee; and (vi) such other matters of law as we have deemed necessary to enable us to render the opinions expressed herein. As to questions of fact material to this opinion, we have relied upon such certificates and documents without undertaking to verify the same by independent investigation. Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Indenture.

The Bonds are issued under and pursuant to the Indenture, the provisions relating to the joint exercise of powers found in Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, as amended (the “Act”), including the provisions of the Marks-Roos Local Bond Pooling Act of 1985, constituting Article 4 of the Act. The 2024A Bonds are issued for the purpose of assisting the City in financing the costs of construction of the City’s outdoor lineal recreation area, known as the Ladfyace Greenway project. The 2024B Bonds are issued to B-2
effect a refunding of all of the Authority’s remaining outstanding Lease Revenue Bonds, Series 2013.

Based upon such examination, we are of the opinion under existing law that:

1. The Indenture has been duly and lawfully authorized, executed and delivered by the Authority. Assuming due authorization, execution and delivery by the Trustee, the Indenture is in full force and effect in accordance with its terms and is valid and binding upon the Authority and enforceable in accordance with its terms. The Indenture creates the valid pledge which it purports to create of the Revenues and certain funds established by the Indenture (including the investments, if any, thereof), subject to the provisions of the Indenture permitting the application thereof for the purposes, and on the terms and conditions set forth in the Indenture.

2. The Authority is duly authorized and entitled to issue the Bonds. The Bonds have been duly and validly authorized and issued by the Authority in accordance with the Constitution and statutes of the State of California, including the Act, and in accordance with the Indenture.

The Bonds constitute the valid and binding obligations of the Authority as provided in the Indenture, are enforceable in accordance with their terms and the terms of the Indenture and entitled to the benefits of the Act and the Indenture. The Bonds are not an obligation of the State of California, any public agency thereof (other than the Authority), or any member of the Authority and neither the faith and credit nor the taxing power of the State of California or any public agency thereof or any member of the Authority is pledged for the payment of the Bonds.

The Authority has no taxing power.

3. The Authority and the City have duly authorized, executed and delivered the Lease, the Sublease, and the Assignment Agreement, as applicable. The Lease and the Sublease constitute the valid and binding agreements of the Authority and the City enforceable according to their respective terms. The obligation of the City to make Base Rental Payments during the term of the Sublease constitutes a valid and binding obligation of the City, payable from funds of the City lawfully available therefor, and does not constitute a debt of the City or of the State of California or of any political subdivision thereof within the meaning of any constitutional or statutory debt limit or restriction, and does not constitute an obligation for which the City or the State of California is obligated to levy or pledge any form of taxation or for which the City or the State of California has levied or pledged any form of taxation.

4. Interest on the Bonds is exempt from personal income taxes of the State of California.

5. Assuming compliance with the covenants described below, interest on the Bonds is excluded from gross income for federal income tax purposes. The Bonds are not “specified private activity bonds” within the meaning of Section 57(a)(5) of the Internal Revenue Code of 1986, as amended (the “Code”) and, therefore, interest on the Bonds will not be treated as an item of tax preference for purposes of the federal individual alternative minimum tax, although we observe that, for tax years beginning after December 31, 2022, such interest included in adjusted financial statement income of certain corporations is not excluded from the federal corporate alternative minimum tax.

The Code sets forth certain requirements which must be met subsequent to the issuance and delivery of the Bonds for interest thereon to be and remain excluded from gross income for federal income tax purposes. Noncompliance with such requirements could cause the interest on the Bonds to be included in gross income retroactive to the date of issue of the Bonds. The B-3
City has covenanted to satisfy, or take such actions as may be necessary to cause to be satisfied, each provision of the Code necessary to maintain the exclusion of the interest on the Bonds from gross income for federal income tax purposes pursuant to Section 103(a) of the Code.

Certain requirements and procedures contained or referred to in the Indenture and other relevant documents may be changed and certain actions may be taken or omitted, under the circumstances and subject to the terms and conditions set forth in such documents, upon the advice or with the approving opinion of nationally recognized bond counsel. We express no opinion as to any Bond, or the interest thereon, if any change occurs or action is taken or omitted upon the advice or approval of any counsel other than ourselves.

Except as stated in the foregoing paragraphs numbered 4 and 5 and the paragraph immediately following paragraph 5, we express no opinion as to any federal or state tax consequences of the ownership or disposition of the Bonds.

The opinions expressed herein are qualified to the extent that the enforceability of the Indenture, the Bonds, the Lease and the Sublease may be limited by applicable bankruptcy, insolvency, debt adjustment, receivership, fraudulent conveyance or transfer, moratorium, reorganization, arrangements or other laws affecting creditors’ rights, to the application of equitable principles, to the exercise of judicial discretion in appropriate cases and to the limitations on legal remedies against public entities in the State or other laws or equitable principles affecting the enforcement of creditors’ rights generally. We express no opinion with respect to any indemnification, contribution, liquidated damages, penalty (including any remedy deemed to constitute a penalty), right of set-off, arbitration, judicial reference, choice of law, choice of forum, choice of venue, non-exclusivity of remedies, waiver or severability provisions contained in the foregoing documents. We do not express any opinion with respect to the quality of title to, or interests in, any of the real or personal property subject to the lien of the Lease or Sublease or with respect to the accuracy or sufficiency of the description of any real property contained therein and in the Indenture. Without limiting the foregoing, we have assumed compliance with all agreements and covenants contained in the Indenture.

The opinions expressed herein are based on an analysis of existing law and cover certain matters not directly addressed thereby. Such opinions may be affected by actions taken or omitted or events occurring after the date hereof, and we have not undertaken to determine, or to inform any person, whether any such actions or events are taken or do occur. We have assumed the genuineness of all documents and signatures presented to us. We have not undertaken to verify independently, and have assumed, the accuracy of the factual matters represented, warranted or certified in such documents. No opinion is expressed in this letter regarding the accuracy, completeness or fairness of the Official Statement or any other offering material relating to the Bonds.

Respectfully submitted,
Richards, Watson & Gershon,
A Professional Corporation
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C-1

APPENDIX C

SUMMARY OF PRINCIPAL LEGAL DOCUMENTS
The following is a brief summary of certain provisions of the legal documents related to the Bonds. This summary is not intended to be definitive and is qualified in its entirety by reference to the Lease, the Sublease, the Assignment Agreement and the Indenture for the complete terms thereof. Copies of these documents are available upon request from the Trustee.

DEFINITIONS
Unless the context clearly requires otherwise, all capitalized terms not defined herein or elsewhere in the Official Statement have the meanings set forth in the Indenture, and if not in the Indenture, then the Sublease.
“2016 Bonds” means the Agoura Hills Improvement Authority Lease Revenue Refunding Bonds, Series 2016 being issued under the Indenture.
“2013 Bonds” means the Agoura Hills Improvement Authority Lease Revenue Bonds, Series 2013, currently outstanding in the amount of $2,930,000. “2013 Bonds Escrow Agreement” means the Escrow Agreement, dated as of March 1, 2024, among the City, the Authority and U.S. Bank Trust Company, National Association, as 2013 Bonds trustee and escrow agent, regarding the refunding of the 2013 Bonds. “2024A Bonds” means the Agoura Hills Improvement Authority Lease Revenue Bonds, Series 2024A, issued pursuant to the First Supplemental Indenture. “2024B Bonds” means the Agoura Hills Improvement Authority Lease Revenue Refunding Bonds, Series 2024B, issued pursuant to the First Supplemental Indenture. “2024 Bonds” means the 2024A Bonds and the 2024B Bonds, each issued pursuant to the First Supplemental Indenture.
“2024A Term Bonds” means the 2024A Bonds maturing on June 1, 2041. “Act” means Articles 1 through 4 (commencing with Section 6500), Chapter 5, Division 7, Title 1 of the Government Code of the State, as in existence on the Closing Date or as thereafter amended from time to time.
“Additional Bonds” means bonds payable from and secured by Revenues on parity with all other Outstanding Bonds as provided in the Indenture.
“Additional Rental Payments” means the additional rental payable by the City under and pursuant to the Sublease.
“Annual Debt Service” means, with respect to any Bond Year and each Series of Bonds, the sum obtained by totaling the following: (i) the principal amount of all Outstanding Bonds of such Series maturing or required to be redeemed by mandatory sinking fund redemption in such Bond Year; and (ii) the interest which would be due during such Bond Year on the aggregate principal amount of Bonds of such Series which would be Outstanding in such Bond Year if the Bonds Outstanding on the date of such computation were to mature or be redeemed in accordance with the applicable maturity or mandatory sinking fund redemption schedule. At the time and for the C-2
purpose of making such computation, the amount of Bonds of such Series already retired in advance of the above-mentioned schedule or schedules is deducted pro rata from the remaining amounts thereon.
“Assignment Agreement” means the Assignment Agreement, dated as of November 1, 2016, by and between the Authority and the Trustee, as the same may be amended, supplemented or otherwise modified from time to time.
“Authority” means the Agoura Hills Improvement Authority, a joint powers agency duly organized and existing under the JPA Agreement and the laws of the State. “Authority Board” means the governing body of the Authority. “Average Annual Debt Service” means, with respect to a Series of Bonds, the average Annual Debt Service of the Outstanding Bonds of such Series over all Bond Years. “Base Rental” means the base rental payments payable by the City to the Authority pursuant to the Sublease.
“Bond Counsel” means any attorney or firm of attorneys appointed by or acceptable to the Authority of nationally recognized expertise in the issuance of obligations the interest on which is excludable from gross income for federal income tax purposes under the Code. “Bond Law” means the Marks-Roos Local Bond Pooling Act of 1985, constituting Article 4 of the Act, as in existence on the Closing Date or as thereafter amended from time to time. “Bond Year” means each twelve-month period extending from June 2 in one calendar year to June 1 of the succeeding calendar year, both dates inclusive, except that the first Bond Year for a Series of Bonds shall be from Closing Date for such Series of Bonds to the following June 1.

With respect to the 2016 Bonds, the first Bond Year is from the Closing Date through June 1, 2017.

With respect to the 2024 Bonds, the first Bond Year is from the Closing Date through June 1, 2024. “Bonds” means, collectively, the 2016 Bonds, the 2024 Bonds, and any Additional Bonds. “Business Day” means a day other than (i) a Saturday or Sunday, (ii) a day on which commercial banks in the city in which the Trustee maintains its Trust Office are authorized or required by law or executive order to close or (iii) a day on which the New York Stock Exchange is closed.
“Certificate of the Authority” means a certificate in writing signed by the President, the Vice President, the Chief Administrative Officer or the Treasurer of the Authority or by any other officer of the Authority duly authorized for that purpose by a resolution adopted by the Authority Board and filed with the Trustee.
“Certificate of the City” means a certificate in writing signed by the Mayor, the Mayor Pro Tem, the City Manager, the Treasurer, the Finance Director of the City or by any other officer of the City duly authorized for that purpose.
“City” means the City of Agoura Hills, California.
“Closing Date” means, with respect to each Series of Bonds, the initial date of delivery for such Series of Bonds. With respect to the 2016 Bonds, the Closing Date shall be December 6, 2016, and with respect to the 2024 Bonds, the Closing Date shall be March 21, 2024.

C-3
“Code” means the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder.
“Commencement Date” means the Closing Date with respect to the 2016 Bonds. “Continuing Disclosure Agreement” means the continuing disclosure undertaking of the City relating to one or more Series of Bonds, to the extent applicable, in connection with Rule 15c2- 12(b)(5) promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as originally executed and as the same may be amended and supplemented from time to time in accordance with the terms thereof.
“Costs of Issuance” means, with respect to each Series of Bonds, all expenses incurred in connection with the authorization, issuance, sale and delivery of such Series of Bonds, including but not limited to all compensation, fees and expenses (including but not limited to fees and expenses for legal counsel) of the Authority and the Trustee, compensation to any financial consultants or underwriters, legal fees and expenses, filing and recording costs, costs of obtaining title insurance with respect to the Leased Property and any appraisals necessary or advisable in connection therewith, costs relating to conveyance of the Leased Property, rating agency fees, costs of preparation and reproduction of documents, costs of printing, bond insurance premiums and fees and costs for any guaranty, surety bond, letter of credit or other credit facility. “Costs of Issuance Fund” means the fund by that name established and held by the Trustee pursuant to the Indenture used from time to time to pay Costs of Issuance with respect to the related Series of Bonds.
“Defeasance Securities” means the direct obligations of the United States of America and securities fully and unconditionally guaranteed as to the timely payment of principal and interest by the United States of America; provided, that such securities must provide for the timely payment of principal and interest and cannot be callable or prepayable prior to maturity or redemption. “Defeasance Securities” do not include securities that do not have a fixed par value or the terms of which do not promise a fixed dollar amount at maturity or call date. “Depository” means The Depository Trust Company, New York, New York, and its successors and assigns as securities depository for the Bonds, or any other securities depository acting as Depository pursuant to the Indenture.
“Escrow Agent” means U.S. Bank Trust Company, National Association, as escrow agent under the 2013 Bonds Escrow Agreement.
“Expiration Date” means June 1, 2041.
“Financing Authority” means the Agoura Hills Financing Authority, a joint powers agency duly organized and existing under a Joint Exercise of Powers Agreement, dated as of April 1, 1999, by and between the City and the Agoura Hills Redevelopment Agency. “First Supplemental Indenture” means this First Supplemental Indenture, dated as of March 1, 2024, by and between the Authority and U.S. Bank Trust Company, National Association, as trustee.
“Fiscal Year” means any twelve-month period extending from July 1 in one calendar year to June 30 of the succeeding calendar year, both dates inclusive, or any other twelve-month period selected and designated by the Authority as its official fiscal year period.

