Agenda packet, regular meeting, third session — Banning City Council, July 9, 2024 (part 2 of 11)

278

5. City shall agree to convey the Property to Developer at no cost to Developer and Developer will agree to accept such conveyance.

6. The City shall confirm that the CEQA/EIR process is not a requirement for Project entitlement if the total site area of the Project is under five (5) acres.

7. City has provided to Developer phase one environment report and will be responsible for all costs associated with preparation of the report.

8. City has provided to Developer ALTA land title survey and will be responsible for all costs associated with preparation of the survey.

9. Developer desires to have the flexibility to merge and redivide the parcel within the parcel 1, 2, 3, and 4 boundaries (see EXHIBIT A).

10. City has confirmed that N. Alessandro St. does not need to be kept as a public through street on the Property.

11. City shall confirm that all utility lines are ready to be connected to the Property, and the capacity is sufficient. City shall be solely responsible for payment of all fees and charges in case ofpublic utility line upgrade is needed.

12. In connection with the initial operation of the Project, to assist in creating future financial feasibility necessary to allow the operation of the project to proceed, the Developer has proposed certain financial assistance from the City including the rebates of a portion of the Transient Occupancy Tax Revenues and Sales Tax Revenues generated by the Project.

13. City shall provide to the Developer copies of all currently written information regarding the Property in its processions, to the extent not previously delivered to the Developer and to the extend material to the Property or Project and not subject to the attorney-client attorney workproduct privilege.

14. The Parties understand and agree that no Party is under any obligation whatsoever to approve or enter into the DDA, and that notwithstanding its approval of this ENA, each party shall have the right to disapprove the DDA, its sole and absolute discretion, and in that regard, the Developer hereby expressly agrees that City shall not be bound by any implied covenant of good faith and fair dealing in connection with such approval or disapproval of any of the DDA.

In the event of the expiration or earlier termination of this ENA, the City shall be free to negotiate with any persons or entities with respect to Property.

15. The Developer shall indemnify, defend, and hold the City and its officers, directors, members, employees, agents and contractors harmless from any and all claims, liabilities, losses, damages, costs and expenses relating to or arising out of this ENA or the Developer's failure to perform any obligation of the Developer under this ENA, or any challenges to the validity

Page 2 of 10 ends

279
of this ENA. The Developer's obligations under the preceding sentence shall survive the expiration or earlier termination of this ENA.

16. The Developer represents and warrants that its undertakings pursuant to this ENA are for the purpose of development of the Property and not for speculation in land, and the Developer recognized that, in view of the importance of the development of the Property to the general welfare of the community, the qualifications and identity of the Developer and its principals are of particular concern to the City; therefore, this ENA may not be assigned by the Developer without the prior express written consent of the City Manager in his sole and absolute discretion. However, the City acknowledges that the Developer may intend to form a new entity to be party to the DDA, and Developer may do so provided that such new entity is controlled and majority-owned by Developer or by owners of Developer, and provided, further, that the Developer first delivers to City a copy of new entity's organizational documents and any amendments thereto, and any other documents necessary for the City to confirm compliance with the foregoing ownership and control conditions.

17. Any notice, request, approval or other communication to be provided by one Party to the other shall be in writing and provided by certified mail, return receipt requested, or a reputable overnight delivery service and addressed as follows:

Developer:

City:

SCG America
12966 Euclid Street Suite 300
Garden Grove, CA 92840
City of Banning
99 E. Ramsey Street
Banning, CA 92220
Attn: City Manager
Notice shall be deemed delivered: (i) if sent by certified mail, then upon the date of delivery or attempted delivery shown on the return receipt; or (ii) if delivery by overnight delivery service, then one ( 1) business day after delivery to the service as shown by records of the service.

18. This ENA constitutes the entire agreement of the Parties hereto with respect to the subject matter hereof. There are no agreements or understandings between the Parties and no representations by either Party to the other as an inducement to enter into this ENA, except as may be expressly set forth herein, and any and all prior discussions and negotiations between the Parties are superseded by this ENA.

19. This ENA may not be altered, amended or modified except by a writing duly authorized and executed by all Parties.

Page 3 of 10 ends

280

20. No provision of this ENA may be waived except by an express written waiver duly authorized and executed by the waiving Party.

21. If any Party should bring any legal action or proceeding relating to this ENA or to enforce any provision hereof, the Party in whose favor a judgment or decision is rendered shall be entitled to recover reasonable attorneys' fees and expenses from the other. The Parties agree that any legal action shall be filed in and shall occur in the County of Los Angeles.

22. The interpretation and enforcement of this ENA shall be governed by the laws of the State of California.

23. Time is of the essence of each and every provision hereof in which time is a factor.

24. This ENA may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same ENA. Executed counterparts of this ENA may be delivered electronically by email to: [email protected] (for City) and to [email protected] (for Developer).

IN WITNESS WHEREOF, the Parties hereto have executed this ENA as of the day and year first written above.

CITY:

CITY OF BANNING
Douglas Schulze, City Manager
ATTEST:

Ca�'3Tf�� p';ii:ton, Deputy City Clerk
APPROVED AS TO FORM:
2 8
Serita R. Young, City Attorney
Richards, Watson & Gershon
DEVELOPER:

INVESTEL DEVELOPMENT, LLC
4��
Danny Yinfeng Wei, Executive Vice President

Page 4 of 10 ends

281
EXHIBIT "A"

LEGAL DESCRIPTION

BEFORE LOT LINE ADJUSTMENT
PARCEL 1 (APN 541-181-032)
LLA 21-5001
PARCEL 1 OF PARCEL MAP NO. 36285 AS SHOWN BY MAP ON FILE IN BOOK 238 OF PARCEL MAPS AT PAGES 24 THROUGH 25, INCLUSIVE THEREOF, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, LYING WITHIN SECTION 10, TOWNSHIP 3 SOUTH, RANGE 1 EAST, SAN BERNARDINO MERIDIAN.

CONTAINING 2.48 ACRES.

PARCEL 2 (APN 541-181-033)
PARCEL 2 OF PARCEL MAP NO. 36285 AS SHOWN BY MAP ON FILE IN BOOK 238 OF PARCEL MAPS AT PAGES 24 THROUGH 25, INCLUSIVE THEREOF, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, LYING WITHIN SECTION 10, TOWNSHIP 3 SOUTH, RANGE 1 EAST, SAN BERNARDINO MERIDIAN.

CONTAINING 0.83 ACRE.

SEE PLAT ATTACHED HERETO AS EXHIBIT "B" AND MADE A PART HEREOF.

PREPARED UNDER MY SUPERVISION
PREPARED BY: :/'n
CHECKED BY: �

Page 1 of 1 ends

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PARCEL A
EXHIBIT "A"

LEGAL DESCRIPTION

AFTER LOT LINE ADJUSTMENT
LLA 21-5001
PORTIONS OF PARCELS 1 AND 2 OF PARCEL MAP NO. 36285 AS SHOWN BY MAP ON FILE IN BOOK 238 OF PARCEL MAPS AT PAGES 24 THROUGH 25,

INCLUSIVE THEREOF, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, LYING WITHIN SECTION 10, TOWNSHIP 3 SOUTH, RANGE 1 EAST, SAN BERNARDINO MERIDIAN, DESCRIBED AS FOLLOWS:

COMMENCING AT THE NORTHWESTERLY CORNER OF SAID PARCEL 2,

SAID CORNER BEING ON THE SOUTHERLY RIGHT OF WAY OF RAMSEY STREET (WIDTH VARIES);
THENCE SOUTH 89°35'53" EAST ALONG THE NORTHERLY LINE OF SAID PARCEL 2 AND ALONG SAID RIGHT OF WAY LINE, A DISTANCE OF 19.27 FEET TO AN ANGLE POINT THEREON;
THENCE NORTH 45°15'40" EAST CONTINUING ALONG SAID NORTHERLY LINE OF PARCEL 2 AND SAID RIGHT OF WAY LINE, A DISTANCE OF 23.98 FEET TO AN ANGLE POINT THEREON;
THENCE SOUTH 89°35'53" EAST CONTINUING ALONG SAID NORTHERLY LINE AND SAID RIGHT OF WAY LINE, A DISTANCE OF 9.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE LEAVING SAID NORTHERLY LINE OF PARCEL 2 AND SAID SOUTHERLY RIGHT OF WAY LINE SOUTH 00°
00'00" EAST, A DISTANCE OF 288.80
FEET TO THE SOUTHERLY LINE OF SAID PARCEL 1;
THENCE SOUTH 89°
46'39" EAST ALONG SAID SOUTHERLY LINE, A
DISTANCE OF 222.77 FEET TO THE SOUTHEASTERLY CORNER OF SAID PARCEL 1,

SAID CORNER BEING ON THE WESTERLY RIGHT OF WAY LINE OF MARTIN STREET (30.00 FEET IN WESTERLY HALF WIDTH);
THENCE NORTH 00°
07'55" EAST ALONG THE EASTERLY LINE OF SAID
PARCEL 1 AND ALONG SAID WESTERLY RIGHT OF WAY LINE, A DISTANCE OF 279.19 FEET TO THE NORTHEASTERLY CORNER OF SAID PARCEL 1, SAID POINT BEING ON SAID SOUTHERLY RIGHT OF WAY LINE OF RAMSEY STREET;

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G:\2018\18-0271\Drawings\Mapping\LLA \18-0271 ILA AFTER LEGAL DESCS REV.doc Albert A. Webb Associates 283
THENCE NORTH 65°
32'39" WEST ALONG THE NORTHEASTERLY LINE OF
SAID PARCEL 1 AND SAID SOUTHERLY RIGHT OF WAY LINE, A DISTANCE OF 21.85 FEET TO THE NORTHERLY LINE OF SAID PARCEL l;
THENCE NORTH 89°
35'53" WEST ALONG SAID NORTHERLY LINE AND
ALONG SAID SOUTHERLY RIGHT OF WAY LINE, A DISTANCE OF 203.52 FEET TO THE TRUE POINT OF BEGINNING.

CONTAINING 1.48 ACRES, MORE OR LESS.

PARCELB
PORTION OF PARCELS 1 AND 2 OF PARCEL MAP NO. 36285 AS SHOWN BY MAP ON FILE IN BOOK 238 OF PARCEL MAPS AT PAGES 24 THROUGH 25,

INCLUSIVE THEREOF, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, LYING WITHIN SECTION 10, TOWNSHIP 3 SOUTH, RANGE 1 EAST, SAN BERNARDINO MERIDIAN, DESCRIBEDAS FOLLOWS:

BEGINNING AT THE NORTHWESTERLY CORNER OF SAID PARCEL 2, SAID

CORNER BEING ON THE SOUTHERLY RIGHT OF WAY OF RAMSEY STREET (WIDTH VARIES);
THENCE SOUTH 89°35'53" EAST ALONG THE NORTHERLY LINE OF SAID PARCEL 2 AND ALONG SAID RIGHT OF WAY LINE, A DISTANCE OF 19.27 FEET TO AN ANGLE POINT THEREON;
THENCE NORTH 45°15'40" EAST CONTINUING ALONG SAID NORTHERLY LINE OF PARCEL 2 AND SAID RIGHT OF WAY LINE, A DISTANCE OF 23.98 FEET TO AN ANGLE POINT THEREON;
THENCE SOUTH 89°
35'53" EAST CONTINUING ALONG SAID NORTHERLY
LINE AND SAID RIGHT OF WAY LINE, A DISTANCE OF 9.00 FEET;

THENCE LEAVING SAID NORTHERLY LINE AND SAID RIGHT OF WAY LINE SOUTH 00°00'00" EAST, A DISTANCE OF 288.80 FEET TO THE SOUTHERLY LINE OF SAID PARCEL 1;
THENCE NORTH 89°46'39" WEST ALONG SAID SOUTHERLY LINE OF PARCEL 1, A DISTANCE OF 669.26 FEET TO THE SOUTHWESTERLY CORNER THEREOF; THENCE NORTH 0
°06'51" EAST ALONG THE WESTERLY LINE OF SAID
PARCEL 1, A DISTANCE OF 17.12 FEET TO AN ANGLE POINT THEREON;

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THENCE SOUTH 89°46'41" EAST ALONG SAID WESTERLY LINE, A DISTANCE OF 29.01 FEET TO AN ANGLE POINT THEREON;
THENCE NORTH 0
°
07'01" EAST ALONG SAID WESTERLY LINE, A DISTANCE
OF 94.50 FEET TO THE NORTHWESTERLY CORNER OF SAID PARCEL 1; THENCE NORTH 90°
00'00" EAST ALONG THE NORTHERLY LINE OF SAID
PARCEL 1 AND ALONG THE SOUTHERLY LINE OF PARCEL 3 AND 4 OF SAID PARCEL MAP, A DISTANCE OF 594. 72 FEET TO THE SOUTHEASTERLY CORNER THEREOF;
THENCE NORTH 0
°
00'00" WEST ALONG THE EASTERLY LINE OF SAID
PARCEL 3, A DISTANCE OF 158.02 FEET TO THE POINT OF BEGINNING.

CONTAINING 1.84 ACRES, MORE OR LESS.

SUBJECT TO ALL CONDITIONS, RESERVATIONS, RESTRICTIONS,

EASEMENTS, OFFERS OF DEDICATIONS, RIGHTS AND RIGHT OF WAYS OF RECORD, IF ANY.

SEE PLAT ATTACHED HERETO AS EXHIBIT "B" AND MADE A PART HEREOF.

PREPARED
�

UNDER MY SUPERVISION
11�/zr MIClfAELRJOHNSON, L.S. 7673 DATE'
PREPARED BY: -;/'IJ
CHECKEDBY: �

Page 3 of 3 ends

G: \2018\18-0271 \Drawings\Mapping\LLA \ 18-0271 LLA AFTER LEGAL DES CS REV.doc Albert A. Webb Associates 285
N
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EXHIBIT "B"

LOT LINE ADJUSTMENT
LLA 21-5001
/ I �AMSEY STREET
_N89"37'18"W 652.13' � � N89'35'53"W 29_9_.9_9' __
N45'15'40•E �
tO S89"35'53"E 23.98' T.P.O.8. PAR A ..t
I
I
I
I
_J _

19.27'
P.O.C. PAR A
P.O.8. PAR B
NW'LY COR PAR 2

9.00'
APN
PM NO. 36285 c-1 j
PM 238/24-25 ; � �
- • :::IE
PARCEL 3 g�
zo
ai IO ....,
-
i...i • NEW � �I' NO BUILDINGS LOT
� ;!:i \ OLD LOT LINE}_ LINE
� - - N9o-oo·oo·E 213.50'
669.26'
N89'46'39"W 892.03'
N89'35'53"W 212.52'
111.93' PM 36285 100.60 PM 36285
203.52'
PARCEL 2 �lo • lo 0
541-481-033 � co
1-
LLJ
LLJ
�I
z
.::::� a::�
<( - N90'00'009
E 23.73' .....,, .,, � �� L,J ai - I� CX) ------ No·oo·oo·E 38.65' '° : NO BUILDINGS � � t� 8 � I N90'00'00.E 50.00' � � z g �I PARCEL 1 e-1 f v, �
1--....._0LD LOT LINE �
g APN 541-481-032 30' I
J
�I L

1.48 AC. NET

PARCEL A
S89'46'39"E 222.77'
10 (ROUTE 10)

ASSOCIATES
WEBB 1---- C_ I_TY OF BA_N_N_I N_G __ ___
G:\2018\ 18-0271 \Drawings\Mapping\LLA\ 18-0271 LLA.dwg THIS PLAT IS SOLELY AN AID IN LOCATING THE PARCEL(S) IN THE ATTACHED SHEET 1 QF 2 W.O.

DOCUMENT. ALL PRIMARY CALLS ARE LOCATED IN THE WRITTEN DOCUMENT. 18-0271 SCALE: 1"=80' g�� 8�t� 8�/nz�l SUBJECT: LOT LINE ADJUSTMENT LLA 21-soo1 286
L&J
::::::>
z
L&J
0 co z
oi O
;;j (!)
,llJ 0::::

RAMSEY STREET
__ N8_9._37'18"W 65 2.13' �
31 30 -1-Msl b;44
;;-,-4 1 CHURCH
28 =r--11 ��T I
-==- 27---11 I
e __ _J..l.._ ___ _J
PARCEL 4
I
I
I
0 I
Pl C!> t1 �
PARCEL MAP NO. 36285 _j
PM 238/24-25
N9o-oo'oo"E 594.72•
i-;ARCEL 3
+:. L&J 455.72' •
0 I
i--
� PARCEL B 0
b z .;. PARCEL 1
0) 1.84 AC. NET
APN 541-481-032 NO BUILDINGS
669.2 6'
NCT06'51•E 17.12' N89'46'39"W 92. 8 0 3'
INTERSTATE 10 (ROUTE 10)
ALBERT A. CITY OF BANNING
I
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ASSOCIATES 1
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-8_0--27
_1LLA.__ d
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------------1
THIS PLAT IS SOLELY AN AID IN LOCATING THE PARCEL(S) IN THE ATTACHED SHEET 2 QF 2 W.O.

DOCUMENT. ALL PRIMARY CALLS ARE LOCATED IN THE WRITTEN DOCUMENT. 1-80271 SCALE: 1 "=80' 8�� ...ilL 8�tf 03111121 SUBJECT: LOT LINE ADJUSTMENT LLA 21 -5001 287
Secretary of State
Statement of Information
(Limited Liability Company)
IMPORTANT- This form can be filed online at
bizfile.sos.ca.gov.

Read instructions before completing this form.

Filing Fee - $20.00
LLC-12
Copy Fees - First page $1.00; each attachment page $0.50; Certification Fee - $5.00 plus copy fees
22-849171
FILED
In the office of the Secretary of State
of the State of California
MAR 08, 2022
This Space For Office Use Only

1. Limited Liability Company Name (Enter the exact name of the LLC. If you registered in California using an alternate name, see instructions.)

INVESTEL DEVELOPMENT LLC

2. 12-Digit Secretary of State Entity Number 3. State, Foreign Country or Place of Organization (only if formed outside of California)
202003410101 CALIFORNIA

4. Business Addresses
a. Street Address of Principal Office - Do not list a P.O. Box City (no abbreviations) State Zip Code 12966 Euclid Street , Suite 300 Garden Grove CA 92840
b. Mailing Address of LLC, if different than item 4a City (no abbreviations) State Zip Code 12966 Euclid Street , Suite 300 Garden Grove CA 92840
c. Street Address of California Office, if Item 4a is not in California City (no abbreviations) State Zip Code Do not list a P.O. Box
12966 Euclid Street , Suite 300 Garden Grove CA 92840

5. Manager(s) or Member(s) If no managers have been appointed or elected, provide the name and address of each member. At least one name and address must be listed. If the manager/member is an individual, complete Items 5a and 5c (leave Item 5b blank).