C-4
“Grant Proceeds” means the grant proceeds for the Project received by the City from the California Department of Parks and Recreation and the Los Angeles County Metropolitan Transit Authority Regional funds (Measure R and M).
“Grant Proceeds Fund” means the fund by that name established and held by the Trustee pursuant to the Indenture.
“Indenture” means the Indenture, dated as of November 1, 2016, as supplemented by the First Supplemental Indenture, dated as of March 1, 2024, each by and between the Authority and the Trustee, as the same may be amended, supplemented or otherwise modified from time to time. “Independent Certified Public Accountant” means any certified public accountant or firm of certified public accountants appointed and paid by the Authority, and who, or each of whom: (i) is in fact independent and not under domination of the Authority or the City; (ii) does not have any substantial interest, direct or indirect, in the Authority or the City; and (iii) is not connected with the Authority or the City as an officer or employee of the Authority or the City but who may be regularly retained to make annual or other audits of the books of or reports to the Authority or the City. “Information Services” means the Electronic Municipal Market Access System (referred to as “EMMA”), a facility of the Municipal Securities Rulemaking Board, at www.emma.msrb.org; provided, however, in accordance with then current guidelines of the Securities and Exchange Commission, Information Services means such other organizations providing information with respect to called bonds as the Authority may designate to the Trustee in writing. “Interest Account” means the account by that name established and held by the Trustee pursuant to the Indenture.
“Interest Payment Date” means June 1 and December 1 of each year, commencing June 1, 2017 with respect to the 2016 Bonds, and commencing June 1, 2024 with respect to the 2024 Bonds.
“JPA Agreement” means Joint Exercise of Powers Agreement, dated as of July 1, 2013, by and between the City and the Agoura Hills Parking Authority. “Lease” means that certain Lease Agreement, dated as of November 1, 2016, as the same may be amended or modified from time to time.
“Leased Property” means the Site, the city hall and library facilities, and all other improvements constructed on the Site.
“Lease Revenue Fund” means the fund by that name established and held by the Trustee pursuant to the Indenture.
“Master Indenture” means the Indenture, dated as of November 1, 2016, by and between the Authority and The Bank of New York Mellon Trust Company, N.A., predecessor in interest to U.S. Bank Trust Company, National Association, as trustee. “Maximum Annual Debt Service” means, with respect to a Series of Bonds, the largest Annual Debt Service during the period from the date of calculation through the final maturity date of any Outstanding Bonds of such Series.
“Moody’s” means Moody’s Investors Service, Inc., and its successors and assigns.

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“Net Proceeds” means any insurance or condemnation proceeds, paid with respect to the portion of the Leased Property remaining after payment therefrom of all expenses in the collection thereof.
“Original Purchaser” with respect to the 2016 Bonds, means Citigroup Global Markets Inc., and with respect to the 2024 bonds, means Raymond James & Associates, Inc., and its successors and assigns.
“Outstanding,” when used as of any particular time with reference to Bonds, means all Bonds theretofore executed, issued and delivered by the Authority under the Indenture except:
(a) Bonds theretofore canceled by the Trustee or surrendered to the Trustee for cancellation;
(b) Bonds paid or deemed to have been paid pursuant to the Indenture; and (c) Bonds in lieu of which or in substitution for which other Bonds have been executed, issued and delivered pursuant to the Indenture or any Supplemental Indenture. “Owner” or “Bond Owner,” when used with respect to any Bond, means the person in whose name the ownership of such Bond must be registered on the Registration Books. “Participants” means those broker-dealers, banks and other financial institutions from time to time for which the Depository holds Bonds as securities depository. “Payment Date” means, with respect to a Base Rental payment, the date listed as its related “Payment Date” in Exhibit B of the Sublease.
“Permitted Encumbrances” means (a) liens for general ad valorem taxes, special taxes and assessments, if any, not then delinquent, or which the City may, pursuant to the Sublease, permit to remain unpaid; (b) liens created pursuant to or permitted under the Lease or the Sublease; (c) easements, right of way, mineral rights, drilling rights and other rights, reservations, covenants, conditions or restrictions which exist of record as of the Commencement Date; (d) utility, access and other easements and rights of way, restrictions and exceptions that do not interfere with or impair the use intended to be made of the relevant Leased Property; (e) any right or claim of any mechanic, laborer, materialman, supplier or vendor filed or perfected in the manner prescribed by law after the Commencement Date; (f) such minor defects, irregularities, encumbrances and clouds on title as normally exist with respect to property similar in character to the relevant Leased Property and as do not materially impair the use intended to be made of property affected thereby; and (g) easements, right of way, mineral rights, drilling rights and other rights, reservations, covenants, conditions or restrictions established following the Commencement Date and to which the Authority and the City consent in writing.
“Permitted Investments” mean any of the following obligations if and to the extent that they are permissible investments of funds of the Authority, as applicable:
(1) Cash;
(2) Obligations of, or obligations guaranteed as to principal and interest by, the United States of America or any agency or instrumentality thereof, when such obligations are backed by the full faith and credit of the United States of America including:

A. U.S. Treasury obligations;
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B. All direct or fully guaranteed obligations
C. Farmers Home Administration;
D. General Services Administration;
E. Guaranteed Title XI financing;
F. Government National Mortgage Association (GNMA); and G. U.S. Treasury - State and Local Government Series
(3) Obligations of any of the following federal agencies which obligations represent the full faith and credit of the United States of America, including:

A. Export-Import Bank;
B. Rural Economic Community Development Administration; C. U.S. Maritime Administration;
D. Small Business Administration;
E. U.S. Department of Housing & Urban Development (PHAs); F. Federal Housing Administration; and
G. Federal Financing Bank;
(4) Direct obligations of any of the following federal agencies which obligations are not fully guaranteed by the full faith and credit of the United States of America:

A. Senior debt obligations issued by the Federal National Mortgage Association (FNMA) or Federal Home Loan Mortgage Corporation (FHLMC);
B. Obligations of the Resolution Funding Corporation (REFCORP); and C. Senior debt obligations of the Federal Home Loan Bank System; (5) U.S. Dollar-denominated deposit accounts, federal funds and bankers’ acceptances with domestic commercial banks (including the Trustee and its affiliates) which have a rating on their short term certificates of deposit on the date of purchase of “P-1” by Moody’s and “A-1” or “A-1+” by S&P and maturing not more than 360 calendar days after the date of purchase (provided that ratings on holding companies is not considered the rating of the bank);
(6) Deposits the aggregate amount of which are fully insured by the Federal Deposit Insurance Corporation (FDIC) or fully collateralized by Permitted Investments described in clauses (2), or (3) in banks (including the Trustee and any affiliate) which have capital and surplus of at least $5 million;
(7) Commercial paper which is rated at the time of purchase in the single highest classification, “P-1” by Moody’s and “A-1+” by S&P and which matures not more than 270 calendar days after the date of purchase;
(8) Investments in a money market fund rated “AAAm” or “AAAm-G” or better by S&P, including funds for which the Trustee or an affiliate receives and retains a fee for C-7
services provided to the fund, whether as a custodian, transfer agent, investment advisor or otherwise;
(9) “Pre-refunded Municipal Obligations,” defined as follows: any bonds or other obligations of any state of the United States of America or of any agency, instrumentality or local governmental unit of any such state which are not callable at the option of the obligor prior to maturity or as to which irrevocable instructions have been given by the obligor to call on the date specified in the notice and (A) which are rated, based on an irrevocable escrow account or fund (the “escrow”), in the highest rating category of Moody’s or S&P or any successors thereto; or (B) (i) which are fully secured as to principal and interest and redemption premium, if any, by an escrow consisting only of cash or obligations described in clause (2) of the definition of Permitted Securities, which escrow may be applied only to the payment of such principal of and interest and redemption premium, if any, on such bonds or other obligations on the maturity date or dates thereof or the specified redemption date or dates pursuant to such irrevocable instructions, as appropriate, and (ii) which escrow is sufficient, as verified by a nationally recognized independent certified public accountant, to pay principal of and interest and redemption premium, if any, on the bonds or other obligations described in this paragraph on the maturity date or dates specified in the irrevocable instructions referred to above, as appropriate; (10) Any bonds or other obligations of any agency, instrumentality or local governmental unit of any state of the United States of America which are rated “Aaa/AAA” or general obligations of any such state with ratings of “A2” or higher by Moody’s and “A” or higher by S&P;
(11) Investment agreements approved in writing by the Trustee (supported by appropriate opinions of counsel); and
(12) Any state or county administered pooled investment fund in which the Authority or the City is statutorily permitted or required to invest will be deemed a permitted investment, including, but not limited to the Local Agency Investment Fund in the treasury of the State.
“Principal Account” means the account by that name established and held by the Trustee pursuant to the Indenture.
“Project” means planning, design, engineering, acquisition, construction, and related improvements for the City’s linear greenway recreational area, known as “Ladyface Greenway”, and other public capital improvements.
“Project Fund” means the fund by that name established and held by the Trustee pursuant to the Indenture.
“Qualified Reserve Account Credit Instrument” means an irrevocable standby or direct-pay letter of credit, insurance policy, or surety bond issued by a commercial bank or insurance company and deposited with the Trustee for crediting the Reserve Subaccount for a Series of Bonds, which instrument must meet the qualifications specified in the Supplemental Indenture providing for the issuance and terms of such Series of Bonds. “Record Date” means, with respect to any Interest Payment Date, the 15th calendar day of the month immediately preceding such Interest Payment Date, whether or not such day is a Business Day.

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“Redemption Fund” means the fund by that name established and held by the Trustee pursuant to the Indenture.
“Registration Books” means the records maintained by the Trustee pursuant to the Indenture for the registration and transfer of ownership of the Bonds. “Rental Payments” means collectively the Base Rental Payments and the Additional Rental Payments.
“Representation Letter” means the Blanket Issuer Letter of Representations, dated August 28, 2013, from the Authority to the Depository, qualifying bonds issued by the Authority for the Depository’s book-entry system.
“Request of the Authority” means a request in writing signed by the President, the Vice President, the Chief Administrative Officer, the Treasurer or by any other officer of the Authority duly authorized for that purpose by a resolution adopted by the Authority Board and filed with the Trustee.
“Request of the City” means a request in writing signed by the Mayor, the Mayor Pro Tem, the City Manager, the Finance Director, or by any other officer of the City duly authorized for that purpose.
“Reserve Account” means the account by that name established and held by the Trustee pursuant to the Indenture
“Reserve Requirement” means: (i) with respect to the 2016 Bonds and the 2024 Bonds, means $0.00; and (ii) with respect to any other Series of Bonds, the amount provided in the relevant Supplemental Indenture.
“Reserve Subaccount” means any subaccount of the Reserve Account established for a Series of Bonds and held by the Trustee in the Reserve Account pursuant to the Indenture and the relevant Supplemental Indenture.
“Revenues” means (a) all Base Rental Payments payable by the City pursuant to the Sublease (including prepayments); (b) any proceeds of Bonds originally deposited with the Trustee and held by the Trustee in the Lease Revenue Fund and the accounts thereof; (c) investment income with respect to any moneys held by the Trustee in the Lease Revenue Fund and the accounts thereof (other than amounts payable to the United States of America for rebate purposes); and (d) any insurance proceeds or condemnation awards received by or payable to the Trustee with respect to the Leased Property, including rental interruption insurance. “S&P” means Standard & Poor’s Ratings Services, and its successors and assigns. “Securities Depositories” means The Depository Trust Company, 55 Water Street, New York, New York 10041, Attn: Call Notification Department, Fax (212) 855-7232 and, in accordance with then current guidelines of the Securities and Exchange Commission, such other addresses and/or such other securities depositories as the Authority may designate in a Certificate of the Authority delivered to the Trustee.
“Series” means, when used with reference to the Bonds, all of the Bonds authenticated and delivered on original issuance and identified pursuant to the Indenture (or a Supplemental C-9
Indenture authorizing such Bonds) as a separate Series of Bonds, and any Bonds thereafter authenticated and delivered in lieu of or in substitution for such Bonds pursuant to the Indenture. “Series 2024 Costs of Issuance Accounts” means the Series 2024A Costs of Issuance Account and the Series 2024B Costs of Issuance Account. “Series 2024A Costs of Issuance Account” means the account by that name within the Costs of Issuance Fund.
“Series 2024B Costs of Issuance Account” means the account by that name within the Costs of Issuance Fund.
“Site” means that certain real property that is the location of the city hall and library facilities. “State” means the State of California.
“Sublease” means the Sublease Agreement, dated as of November 1, 2016, by and between the Authority, as lessor, and the City, as lessee, as amended by the First Amendment to Sublease, dated as of March 1, 2024, by and between the Authority and the City, and as it may thereafter from time to time be supplemented, modified or amended. “Supplemental Indenture” means any agreement supplemental to or amendatory of the Indenture.
“Tax Certificate,” with respect to each Series of Tax-Exempt Bonds, means the Certificate Regarding Compliance with Certain Tax Matters (or similar instrument) dated the date of the original delivery date of such Series of Tax-Exempt Bonds relating to the requirements of certain provisions of the Code, as such certificate may from time to time be modified or supplemented in accordance with the terms thereof.
“Tax-Exempt” means, with respect to interest on any obligations of a state or local government that such interest is excluded from gross income for federal income tax purposes whether or not such interest is includable as an item of tax preference or otherwise includable directly or indirectly for purposes of calculating tax liabilities, including any alternative minimum tax, under the Code.
“Tax-Exempt Bonds” means all of the Outstanding Bonds, except for those of any Series not intended by the Authority to comply with the requirements of the Code necessary to make interest on such Series of Bonds excludable from gross income for federal tax purposes. “Trust Office” means the principal corporate trust office of the Trustee in Los Angeles, California or such other offices as may be specified to the Authority by the Trustee in writing. With respect to presentation of Bonds for payment or for registration of transfer and exchange such term means the office or agency of the Trustee at which, at any particular time, its corporate trust agency business is conducted.
“Trustee” means U.S. Bank Trust Company, National Association, as successor trustee to The Bank of New York Mellon Trust Company, N.A., and its successors and assigns, and any other corporation or association that may at any time be substituted in its place as provided in the Indenture.

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LEASE
Term
The City leases the Leased Property to the Authority and the Authority hires the Leased Property from the City, on the terms and conditions set forth in the Lease.

The term of the Lease commences on the Commencement Date and ends on the last day of the term of the Sublease, which is the earliest of: (i) the Expiration Date; (ii) the date on which the Base Rental payments are paid (or prepaid) in full under the provisions of the Sublease; or (iii) the date of discharge of the Indenture.

Rental
The Authority agrees to pay to the Trustee on the Closing Date the proceeds of the Bonds as advance rental for the use and right to possession of the Leased Property for the term of the Lease. The rental must be applied by the Trustee as provided in the Indenture.

Default
If: (a) the Authority fails to keep, observe or perform any term, covenant or condition contained in the Lease to be kept or performed by the Authority, (b) the Authority’s interest in the Lease or any part thereof is assigned or transferred without the written consent of the City, either voluntarily or by operation of law or otherwise, except as provided in the Lease,
(c) any proceeding under the United States Bankruptcy Code or any federal or state bankruptcy, insolvency or similar law or any law providing for the appointment of a receiver, liquidator, trustee or similar official of the Authority or of all or substantially all of its assets is instituted by or with the consent of the Authority, or is instituted without its consent and is not permanently stayed or dismissed within 60 days,
(d) the Authority offers to the Authority’s creditors to effect a composition or extension of time to pay the Authority’s debts, or asks, seeks or prays for a reorganization or to effect a plan or reorganization or for readjustment of the Authority’s debts, or (e) the Authority makes, in connection with any proceedings related to bankruptcy, insolvency, liquidation, winding up or similar events a general assignment or any assignment for the benefit of the Authority’s creditors,
then the Authority is deemed to be in default under the Lease and it is lawful for the City to exercise any and all rights and remedies available pursuant to law; provided, however, that (i) no merger of the Lease and the Sublease is deemed to occur as a result thereof and (ii) so long as any Bonds remain outstanding, the City has no power to terminate the Lease by reason of any default on the part of the Authority.