SCG AMERICA CONSTRUCTION INC
c. Address City (no abbreviations)
12966 Euclid Street , Suite 300 Garden Grove
LLC-12 (REV 12/2021)

Page 1 of 2 ends

Suffix
State Zip Code
CA 92840
2021 California Secretary of State
bizfile.sos.ca.gov
288

6. Service of Process (Must provide either Individual OR Corporation.) INDIVIDUAL- Complete Items 6a and 6b only. Must include agent's full name and California street address. a. California Agent's First Name (if agent is not a corporation) Middle Name Last Name Suffix

DANNY YINFENG WEI
b. Street Address (if agent is not a corporation) - Do not enter a City (no abbreviations) State Zip Code P.O. Box
12966 Euclid Street , Suite 300 Garden Grove CA 92840
CORPORATION- Complete Item 6c only. Only include the name of the registered agent Corporation. c. California Registered Corporate Agent's Name (if agent is a corporation) - Do not complete Item 6a or 6b

7. Type of Business
Describe the type of business or services of the Limited Liability Company Hotel and Hospitality Holding Company

8. Chief Executive Officer, if elected or appointed
a. First Name Middle Name Last Name Suffix
b. Address City (no abbreviations)

9. Labor Judgment
Does a Manager or Member have an outstanding final judgment issued by the Division of Labor Standards Enforcement or a court of law, for which no appeal therefrom is pending, for the violation of any wage order or provision of the Labor Code? State Zip Code
D Yes 0 No

10. By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by California law to sign.
03/08/2022 DANNY YIN FENG WEI
Date Type or Print Name
LLC-12 (REV 12/2021)

MANAGER
Title

Page 2 of 2 ends

Signature
2021 California Secretary of State
bizfile.sos.ca.gov
289
Resolution 2024-117

Page 1 of 4 ends

RESOLUTION 2024-117

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BANNING, CALIFORNIA,

APPROVING AN EXCLUSIVE NEGOTIATING AGREEMENT WITH INVESTEL DEVELOPMENT LLC FOR CITY-OWNED REAL PROPERTY LOCATED AT 150 EAST RAMSEY STREET, BANNING (APNS 541-181-032, 541-181-033, 541-181-034, AND 541-181- 035)
WHEREAS, Investel Development LLC (“Investel”) is a California limited liability company based in Garden Grove, California; and
WHEREAS, the City of Banning is the owner of real property located at 150 East Ramsey Street, Banning, California 92220 (APNs 541-181-032, -033, -034, and -035); and WHEREAS, on January 10, 2023, the City Council adopted Resolution 2023-13, approving an Exclusive Negotiating Agreement (“ENA”) with Investel , which ENA expired on January 10, 2024; and
WHEREAS, Investel has submitted an application for a Preliminary Application Conference to the City’s Planning Division and has discussed a proposed apartment/retail building and hotel project (“proposed project”) with City staff; and WHEREAS, Investel is revising the proposed project based on City staff input and is completing required studies and reports; and
WHEREAS, Investel will be investing substantial time and money to complete the entitlement process and desires to enter into a new ENA with the City to secure their investment.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Banning as follows:

SECTION 1. The City Council approves the Exclusive Negotiating Agreement for 150 E.

Ramsey Street, Banning, CA 92220, attached hereto as Exhibit A.

SECTION 2. The City Council authorizes and directs the City Manager (“Authorized Representative”), or his designee, to sign the Exclusive Negotiating Agreement with Investel Development LLC on behalf of the City Council.

SECTION 3. The City Clerk shall certify to the adoption of this resolution and shall cause a certified resolution to be filed in the book of original resolutions.

PASSED, APPROVED AND ADOPTED this 9th day of July 2024.

Alberto Sanchez, Mayor
City of Banning
290
Resolution 2024-117

Page 2 of 4 ends

ATTEST:

Caroline Patton, Administrative City Clerk
City of Banning
APPROVED AS TO FORM:

Serita R. Young, City Attorney
Richards, Watson & Gershon
291
Resolution 2024-117

Page 3 of 4 ends

CERTIFICATION:

I, Caroline Patton, Deputy City Clerk of the City of Banning, California, do hereby certify that the foregoing Resolution 2024-117, was duly adopted by the City Council of the City of Banning, California, at a regular meeting thereof held on the 9th day of July 2024 by the following vote, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Caroline Patton, Administrative City Clerk
City of Banning, California
292
Resolution 2024-117

Page 4 of 4 ends

Exhibit A
Exclusive Negotiating Agreement with Investel Development LLC for 150 E Ramsey Street 293
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
A0-000

COVER PAGE CL
KH
12/28/2023
2023001
No. Description Date

BANNING DEVELOPMENT

PRE-APPLICATION DESIGN PACKAGE
DEC 2023
294

DOWNLIGHTS, INCANDESCENT

DECORATIVE FIXTURE WALLWASHER

S SPEAKER

WALLSCONCE

J JUNCTION BOX

PENDANT LIGHTING FIXTURETRACK LIGHTCEILING FANCOVE LIGHTING

J PROJECTOR MOUNT & FEED (ABOVE CEILING)

SPRINKLER / WALLSPRINKLER

TH THERMOSTAT

DOOR BELLPENDANT LIGHTING FIXTURE

SD SMOKE DETECTOR

EXHAUST FAN

TV TELEVITION OUTLET

DC DOOR CONTACT SWITCH
FLUORESCENT "STRIP LIGHT" UNDER CABINENT FIXTUREDUPLEX RECEPTACLE OUTLETDUPLEX WATERPROOF OUTLETGROUND FAULT INTERRUPTDUPLEX RECEPTACLE OUTLET - HALF HOT SWITCH WP
GFI

RANGE OUTLETREFRIGERATOR OUTLETQUADPLEX RECEPTACLE OUTLET R
REF
S

RC HVAC REMOTE CONTROLLER

SINGLE SWITCH

SDIMMER SWITCHS
3-WAY SWITCH
S
4-WAY SWITCHFLOOR DUPLEX OUTLET TELEPHONE OUTLET
D
34 USBC USB CHANGING PORT

FLOOR QUADPLEX OUTLET

MEP SYMBOLS

SECTION / EXTERIOR ELEVATION INDICATORCOLUMN GRID INDICATORROOM NUMBERPARTITION TYPEFF&E ITEM AND NUMBERCENTER LINECEILING HEIGHT TO FINISH FLOORREVISION CLOUDDENOTES HEARING IMPAIRED ROOMS

DETAIL INDICATOR

BUILDING EXIT OR EXIT ACCESSINTERIOR ELEVATION INDICATOR AC
D B

DETAIL INDICATORDRAWING TITLE

DWG NOSHT NODWG NOSHT NO
SCALE
TITLE
1 A
XXX K1 ROOM TYPE
D01 DOOR NUMBER INDICATOR
W01 WINDOW NUMBER INDICATOR
A

MATERIAL FINISH AND NUMBERDEMOLITION LINE
6' - 0"

ROOM TYPE
XXX

SHEET NUMBER
K1
A-2.01
ROOM NUMBERKEYNOTE INDICATORBATHROOM ACCESSORY KEYREVISION INDICATOR 1LINE BREAKDENOTES ACCESSIBLE ROOMS EXIT
DWG NO
SHT NO
DWG NO
SHT NO

DWG NOSHT NO

DRAWING SYMBOLS

ABBREVIATIONS

DEGREEPLUS OR MINUSDIAMETER

ALMOST EQUAL

NOT EQUAL
ANGLE

BOUNDARY LINECENTER LINEDELTA

AIR CONDITIONINGACOUSTICAREA DRAINAMERICAN WITH DISABILITIES ACTADJACENT / ADJUSTABLEACCESS DOORABOVE FINISH FLOORAGGREGATEALUMINUMALTERNATEAPPROXIMATELYAPARTMENTARCHITECTURALASPHALTAUTOMATICAVERAGE

BATHROOMBOARDBOTTOM ELEVATIONBUILDING LINEBUILDINGBLOCKINGBENCH MARK / BEAMBARE ROOTBEARINGCABINETCATCH BASINCENTER TO CENTERCOVER ELEVATIONCEMENTCORNER GUARDCAST IRON PIPECEILING JOISTCENTER LINECEILINGCLOSETCLEARCONCRETE MASONRY UNITCLEANOUTCOLUMNCOMMONCOMBINATION / COMBINECOMPOSITIONCONCRETECONNECTIONCONSTRUCTIONCONTINUOUS / CONTINUATIONCONTRACTORCORNERCORRIDORCENTERCUBIC YARDCOLD WATERCYLINDERDRAIN / DIFFUSERDIFFUSERDOUBLEDETAILDEPARTMENTDRINKING FOUNTAINDIAGONALDIAMETERDIMENSIONDISCONNECTDISPENSERDISTRIBUTIONDECKDOWNDOORDOWNSPOUTDISHWASHERDRAWINGDRAWEREASTEXISTINGEACHELEVATIONELECTRICELEVATOREMERGENCYENCLOSUREENTRANCEEQUALEQUIPMENTEXHAUSTEXISTINGEXPANSION JOINTEXPANSIONEXPOSEDEXTERIORFIRE MAINFIRE ALARMFAN COIL UNITFLOOR DRAINFOUNDATIONFIRE EXTINGUISHERFIRE EXTINGUISHER CABINETFUEL GASFIXED GLASSFIRE HYDRANTFIRE HOSE CABINETFINISHFIXTUREFLOOR JOISTFLOORFLASHINGFLOORINGFLUORESCENTFIRE PROOFFIRE RATEDFLOW SWITCH / FLOOR SINKFOOTINGGAS / GRILLEGAGEGALVANIZEDGRAB BARGENERALGALVANIZED IRONGLASS / GLAZEGLASS BLOCKGROUNDGOVERNMENTGRADEGYPSUMGYPSUM WALL BOARDHOSE BIBHOLLOW COR / HEATING COILHEADHEADERHANDRAILHARDWAREHARDWOODHORIZONTALHORSEPOWERHIGH POINTHOURHEIGHTHEATINGHEATERHEATING, VENTILATING AND

AIR CONDITIONING

HOT WATERINSIDE DIAMETERINCHINSULATIONINTERIORINTERMEDIATEINVERT IRON PIPE SIZEJANITORJUNCTION BOXJOISTJOINTKEENE'S CEMENTKITCHENKICK PLATE ° ± Ø ≈≠∠℄∆

A/CACSTADADAADJADRAFFAGGALUMALTAPPROXAPTARCHASPHAUTOAVG

BATHBDBEBLBLDGBLKGBMBRBRGCABCBC/CCECEMCGCIPCJCLCLGCLOCLRCMUCOCOLCOMCOMBCOMPCONCCONNCONSTCONTCONTRCORCORRCTRCUYDCWCYLDDIFFDBLDETDEPTDFDIAGDIAMDIMDISCDISPDISTDKDNDRDSDWDWGDWTE(E)EAELELECELEVEMERGENCLENTREQEQUIPEXHEXISTEXP JTEXPNEXPOEXTFFAFCUFDFDNFEFECFGFGLFHFHCFINFIXTFJFLFLASHFLGFLUORFPRFFRFSFTGGGAGALVGBGENGIGLGLBGNDGOVTGRGYPGYP BDHBHCHDHDRHDRLHDWHDWDHORIZHPHPTHRHTHTGHTRHVACHWIDININSULINTINTERMDINVIPSJANJBJSTJTKCKITKP

LAMINATELAVATORYLUMBERLANDINGLENGTHLINEARLOCKERLONGITUDINALLIGHTLIGHTINGLIGHT WEIGHTLOUVERMACHINEMAINTENANCEMARBLEMASONRYMATERIALMAXIMUMMECHANICALMEMBRANEMETALMANUFACTURINGMANUFACTURERMINIMUMMISCELANEOUSMOULDINGMASONRY OPENINGMOUNTEDMULLIONNORTHNEWNOT IN CONTRACTNATURAL GRADENUMBERNOMINALNOT TO SCALENUMBEROBSCUREON CENTEROUTSIDE DIAMETEROFFICEOVERHEADOPENINGOPPOSITEOPERATIONSOVENOVERFLOWPOINTPARTITIONPAVEMENTPEDESTALPARKINGPLATE / PROPERTY LINEPLASTERPLUMBINGPLYWOODPANELPAIRPORCELAINPRECASTPREFABRICATEDPROPERTYPROJECTIONPARTITIONPAVEMENTRISERRADIUSROOF DRAINRECEPTACLEREFERENCEREFRIGERATORREINFORCMENTREQUIREDREVISIONSROOFINGROUGHROOMROUNDROUGH OPENINGRUBBERSOUTHSOLID CORESMOKE DETECTORSHEETSHEET METALSHEATHINGSHOWERSIMILARSPECIFICATIONSSPEAKERSQUARESTAINLESS STEELSOUND TRANS CLASSSTANDARDSTEELSTORAGESTRUCTURALSTAIRWAYSUSPENDEDSYMMETRICALTOWEL BARTO BE DETERMINEDTELEPHONETEMPERATURETHERMOSTATTHICKTHRESHOLDTOP OF CURBTOP OF FENCETOP OF WALLTOILETTOPOGRAPHYTOILET PAPER DISPENSERTELEVISIONTYPICALTHROUGHUNFINISHEDUNLESS OTHERWISE NOTEDURINALVINYL COMPOSITE TILEVENTILATORVERTICALVERIFY IN FIELDVENT THROUGH ROOFWESTWITHWATER CLOSETWOODWIDTHWINDOWWAINSCOTWITHOUTWATERPROOFWEIGHT

ARTWORK / ARTIFACTSACOUSTICAL TILE

CARPETCERAMIC TILESLAMINATED PLASTICMETAL FINISHMIOORO / GLASSPLASTERPAINT FINISHQUAFFY TILESRESILENT FINISHSPECIAL FINISHSTONE / MARBLE / TRAVERTINEUPHOLSTEPYWALL COVERINGWOOD FINISHFIXTURE & FURNITUREFIXTURE, FURNITURE & EQUIPMENTFLOOR COVERINGGUESTROOMGENERAL CONTRACTORINTERIOR ELEVATIONINTERIOR FURNISHINGKITCHEN EQUIPMENT CONTRACTORMOCK-UP ROOMPOWER SUPPLYREFLECTED CEILINGREFERENCE PLAN LAMLAVLBRLDGLGTHLINLKRLONGLTLTGLT WTLVRMACHMAINTMARMASMATLMAXMECHMEMBMETMFGMFRMINMISCMLDGMOMTDMULN(N)NICNGNONOMNTS#OBSCOCODOFFOHOPNGOPPOPSOVOVFLPPARTPAVTPEDPKGPLPLASPLBGPLWDPNLPRPRCPRCSTPREFABPROPPROJPRTNPVMTRRADRDRECPREFREFRREINFREQDREVRFGRGHRMRNDRORUBSSCSDSHTSHT METSHTHGSHWRSIMSPECSSPKRSQSSSTCSTDSTLSTORSTRLSTWYSUSPSYMTBTBDTELTEMPTHERMOTHKTHRESTOCTOFTOWTOILTOPOTPDTVTYPTHRUUNFINUONURVCTVENTVERTVIFVTRWW/W.CWDWDTWDWWNSCTW/OWPWT AAACT
CCTLPMTMIRPLPTQTRFSFSTUPWCWDFFFF&EFCG.RGCIEIFKECMURPSRCRP

MATERIAL FINISH REFERENCEMISCELLANEOUS REFERENCE
PROJECT DATAPROJECT ADDREASS: 150 E. RAMSEY ST.,
BANNING, CA 92220
LEGAL DESCRIPTION: GENERAL PLAN LAND USE & ZONING: DOWNTOWN COMMERCIALBUILDING TYPE: RETAIL, HOTEL AND APARTMENT BUILDING S
SPRINKLER: YES (FULLY SPRINKLED)

HOTEL APARTMENT
OCCUPANCY: R-1 (TRANSIENT HOTEL) R-2 (APARTMENT HOUSES) A-2 (RESTAURANT, BANQUET HALL) S-2 (PARKING GARAGE)A-3 (LOBBY, GYM) M (RETAIL)B (OFFICE, KITCHEN)S-1 (BOH,STORAGE) HOTEL APARTMENT CONST. TYPE: TYPE IA FOR LEVEL 1 TYPE IA FOR S-2 (LEVEL 1) TYPE IIIA FOR LEVEL 2-6 TYPE IIIA FOR R-2 (LEVEL 2-6) FIRE SEPARATIONS: LEVEL 1 TO LEVEL 2 - 3 HOURS A-2, A-3 TO B - 1 HOUR
FIRE WALL =2 HOURS FIRE PARTITION BETWEEN UNIT AND CORRIDOR =1 HOUR FIRE BARRIER AT STAIRWAY, SHAFT ENCLOSURE =2 HOURSSITE AREA: 4.2331± ARCE (184,393.836± S.F.)BUILDING AREA: 225,434 S.F.LANDSCAPE AREA: 44,441 S.F. (24.1%) PAVING AREA: 96,326 S.F.

A) PARKING BREAKDOWN:

STANDARD PARKING STALLS 170COMPACT PARKING STALLS 0
ACCESSIBLE STALLS PROVIDED (# VAN STALLS) 8 (3)
EVCS PARKING STALLS 13EVCS ACCESSIBLE PARKING STALL 1EVCS ACCESSIBLE VAN PARKING STALL 1EV READY PARKING STALLS 75EV CAPABLE PARKING STALLS 30TOTAL PARKING STALLS PROVIDED 298A-1) APARTMENT BUILDING GROSS SQ. FT. AND OCC. LOAD TABULATION:PARKING GARAGE: (S-2 OCCUPANCY) LEVEL 01 = 21,437 S.F. RETAIL: (M OCCUPANCY) LEVEL 01 = 7,326 S.F.

APARTMENT HOUSES: (R-2 OCCUPANCY)
LEVEL 02 - 06 = 27,443 S.F.

SUB-TOTAL = 137,215 S.F.TOTAL BGSF = 165,978 S.F.A-2) HOTEL BUILDING GROSS SQ. FT. AND OCC. LOAD TABULATION:RESTAURANT: (A-2 OCCUPANCY) LEVEL 01 = 2,250 S.F.BANQUET HALL: (A-2 OCCUPANCY) LEVEL 01 = 4,221 S.F.PRE-FUNCTION: (A-2 OCCUPANCY) LEVEL 01 = 824 S.F.LOBBY: (A-3 OCCUPANCY) LEVEL 01 = 885 S.F.GYM: (A-3 OCCUPANCY) LEVEL 01 = 747 S.F.FRONT DESK & OFFICE: (B OCCUPANCY) LEVEL 01 = 982 S.F.KITCHEN: (B OCCUPANCY) LEVEL 01 = 1,494 S.F.BOH & ACCESORY: (S-1 OCCUPANCY) LEVEL 01 = 3,460 S.F. LEVEL 02 - 04 = 3,267 S.F. SUB-TOTAL = 13,261 S.FHOTEL: (R-1 OCCUPANCY) LEVEL 02 - 04 = 11,597 S.F. SUB-TOTAL = 34,791 S.FTOTAL BGSF = 59,456 S.F.B-1) APARTMENT DWELLING UNIT TABULATION (95 UNITS):TYPE 1-BEDROOM 2-BEDROOM 3-BEDROOM TOTAL2/F 2 16 1 193/F 2 16 1 194/F 2 16 1 195/F 2 16 1 196/F 2 16 1 19 TOTAL 10 80 5 95B-2) HOTEL GUESTROOM TABULATION (87 UNITS):TYPE STD SUITE TOTAL2/F 27 2 293/F 27 2 294/F 27 2 29 TOTAL 81 6 87 OCC. FACTOR OCC. LOAD
200 SF/OCC 107 OCC.
60 SF/OCC 122 OCC.
200 SF/OCC 137 OCC.
685 OCC.914 OCC.

OCC. FACTOR OCC. LOAD
15 SF/OCC 150 OCC.15 SF/OCC 281 OCC.
7 SF/OCC 118 OCC.
15 SF/OCC 59 OCC.50 SF/OCC 15 OCC.
150 SF/OCC 7 OCC.200 SF/OCC 7 OCC.
300 SF/OCC 12 OCC.300 SF/OCC 11 OCC.
45 OCC.
200 SF/OCC 58 OCC.
174 OCC.856 OCC.

PROJECT CONTACTSSTRUCTURAL ENGINEER:OWNER:

TBD

EXECUTIVE
ARCHITECT:

TBD
CIVIL ENGINEER:

TBD
PLUMBING / ELECTRICALENGINEER:

SCG AMERICA CONSTRUCTION INC.TEE [email protected] DESIGN
ARCHITECT:

SCG AMERICA CONSTRUCTION INC.KENHAO [email protected] AMERICADANNY [email protected] MECHANICAL ENGINEER:

TBD

SCOPE OF WORKGENERAL SITE DESIGN AND PLANNING, INCLUDING ONE APARTMENT BUILDING AND ONE HOTEL BUILDING.