Neither the City nor the Authority is, in any event, in default in the performance of any of its obligations under the Lease or imposed by law unless and until the City or the Authority (as the case may be) have failed to perform such obligation within 60 days after notice by the Authority or the City (as the case may be) to the nonperforming party properly specifying wherein such party has failed to perform any such obligation.

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SUBLEASE
Term
The Authority subleases to the City and the City hires from the Authority the Leased Property. The term of the Sublease commences on the Commencement Date, and ends on the earliest of (i) the Expiration Date; (ii) the date on which the Base Rental payments are paid (or prepaid) in full under Sublease; or (iii) the date of discharge of the Indenture.

Throughout the term of the Sublease, fee title to the Leased Property remains in the City.

While any Bonds remain Outstanding under the Indenture, there is no merger of the subleasehold estate in the Leased Property created by the Sublease, the leasehold estate in the Leased Property created by the Lease, and the fee estate in the Leased Property merely because such estates, or any of them, have been acquired or become vested in the same person or entity.

Rental
The City agrees to pay to the Authority, its successors or assigns, as rental for the use and possession of the Leased Property, the following amounts at the following times:

Base Rental. The City must pay as “Base Rental” to the Authority or to the Trustee, semiannually, the rental payments in accordance with the Base Rental Payment Schedule attached to the Sublease, less any amounts credited against Base Rental pursuant to the Indenture. Each Base Rental payment is payable in arrears five Business Days before its Payment Date, and is made in consideration for the City’s use and possession of the Leased Property for the six-month period preceding the Payment Date of such payment.

Additional Rental. The City must also pay, as “Additional Rental,” in addition to the Base Rental, to the Authority or to the Trustee, such amounts in each year as required for the payment of all costs and expenses incurred by the Authority or the Trustee in connection with the execution, performance or enforcement of the Sublease or the assignment thereof, the Indenture, or the Authority’s or the Trustee’s respective interests in the Leased Property, including, but not limited to, all fees, costs and expenses, all administrative costs of the Authority relating to the Leased Property (including, without limiting the generality of the foregoing, salaries and wages of employees, overhead, insurance premiums, taxes and assessments (if any), expenses, compensation and indemnification of the Trustee payable by the Authority under the Indenture), amount (if any) required to be deposited by the Trustee under the Indenture to restore the balance in a subaccount of the Reserve Account to the full amount of the applicable Reserve Requirement, fees of auditors, accountants, attorneys or engineers, and all other reasonable and necessary administrative costs of the Authority or charges required to be paid by it to comply with the terms of the Bonds or of the Indenture. The Authority or the Trustee will bill such Additional Rental to the City from time to time. The City must pay amounts so billed within 30 days after receipt of the bill by the City.

Fair Rental Value Determination. Such payments of Base Rental and Additional Rental for each rental payment period constitute the total rental for said rental payment period, and must be paid by the City in each rental payment period for and in consideration of the right of the use and possession of, and the continued quiet use and enjoyment of, the Leased Property during each such period for which said rental is to be paid. The parties to the Sublease have agreed and determined that such total rental represents the fair rental value of the Leased Property for each such period. In making such determination, consideration has been given to other obligations of the parties under the Sublease, the uses and purposes which may be served by the Leased C-12
Property and the benefits therefrom which will accrue to the City and the general public. The determination of fair rental value of the Leased Property pursuant to this paragraph is not controlling in connection with a determination of fair value of the Leased Property by the parties to the Sublease for any other purpose.

Payment in Lawful Moneys; Disputes. Each installment of Base Rental payable under the Sublease must be paid in lawful money of the United States of America to the order of the Trustee at the corporate trust office of the Trustee in Los Angeles, California, or such other place as the Trustee designates. Notwithstanding any dispute between the City and the Authority, the City must make all rental payments when due, without deduction or offset of any kind, and must not withhold any rental payments pending the final resolution of any such dispute. In the event of a determination that the City was not liable for said rental payments or any portion thereof, said payments or excess of payments, as the case may be, at the option of the City, must be credited against subsequent rental payments due or be refunded at the time of such determination.

Inclusion in Annual Budget. The City covenants to take such action as may be necessary to include all such rental payments due under the Sublease in its annual budget and to make the necessary annual appropriations for all such rental payments. The City must furnish to the Authority and the Trustee annually, on or before July 1 of each year, a certificate stating that it has complied with the covenant set forth in this paragraph.

Maintenance, Utilities, Taxes and Assessments
During such time as the City or any permitted sublessee thereof is in possession of the Leased Property, all maintenance and repair, ordinary or extraordinary, of the Leased Property is the responsibility of the City, and the City must pay for or otherwise arrange for the payment of (a) all utility services supplied to the Leased Property, (b) the cost of operation of the Leased Property, and (c) the costs of maintenance of and repair to the Leased Property resulting from ordinary wear and tear or want of care on the part of the City. The City must, at the City’s sole cost and expense, keep and maintain the Leased Property clean and in a safe and good condition and repair. The Authority has no obligation to alter, remodel, improve, repair, decorate, or paint the Leased Property or any part thereof, and the Authority has made no representations or warranties to the City respecting the condition of the Leased Property.

The City must comply with all statutes, ordinances, regulations, and other requirements of all governmental entities that pertain to the occupancy or use of the Leased Property. The Authority has no responsibility or obligation whatsoever to construct any improvements, modifications or alterations to the Leased Property.

The City and the Authority contemplate that the City will use the Leased Property for public purposes and, therefore, that the Leased Property will be exempt from all taxes presently assessed and levied with respect to real and personal property, respectively. In the event that the use, possession or acquisition by the Authority or the City of any of the Leased Property is found to be subject to taxation in any form, the City will pay during the term of the Sublease, as the same respectively become due, all taxes and governmental charges of any kind whatsoever that may at any time be lawfully assessed or levied against or with respect to such Leased Property and any other property acquired by the City in substitution for, as a renewal or replacement of, or a modification, improvement or addition to such Leased Property; provided, that with respect to any governmental charges or taxes that may lawfully be paid in installments over a period of years, the City is obligated to pay only such installments as are accrued during such time as the Sublease is in effect.

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Changes to Leased Property
The City has the right during the term of the Sublease to acquire and construct improvements or to attach fixtures, structures or signs to the Leased Property if the improvements, fixtures, structures or signs are necessary or beneficial for the use of such Leased Property by the City; provided, however, that no such acquisition or construction results in a material reduction in the value of the Leased Property, reduce the fair rental value thereof or substantially alter the nature of the Leased Property.

Upon termination of the Sublease, the City may remove any fixture, structure or sign added by the City, but such removal must be accomplished so as to leave the Leased Property, except for ordinary wear and tear and damage by casualty, in substantially the same condition as they were in before the fixture, structure or sign was attached.

Title Insurance
The City must obtain a California Land Title Association insurance policy (or, at the City’s sole discretion, an American Land Title Association insurance policy) at the time of and dated as of the Commencement Date in an aggregate amount not less than the aggregate principal amount of the Bonds, payable to the Trustee, insuring the respective interests of the City and the Authority in the Leased Property, and insuring the validity of the Assignment Agreement, subject only to Permitted Encumbrances issued by a title insurance company qualified to do business in the State of California and acceptable to the Trustee. To the extent permitted under the Indenture, the costs of obtaining such title insurance policy or policies may be paid out of the sale proceeds of the Bonds.

Other Insurance
Liability Insurance. The City must procure (or cause to be procured) and maintain (or cause to be maintained), throughout the term of the Sublease, a standard commercial general liability insurance policy or policies, naming as additional insureds the Authority, the Trustee, and their directors, officers, agents and employees, insuring against all direct or contingent loss or liability for damages for bodily injury, death or property damage occasioned by reason of the use or operation of the Leased Property, in the form of a combined single limit policy in the minimum amount of $10,000,000. Such liability insurance may be maintained as part of or in conjunction with any other liability insurance carried by the City.

Workers Compensation Insurance. The City must at all times comply with the workers’ compensation insurance laws of the State of California to the extent applicable to the City.

Fire and Extended Coverage Insurance. The City must procure (or cause to be procured) and maintain (or cause to be maintained), throughout the term of the Sublease, insurance against loss or damage to any part of the Leased Property against all perils included within the classification of fire, extended coverage, vandalism, and malicious mischief. Said fire and extended coverage insurance must, as nearly as practicable, cover loss or damage by explosion, windstorm, riot, aircraft, vehicle damage, smoke, sprinkler damage, boiler explosion and such other hazards as are normally covered by such insurance. Such insurance must be in an amount equal to 100 percent of the replacement cost of the improvements on the Leased Property. Such insurance may be maintained as part of or in conjunction with any other fire and extended coverage insurance carried or required to be carried by the City. The insurance policy required under this paragraph may include a deductible in an amount not exceeding $50,000 expressed in 2016 dollars, to be C-14
adjusted annually for the rate of inflation, as measured by the Consumer Price Index for the State, as maintained by the Bureau of Labor Statistics, United States Department of Labor.

Rental Interruption Insurance. The City must procure (or cause to be procured) and maintain (or cause to be maintained), throughout the term of the Sublease, rental interruption insurance to cover loss, total or partial, of the use of any part of the Leased Property as the result of any of the hazards covered in the insurance required by the preceding paragraph and the resulting loss of rental income to the Trustee, as assignee of the Authority, in an amount sufficient to pay the maximum remaining principal and interest portions of Base Rental due under the Sublease for a period of at least 24 months. The Net Proceeds of such insurance must be paid to the Trustee for deposit in the Lease Revenue Fund and must be credited towards the payment of Base Rental in the order in which such Base Rental payments become due and payable.

Self-Insurance. As an alternative to providing the liability insurance, workers compensation insurance, and fire and extended coverage insurance as required above, the City may provide a self-insurance method or plan of protection (but only from a special fund of the City or other source for which the General Fund of the City is not in any fashion obligated nor to which the City is otherwise obligated to make payments), covering one or all of such insurance coverages required, so long as (i) such self-insurance method or plan of protection affords reasonable protection to the Authority and the Trustee, in light of all circumstances, giving consideration to cost, availability and similar plans or methods of protection adopted by counties in the State other than the City, (ii) the City provides evidence to the Authority and the Trustee that the City has segregated amounts in a special insurance reserve meeting the requirements of this paragraph, and (iii) in the reasonable opinion of the City’s risk manager or a reputable independent insurance consultant, such selfinsurance is maintained at an actuarially sound level for the purpose of the Sublease.

Net Proceeds of Insurance; Form of Policies. The fire and extended coverage and the rental interruption policies of insurance must provide that all proceeds thereunder are payable to the Trustee pursuant to a lender’s loss payable endorsement. The Net Proceeds of fire and extended coverage insurance policy must be applied as provided in the provision of the Sublease described below under “Damage, Destruction and Condemnation; Application of Net Proceeds.” All policies of insurance required by the Sublease and any statements of self-insurance must be in form satisfactory to the Authority. The City must pay or cause to be paid when due the premiums for all insurance policies required by the Sublease. All such policies must provide that the Authority and the Trustee are given 30 days’ notice of each expiration, and any intended cancellation thereof or reduction of the coverage provided thereby. The City must deliver to the Trustee on or before each anniversary of the Commencement Date a certificate that all insurance required under the Sublease is in full force and effect. The Trustee may conclusively rely upon the certificate of insurance. In the event that the City obtains insurance through a pooled insurance program of governmental entities, an annual statement or memorandum of coverage delivered to the Authority and the Trustee will satisfy the requirements of this paragraph. The Trustee and the Authority are not responsible for the sufficiency of any insurance required in the Sublease or payment of premium and are fully protected in accepting payment on account of such insurance or any adjustment, compromise or settlement of any loss agreed to by the Trustee.

Advances. If the City fails to perform any of its insurance obligations, as described above, then the Authority may, but is obligated to, take such action as may be necessary to cure such failure, including the advancement of money on behalf of the City, and the City must repay all such advances as soon as possible.

Waivers of Subrogation. Each of the Authority and the City waives any and all rights to recovery against the other or against any other tenant or occupant of the Leased Property, or C-15
against the officers, employees, agents, representatives, customers, and business visitors of such other party or of such other tenant or occupant of the Leased Property, for loss or damage to such waiving party or its property or the property of others under its control, arising from any cause insured against under the standard form of property damage insurance policy with all permissible extensions and endorsements covering extended perils or under any other policy of insurance carried by such waiving party in lieu thereof, to the extent such policies then in force permit such waiver.

Damage, Destruction and Condemnation; Application of Net Proceeds Prior to the expiration of the term of the Sublease, if (a) the Leased Property is destroyed (in whole or in part) or is damaged by fire or other casualty, (b) title to, or the temporary use of, any portion of the Leased Property or the estate of the Authority or the City in a Leased Property or any portion is taken under the exercise of the power of eminent domain by any governmental body or by any person or firm or corporation acting under governmental authority, or (c) leasehold interest in the Leased Property is materially impaired by reason of a defect of title, then the Authority and the City must cause the Net Proceeds of any insurance payment (other than the Net Proceeds of rental interruption insurance which must be applied pursuant to the Sublease) or any condemnation award to be applied to the prompt repair, restoration, modification, improvement or replacement of the damaged, destroyed or condemned portion of the Leased Property or cure the defect of title to the Leased Property, and any balance of Net Proceeds remaining after such work or cure of title defect has been completed must be paid to the City.

Notwithstanding the foregoing, the City may elect not to repair, restore, modify, improve or replace the destroyed, damaged or condemned portion of the Leased Property or not to cure the defect of title to the affected portion of the Leased Property and thereupon cause said proceeds (together with any other money that the City in its discretion has determined to utilize for such purpose) to be used for: (i) a prepayment of Base Rental, in full, if the proceeds and such other available moneys, together, are at least sufficient to cause a redemption all of the then outstanding Bonds, or (ii) a partial prepayment of the then unpaid Base Rental, if immediately after such prepayment, there are amendments to the Lease and the Sublease, deleting the portion of the Leased Property affected by such condemnation, damage, destruction or title defect from the Lease and the Sublease and the City determines that the Base Rental remaining under the Sublease does not exceed fair rental value of the remaining portion of the Leased Property after the deletion; provided, that in either event, the City must make a determination on whether to prepay Base Rental within 45 days of the date on which the destruction of the Leased Property occurred, the condemnation proceedings were completed or the leasehold interest in the affected portion of the Leased Property was determined to be materially impaired, whichever is applicable, and in any event in sufficient time to provide the Authority and the Trustee with at least 45 days’ prior written notice in the event the City determines to prepay Base Rental.