GENERAL:1. NEW 6-STORY (1-STORY PARKING GARAGE AND 5-STORY

RESIDENTIAL UNITS) CONSTRUCTION OF APARTMENT HOUSING BUILDING

2. NEW 4-STORY (1-STORY COMMON SPACE AND 3-STORY

GUESTROOMS) CONSTRUCTION OF HOTEL BUILDING

3. PLANNING OF THE SITE INCLUDING THE MAIN ENTRANCE,

PARKING ENTRANCE, AND DRIVEWAY

4. LANDSCAPING OF THE SITE
CODE COMPLIANCETHIS PROJECT SHALL COMPLY WITH THE FOLLOWING CODES AND REGULATIONS:2022 CALIFORNIA BUILDING CODE WITH LOCAL

AMENDMENTS
2022 CALIFORNIA ELECTRICAL CODE WITH LOCAL

AMENDMENTS
2022 CALIFORNIA ENERGY CODE (TITLE 24 PARTG)2022 CALIFORNIA GREEN BUILDING CODE2022 CALIFORNIA MECHANICAL CODE WITH LOCAL

AMENDMENTS
2022 CALIFORNIA PLUMBING CODE WITH LOCAL

AMENDMENTS
2022 CALIFORNIA FIRE CODE

INDEX OF SHEETS
LEGEND: X - SHEET ISSUED

R - SHEET ISSUED FOR REFERENCE AND COORDINATION ONLY

SEE TITLEBLOCK FOR REVISION ISSUE DATE(S)

ASSESSOR MAP

VICINITY MAP
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
As indicated
A0-001

GENERAL INFORMATION CL
KH
12/28/2023
2023001
No. Description Date
SHEET

NUMBER SHEET TITLE

PRE-APPLICATION

ENTITLEMENT

RESUBMITTAL
REVISION 1
REVISION 2
REVISION 3
A0-000 COVER PAGEA0-001 GENERAL INFORMATION XA0-100 SITE PLAN (GROUND FLOOR) XA1-101 HT FLOOR PLAN - LEVEL 1 XA1-102 HT FLOOR PLAN - LEVEL 2-4 & ROOF PLAN XA1-301 HT BUILDING ELEVATOINS - NORTH & SOUTH XA1-302 HT BUILDING ELEVATOINS - WEST & EAST XA2-101 AP FLOOR PLAN - LEVEL 1 XA2-102 AP FLOOR PLAN - LEVEL 2 XA2-103 AP FLOOR PLAN - LEVEL 3-6 XA2-104 AP ROOF PLAN X
A2-301 HT BUILDING ELEVATOINS - NORTH & SOUTH XA2-302 HT BUILDING ELEVATOINS - WEST & EAST X ALTA-1 GENERAL INFORMATION XALTA-2 SURVEY PLAN
X
ALTA-3 SURVEY PLAN
X
295
20'
40'

EXISTING

PROPERTY LINE

EXISTING

EASEMENT

PROPOSED

STRAIGHTEN

PROPERTY LINE
10 PUBLIC SIDEWALKS
12 23

WEST PARKING
103 STALLS
22 22
24 11
13 13

MIDDLE PARKING
53 STALLS

EAST PARKING
109 STALLS
29 31
31 VEHICULAR

ENTRY AND EXIT

VEHICULAR

ENTRY AND EXIT

VEHICULAR

ENTRY AND EXIT

VEHICULAR

ENTRY AND EXIT
6 ADA ADA ADA ADA 18 ADA ADA
TRASH

PUBLIC SIDEWALKS PUBLIC SIDEWALKS PUBLIC SIDEWALKS

PUBLIC SIDEWALKS

LOADING
CANOPY
ABOVE
CANOPY
ABOVE

ACCESSIBLE

PATH TO

HOTEL ENTRY ACCESSIBLE

PATH TO

APARTMENT ENTRY

APT GARAGE PARKING
33 STALLS

SWIMMING
POOL
LOBBY

EVENT SPACE
GYM
CAFE

KITCHEN
OFFICE
RETAIL
LOBBY
TRASH

RETAIL RETAIL RETAIL

ADA ADA

EXISTING

EASEMENT

EXISTING

EASEMENT
11 2
11 9

LANDSCAPE

VACATED
ALESSANDRO RD.

VACATED MURRAY ST.

VACATED ALLEY
Project NumberDateDrawn ByChecked ByScale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1" = 30'-0"
A0-100 SITE PLAN (GROUND FLOOR) CL KH 12/28/2023
2023001
No. Description Date
SITE PLAN (GROUND FLOOR) SCALE:
1/16"=1'-0"
1 296
UP
UP
CANOPY
ABOVE
CANOPY
ABOVE
4100 SF

EVENT SPACE
HT-106

HT-A HT-A

HT-D HT-D

HT-B HT-B

HT-C HT-C
702 SF
OFFICE
HT-109
HT-1HT-1
HT-19HT-19
HT-2HT-2
HT-7HT-7
HT-8HT-8
HT-9HT-9
HT-10HT-10
HT-11HT-11
HT-13HT-13
HT-14HT-14
HT-18HT-18
780 SF

PRE-FUNCTION
HT-105
875 SF
LOBBY
HT-101
342 SF
PUBLIC

RESTROOM
HT-104
351 SF

ELEVATOR
LOBBY
HT-103
116 SF

ICE/VENDING
HT-108
702 SF
GYM
HT-110
342 SF
BOH
HT-111
1422 SF

KITCHEN
HT-113
2142 SF
CAFE
HT-112
494 SF
BOH
HT-107
223 SF

FRONT DESK
HT-102
89 SF
ELEC. ROOM
HT-114
HT-3HT-3
HT-4HT-4
HT-5HT-5
HT-6HT-6
HT-12HT-12
HT-15HT-15
HT-16HT-16
HT-17HT-17
13' - 10" 67' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 10" 243' - 8"
28' - 0" 5' - 0" 28' - 0"
61' - 0"
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1/8" = 1'-0"
A1-101
HT FLOOR PLAN - LEVEL 1
CL
KH
12/28/2023
2023001
No. Description Date
SCALE:
1/8"=1'-0"
1 HT FLOOR PLAN - LEVEL 1
297
DN
UP
DN
UP
DN

HT-A HT-A

HT-D HT-D

HT-B HT-B

HT-C HT-C
HT-1HT-1
HT-19HT-19
HT-2HT-2
HT-7HT-7
HT-8HT-8
HT-9HT-9
HT-10HT-10
HT-11HT-11
HT-13HT-13
HT-14HT-14
HT-18HT-18

CANOPY BELOW

CANOPY BELOW
702 SF
SUITE
HT-201
156 SF

HOUSEKEEPING
HT-233
342 SF

GUESTROOM
HT-203
342 SF

GUESTROOM
HT-202
342 SF

GUESTROOM
HT-204
342 SF

GUESTROOM
HT-205
342 SF

GUESTROOM
HT-207
342 SF

GUESTROOM
HT-209
342 SF

GUESTROOM
HT-211
342 SF

GUESTROOM
HT-213
342 SF

GUESTROOM
HT-214
342 SF

GUESTROOM
HT-215
342 SF

GUESTROOM
HT-217
342 SF

GUESTROOM
HT-219
342 SF

GUESTROOM
HT-221
342 SF

GUESTROOM
HT-223
342 SF

GUESTROOM
HT-225
342 SF

GUESTROOM
HT-227
702 SF
SUITE
HT-229
342 SF

GUESTROOM
HT-206
342 SF

GUESTROOM
HT-208
342 SF

GUESTROOM
HT-210
342 SF

GUESTROOM
HT-212
351 SF

ELEVATOR
LOBBY
HT-230
116 SF

ICE/VENDING
HT-231
342 SF

GUESTROOM
HT-216
342 SF

GUESTROOM
HT-218
342 SF

GUESTROOM
HT-220
342 SF

GUESTROOM
HT-222
342 SF

GUESTROOM
HT-224
342 SF

GUESTROOM
HT-226
342 SF

GUESTROOM
HT-228
143 SF
ELEC. ROOM
HT-235
HT-3HT-3
HT-4HT-4
HT-5HT-5
HT-6HT-6
HT-12HT-12
HT-15HT-15
HT-16HT-16
HT-17HT-17
13' - 10" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 10" 243' - 8"
28' - 0" 5' - 0" 28' - 0"
61' - 0"
244 SF

STORAGE
HT-234
89 SF

STORAGE
HT-232

HT-A HT-A

HT-D HT-D

HT-B HT-B

HT-C HT-C
HT-1HT-1
HT-19HT-19
HT-2HT-2
HT-7HT-7
HT-8HT-8
HT-9HT-9
HT-10HT-10
HT-11HT-11
HT-13HT-13
HT-14HT-14
HT-18HT-18
218 SF

ELEVATOR

CONTROL ROOM
HT-501

ELEVATOR OVERHEAD
HT-3HT-3
HT-4HT-4
HT-5HT-5
HT-6HT-6
HT-12HT-12
HT-15HT-15
HT-16HT-16
HT-17HT-17
13' - 10" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 6" 13' - 10" 243' - 8"
28' - 0" 5' - 0" 28' - 0"
61' - 0"
PVC

MEMBRANCE

ROOFING
3' - 6" PARAPET WALL (TYP.)
3' - 6" PARAPET WALL (TYP.)
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1/8" = 1'-0"
A1-102

HT FLOOR PLAN - LEVEL
2-4 & ROOF PLAN
CL
KH
12/28/2023
2023001
No. Description Date
SCALE:
1/8"=1'-0"
2 HT ROOF PLAN
SCALE:
1/8"=1'-0"
1 HT FLOOR PLAN - LEVEL 2-4
298
HT LEVEL 1
0' - 0"
HT LEVEL 2
20' - 0"
HT LEVEL 3
32' - 0"
HT LEVEL 4
44' - 0"

HT ROOF
56' - 0"
HT-1HT-1
HT-19HT-19
HT-2HT-2
HT-7HT-7
HT-8HT-8
HT-9HT-9
HT-10HT-10
HT-11HT-11
HT-13HT-13
HT-14HT-14
HT-18HT-18

HT TOP OF

BULKHEAD
67' - 0"
HT-3HT-3
HT-4HT-4
HT-5HT-5
HT-6HT-6
HT-12HT-12
HT-15HT-15
HT-16HT-16
HT-17HT-17
20' - 0" 12' - 0" 12' - 0" 12' - 0" 11' - 0"
67' - 0"
HT LEVEL 1
0' - 0"
HT LEVEL 2
20' - 0"
HT LEVEL 3
32' - 0"
HT LEVEL 4
44' - 0"

HT ROOF
56' - 0"
HT-1HT-1
HT-19HT-19
HT-2HT-2
HT-7HT-7
HT-8HT-8
HT-9HT-9
HT-10HT-10
HT-11HT-11
HT-13HT-13
HT-14HT-14
HT-18HT-18

HT TOP OF

BULKHEAD
67' - 0"
11' - 0" 12' - 0" 12' - 0" 12' - 0" 20' - 0"
HT-3HT-3
HT-4HT-4
HT-5HT-5
HT-6HT-6
HT-12HT-12
HT-15HT-15
HT-16HT-16
HT-17HT-17
67' - 0"
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1/8" = 1'-0"
A1-301