Default
If default is made by the City in the observance or performance of any agreement, condition, covenant or term in the Sublease required to be observed or performed by it (including, without limitation, the payment of any Base Rental or Additional Rental), the Authority may at any time thereafter (with or without notice and demand and without limiting any other rights or remedies the Authority may have) recover rent and other monetary charges as they become due without terminating the City’s right to possession of the Leased Property (regardless of whether or not the City has abandoned the Leased Property). Furthermore, upon the occurrence of such a default, the Authority has the right, and the City irrevocably appoints the Authority as its agent and attorney-infact for such purpose, to attempt to relet the Leased Property at such rent, upon such conditions C-16
and for such term, and to do all other acts to maintain or preserve the Leased Property, including the removal of persons or property therefrom or taking possession thereof, as the Authority deems desirable or necessary. The City waives any and all claims for any damages that may result to the Leased Property upon any action taken by the Authority under this paragraph. No action taken by the Authority under this paragraph is deemed to terminate the Lease or the Sublease and the City continues to remain liable for any deficiency that may arise out of such reletting, taking into account expenses incurred by the Authority due to such reletting, payable at the same time and manner as provided for Base Rental.

The Authority expressly waives the right to receive any amount from the City pursuant to Section 1951.2(a)(3) of the California Civil Code.

Each and all of the remedies given to the Authority under the Sublease or by any law now existing or hereafter enacted are cumulative and the exercise of any one remedy does not impair the right of the Authority to any or all other remedies.

In addition to any default resulting from breach by the City of any agreement, condition, covenant or term of the Sublease, if:
(i) the City’s interest in the Sublease or any part thereof is assigned or transferred, either voluntarily or by operation of law, except as provided in the Sublease; or (ii) the City files any petition or institutes any proceedings under any act or acts, state or federal, dealing with or relating to the subject of bankruptcy or insolvency or under any amendment of such act or acts, either as a bankrupt or as an insolvent or as a debtor or in any similar capacity, wherein or whereby the City asks or seeks or prays to be adjudicated a bankrupt, or is to be discharged from any or all of its debts or obligations, or offers to its creditors to effect a composition or extension of time to pay its debts, or asks, seeks or prays for a reorganization or to effect a plan of reorganization or for a readjustment of its debts or for any other similar relief, or if the City must make, in connection with any proceedings related to bankruptcy, insolvency, liquidation, winding up or similar event, a general assignment or any assignment for the benefit of its creditors; or
(iii) the City abandons the Leased Property or any portion thereof, then, in each and every such case, the City is deemed to be in default.

Neither the Authority nor the City is in default in the performance of any of its obligations under the Sublease (except for the obligation of the City to pay Base Rental when due) unless and until it fails to perform such obligation within 30 days after notice by the Authority or the City, as the case may be, to the other party properly specifying wherein it has failed to perform such obligation.

Prepayment and Credits
Prepayment from Net Proceeds of Insurance or a Condemnation Award. The City may prepay, from Net Proceeds of insurance or a condemnation award received by it, the principal components of Base Rental then unpaid, in whole or in part on any date, at a prepayment price equal to the sum of the principal components prepaid plus accrued interest thereon to the date of prepayment. In such event, the Bonds must be redeemed pursuant the Indenture.

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Prepayment From Any Source of Moneys. The City may, at its option, prepay from any source of available moneys, Base Rental then unpaid, in whole or in part, for a redemption of Bonds pursuant to the Indenture. A prepayment is made upon the occurrence of either of the following: (i) The City deposited with the Trustee an amount equal to the sum of (A) the principal components of Base Rental being so prepaid, plus (B) the interest components with respect thereto accrued to the related redemption date(s) of the Bonds; or (ii) There has been deposited, on behalf of the Authority, with the Trustee or another fiduciary, Defeasance Securities (or a combination of cash and Defeasance Securities) in a sufficient amount to satisfy the requirements of the Indenture to discharge the Bonds to be redeemed in connection with such prepayment.

Except in the case of a prepayment of Base Rental to redeem all of the then Outstanding Bonds, a prepayment of principal components of Base Rental: (1) applies only to Base Rental previously unpaid and not yet due, and (2) reduces Base Rental so that, after such prepayment (and the related redemption of Bonds), (A) each annual installment of principal components of Base Rental is an integral multiple of $5,000 and (B) the principal components of Base Rental due in any year corresponds with the principal amount of Bonds due and payable in such year.

In the event of a partial prepayment of Base Rental, the City must provide the Trustee with an amended schedule of Base Rental payments. A prepayment will not cause a defeasance of Bonds unless the requirements of the Indenture are satisfied.

In the event that the City determines to prepay in full the principal components of Base Rental, such that the Sublease is terminated by its terms, all amounts then on deposit under the Indenture which are to be credited to the City’s obligations to make Base Rental payments must be credited towards the amounts then required to be so prepaid.

Right of Entry
The Authority and its assignees have the right to enter the Leased Property during reasonable business hours (and in emergencies at all times), subject to the City’s reasonable security measures, (a) to inspect the same, (b) for any purpose connected with the City’s or the Authority’s rights or obligations under the Sublease, and (c) for all other lawful purposes.

Mechanics’ Liens
In the event the City, at any time before or during the term of the Sublease, causes any improvements or other work to be done or performed or materials to be supplied, in or upon the Leased Property, the City must pay, when due, all sums of money that may become due for, or purporting to be for, any labor, services, materials, supplies or equipment furnished or alleged to have been furnished to or for the City in, upon or about the Leased Property and which may be secured by any mechanics’, materialmen’s or other liens against the Leased Property or the Authority’s interest therein, and must cause any such lien to be fully discharged and released at the time the performance of any obligation secured by any such lien matures or becomes due, except that, if the City desires to contest any such lien it may do so. If any such lien is reduced to final judgment and such judgment or such process as may be issued for the enforcement thereof is not promptly stayed, or if so stayed and said stay thereafter expires, the City must pay and discharge said judgment.

Quiet Enjoyment
The City and Authority mutually covenant that the City, so long as it keeps and performs the covenants and agreements in the Sublease, must at all times during the term of the Sublease C-18
peaceably and quietly have, hold and enjoy the Leased Property without suit, trouble or hindrance from the Authority.

Indemnification
The City must, to the full extent then permitted by law, indemnify, defend, protect and hold harmless the Authority and its members, officers and employees and the Trustee from and against any and all liabilities, obligations, losses, claims and damages whatsoever, regardless of the cause thereof (except for any liability, obligation, loss, claim or damage arising out of the negligent or intentional act or omission of the Trustee, its officers, directors or employees), and expenses in connection therewith, including, without limitation, counsel fees and expenses, penalties and interest arising out of or as the result of the entering into of the Sublease and the Indenture, the payment of the costs of (including any accident in connection with) the operation, use, condition or possession of the Leased Property or any portion thereof resulting in damage to property or injury to or death to any person or the Trustee’s exercise and performance of its powers and duties under the Sublease, or the Indenture and any other document or transaction contemplated in connection with the Indenture or the Sublease. This indemnification continues in full force and effect notwithstanding the full payment of all rent obligations, the termination of the Sublease for any reason or the resignation or removal of the Trustee. The City agrees not to withhold or abate any portion of the payments by reason of any defects, malfunctions, breakdowns or infirmities of the Leased Property. The Authority and the City mutually agree to promptly give notice to each other of any claim or liability indemnified against following either’s learning thereof.

Assignment; Subletting of Leased Property
The Sublease and the rights of the Authority under the Sublease (except the Authority’s rights to give approvals and consents and to indemnification and payment or reimbursement for any costs or expenses of the Authority) will be assigned to the Trustee pursuant to the Assignment Agreement and the Indenture, and accordingly, the City agrees to make all rental payments due to the Authority directly to the Trustee, notwithstanding any claim, defense, setoff or counterclaim whatsoever (whether arising from a breach of the Sublease or otherwise) that the City may have from time to time against the Authority, except as provided in the abatement provisions of the Sublease.

Neither the Sublease nor any interest of the City under the Sublease may be mortgaged, pledged, assigned or transferred by the City by voluntary act or by operation of law or otherwise; provided that the City may sublease all or any portion of the Leased Property, and may grant concessions to others involving the use of any portion of the Leased Property, whether such concessions purport to convey a leasehold interest or a license to use a portion of the Leased Property. The City must at all times remain liable for the performance of the covenants and conditions on its part to be performed under the Sublease, notwithstanding any subletting or granting of concessions which may be made. Nothing in the Sublease relieves the City from its obligation to pay Base Rental and Additional Rental as provided in the Sublease or to relieve the City from any other obligations contained in the Sublease. Without limiting the foregoing, to the extent that the Sublease or the Assignment Agreement confers upon or grants the Trustee any right, remedy or claim under or by reason of the Sublease, the Trustee is recognized as being a third party beneficiary and may enforce such right, remedy or claim conferred, given or granted.

Abatement of Rental
The obligation of the City to pay Base Rental and Additional Rental must be abated during any period in which, by reason of any damage, destruction, condemnation or impairment of C-19
leasehold interest, there is substantial interference with the use and occupancy of the Leased Property or any portion thereof by the City. Such abatement is in an amount agreed upon by the City and the Authority such that the resulting Base Rental in any year during which such interference continues does not exceed the fair rental value of the portions of the Leased Property as to which such damage, destruction, taking or impairment do not substantially interfere with the City’s use and right of possession. Such abatement continues for the period commencing with the date of such interference and ending with the restoration of the relevant Leased Property to tenantable condition. For clarification purposes, to the extent that any Base Rental is to be paid or prepaid from insurance or condemnation proceeds deposited with the Trustee, such Base Rental is not reduced or abated.

Upon the cessation of the occurrence of any abatement event during the term of the Sublease, the City must cause the Leased Property to be appraised by an MAI appraiser to determine its then current fair rental value. If such fair rental value is greater than the fair rental value of the Leased Property as of the Commencement Date, the Base Rental must be increased by the lesser of (i) such incremental value or (ii) the amount needed to recoup all amounts abated during the remaining term of the Sublease.

Except as set forth in the Sublease, in the event of any damage, destruction of condemnation, the Sublease continues in full force and effect and the City waives any right to terminate the Sublease by virtue of such damage, destruction or condemnation. The City further waives the benefit of Sections 1932(1), 1932(2), 1933(4), 1941 and 1942 of the California Civil Code.

Additional Covenants of the City
The City covenants that during the term of the Sublease it will not use or permit the use of the Leased Property or any proceeds of the Tax-Exempt Bonds, directly or indirectly, in any manner, and will not take or omit to take any action, that would cause any of the Tax-Exempt Bonds to be treated as an obligation not described in Section 103(a) of the Code.

Substitution or Release of Property
The Leased Property may be substituted, in whole or in part, by other properties, or a portion of the Leased Property may be released from the Sublease, at the option of the City; provided, that the following conditions have been satisfied: (i) such substitution or release does not, in the opinion of Bond Counsel, adversely affect the tax-exempt status of the Tax-Exempt Bonds; (ii) the City obtained an appraisal from an MAI certified appraiser showing that the appraised value of the Leased Property, after the proposed substitution or release, is equal to or greater than the aggregate amount of the principal component of the Base Rental (i.e., the principal amount of the Outstanding Bonds); (iii) the City certifies to the Authority and the Trustee that the annual fair rental value of the Leased Property, after such substitution or release, is at least equal to the maximum annual Base Rental remaining unpaid under the terms of the Sublease; (iv) the City notifies the rating agency (or agencies) then rating the Bonds regarding such substitution or release and receives confirmation that such substitution or release will not, in and of itself, result in a reduction of such rating(s) on the Bonds; (v) in the event that the substituted property consists in whole or in part of real property, a California Land Title Association insurance policy (or, at the City’s sole discretion, an American Land Title Association insurance policy) on the substituted property has been obtained and evidence that any existing title insurance with respect to the portion of the Leased Property remaining after such substitution is not affected; and (vi) the Sublease is amended (and any “short form” or “Memorandum of Sublease”) to properly reflect such substitution or release.

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Amendments
The Sublease may only be amended to the extent permitted by the Indenture.

Net Lease
Subject to the provisions of the Sublease related to abatement of rental, the Sublease is deemed and construed to be a “Triple-Net Lease” and the City agrees that rental is an absolute net return to the Authority, free and clear of any expenses, charges or setoffs whatsoever.

ASSIGNMENT AGREEMENT
The Authority transfers in trust and assigns to the Trustee, for the benefit of the Owners from time to time of the Bonds, all of the right, title and interest of the Authority in (but not of its obligations under) the Lease and the Sublease (except the Authority’s rights to give approvals and consents under the Lease and the Sublease and to indemnification and payment or reimbursement for any costs or expenses thereunder), including the Authority’s rights to receive the Base Rental Payments scheduled to be paid by the City under and pursuant to the Sublease, and any and all of the other rights of the Authority under the Lease and the Sublease as may be necessary to enforce payment of such Base Rental Payments when due or otherwise to protect the interest of the Owners of the Bonds.

INDENTURE
Additional Bonds
The Authority may from time to time issue one or more series of Additional Bonds payable from and secured by Revenues on parity with all other Outstanding Bonds. Such bonds must be issued under and pursuant to a Supplemental Indenture which specifies: (i) the maturity date or dates of such Additional Bonds, which must be June 1 in any given year; (ii) the interest payment dates, which must be June 1 and December 1; (iii) the terms, if any, for call and redemption of such Additional Bonds prior to maturity; and (iv) the interest rate or rates on such Additional Bonds and any other matters deemed appropriate or necessary and not inconsistent with the provisions of the Indenture.