HT BUILDING

ELEVATOINS - NORTH &
SOUTH
CL
KH
12/28/2023
2023001
No. Description Date
SCALE:
1/8"=1'-0"
1 BUILDING ELEVATION - NORTH
SCALE:
1/8"=1'-0"
2 BUILDING ELEVATION - SOUTH
299
HT LEVEL 1
0' - 0"
HT LEVEL 2
20' - 0"
HT LEVEL 3
32' - 0"
HT LEVEL 4
44' - 0"

HT ROOF
56' - 0"
HT
-
A
HT
-
A
HT
-
D
HT
-
D
HT
-
B
HT
-
B
HT
-
C
HT
-
C

HT TOP OF

BULKHEAD
67' - 0"
11' - 0" 12' - 0" 12' - 0" 12' - 0" 20' - 0"
67' - 0"
HT LEVEL 1
0' - 0"
HT LEVEL 2
20' - 0"
HT LEVEL 3
32' - 0"
HT LEVEL 4
44' - 0"

HT ROOF
56' - 0"
11' - 0" 12' - 0" 12' - 0" 12' - 0" 20' - 0"
HT
-
A
HT
-
A
HT
-
D
HT
-
D
HT
-
B
HT
-
B
HT
-
C
HT
-
C

HT TOP OF

BULKHEAD
67' - 0"
67' - 0"
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1/8" = 1'-0"
A1-302

HT BUILDING

ELEVATOINS - WEST &
EAST
CL
KH
12/28/2023
2023001
No. Description Date
SCALE:
1/8"=1'-0"
1 BUILDING ELEVATION - WEST
SCALE:
1/8"=1'-0"
2 BUILDING ELEVATION - EAST
300
UP
UP
AP-1AP-1
AP-2.1AP-2.1
AP-4AP-4
AP-5.1AP-5.1
AP-6.1AP-6.1
AP-7AP-7
AP-8.1AP-8.1
AP-9.1AP-9.1
AP-10AP-10

AP-A AP-AAP-B AP-B
AP-C.1 AP-C.1AP-D.1 AP-D.1

AP-E AP-E
AP-F.1 AP-F.1
AP-G.1 AP-G.1

AP-H AP-H
AP-K.1 AP-K.1

AP-O AP-O
CANOPY
ABOVE
11 ADA ADA
16' - 4" 30' - 0" 30' - 0" 30' - 0" 30' - 0" 24' - 0" 27' - 0" 24' - 0" 211' - 4"
11 24' - 0" 21' - 4" 8' - 8" 30' - 0" 30' - 0" 30' - 0" 24' - 0" 27' - 0" 24' - 0" 10' - 0" 229' - 0"

ROLL-UP DOOR
(3) 4-YARD RECYCLING DUMPSTER(3) 4-YARD TRASH DUMPSTER(2) 96-GALLON FOOD WASTE CONTAINER 209 SF

ELEVATOR
LOBBY
AP-102
387 SF
LOBBY
AP-101
148 SF

MAILROOM
AP-103
1513 SF
RETAIL 1
AP-105
1986 SF
RETAIL 2
AP-106
1784 SF
RETAIL 3
AP-107
1670 SF
RETAIL 4
AP-108
487 SF

TRASH ROOM
AP-104

RESIDENT PARKING
33 STALLS
AP-3AP-3
24' - 0" 27' - 0" 24' - 0"
75' - 0"

AP-L AP-L

AP-J AP-J
2 9

SECURITY DOOR
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1" = 10'-0"
A2-101
AP FLOOR PLAN - LEVEL 1
CL
KH
12/28/2023
2023001
No. Description Date
SCALE:
1"=10'-0"
1 AP FLOOR PLAN - LEVEL 1
301
DN
UP DN
UP
AP-1AP-1
AP-4AP-4
AP-7AP-7
AP-10AP-10

AP-B AP-BAP-E AP-E

AP-H AP-H

BUILT-UP ROOFBUILT-UP ROOF

CANOPY BELOW
1100 SF
UNIT B1
AP-201
1100 SF
UNIT B1
AP-203
AP-3AP-3
AP-5AP-5
AP-2AP-2
AP-6AP-6
AP-8AP-8
AP-9AP-9
34' - 4" 6' - 4" 34' - 4"
75' - 0"

AP-L AP-L

AP-C AP-CAP-D AP-D

AP-F AP-F

AP-G AP-G

AP-J AP-J

AP-K AP-K
1100 SF
UNIT B1
AP-205
1100 SF
UNIT B1
AP-207
1100 SF
UNIT B1
AP-209
1210 SF
UNIT B2
AP-202
704 SF
UNIT A1
AP-204
1100 SF
UNIT B1
AP-206
1111 SF
UNIT B1.1
AP-208
1551 SF
UNIT C1
AP-210
169 SF
ELEC. ROOM
AP-222
374 SF

ELEVATOR
LOBBY
AP-220
1100 SF
UNIT B1
AP-211
1100 SF
UNIT B1
AP-213
1111 SF
UNIT B1.1
AP-212
1100 SF
UNIT B1
AP-214
1100 SF
UNIT B1
AP-215
1100 SF
UNIT B1
AP-216
704 SF
UNIT A1
AP-217
1100 SF
UNIT B1
AP-218
1210 SF
UNIT B2
AP-219
327 SF

LEASING OFFICE
AP-221
211' - 4"
34' - 4" 3' - 4" 8' - 8" 22' - 0" 34' - 0" 34' - 0" 34' - 4" 6' - 4" 34' - 4" 34' - 4" 3' - 4" 8' - 8" 22' - 0" 34' - 0" 34' - 0" 34' - 4" 6' - 4" 34' - 4" Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1" = 10'-0"
A2-102
AP FLOOR PLAN - LEVEL 2
CL
KH
12/28/2023
2023001
No. Description Date
1 SCALE:
1"=10'-0"
AP FLOOR PLAN - LEVEL 2
302
DN
DN
UP
UP
AP-1AP-1
AP-4AP-4
AP-7AP-7
AP-10AP-10

AP-B AP-BAP-E AP-E

AP-H AP-H
AP-3AP-3
AP-5AP-5
AP-2AP-2
AP-6AP-6
AP-8AP-8
AP-9AP-9

AP-L AP-L

AP-C AP-CAP-D AP-D

AP-F AP-F

AP-G AP-G

AP-J AP-J

AP-K AP-K
1100 SF
UNIT B1
AP-301
1100 SF
UNIT B1
AP-303
34' - 4" 6' - 4" 34' - 4"
75' - 0"
1100 SF
UNIT B1
AP-305
1100 SF
UNIT B1
AP-307
1100 SF
UNIT B1
AP-309
1210 SF
UNIT B2
AP-302
704 SF
UNIT A1
AP-304
1100 SF
UNIT B1
AP-306
1111 SF
UNIT B1.1
AP-308
1551 SF
UNIT C1
AP-310
1100 SF
UNIT B1
AP-311
1100 SF
UNIT B1
AP-313
1100 SF
UNIT B1
AP-314
1100 SF
UNIT B1
AP-315
1100 SF
UNIT B1
AP-316
704 SF
UNIT A1
AP-317
1100 SF
UNIT B1
AP-318
1210 SF
UNIT B2
AP-319
327 SF

STORAGE
AP-321
374 SF

ELEVATOR
LOBBY
AP-320
1111 SF
UNIT B1.1
AP-312
169 SF
ELEC. ROOM
AP-322
34' - 4" 3' - 4" 8' - 8" 22' - 0" 34' - 0" 34' - 0" 34' - 4" 6' - 4" 34' - 4" 211' - 4"
34' - 4" 3' - 4" 8' - 8" 22' - 0" 34' - 0" 34' - 0" 34' - 4" 6' - 4" 34' - 4" 211' - 4"
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1" = 10'-0"
A2-103

AP FLOOR PLAN - LEVEL
3-6
CL
KH
12/28/2023
2023001
No. Description Date
1 SCALE:
1"=10'-0"
AP FLOOR PLAN - LEVEL 3-6
303
DN
AP-1AP-1
AP-4AP-4
AP-7AP-7
AP-10AP-10

AP-B AP-BAP-E AP-E

AP-H AP-H
AP-3AP-3
AP-5AP-5
AP-2AP-2
AP-6AP-6
AP-8AP-8
AP-9AP-9

AP-L AP-L

AP-C AP-CAP-D AP-D

AP-F AP-F

AP-G AP-G

AP-J AP-J

AP-K AP-K

ELEVATOR OVERHEAD
363 SF

ELEVATOR

MACHINE ROOM
AP-701
PVC

MEMBRANCE

ROOFING
3' - 6" PARAPET WALL (TYP.)
3' - 6" PARAPET WALL (TYP.)
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1" = 10'-0"
A2-104

AP ROOF PLAN CL
KH
12/28/2023
2023001
No. Description Date
1 AP ROOF PLAN SCALE:
1"=10'-0"
304
AP LEVEL 6
68' - 0"

AP ROOF
80' - 0"
AP LEVEL 1
0' - 0"
AP LEVEL 2
20' - 0"
AP LEVEL 3
32' - 0"
AP LEVEL 4
44' - 0"
AP LEVEL 5
56' - 0"

AP TOP OF

BULKHEAD
91' - 0"
AP-1AP-1
AP-2.1 AP-4
AP-4
AP-5.1 AP-6.1 AP-7
AP-7
AP-8.1 AP-9.1 AP-10
AP-10
11' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 20' - 0" 91' - 0"
AP-3
AP-2 AP-3 AP-5 AP-6 AP-8 AP-9
AP LEVEL 6
68' - 0"

AP ROOF
80' - 0"
AP LEVEL 1
0' - 0"
AP LEVEL 2
20' - 0"
AP LEVEL 3
32' - 0"
AP LEVEL 4
44' - 0"
AP LEVEL 5
56' - 0"

AP TOP OF

BULKHEAD
91' - 0"
AP-1AP-1
AP-4 AP-2.1AP-4
AP-7 AP-6.1 AP-5.1AP-7
AP-10 AP-9.1 AP-8.1AP-10
20' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 11' - 0" 91' - 0"
AP-3
AP-9 AP-8 AP-6 AP-5 AP-3 AP-2
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1/8" = 1'-0"
A2-301