All of the Additional Bonds must be executed by the Authority for issuance under the Indenture and delivered to the Trustee and thereupon must be delivered by the Trustee upon the Request of the Authority but only upon receipt by the Trustee of the following documents or money or securities:
(i) A certified copy of the Supplemental Indenture authorizing the issuance of such Additional Bonds;
(ii) A Request of the Authority as to the delivery of such Additional Bonds; (iii) An opinion of Bond Counsel substantially to the effect that (a) the Authority has the right and power under the Act to execute and deliver such Supplemental Indenture, and such Supplemental Indenture has been duly executed and delivered by the Authority, and the Indenture and such Supplemental Indentures are in full force and effect and are valid and binding upon the Authority and enforceable in accordance with their terms (except as enforcement may be limited by bankruptcy, insolvency, reorganization and other similar laws relating to the enforcement of creditors’ rights and similar qualifications); (b) such Additional Bonds are valid and binding special C-21
obligations of the Authority, enforceable in accordance with their terms (except as enforcement may be limited by bankruptcy, insolvency, reorganization and other similar laws relating to the enforcement of creditors’ rights) and are subject to the terms of the Indenture and all Supplemental Indentures and entitled to the benefits of the Indenture and all such Supplemental Indentures and the Act, and such Additional Bonds have been duly and validly issued in accordance with the Act and the Indenture and all such Supplemental Indentures; and (c) the obligation of the City to make the Base Rental Payments during the term of the Sublease as amended, is a valid and binding obligation of the City;
(iv) A Certificate of the Authority (a) certifying that the Authority is in compliance with all agreements and covenants contained in the Indenture in all material respects and that no Event of Default has occurred or is continuing; (b) stating that the Authority and the City have entered into an amendment to the Sublease pursuant to which the City is obligated to make Base Rental Payments at times and in amounts sufficient to provide for payment of the principal of and interest on the Bonds (including such Additional Bonds) which will be Outstanding following the sale and delivery of such Additional Bonds; (c) stating that provisions have been made for the deposit into the Reserve Subaccount for such Series of Additional Bonds, to the extent the Supplemental Indenture requires such a deposit; and (d) containing such additional statements as may be reasonably necessary to show compliance with the requirements of the Indenture; (v) An executed copy of the amendment to the Sublease; and (vi) Such further documents, money and securities as are required by the provisions of the Indenture and the Supplemental Indenture providing for the issuance of such Additional Bonds.

Validity of Bonds
The validity of the authorization and issuance of the Bonds is not affected in any way by any proceedings taken with respect to the application of the proceeds of the Bonds, and the recital contained in the Bonds that the same are issued pursuant to the Bond Law is conclusive evidence of their validity and of the regularity of their issuance.

Revenues; Flow of Funds
Pledge of Revenues; Assignment of Rights. The Bonds are secured by a first lien on and pledge of all of the Revenues and a pledge of all the moneys in the Lease Revenue Fund (but excluding therefrom moneys in a Reserve Subaccount dedicated to a related Series of Bonds, as provided in the applicable Supplemental Indenture), including all amounts derived from the investments of such moneys. The Bonds are equally secured by a pledge, charge and lien upon the Revenues and such moneys without priority for number, date of the Bonds, date of execution or date of delivery; and the payment of the interest on and principal of the Bonds and any premiums upon the redemption of any portion thereof is and are secured by an exclusive pledge, charge and lien upon the Revenues and such moneys. To the extent that a Reserve Subaccount is established with respect to a Series of Bonds, such Series of Bonds is secured by a first lien on and pledge of the moneys in the corresponding Reserve Subaccount. So long as any of the Bonds are Outstanding, the Revenues must not be used for any other purpose; except that out of the Revenues and such moneys there may be apportioned such sums, for such purposes, as are expressly permitted by the Indenture.

Lease Revenue Fund. All Base Rental Payments must be deposited by the Trustee in a special fund designated as the “Lease Revenue Fund,” which the Trustee establishes, maintains and holds in trust under the Indenture. On or before each Interest Payment Date, the Trustee must C-22
transfer from the Lease Revenue Fund and deposit into the following respective accounts (each of which the Trustee establishes and maintains within the Lease Revenue Fund), the following amounts in the following order of priority, the requirements of each such account (including the making up of any deficiencies in any such account resulting from lack of Revenues sufficient to make any earlier required deposit) at the time of deposit to be satisfied before any transfer is made to any account subsequent in priority:

Interest Account. On or before each Interest Payment Date, the Trustee must deposit in the Interest Account an amount required to cause the aggregate amount on deposit in the Interest Account to equal the amount of interest becoming due and payable on such Interest Payment Date on all Outstanding Bonds. No deposit need be made into the Interest Account if the amount contained therein is at least equal to the interest becoming due and payable upon all Outstanding Bonds on each succeeding Interest Payment Date within the then current Bond Year. All moneys in the Interest Account must be used and withdrawn by the Trustee solely for the purpose of paying the interest on the Bonds as it becomes due and payable (including accrued interest on any Bonds redeemed prior to maturity pursuant to the Indenture or the redemption provisions of a Supplemental Indenture).

Principal Account. On or before each Interest Payment Date, the Trustee must deposit in the Principal Account an amount required to cause the aggregate amount on deposit in the Principal Account to equal the principal amount of the Bonds maturing or required to be redeemed through mandatory sinking fund redemption on such Interest Payment Date pursuant to the Indenture or pursuant to a Supplemental Indenture, as the case may be. All moneys in the Principal Account must be used and withdrawn by the Trustee solely for the purpose of paying the principal of the Bonds.

Reserve Account. (i) To the extent that the Reserve Requirement for a Series of Bonds is greater than $0.00 (as specified in the Indenture or a Supplemental Indenture), the Trustee must establish a subaccount within the Reserve Account designated as the “Series ___ Reserve Subaccount” for such Series of Bonds. On or before each Interest Payment Date, the Trustee must deposit in each Reserve Subaccount such amount as may be necessary to maintain a balance therein equal to the Reserve Requirement for the related Series of Bonds. No deposit need be made in a Reserve Subaccount so long as there is on deposit an amount equal to the Reserve Requirement for the related Series of Bonds. Except as otherwise provided in the Indenture, money in (or available to) a Reserve Subaccount must be used and withdrawn by the Trustee solely for the purpose of replenishing the Interest Account or the Principal Account in such order, in the event of any deficiency at any time in either of such accounts, or for the purpose of paying the interest on or principal of or redemption premiums, if any, on the related Series of Bonds, or for the retirement of all Bonds of such Series then Outstanding. Any amount in a Reserve Subaccount in excess of the Reserve Requirement for the related Series of Bonds must be determined and transferred semiannually to the Interest Account to be applied toward the interest payment of such Series of Bonds, unless otherwise directed by a Request of the City pursuant to the Indenture.

The Reserve Requirement of each Reserve Subaccount may be satisfied by crediting to such Reserve Subaccount moneys or one or more Qualified Reserve Account Credit Instruments or any combination thereof, which in the aggregate make funds available in such Reserve Subaccount in an amount equal to the Reserve Requirement. Upon the deposit with the Trustee of such Qualified Reserve Account Credit Instrument, the Trustee must release moneys then on hand in such Reserve Subaccount to the City, to be used for any lawful purpose, in an amount equal to the face amount of the Qualified Reserve Account Credit Instrument.

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Surplus. On or promptly after each Interest Payment Date, Trustee must determine the amount, if any, remaining in the Lease Revenue Fund after making the deposits to the interest Account, the Principal Account and the Reserve Account and the transfers of investment earnings, and notify the City of the amount so determined. The Trustee must apply such amount as a credit against the next following Base Rental Payment (on a pro rata basis among Series of Bonds then Outstanding), unless such surplus exists in a Reserve Subaccount for a particular Series of Bonds, in which case the Trustee applies such amount as a credit against the next following Base Rental Payment for such Series of Bonds; provided that, if directed in a Request of the City, the Trustee must, with respect to all or any portion of such amount: (i) pay, or set an amount aside for the payment of, any rebate requirement in accordance with a computation made by the City pursuant to the Code for the corresponding Series of Bonds (unless the surplus exists in a Reserve Subaccount for a Series of Bonds which is not Tax-exempt, in which case such surplus made be utilized for any rebate requirement for any Series of Bonds); or (iii) release to the City for use for any lawful purpose.

Redemption Fund. To the extent the Authority has provided the Trustee with written notice of its intention to redeem Bonds (or regarding the extraordinary redemption of any other Series of Bonds from Net Proceeds of insurance payments or taking proceedings, or redemption of any other Series of Bonds from the optional prepayment of Base Rental Payments), the Trustee must establish a fund to be held by the Trustee known as the “Redemption Fund.” At any time the Trustee receives money from the City pursuant to the Sublease (from Net Proceeds of insurance payments or taking proceedings, or optional prepayment of Base Rental Payments), the Trustee must immediately deposit such money as follows: (i) an amount equal to the interest on the Bonds to be redeemed, accrued to the redemption date must be deposited in the Interest Account; and (ii) the balance of such moneys must be deposited in the Redemption Fund. Amounts on deposit in the Redemption Fund must be applied solely for the purpose of paying the principal of and premium, if any, on the Bonds to be redeemed; provided, however, that at any time prior to giving notice of redemption of any such Bonds, the Trustee may apply such amounts to the purchase of Bonds at public or private sale, as and when and at such prices (including brokerage and other charges, but excluding accrued interest, which is payable from the Interest Account) as directed in writing by the Authority, except that the purchase price (exclusive of accrued interest) may not exceed the redemption price then applicable to the Bonds.

Investments. All moneys in any of the funds or accounts established with the Trustee pursuant to the Indenture must be invested by the Trustee solely in Permitted Investments pursuant to the written direction of the Authority given to the Trustee in advance of the making of such investments; which Permitted Investments must, as nearly as practicable, mature (or be subject to redemption or disposition by the Trustee) on or before the dates on which such money is anticipated to be needed for disbursement under the Indenture. In the absence of any such direction from the Authority, the Trustee must hold all moneys uninvested. Obligations purchased as an investment of moneys in any fund or account are deemed to be part of such fund or account.

The Trustee must transfer at least semiannually all investment earnings on amounts in the Principal Account, and the Interest Account to the Lease Revenue Fund. If the balance in a Reserve Subaccount is then at least equal to the Reserve Requirement for the corresponding Series of Bonds, the Trustee immediately must transfer all investment earnings on amounts in such Reserve Subaccount, which are in excess of the Reserve Requirement, to the Lease Revenue Fund. Unless otherwise specified in the Indenture, investment earnings on amounts in all other funds and accounts established and maintained pursuant to the Indenture must be retained in such respective funds and accounts. For purposes of acquiring any investments, the Trustee may commingle funds held by it under the Indenture. The Trustee or an affiliate of the Trustee may act as principal or agent in the acquisition or disposition of any investment and may impose its C-24
customary charges therefor. The Trustee must incur no liability for losses arising from any investments made pursuant to the Indenture.

Valuation of Investments. For the purpose of determining the amount in any fund or account, Permitted Investments credited to such fund or account are valued at least annually, on or before June 30, at the fair market value thereof (based on accepted industry standards from accepted industry providers); provided that as to certificates of deposits and banker acceptances, the value thereof equal the face amount, plus accrued interest thereon.

Project Fund. The First Supplemental Indenture establishes the “Project Fund.” On the Closing Date for the 2024A Bonds, the Trustee will deposit a portion of the sale proceeds of the 2024A Bonds into the Project Fund pursuant to the First Supplemental Indenture. The Trustee will disburse or transfer amounts from the Project Fund, as stated in a Request of the City, for the payment of costs of the Project. When the Project, or the portions thereof determined by the City to be financed hereunder, have been completed, the Authority will deliver or will cause the City to deliver to the Trustee a Certificate of the City, stating the fact and date of such completion.

Following the delivery of such certificate and upon receipt of a Request of the City, the Trustee will transfer amounts then on deposit in the Project Fund to the 2024A Bonds Account of the Lease Revenue Fund.

Grant Proceeds Fund. The Trustee will establish and maintain a separate fund to be known as the “Grant Proceeds Fund.” Immediately upon receipt of Grant Proceeds, the City will transfer all such amounts to the Trustee for deposit into the Grant Proceeds Fund. The Trustee will disburse or transfer amounts from the Grant Proceeds Fund, as stated in a Request of the City, for the payment of costs of the Project. When the Project, or the portions thereof determined by the City to be financed with grant proceeds, have been completed, the Authority will deliver or will cause the City to deliver to the Trustee a Certificate of the City, stating the fact and date of such completion. Following the delivery of such certificate and upon receipt of a Request of the City, the Trustee will transfer amounts then on deposit in the Grant Proceeds Fund to the Redemption Fund, and use such amounts to redeem the 2024A Bonds as earliest as practicable, in accordance with the First Supplemental Indenture.

Covenants of the Authority
Punctual Payment. The Authority must punctually pay or cause to be paid the principal, interest and premium (if any) to become due in respect of all the Bonds, in strict conformity with the terms of the Bonds and of the Indenture, according to the true intent and meaning thereof, but only out of Revenues and other assets pledged for such payment as provided in the Indenture.

Extension of Payment of Bonds. The Authority must not directly or indirectly extend or assent to the extension of the maturity of any of the Bonds or the time of payment of any claims for interest by the purchase of such Bonds or by any other arrangement, and in case the maturity of any of the Bonds or the time of payment of any such claims for interest is extended, such Bonds or claims for interest is not entitled, in case of any default under the Indenture, to the benefits of the Indenture, except subject to the prior payment in full of the principal of all of the Bonds then Outstanding and of all claims for interest thereon which have not been so extended. Nothing in this paragraph is deemed to limit the right of the Authority to issue Bonds for the purpose of refunding any Outstanding Bonds, and such issuance is not deemed to constitute an extension of maturity of the Bonds.

Against Encumbrances. The Authority must not create, or permit the creation of, any pledge, lien, charge or other encumbrance upon the Revenues and other assets pledged or C-25
assigned under the Indenture while any of the Bonds are Outstanding, except the pledge and assignment created by the Indenture. Subject to this limitation, the Authority expressly reserves the right to enter into one or more other indentures for any of its corporate purposes, including other programs under the Bond Law, and reserves the right to issue other obligations for such purposes.

Power to Issue Bonds and Make Pledge and Assignment. The Authority is duly authorized pursuant to law to issue the Bonds and to enter into the Indenture and to pledge and assign the Revenues, the Lease, the Sublease and other assets purported to be pledged and assigned, respectively, under the Indenture in the manner and to the extent provided in the Indenture. The Bonds and the provisions of the Indenture are and will be the legal, valid and binding special obligations of the Authority in accordance with their terms, and the Authority and the Trustee must at all times, to the extent permitted by law, defend, preserve and protect said pledge and assignment of Revenues and other assets and all the rights of the Bond Owners under the Indenture against all claims and demands of all persons whomsoever.