HT BUILDING

ELEVATOINS - NORTH &
SOUTH
CL
KH
12/28/2023
2023001
No. Description Date
SCALE:
1/8"=1'-0"
1 BUILDING ELEVATION - NORTH
SCALE:
1/8"=1'-0"
2 BUILDING ELEVATION - SOUTH
305
AP LEVEL 6
68' - 0"

AP ROOF
80' - 0"
AP LEVEL 1
0' - 0"
AP LEVEL 2
20' - 0"
AP LEVEL 3
32' - 0"
AP LEVEL 4
44' - 0"
AP LEVEL 5
56' - 0"

AP TOP OF

BULKHEAD
91' - 0"

AP-A AP-B
AP-B
AP-C.1 AP-D.1 AP-E
AP-E
AP-F.1 AP-G.1 AP-H
AP-H
AP-K.1 AP-O
11' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 20' - 0" 91' - 0"
AP-L

AP-C AP-D AP-F AP-G AP-L
AP-J

AP-J AP-K
AP LEVEL 6
68' - 0"

AP ROOF
80' - 0"
AP LEVEL 1
0' - 0"
AP LEVEL 2
20' - 0"
AP LEVEL 3
32' - 0"
AP LEVEL 4
44' - 0"
AP LEVEL 5
56' - 0"

AP TOP OF

BULKHEAD
91' - 0"

AP-B AP-AAP-B
AP-E AP-D.1 AP-C.1AP-E
AP-H AP-G.1 AP-F.1AP-H
AP-O AP-K.1
11' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 12' - 0" 20' - 0" 91' - 0"

AP-LAP-L AP-G AP-F AP-D AP-C
AP-J

AP-K AP-J
Project Number
Date
Drawn By
Checked By
Scale
Sheet Title
Sheet Number

SCG AMERICA
CONSTRUCTION INC.
12966 Euclid St, Suite 300,
Garden Grove, CA, 92840
T 714.696.0000

BANNING

DEVELOPMENT
150 E. Ramsey St.,
Banning, CA, 92220
1/8" = 1'-0"
A2-302

HT BUILDING

ELEVATOINS - WEST &
EAST
CL
KH
12/28/2023
2023001
No. Description Date
SCALE:
1/8"=1'-0"
1 BUILDING ELEVATION - WEST
SCALE:
1/8"=1'-0"
2 BUILDING ELEVATION - EAST
306
WEBB N
W
E
S 05/10/23
307
WEBB N
W
E
S
308

T T T WEBB N W E S T
309

Page 1 of 10 ends

EXCLUSIVE NEGOTIATING AGREEMENT
This EXCLUSIVE NEGOTIATING AGREEMENT (“ ENA”) is dated as of _________________ and is entered into by and between the CITY OF BANNING (“ City”) and Investel Development, LLC (“ Developer”). The City and the Developer are sometimes individually referred to herein as a “ Party” and are sometimes collectively referred to herein as the “ Parties.”

RECITALS
A. The City owns the land in the City of Banning, California described on Exhibit “ A” the Property) and desires to invite the Developer to propose a development plan for a mixed use of Hotel and Retail project on the Property ( the “ Project”).

B. The City intends to incur significant costs in negotiating and preparing a disposition and development agreement or “ DDA”.

C. The Developer has therefore requested that the City negotiate with the Developer on an exclusive basis for a specified period of time to establish the terms and conditions of the DDA.

D. It is anticipated that during the term of this ENA, City staff and consultants and attorneys of the City will devote substantial time and effort in meeting with the Developer and its representatives and consultants, reviewing proposals, plans and reports, negotiating and preparing and revising the DDA, obtaining consultant advice and reports including an appraisal.

NOW, THEREFORE, The Developer has proposed the follows:

1. The term of The ENA shall commence on the date hereof and shall end on the earlier of: (i):

January 10, 2024, or (ii) the date on which the City of the Developer terminates this ENA provided in Sections 2 below ( the “ ENA Period”).

2. The City Manager may terminate this ENA by written notice to the Developer if the Developer should fail to comply with or perform any material provisions of this ENA and such failure is not cured within thirty (30) days after City Manger’ s delivery of written notice to the Developer or such other period of time if such failure cannot by its nature be cured within such thirty (30) day period, so long as Developer diligently proceeds with efforts to cure such failure), or if reasonable progress is not being made in negotiations hereunder as determined by the City Manager in good faith. The Developer may terminate this ENA by written notice to the City if the Developer determines that it does not wish to pursue the Project any further.

3. During the ENA Period, the City shall not negotiate with any person or entity other than the Developer for the sale, lease, or development of the Property.

4. City must comply with California’ s surplus property statutes ( Government Code Sections 54220- 54234). City shall be solely responsible for all costs associated with the negotiation with California state.

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C February 23, 2023
310

Page 2 of 10 ends

5. City shall agree to convey the Property to Developer at no cost to Developer and Developer will agree to accept such conveyance.

6. The City shall confirm that the CEQA/EIR process is not a requirement for Project entitlement if the total site area of the Project is under five (5) acres.

7. City shall provide to Developer phase one environment report and will be responsible for all costs associated with preparation of the report.

8. City shall provide to Developer ALTA land title survey and will be responsible for all costs associated with preparation of the survey.

9. Developer desires to have the flexibility to merge and redivide the parcel within the parcel 1, 2, 3, and 4 boundaries ( see EXHIBIT A).

10. City shall confirm if N. Alessandro St. needs to be kept as a public through street on the Property.

In the event of the expiration or earlier termination of this ENA, the City shall be free to negotiate with any persons or entities with respect to Property.

15. The Developer shall indemnify, defend, and hold the City and its officers, directors, members, employees, agents and contractors harmless from any and all claims, liabilities, losses, damages, costs and expenses relating to or arising out of this ENA or the Developer’ s failure to perform any obligation of the Developer under this ENA, or any challenges to the validity DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 311

Page 3 of 10 ends

of this ENA. The Developer’ s obligations under the preceding sentence shall survive the expiration or earlier termination of this ENA.

16. The Developer represents and warrants that its undertakings pursuant to this ENA are for the purpose of development of the Property and not for speculation in land, and the Developer recognized that, in view of the importance of the development of the Property to the general welfare of the community, the qualifications and identity of the Developer and its principals are of particular concern to the City; therefore, this ENA may not be assigned by the Developer without the prior express written consent of the City Manager in his sole and absolute discretion. However, the City acknowledges that the Developer may intend to form a new entity to be party to the DDA, and Developer may do so provided that such new entity is controlled and majority- owned by Developer or by owners of Developer, and provided, further, that the Developer first delivers to City a copy of new entity’ s organizational documents and any amendments thereto, and any other documents necessary for the City to confirm compliance with the foregoing ownership and control conditions.

Developer:

SCG America
12966 Euclid Street Suite 300
Garden Grove, CA 92840
City:

City of Banning
99 E. Ramsey Street
Banning, CA 92220
Attn: City Manager
Notice shall be deemed delivered: ( i) if sent by certified mail, then upon the date of delivery or attempted delivery shown on the return receipt; or (ii) if delivery by overnight delivery service, then one ( 1) business day after delivery to the service as shown by records of the service.

19. This ENA may not be altered, amended or modified except by a writing duly authorized and executed by all Parties.

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 312

Page 4 of 10 ends

20. No provision of this ENA may be waived except by an express written waiver duly authorized and executed by the waiving Party.

21. If any Party should bring any legal action or proceeding relating to this ENA or to enforce any provision hereof, the Party in whose favor a judgment or decision is rendered shall be entitled to recover reasonable attorneys’ fees and expenses from the other. The Parties agree that any legal action shall be filed in and shall occur in the County of Los Angeles.

22. The interpretation and enforcement of this ENA shall be governed by the laws of the State of California.

23. Time is of the essence of each and every provision hereof in which time is a factor.

24. This ENA may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same ENA. Executed counterparts of this ENA may be delivered electronically by email to: dschulze@banningca. gov ( for City) and to kenhao. hsu@scgamerica. com (for Developer).

IN WITNESS WHEREOF, the Parties hereto have executed this ENA as of the day and year first written above.

CITY: DEVELOPER:

CITY OF BANNING INVESTEL DEVELOPMENT, LLC
Douglas Schulze, City Manager Danny Yinfeng Wei, Executive Vice President ATTEST:

Caroline Patton, Deputy City Clerk

APPROVED AS TO FORM AND
LEGAL CONTENT:

Serita R. Young, City Attorney
Richards, Watson & Gershon
DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 2/ 21/ 2023
2/ 21/ 2023 2/ 22/ 2023
2/ 23/ 2023
313

Page 5 of 10 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 314

Page 6 of 10 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 315

Page 7 of 10 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 316

Page 8 of 10 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 317

Page 9 of 10 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 318

Page 10 of 10 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 319
Secretary of State
Statement of Information
Limited Liability Company)
LLC-12
IMPORTANT — This form can be filed online at
bizfile.sos.ca.gov.

Read instructions before completing this form.

Filing Fee - $ 20.00
Copy Fees - First page $ 1.00; each attachment page $ 0.50; Certification Fee - $ 5.00 plus copy fees This Space For Office Use Only

1. Limited Liability Company Name (Enter the exact name of the LLC. If you registered in California using an alternate name, see instructions.)

2. 12-Digit Secretary of State Entity Number 3. State, Foreign Country or Place of Organization (only if formed outside of California)

4. Business Addresses
a. Street Address of Principal Office - Do not list a P.O. Box City (no abbreviations) State Zip Code b. Mailing Address of LLC, if different than item 4a City (no abbreviations) State Zip Code c. Street Address of California Office, if Item 4a is not in California Do not list a P.O. Box
City (no abbreviations) State
CA
Zip Code

5. Manager(s) or Member(s) If no managers have been appointed or elected, provide the name and address of each member. At least one name and address must be listed. If the manager/ member is an individual, complete Items 5a and 5c (leave Item 5b blank).