Accounting Records and Financial Statements. The Trustee must at all times keep, or cause to be kept, proper books of record and account, prepared in accordance with corporate trust industry standards, in which complete and accurate entries must be made of all transactions by the Trustee relating to the proceeds of Bonds, the Revenues, the Sublease and all funds and accounts established pursuant to the Indenture. Such books of record and account must be available for inspection by the Authority and the City during regular business hours with reasonable prior notice.

Additional Obligations. The Authority covenants that no additional bonds, notes or indebtedness will be issued or incurred that are payable out of the Revenues, except as provided in the Indenture.

Sublease. The Trustee, as assignee of the Authority’s rights under the Sublease and under the Assignment Agreement, must receive all amounts due from the City pursuant to the Sublease.

The Authority will faithfully comply with, keep, observe and perform all the agreements, conditions, covenants and terms contained in the Sublease required to be complied with, kept, observed and performed by it and, together with the Trustee, will enforce the Sublease against the City in accordance with its terms.

Except as provided in the Indenture, the Authority will not alter, amend or modify the Sublease without the prior written consent of the Trustee, which consent is given only (i) if the Trustee receives an opinion of Bond Counsel that such alteration, amendment or modification will not result in any material impairment of the security given or intended to be given for the payment of the Base Rental Payments, or (ii) if the Trustee first obtains the written consents of the Owners of at least a majority in aggregate principal amount of the Bonds then Outstanding to such alteration, amendment or modification. Prior to any amendment or modification of the Sublease, the Trustee may require the Authority to deliver to the Trustee an opinion of Bond Counsel to the effect that such amendment or modification has been adopted in accordance with the requirements of the Indenture.

Tax Covenants; Rebate Fund.

The Authority must not take any action, or fail to take any action, if any such action or failure to take action would adversely affect the Tax-Exempt status of interest on the Tax-Exempt Bonds under Section 103(a) of the Code or cause interest on any Tax-Exempt Bonds to be an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations under Section 55 of the Code. In furtherance of the foregoing tax covenant, the C-26
Authority must comply with the provisions of each Tax Certificate, which is incorporated in the Indenture as if fully set forth in the Indenture. These covenants survive payment in full or defeasance of the applicable Series of Tax-Exempt Bonds.

If directed in a Request of the City with respect to any Series of Tax-Exempt Bonds, the Trustee must establish when required and maintain with respect to such Series a fund separate from any other fund or account established and maintained under the Indenture designated as the “Series ___ Rebate Fund” (hereafter referred to as the “Rebate Fund”). Upon the written direction of the City, there must be deposited in the Rebate Fund such amounts as are required to be deposited therein pursuant to the Tax Certificate. All money at any time deposited in the Rebate Fund must be held by the Trustee in trust, to the extent required to satisfy the Rebate Amount (as defined in the Tax Certificate), for payment to the United States of America. Notwithstanding the provisions of the Indenture relating to the pledge of Revenues, the allocation of money in the Lease Revenue Fund, the investments of money in any fund or account and the defeasance of Bonds, all amounts required to be deposited into or on deposit in the Rebate Fund are governed exclusively by these covenants and by the Tax Certificate. The Trustee is deemed conclusively to have complied with such provisions if it follows the Request of the City, and has no liability or responsibility to enforce compliance by the Authority or the City with the terms of the Tax Certificate.

The Trustee
Appointment of Trustee. The Bank of New York Mellon Trust Company, N.A., a national banking association duly organized and existing under and by virtue of the laws of the United States of America, is appointed Trustee by the Authority for the purpose of receiving all moneys required to be deposited with the Trustee under the Indenture and to allocate, use and apply the same as provided in the Indenture. The Authority agrees that, so long as any Bonds are Outstanding, it will maintain a Trustee which is (A) a national banking association that is supervised by the Office of the Comptroller of the Currency and has at least $250 million of assets, or (B) a state-chartered commercial bank that is a member of the Federal Reserve System and has at least $1 billion of assets. If such bank, national banking association or trust company or such parent corporation publishes a report of condition at least annually pursuant to law or to the requirements of any supervising or examining authority above referred to, then the combined capital and surplus of such bank, national banking association or trust company or such parent corporation is deemed to be its combined capital and surplus as set forth in its most recent report of condition so published.

The Trustee is authorized to pay the principal of and interest and redemption premium (if any) on the Bonds when duly presented for payment at maturity, or on redemption prior to maturity, and to cancel all Bonds upon payment thereof. The Trustee must keep accurate records of all funds and accounts administered by it and of all Bonds paid and discharged.

Acceptance of Trusts. The Trustee accepts the trusts imposed upon it by the Indenture, and agrees to perform said trusts, but only upon and subject to the following express terms and conditions:
a) The Trustee is not liable for any error of judgment made in good faith by a responsible officer of the Trustee, unless the Trustee was negligent in ascertaining the pertinent facts.
b) Whenever in the administration of the Indenture the Trustee deems it desirable that a matter be proved or established prior to taking, suffering or omitting any action under the C-27
Indenture, the Trustee (unless other evidence is specifically prescribed in the Indenture) may, in the absence of bad faith on its part, rely upon a Certificate of the Authority. c) The Trustee is under no obligation to exercise any of the rights or powers vested in it by the Indenture at the request or direction of any of the Owners pursuant to the Indenture, unless such Owners have offered to the Trustee reasonable security or indemnity against the costs, expenses and liabilities which might be incurred by it in compliance with such request or direction.
d) The Trustee is not bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, facsimile transmission, electronic mail, order bond or other paper or document, but the Trustee, in its discretion, may make such further inquiry or investigation into such facts or matters as it may see fit.
e) The Trustee, prior to the occurrence of an Event of Default and after the curing or waiving of all Events of Default that may have occurred, undertakes to perform such duties and only such duties as are specifically set forth in the Indenture and no covenants of or against the Trustee are implied in the Indenture. In case an Event of Default under the Indenture or under the Sublease has occurred (which has not been cured or waived), the Trustee may exercise such of the rights and powers vested in it by the Indenture and by the Sublease, and must use the same degree of care and skill in the exercise of such rights and powers as a prudent person would exercise or use under the circumstances in the conduct of such person’s own affairs. f) The Trustee may execute any of the trusts or powers under the Indenture and perform the duties required of it under the Indenture either directly or by or through attorneys or agents, and is entitled to advice of counsel concerning all matters of trust and its duty under the Indenture.
g) The Trustee is not responsible for any recital in the Indenture, in the Sublease, or in the Bonds, or for any of the supplements thereto or instruments of further assurance, or for the sufficiency of the security for the Bonds or intended to be secured by the Indenture and makes no representation as to the validity or sufficiency of the Bonds, the Indenture or the Sublease. The Trustee is not bound to ascertain or inquire as to the observance or performance of any covenants, conditions or agreements on the part of the Authority under the Indenture or on the part of the Authority or the City under the Sublease. The Trustee is not responsible for the application by the Authority or the City of the proceeds of the Bonds.
h) The Trustee may become the Owner or pledgee of Bonds with the same rights it would have if not the Trustee; may acquire and dispose of other bonds or evidences of indebtedness of the Authority with the same rights it would have if it were not the Trustee; and may act as a depositary for and permit any of its officers or directors to act as a member of, or in any other capacity with respect to, any committee formed to protect the rights of Owners of Bonds, whether or not such committee represents the Owners of the majority in aggregate principal amount of the Bonds then Outstanding.
i) The Trustee may rely and is protected in acting or refraining from acting, in good faith and without negligence, upon any notice, resolution, opinion, report, direction, request, consent, certificate, order, affidavit, letter, telegram, facsimile transmission, electronic mail or other paper or document believed by it to be genuine and to have been signed or presented by the proper person or persons. Any action taken or omitted to be taken by the Trustee in good faith and without negligence pursuant to the Indenture or the Sublease upon the request or authority or C-28
consent of any person who at the time of making such request or giving such authority or consent is the Owner of any Bond, is conclusive and binding upon all future Owners of the same Bond and upon Bonds issued in exchange therefor or in place thereof. The Trustee is not bound to recognize any person as an Owner of any Bond or to take any action at such person’s request unless the ownership of such Bond by such person is reflected on the Registration Books. j) The permissive right of the Trustee to do things enumerated in the Indenture or in the Sublease is not construed as a duty and it is not answerable for other than its negligence or willful misconduct. The immunities and exceptions from liability of the Trustee extend to its officers, directors, employees and agents.
k) The Trustee is not required to take notice or deemed to have notice of any Event of Default under the Indenture or under the Sublease except failure by the Authority or the City to make any of the payments to the Trustee required to be made by the Authority or the City pursuant to the Indenture or the Sublease or failure by the Authority or the City to file with the Trustee any document required by the Indenture or the Sublease to be so filed subsequent to the issuance of the Bonds, unless the Trustee is specifically notified in writing of such default by the Authority or by the Owners of at least 25 percent in aggregate principal amount of the Bonds then Outstanding and all notices or other instruments required by the Indenture to be delivered to the Trustee must, in order to be effective, be delivered at the Trust Office of the Trustee, and in the absence of such notice so delivered the Trustee may conclusively assume there is no Event of Default under the Indenture except as aforesaid.
l) At any and all reasonable times the Trustee and its duly authorized agents, attorneys, experts, accountants and representatives, has the right fully to inspect all books, papers and records of the Authority pertaining to the Bonds, and to make copies of any of such books, papers and records which are not privileged by statute or by law. m) The Trustee is not required to give any bond or surety in respect of the execution of the said trusts and powers or otherwise in respect of the premises of the Indenture. n) The withdrawal of any cash, the release of any property, or any action whatsoever within the purview of the Indenture, the Trustee has the right, but is not required, to demand any showings, certificates, opinions, appraisals or other information, or corporate action or evidence thereof, as deemed desirable for the purpose of establishing the right of the Authority to the execution of any Bonds, the withdrawal of any cash or the taking of any other action by the Trustee.
o) All moneys received by the Trustee must, until used or applied or invested, be held in trust for the purposes for which they were received but need not be segregated from other funds except to the extent required by law.
p) Every provision of the Indenture and the Sublease relating to the conduct or affecting the liability of the Trustee is to the terms and conditions of this acceptance of trusts. q) The Trustee is not considered in breach of or in default with respect to any obligations created under the indenture, in the event of an enforced delay in the performance of such obligations due to unforeseeable causes beyond its control and without its fault or negligence, including, but not limited to, acts of God, or of the public enemy, acts of a government, acts of the other party to the Indenture, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, earthquakes, explosion, mob violence, riot, inability to procure or general sabotage or rationing of labor, equipment, facilities, sources of energy, material or supplies in the open market, C-29
litigation or arbitration involving a party or others relating to governmental action or inaction pertaining to the Leased Property, malicious mischief, condemnation, and unusually severe weather or delays of suppliers or subcontractors due to such causes or any similar event and/or occurrences beyond the control of the Trustee; provided, that in the event of any such enforced delay, the Trustee must notify the Authority in writing within five business days after (i) the occurrence of the event giving rise to such delay, (ii) the Trustee’s actual knowledge of the impending enforced delay, or (iii) the Trustee’s knowledge of sufficient facts under which a reasonable person would conclude the enforced delay will occur. r) The Trustee has no responsibility or liability with respect to any information, statements or recital in any offering memorandum or other disclosure material prepared or distributed with respect to the issuance of the Bonds.
s) The Trustee is not liable in connection with the performance of its duties under the Indenture, except for its own negligence or willful misconduct. t) The Trustee may consult with counsel, who may be Authority or City counsel or other counsel of or to the Authority or City, with regard to legal questions, and the opinion of such counsel are full and complete authorization and protection in respect of any action taken or suffered by it under the Indenture in good faith and in accordance with the Indenture.

Fees, Charges and Expenses of Trustee. The Trustee is entitled to payment and reimbursement for reasonable fees for its services rendered under the Indenture and all advances (with interest on such advances at the maximum rate allowed by law), counsel fees (including expenses) and other expenses reasonably and necessarily made or incurred by the Trustee in connection with such services. Upon the occurrence of an Event of Default under the Indenture, but only upon an Event of Default, the Trustee has a first lien with right of payment prior to payment of any Bond upon the amounts held under the Indenture for the foregoing fees, charges and expenses incurred by it.

Notice to Bond Owners of Default. If an Event of Default under the Indenture or under the Sublease occurs with respect to any Bonds of which the Trustee has been given or is deemed to have notice, then the Trustee must, within 30 days of the receipt of such notice, give written notice thereof by first class mail to the Owner of each such Bond, unless such Event of Default has been cured before the giving of such notice; provided, however, that unless such Event of Default consists of the failure by the Authority to make any payment when due, the Trustee may elect not to give such notice if and so long as the Trustee in good faith determines that it is in the best interests of the Bond Owners not to give such notice.

Intervention by Trustee. In any judicial proceeding to which the Authority or the City is a party that, in the opinion of the Trustee and its counsel, has a substantial bearing on the interests of Owners of any of the Bonds, the Trustee may intervene on behalf of such Bond Owners, and must do so if requested in writing by the Owners of at least 25 percent in aggregate principal amount of such Bonds then Outstanding.

Removal of Trustee. The Trustee may be removed at any time by an instrument or concurrent instruments in writing, filed with the Trustee and signed by the Owners of a majority in aggregate principal amount of the Outstanding Bonds. The Authority may also remove the Trustee at any time upon 30 days’ notice, except during the existence of an Event of Default. The Trustee may be removed at any time for any breach of the Trustee’s duties set forth in the Indenture.

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Resignation by Trustee. The Trustee and any successor Trustee may at any time give written notice of its intention to resign as Trustee. Upon receiving such notice of resignation, the Authority must promptly appoint a successor Trustee. Any resignation or removal of the Trustee and appointment of a successor Trustee becomes effective upon acceptance of appointment by the successor Trustee. Upon such acceptance, the Authority must cause notice thereof to be given by first class mail, postage prepaid, to the Bond Owners at their respective addresses set forth on the Registration Books.

Appointment of Successor Trustee. In the event of the removal or resignation of the Trustee, the Authority must promptly appoint a successor Trustee. In the event the Authority, for any reason whatsoever, fails to appoint a successor Trustee within 60 days following the delivery to the Trustee of the instrument regarding removal or within 60 days following the receipt of notice by the Authority regarding resignation, the Trustee may, at the expense of the Authority, apply to a court of competent jurisdiction for the appointment of a successor Trustee. Any such successor Trustee appointed by such court becomes the successor Trustee notwithstanding any action by the Authority purporting to appoint a successor Trustee following the expiration of such 60-day period.

Modification and Amendment of the Indenture
Amendment. The Indenture and the rights and obligations of the Authority and of the Owners of the Bonds may be modified or amended at any time by a Supplemental Indenture which becomes binding upon adoption, without consent of any Bond Owner, to the extent permitted by law but only for any one or more of the following purposes:
a) to add to the covenants and agreements of the Authority contained in the Indenture, other covenants and agreements thereafter to be observed, or to limit or surrender any rights or powers reserved to or conferred upon the Authority so long as such limitation or surrender of such rights or powers does not materially adversely affect the Owners of the Bonds; b) to cure any ambiguity, to supply any omission or to cure, correct or supplement any defect or inconsistent provisions contained in the Indenture or in any Supplemental Indenture; c) to provide for the issuance of Additional Bonds, to provide the terms and conditions under which such Additional Bonds may be issued; or
d) to grant to the Trustee for the benefit of the Owners additional rights, remedies, powers or authority;
e) to subject to the Indenture additional collateral or to add other agreements of the Authority;
f) to modify the Indenture or the Bonds to permit qualification under the Trust Indenture Act of 1939, as amended, or any similar statute at the time in effect, or to permit the qualification of the Bonds for sale under the securities laws of any state of the United States of America;
g) to maintain the exclusion of interest on the Tax-Exempt Bonds from gross income for federal income tax purposes;
h) to evidence the succession of a new Trustee; or
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i) for any other purpose that does not materially adversely affect the rights or interests of the Owners.

Except as set forth in the preceding paragraph, the Indenture and the rights and obligations of the Authority and of the Owners of the Bonds may only be modified or amended at any time by a Supplemental Indenture which becomes binding when the written consent of the Owners of a majority in aggregate principal amount of the Bonds then Outstanding are filed with the Trustee. No such modification or amendment may (I) extend the maturity of or reduce the interest rate on any Bond or otherwise alter or impair the obligation of the Authority to pay the principal, interest or redemption premiums (if any) at the time and place and at the rate and in the currency provided therein of any Bond without the express written consent of the Owner of such Bond, (II) reduce the percentage of Bonds required for the written consent to any such amendment or modification, or (III) modify any of the rights or obligations of the Trustee without its written consent thereto.

Effect of Supplemental Indenture. From and after the time any Supplemental Indenture becomes effective, the Indenture is deemed to be modified and amended in accordance therewith, the respective rights, duties and obligations of the parties to the Indenture or to the Supplemental Indenture and all Owners of Outstanding Bonds, as the case may be, are thereafter determined, exercised and enforced subject in all respects to such modification and amendment, and all the terms and conditions of any Supplemental Indenture are deemed to be part of the terms and conditions of the Indenture for any and all purposes. Prior to entering into any Supplemental Indenture, the Trustee may require the Authority to deliver to the Trustee an opinion of Bond Counsel to the effect that such Supplemental Indenture has been adopted in accordance with the requirements of the Indenture.

Endorsement or Replacement of Bonds after Amendment. After the effective date of any action taken as to amend the Indenture as provided above, the Authority may determine that the Bonds must bear a notation, by endorsement in form approved by the Authority, as to such action, and in that case upon demand of the Owner of any Bond Outstanding at such effective date and presentation of such Owner’s Bond for that purpose at the Trust Office of the Trustee, a suitable notation as to such action must be made on such Bond. If the Authority so determines, new Bonds so modified as, in the opinion of the Authority, are necessary to conform to such Bond Owners’ action, then new Bond certificates must be prepared and executed, and in that case upon demand of the Owner of any Bond Outstanding at such effective date such new Bonds must be exchanged at the Trust Office of the Trustee, without cost to each Bond Owner, for Bonds then Outstanding, upon surrender of such Outstanding Bonds.

Events of Default and Remedies of Bond Owners
Events of Default. The following events must be Events of Default under the Indenture:
a) Default in the due and punctual payment of the principal of or premium on any Bond when and as the same becomes due and payable, whether at maturity as therein expressed, or by proceedings for redemption.
b) Default in the due and punctual payment of any installment of interest on any Bond when and as such interest installment becomes due and payable. c) Failure by the Authority to observe and perform any of the covenants, agreements or conditions on its part in the Indenture or in the Bonds contained, other than as referred to in the preceding clauses (i) and (ii), for a period of 30 days after written notice, specifying such failure and requesting that it be remedied has been given to the Authority by the Trustee, or to the C-32
Authority and the Trustee by the Owners of not less than 25 percent in aggregate principal amount of the Outstanding Bonds; provided, however, that if in the reasonable opinion of the Authority, the failure stated in such notice can be corrected, but not within such 30-day period, the Trustee and such Owners may not unreasonably withhold their consent to an extension of such time if corrective action is instituted by the Authority within such 30-day period and diligently pursued until such failure is corrected.
d) The filing by the Authority of a petition or answer seeking reorganization or arrangement under the Federal bankruptcy laws or any other applicable law of the United States of America, or if a court of competent jurisdiction approves a petition, filed with or without the consent of the Authority, seeking reorganization under the Federal bankruptcy laws or any other applicable law of the United States of America, or if, under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction assumes custody or control of the Authority or of the whole or any substantial part of the Leased Property.

Remedies; No Acceleration. Upon the occurrence of an Event of Default the Trustee has the right but not the obligation except as set forth in the following paragraph:
a) by mandamus or other action or proceeding or suit at law or in equity to enforce its rights against the Authority or any member, officer or employee thereof, in order to compel the Authority or any such member, officer or employee to perform and carry out its or his or her duties under law and the agreements and covenants required to be performed by it or him contained in the Indenture;
b) by suit in equity to enjoin any acts or things which are unlawful or violate the rights of the Trustee; or
c) by suit in equity upon the happening of an Event of Default to require the Authority and its members, officers and employees to account as the trustee of an express trust.

If an Event of Default must have occurred and be continuing and if requested so to do by the Owners of at least 25 percent in aggregate principal amount of Outstanding Bonds and indemnified, the Trustee is obligated to exercise such one or more of the rights and powers conferred by the Indenture, as the Trustee, being advised by counsel, deems most expedient in the interests of the Bond Owners.

No remedy by the terms of the Indenture conferred upon or reserved to the Trustee (or to the Bond Owners) is intended to be exclusive of any other remedy, but each and every such remedy is cumulative and is in addition to any other remedy given to the Trustee or the Bond Owners or now or hereafter existing at law or in equity.

No delay or omission to exercise any right or power accruing upon any Event of Default may impair any such right or power or may be construed to be a waiver or any such Event of Default or acquiescence therein; such right or power may be exercised from time to time as often as may be deemed expedient.

The Trustee has no right to declare the principal of or interest on the Bonds to be due and payable immediately.

Application of Revenues and Other Funds after Default. Following the declaration of an Event of Default, all amounts then held or received by the Trustee pursuant to any right given or action taken by the Trustee under the provisions of the Indenture must be applied by the Trustee, C-33
in the following order upon presentation of the several Bonds, and the stamping thereon of the amount of the payment if only partially paid, or upon the surrender thereof if fully paid:

First, to the payment of the fees, costs and expenses of the Trustee, including reasonable compensation to its agents, attorneys and counsel; and
Second, to the payment of the whole amount of interest on and principal of the Bonds then due and unpaid; provided, however, that in the event such amounts are insufficient to pay in full the full amount of such interest and principal, then such amounts must be applied to the payment of such principal and interest without preference or priority of principal over interest, or interest over principal, or of any installment of interest over any other installment of interest, ratably to the aggregate of such principal and interest.

Power of Trustee to Control Proceedings. In the event that the Trustee, upon the happening of an Event of Default, has taken any action, by judicial proceedings or otherwise, pursuant to its duties under the Indenture, whether upon its own discretion or upon the request of the Owners of at least a majority in aggregate principal amount of the Bonds then Outstanding, it has full power, in the exercise of its discretion for the best interests of the Owners of the Bonds, with respect to the continuance, discontinuance, withdrawal, compromise, settlement or other disposal of such action; provided, however, that the Trustee may not, unless there no longer continues an Event of Default, discontinue, withdraw, compromise or settle, or otherwise dispose of any litigation pending at law or in equity, if at the time there has been filed with it a written request signed by the Owners of a majority in aggregate principal amount of the Outstanding Bonds opposing such discontinuance, withdrawal, compromise, settlement or other disposal of such litigation and if the Trustee is indemnified. Any suit, action or proceeding which any Owner of Bonds has the right to bring to enforce any right or remedy under the Indenture may be brought by the Trustee for the equal benefit and protection of all Owners of Bonds similarly situated and the Trustee is appointed (and the successive respective Owners of the Bonds by taking and holding the same, are conclusively deemed so to have appointed it) the true and lawful attorney-in-fact of the respective Owners of the Bonds for the purpose of bringing any such suit, action or proceeding and to do and perform any and all acts and things for and on behalf of the respective Owners of the Bonds as a class or classes, as may be necessary or advisable in the opinion of the Trustee as such attorney-in-fact.

Appointment of Receivers. Upon the occurrence of an Event of Default under the Indenture, and upon the filing of a suit or other commencement of judicial proceedings to enforce the rights of the Trustee and of the Bond Owners under the Indenture, the Trustee is entitled, as a matter of right, to the appointment of a receiver or receivers of the Revenues and other amounts pledged under the Indenture, pending such proceedings, with such powers as the court making such appointment must confer.

Non-Waiver. A waiver of any default or breach of duty or contract by the Trustee or any Bond Owners does not affect any subsequent default or breach of duty or contract, or impair any rights or remedies on any such subsequent default or breach. No delay or omission of the Trustee or any Owner of any of the Bonds to exercise any right or power accruing upon any default may impair any such right or power or be construed to be a waiver of any such default or an acquiescence therein; and every power and remedy conferred upon the Trustee or Bond Owners by the Bond Law or by the Indenture may be enforced and exercised from time to time and as often as deemed expedient by the Trustee or the Bond Owners, as the case may be.

Rights of Bond Owners. No Owner of any Bond has the right to institute any suit, action or proceeding at law or in equity, for any remedy under or upon the Indenture, unless (a) such Owner has previously given to the Trustee written notice of the occurrence of an Event of Default; (b) the C-34
Owners of a majority in aggregate principal amount of all the Bonds then Outstanding have made written request upon the Trustee to exercise the powers granted under the Indenture or to institute such action, suit or proceeding in its own name; (c) said Owners have tendered to the Trustee indemnity reasonably acceptable to the Trustee against the costs, expenses and liabilities to be incurred in compliance with such request; and (d) the Trustee has refused or omitted to comply with such request for a period of 60 days after such written request must has been received by, and said tender of indemnity has been made to, the Trustee.

Such notification, request, tender of indemnity and refusal or omission are, in every case, conditions precedent to the exercise by any Owner of Bonds of any remedy under the Indenture; it being understood and intended that no one or more Owners of Bonds has any right in any manner whatever by his or their action to enforce any right under the Indenture, except in the manner provided in the Indenture, and that all proceedings at law or in equity to enforce any provision of the Indenture must be instituted, had and maintained in the manner provided in the Indenture and for the equal benefit of all Owners of the Outstanding Bonds.

The right of any Owner of any Bond to receive payment of the principal of and interest and premium (if any) on such Bond as provided in the Indenture or to institute suit for the enforcement of any such payment, is not impaired or affected without the written consent of such Owner.

Termination of Proceedings. In case the Trustee has proceeded to enforce any right under the Indenture by the appointment of a receiver or otherwise, and such proceedings have been discontinued or abandoned for any reason, or have been determined adversely, then and in every such case, the Authority, the Trustee and the Bond Owners must be restored to their former positions and rights under the Indenture, respectively, with regard to the Leased Property, and all rights, remedies and powers of the Trustee must continue as if no such proceedings had been taken.

Limited Liability of Authority
The Authority is not required to advance any moneys derived from any source of income other than the Revenues for the payment of the principal of or interest on the Bonds, or any premiums upon the redemption thereof, or for the performance of any covenants in the Indenture (except to the extent any such covenants are expressly payable from the Revenues or otherwise from amounts payable under the Sublease). The Authority may, however advance funds for any such purpose, provided that such funds are derived from a source legally available for such purpose and may be used by the Authority for such purpose without incurring indebtedness.

The Bonds are revenue bonds, payable exclusively from the Revenues and other funds as provided in the Indenture. The general fund of the Authority is not liable, and the credit of the Authority is not pledged, for the payment of the interest and premiums (if any) on or principal of the Bonds. The Owners of the Bonds never have the right to compel the forfeiture of any property of the Authority except the Revenues and other funds pledged to the payment of the Bonds as provided in the Indenture. The principal of and interest on the Bonds, and any premiums upon the redemption of any thereof, are not a legal or equitable pledge, charge, lien or encumbrance upon any property of the Authority or upon any of its income, receipts or revenues except the Revenues and other funds pledged to the payment thereof as provided in the Indenture.

Discharge of Indenture
If the Authority pays and discharges any or all of the Outstanding Bonds in any one or more of the following ways:

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a) by well and truly paying or causing to be paid the principal of and interest and premiums (if any) on such Bonds, as and when the same become due and payable; b) by irrevocably depositing with the Trustee, in trust, at or before maturity, money which, together with the available amounts then on deposit in the funds and accounts established with the Trustee pursuant to the Indenture, is fully sufficient to pay such Bonds, including all principal, interest and redemption premiums (if any); or c) by irrevocably depositing with the Trustee or any other fiduciary, in trust, Defeasance Securities in such amount as an Independent Certified Public Accountant (defined below) determines in a written report filed with the Trustee (upon which report the Trustee may conclusively rely) will, together with the interest to accrue thereon and available moneys then on deposit in the funds and accounts established with the Trustee pursuant to the Indenture, be fully sufficient to pay and discharge the indebtedness on such Bonds (including all principal, interest and redemption premiums) at or before their respective maturity dates; and if such Bonds are to be redeemed prior to the maturity thereof notice of such redemption has been sent or provision satisfactory to the Trustee has been made for the sending of such notice, then, at the Request of the Authority, and notwithstanding that any of such Bonds have been surrendered for payment, the pledge of the Revenues and other funds provided for in the Indenture with respect to such Bonds, and all other pecuniary obligations of the Authority under the Indenture with respect to all such Bonds, cease and terminate, except only the obligation of the Authority to pay or cause to be paid to the Owners of such Bonds not so surrendered and paid all sums due thereon from amounts set aside for such purpose as aforesaid, and all amounts due the Trustee. Any funds held by the Trustee following any payment or discharge of the Outstanding Bonds, which are not required for said purposes, must after payment of amounts due the Trustee be paid over to the Authority.

Payment on Business Days
Whenever any amount is required to be paid on a day that is not a Business Day, such payment must be made, without accruing additional interest thereby, on the Business Day immediately following such day.

Unclaimed Moneys
Any moneys held by the Trustee in trust for the payment and discharge of any of the Bonds that remain unclaimed for two years after the date when such Bonds have become due and payable, either at their stated maturity dates or by call for earlier redemption, if such moneys were held by the Trustee at such date, or for two years after the date of deposit of such moneys if deposited with the Trustee after said date when such Bonds become due and payable, must be repaid by the Trustee to the Authority, as its absolute property and free from trust, and the Trustee is thereupon released and discharged with respect thereto and the Bond Owners must look only to the Authority for the payment of such Bonds; provided, however, that before being required to make any such payment to the Authority, the Trustee must, at the expense of the Authority, cause to be mailed to the Owners of all such Bonds, at their respective addresses appearing on the Registration Books, a notice that said moneys remain unclaimed and that, after a date named in said notice, which date may not be less than 30 days after the date of mailing of such notice, the balance of such moneys then unclaimed will be returned to the Authority. [THIS PAGE INTENTIONALLY LEFT BLANK]
D-1

APPENDIX D
DTC’S BOOK-ENTRY ONLY SYSTEM
The information in this Appendix D concerning The Depository Trust Company (“DTC”), New York, New York, and DTC’s book-entry system has been obtained from DTC. The Authority and the City take no responsibility for the completeness or accuracy thereof. The City and the Authority cannot give any assurances that DTC, DTC Participants or Indirect Participants will distribute to the Beneficial Owners: (i) payments of interest, principal or premium, if any, with respect to the Bonds, (ii) certificates representing ownership interest in or other confirmation or ownership interest in the Bonds, or (iii) redemption or other notices sent to DTC or Cede & Co., its nominee, as the registered owner of the Bonds, or that they will so do on a timely basis without error, or that DTC, DTC Participants or DTC Indirect Participants will act in the manner described in this Appendix. The current “Rules” applicable to DTC are on file with the Securities and Exchange Commission and the current “Procedures” of DTC to be followed in dealing with DTC Participants are on file with DTC.

The Depository Trust Company (“DTC”), New York, NY, will act as securities depository for the Bonds. The Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered certificate will be issued for each maturity of the Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC.

DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934.

DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). DTC has a Standard & Poor’s rating of AA+.

The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com.

Purchases of the Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC’s records. The ownership interest of each actual purchaser of each Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written D-2
confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners.

Beneficial Owners will not receive certificates representing their ownership interests in the Bonds, except in the event that use of the book-entry system for the Bonds is discontinued.

To facilitate subsequent transfers, all of the Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of the Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of the Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example, Beneficial Owners of the Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them.

Redemption notices shall be sent to DTC. If less than all of the Bonds within a maturity are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy).

DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to the Authority or the Trustee. Under such circumstances, in the event that a successor depository is not obtained, Bond certificates are required to be printed and delivered.

The Authority may decide to discontinue use of the system of book-entry transfers through DTC (or a successor securities depository). In that event, Bond certificates will be printed and delivered in accordance with the provisions of the Indenture.

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APPENDIX E

FORM OF CONTINUING DISCLOSURE AGREEMENT
This Continuing Disclosure Agreement (the “Disclosure Agreement”), dated as of March 1, 2024 is executed and delivered by the City of Agoura Hills, California (the “City”) and Digital Assurance Certification LLC, as dissemination agent (the “Dissemination Agent”) in connection with the issuance by the Agoura Hills Improvement Authority (the “Authority”) of its $12,325,000 aggregate principal amount of Lease Revenue Bonds, Series 2024A (the “2024A Bonds”) and $2,575,000 aggregate principal amount of Lease Revenue Refunding Bonds, Series 2024B (the “2024B Bonds” and together with the 2024A Bonds, the “Bonds”). The Bonds are being issued pursuant to an Indenture, dated as of November 1, 2016, as supplemented by a First Supplemental Indenture, dated as of March 1, 2024 (collectively, the “Indenture”), each by and between the City and U.S. Bank Trust Company, National Association (the “Trustee”), as successor trustee to the Bank of New York Mellon Trust Company, N.A. The City and the Dissemination Agent covenant and agree as follows:

Section 1. Purpose of the Disclosure Agreement. This Disclosure Agreement is being executed and delivered by the City and the Dissemination Agent for the benefit of the holders and beneficial owners of the Bonds and in order to assist the Participating Underwriter in complying with the Rule (as defined below).

Section 2. Definitions. In addition to the definitions set forth in the Indenture, which apply to any capitalized term used in this Disclosure Agreement, unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:
“Annual Report” shall mean any Annual Report provided by the City pursuant to, and as described in, Sections 3 and 4 of this Disclosure Agreement. “Dissemination Agent” shall mean Digital Assurance Certification LLC, or any successor Dissemination Agent designated in writing by the City and which has filed with the City a written acceptance of such designation.
“Financial Obligation” shall mean a: (A) Debt obligation; (B) Derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (C) Guarantee of any financial obligation outlined in the foregoing (A) or (B). The term Financial Obligation shall not include municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule. “Listed Events” shall mean any of the events listed in Section 5(a) of this Disclosure Agreement.
“MSRB” shall mean the Municipal Securities Rulemaking Board.

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“Obligated Person” shall mean any person, including an issuer of municipal securities, who is either generally or through an enterprise, fund, or account of such person committed by contract or other arrangement to support payment of all, or part of the obligations on the Bonds (other than providers of municipal bond insurance, letters of credit, or other liquidity facilities).
“Official Statement” shall mean the final Official Statement, dated February 22, 2024, relating to the Bonds.
“Participating Underwriter” shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. “Rule” shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time.

Section 3. Provision of Annual Reports.
(a) The City shall, or shall cause the Dissemination Agent to, not later than March 1 after the end of the City’s fiscal year of each year, commencing March 1, 2025 with the report for the 2023-2024 fiscal year, provide to the MSRB, in an electronic format accompanied by identifying information as prescribed by the MSRB, an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Agreement. The Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by reference other information as provided in Section 4 of this Disclosure Agreement; provided that the audited financial statements of the City may be submitted separately from the balance of the Annual Report, and later than the date required above for the filing of the Annual Report if not available by that date. If the City’s fiscal year changes, it shall give notice of such change in the same manner as for a Listed Event under Section 5(b). (b) Not later than fifteen (15) business days prior to the date specified in subsection (a) above for providing the Annual Report to the MSRB, the City shall provide the Annual Report to the Dissemination Agent (if other than the City). If by such date, the Dissemination Agent has not received a copy of the Annual Report, the Dissemination Agent shall contact the City to determine if the City is in compliance with the first sentence of this subsection (b). The City shall provide a written certification with each Annual Report furnished to the Dissemination Agent to the effect that such Annual Report constitutes the Annual Report required to be furnished by it hereunder.

If the Dissemination Agent is unable to verify that an Annual Report has been provided to the MSRB by the date required in subsection (a), the Dissemination Agent shall promptly send a notice to the MSRB, in an electronic format as prescribed by the MSRB. (c) The Dissemination Agent (if other than the City) shall, if and to the extent, the City has provided an Annual Report in final form to the Dissemination Agent for E-3
dissemination, file a report with the City certifying that the Annual Report has been provided to the MSRB pursuant to this Disclosure Agreement, and stating the date it was provided.

Section 4. Content of Annual Reports. The City’s Annual Report shall contain or incorporate by reference the following:
(a) Audited financial statements of the City prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board. If the City’s audited financial statements are not available by the time the Annual Report is required to be filed pursuant to Section 3(a), the Annual Report shall contain unaudited financial statements, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available.
(b) To the extent not contained in the audited financial statements filed pursuant to the preceding subsection (a) by the date required by Section 3 hereof, the following information:
1) The principal amount of Bonds outstanding as of June 2 preceding the filing of the Annual Report.
2) The tabular financial information and operating data contained in the Official Statement under the following section headings presented on an annual basis, for the subject Fiscal Year:
(i) Table 8, General Fund Budget Summary;
(ii) Table 9, General Fund Balance Sheets;
(iii) Table 10, Statements of Revenues, Expenditures and Changes in General Fund Balance;
(iv) Table 11, Property Tax, Sales Tax, and Transient Occupancy Tax Revenues;
(v) Table 13, Assessed Values of All Taxable Property; and (vi) Table 14, Top Ten Taxpayers Based on Local Secured Assessed Value.

Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the City or related public entities, which have been available to the public on the MSRB’s internet web site or filed with the Securities and Exchange Commission. The City shall clearly identify each such other document so included by reference.

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Section 5. Reporting of Significant Events.
(a) Pursuant to the provisions of this Section 5, the City shall give, or cause to be given, notice of the occurrence of any of the following Listed Events with respect to the Bonds, which notice shall be given in a timely manner, not in excess of ten (10) business days after the occurrence of such Listed Event:
1) Principal and interest payment delinquencies;
2) Non-payment related defaults, if material;
3) Unscheduled draws on debt service reserves reflecting financial difficulties;
4) Unscheduled draws on credit enhancements reflecting financial difficulties;
5) Substitution of credit or liquidity providers, or their failure to perform;
6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security; 7) Modifications to rights of security holders, if material; 8) Bond calls, if material, and tender offers;
9) Defeasances;
10) Release, substitution, or sale of property securing repayment of the securities, if material;
11) Rating changes;
12) Bankruptcy, insolvency, receivership or similar event of the Obligated Person;
13) The consummation of a merger, consolidation, or acquisition involving an Obligated Person or the sale of all or substantially all of the assets of the Obligated Person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; E-5
14) Appointment of a successor or additional trustee or the change of name of a trustee, if material;
15) Incurrence of a Financial Obligation of the Obligated Person, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Obligated Person, any of which affect security holders, if material; and
16) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the Obligated Person, any of which reflect financial difficulties.
(b) The Dissemination Agent is under no obligation to determine if a Listed Event has occurred. However, if the Dissemination Agent obtains knowledge of the occurrence of any of the events listed in Section 5(a) (1), (3), (4), (5), (6), (9), (11), (12) or (16), the Dissemination agent shall, within one (1) business day after obtaining knowledge of such event, inform the City of the occurrence of such event within one (1) business day. As soon as reasonably practicable after obtaining knowledge of the occurrence of such event, the City shall, or shall cause the Dissemination Agent to, file in a timely manner, not in excess of ten (10) business days after the occurrence of any such event, a notice of such occurrence with the MSRB.
(c) If the Dissemination Agent obtains knowledge of the occurrence of any of any of the events listed in Section 5(a) (2), (7), (8), (10), (13), (14), or (15), the Dissemination Agent shall, within one (1) business day after obtaining knowledge of such event, inform the City of the occurrence of such event and request that the City promptly notify the Dissemination Agent in writing whether or not to report the event pursuant to subsection (d). (d) Whenever the City obtains knowledge of the occurrence of any event specified in Section 5(a) (2), (7), (8), (10), (13), (14) or (15), the City shall as soon as possible, in order to meet the ten (10) business day deadline to file notices required under the Rule and pursuant to the following sentence, determine if such event would be material under applicable Federal securities law. If the City determines that knowledge of the occurrence of such event would be material under applicable Federal securities law, the City shall, or shall cause the Dissemination Agent to, file in a timely manner, not in excess of ten (10) business days after the occurrence of any such event, a notice of such occurrence with the MSRB, in an electronic format accompanied by identifying information as prescribed by the MSRB.

Section 6. Termination of Reporting Obligation. The City’s obligations under this Disclosure Agreement shall terminate upon the legal defeasance, prior redemption or payment in full of all the Bonds. If such termination occurs prior to the final maturity of the Bonds, the City shall give notice of such termination in the same manner as for a Listed Event under Section 5(b).

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Section 7. Dissemination Agent.
(a) The City hereby appoints and engages Digital Assurance Certification LLC as the Dissemination Agent to assist it in carrying out its obligations under this Disclosure Agreement. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the City pursuant to this Disclosure Agreement. The City may replace the Dissemination Agent with or without cause. If at the time there is no designated Dissemination Agent appointed by the City, the City shall be the Dissemination Agent and undertake or assume its obligations hereunder.

Any company succeeding to all or substantially all of the Dissemination Agent’s corporate trust business shall be the successor to the Dissemination Agent hereunder without the execution or filing of any paper or any further act. The Dissemination Agent may resign its duties hereunder by giving 30-days written notice to the City. (b) The Dissemination Agent shall be paid compensation by the City for its services provided hereunder in accordance with its schedule of fees agreed to between the Dissemination Agent and the City from time to time and for all expenses, legal fees and advances made or incurred by the Dissemination Agent in the performance of its duties hereunder. The Dissemination Agent shall have no duty or obligation to review any information provided to it by the City hereunder and shall not be deemed to be acting in any fiduciary capacity for the City, holders or beneficial owners of the Bonds or any other party. The Dissemination Agent may rely and shall be protected in acting or refraining from acting upon any direction from the City or an opinion of bond counsel.

Section 8. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Agreement, the City and the Dissemination Agent may amend this Disclosure Agreement and any provision of this Disclosure Agreement may be waived, provided that the following conditions are satisfied:
(a) if the amendment or waiver relates to the provisions of Sections 3(a), 4 or 5(a), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature, or status of an Obligated Person with respect to the Bonds, or type of business conducted; (b) the undertakings herein, as proposed to be amended or waived, would, in the opinion of bond counsel, have complied with the requirements of the Rule at the time of the primary offering of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and (c) the proposed amendment or waiver either (i) is approved by holders of the Bonds in the manner provided in the Indenture for amendments to the Indenture with the consent of holders, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the holders or beneficial owners of the Bonds.

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If the annual financial information or operating data to be provided in the Annual Report is amended pursuant to the provisions hereof, the first annual financial information filed pursuant hereto containing the amended operating data or financial information shall explain, in narrative form, the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided.

If an amendment is made to the undertaking specifying the accounting principles to be followed in preparing financial statements, the annual financial information for the year in which the change is made shall present a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial information, in order to provide information to investors to enable them to evaluate the ability of the City to meet its obligations. To the extent reasonably feasible, the comparison shall be quantitative. A notice of the change in the accounting principles shall be sent to the MSRB in the same manner as for a Listed Event under Section 5(b).

No amendment to this Agreement which modifies the duties or rights of the Dissemination Agent shall be made without the prior written consent of the Dissemination Agent. The Dissemination Agent may rely conclusively on any opinion of bond counsel delivered pursuant to the provisions of this Section 8, and shall have no duty to determine or liability for failing to determine whether any amendment made pursuant to this Section 8 is consistent with guidance provided by the Securities and Exchange Commission with regard to permitted amendments, or the manner of effecting such amendments, under the Rule.