If the manager/ member is an additional managers/ members, enter the names( s) and address( es) on Form LLC-12A.
a. First Name, if an individual - Do not complete Item 5b Middle Name Last Name Suffix b. Entity Name - Do not complete Item 5a
c. Address City (no abbreviations) State Zip Code
LLC- 12 (REV 12/2021) 2021 California Secretary of State bizfile. sos.ca.gov
22-B49171
FILED
In the office of the Secretary of State
of the State of California
MAR 08, 2022

INVESTEL DEVELOPMENT LLC
202003410101 CALIFORNIA
12966 Euclid Street , Suite 300 Garden Grove CA 92840
12966 Euclid Street , Suite 300 Garden Grove CA 92840
12966 Euclid Street , Suite 300 Garden Grove 92840

SCG AMERICA CONSTRUCTION INC
12966 Euclid Street , Suite 300 Garden Grove CA 92840

Page 1 of 2 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 320

6. Service of Process ( Must provide either Individual OR Corporation.) INDIVIDUAL – Complete Items 6a and 6b only. Must include agent’ s full name and California street address. a. California Agent' s First Name ( if agent is not a corporation) Middle Name Last Name Suffix b. Street Address ( if agent is not a corporation) - Do not enter a P.O. Box
City (no abbreviations) State
CA
Zip Code
CORPORATION – Complete Item 6c only. Only include the name of the registered agent Corporation. c. California Registered Corporate Agent’s Name (if agent is a corporation) – Do not complete Item 6a or 6b

7. Type of Business
Describe the type of business or services of the Limited Liability Company

8. Chief Executive Officer, if elected or appointed
a. First Name Middle Name Last Name Suffix
b. Address City (no abbreviations) State Zip Code

10. By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by California law to sign.

Date Type or Print Name Title Signature
LLC- 12 (REV 12/2021) 2021 California Secretary of State bizfile. sos.ca.gov

DANNY YINFENG WEI
12966 Euclid Street , Suite 300 Garden Grove 92840
Hotel and Hospitality Holding Company
4 03/08/2022 DANNY YINFENG WEI MANAGER

Page 2 of 2 ends

DocuSign Envelope ID: FD3C2E48- 3812-4B66-AB43- 63F909B13C1C 321

CITY OF BANNING

STAFF REPORT
TO: CITY COUNCIL
FROM: Douglas Schulze, City Manager
PREPARED BY: Laurie Sampson, Assistant City Manager
Doug Schulze, City Manager
MEETING DATE: July 9, 2024
SUBJECT: Consider Resolution 2024-118, Rescinding its Adoption of Resolution 2024-66, and Approving an Office Lease with Riverside County on Behalf of the Emergency Management Department for Office Space within the Armory Located at 2041 W. Nicolet St. to be used by the Radio Amateur Emergency Service (RACES)
RECOMMENDATION:

Adopt Resolution 2024-118.

BACKGROUND:

RACES stands for “Radio Amateur Civil Emergency Service” a protocol created by the Federal Emergency Management Agency (FEMA) and the Federal Communications Commission (FCC). Many government agencies across the county train their Auxiliary Communications Service volunteers using RACES protocol. Amateur Radio Operators, also known as Ham Radio Operators, are an important component in an Emergency Communication Plan. The Radios will still operate without cell towers and phone lines.

JUSTIFICATION:

The Pass Area RACES organization is highly trained and is an integral part of the Emergency Response Plan should an emergency occur. The Armory has been designated as the Emergency Operations Command (EOC) and having RACES located in the building will ensure any emergency operation is conducted efficiently.

On May 14, 2024, the Council adopted Resolution 2024-66, approving an Office Lease Agreement with Riverside County Emergency Management Services. RACES provides a public benefit and Riverside County has requested the $100 per month utility charge included on page 6, paragraph 10, be waived.

City staff have deemed this an acceptable request.

FISCAL IMPACT:

RACES will pay $1 per year for a total of three years, with an option to renew. They will no longer be required to contribute to the utilities of the Armory $100 per month.

ALTERNATIVES:

The Pass Area RACES groups have used several locations to train and store their equipment. None have worked out long term. As the Armory is now our designated Emergency Operations Center, housing RACES there is the best solution to the needs of RACES and the City. If RACES must find another location it would impede communications in the event of an emergency. 322
ATTACHMENTS:

1. Banning - Office Lease_Armory Bldg (RACES).docx

2. CC Resolution No. 2024-066.pdf

3. Original Office Lease_Armory Bldg (RACES).pdf

4. Resolution 2024-118, RivCo EM Lease.docx
323
11303-0006\2945394v9.doc

OFFICE LEASE
(Space in Armory Building)
This OFFICE LEASE (“Lease”) is dated _____________, 2024, and is entered into by and between the CITY OF BANNING (the “Landlord”) and the COUNTY OF RIVERSIDE (the “Tenant”) on behalf of the Emergency Management Department.

RECITALS
A. Landlord is the owner of certain real property (the “Property”) located in the City of Banning, County of Riverside, State of California, commonly known as the Armory Building (the “Building”), located at 2041 Nicolet Street (APN: 538-082-013).

B. Tenant desires to lease from Landlord, and Landlord desires to lease to Tenant, office space in the Building commonly known as the south office room (approximately 162 square feet of space) described on Exhibit “A” (the “Premises”), upon and subject to the terms and conditions hereinafter set forth.

AGREEMENT

1. Memorandum of Lease; Term; Termination Option.
(a) Concurrently with its execution and delivery of a counterpart original of this Lease, Tenant shall also execute and deliver to Landlord a counterpart of the Memorandum of Lease in substantially the form attached hereto as Exhibit “B” for execution and recording by Landlord, as required by California law.
(b) The term of this Lease shall commence on _____________, 2024, and shall expire three (3) calendar years thereafter (“Term”), unless terminated earlier in accordance with the terms of this Lease. Landlord shall give Tenant keys to the door of the Building and the door of the Premises and the alarm code, and Tenant shall not change any locks or codes. Tenant acknowledges that its use of the areas of any portions of the Building and parking areas other than the actual Premises is non-exclusive and is in common with the Landlord and other tenants of the Building.
(c) Either party may terminate this Lease at any time upon sixty (60) days’ prior written notice to the other party.

2. Use: Compliance with Laws.
(a) The Premises may be used by Tenant solely for City of Banning and County of Riverside emergency response operations performed by Tenant’s volunteer operators of Radio Amateur Civil Emergency Service (“RACES”). RACES is a protocol created by the Federal Emergency Management Agency and the Federal Communications Commission (FCC Part 97, Section 407). The RACES volunteer operators serve Tenant pursuant to guidelines and mandates established by Riverside County emergency management officials. The RACES volunteer operators are: (1) licensed Radio Amateurs; (2) certified by a civil defense agency; (3) able to 324
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communicate on Amateur Radio frequencies during drills, exercises, and emergencies; and (4) the only Amateur Radio operators authorized to transmit during declared emergencies when the President of the United States specifically invokes the War Powers Act. (b) Tenant agrees that the Premises and its use of the Premises will at all times be in strict compliance with all applicable laws, rules, and regulations of all governmental authorities having jurisdiction, and Tenant, at its sole cost and expense, agrees to comply with all such laws, rules, and regulations, including, without limitation, all laws, rules, and regulations requiring the making of structural or extraordinary repairs or replacements to the Premises and all laws, rules, and regulations relating to the use, generation, storage, or release of Hazardous Materials. In addition to Tenant’s other obligations of indemnity under this Lease, Tenant agrees to indemnify, protect, defend (by counsel reasonably satisfactory to Landlord) and hold Landlord and its officials, officers, agents, and employees, and each of them, harmless from and against all claims, losses, liabilities, actions, judgments, costs, and expenses (including reasonable attorneys’ fees and costs) which they, or any of them, may suffer or incur arising from or relating to the use, generation, storage or release by Tenant, its agents, employees, contractors, guests or invitees of any Hazardous Materials in, on, or about the Premises.
(c) “Hazardous Materials” shall mean any and all of the following:
(i) any substance, product, waste, or other material of any nature whatsoever which is or becomes listed, regulated, or for which liability arises for misuse, pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), 42 U.S.C.A. § 9601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C.A. § 1801 et seq.; the Resource Conservation and Recovery Act (“RCRA”), 42 U.S.C.A. § 6901 et seq.; the Toxic Substances Control Act, 15 U.S.C.A. § 2601 et seq.; the Clean Water Act, 33 U.S.C.A. § 1251 et seq.; the Insecticide, Fungicide, Rodenticide Act, 7 U.S.C.A. § 136 et seq.; the Superfund Amendments and Reauthorization Act, 42 U.S.C.A. § 6901 et seq.; the Clean Air Act, 42 U.S.C.A. § 7401 et seq.; the Safe Drinking Water Act, 42 U.S.C.A. § 300f et seq.; the Solid Waste Disposal Act, 42 U.S.C.A. § 6901 et seq.; the Surface Mining Control and Reclamation Act, 30 U.S.C.A. § 1201 et seq.; the Emergency Planning and Community Right to Know Act, 42 U.S.C.A. § 11001 et seq.; the Occupational Safety and Health Act, 29 U.S.C.A. §§ 655 and 657; the Hazardous Waste Control Act, Health & Saf. Code, § 25100 et seq.; the Hazardous Substance Account Act, Health & Saf. Code, § 25330 et seq.; the California Safe Drinking Water and Toxic Enforcement Act, Health & Saf. Code, § 25249.5 et seq.; the Underground Storage of Hazardous Substances, Health & Saf. Code, § 25280 et seq.; the Carpenter-Presley-Tanner Hazardous Substance Account Act, Health & Saf. Code, § 25300 et seq.; the Hazardous Waste Management Act, Health & Saf. Code, § 25170.1 et seq.; the Hazardous Materials Response Plans and Inventory, Health & Saf. Code, § 25001 et seq.; the Porter-Cologne Water Quality Control Act, Wat. Code, § 13000 et seq., all as they may from time to time be amended;
(ii) any substance, product, waste, or other material of any nature whatsoever that is or becomes listed, regulated, or for which liability for misuse arises pursuant to any other federal, state, or local statute, law, ordinance, resolution, code, rule, regulation, order, or decree due to its hazardous, toxic or dangerous nature; 325
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(iii) any petroleum, crude oil, or any substance, product, waste, or other material of any nature whatsoever that contains gasoline, diesel fuel, or other petroleum hydrocarbons other than petroleum and petroleum products contained within regularly operated motor vehicles; and
(iv) polychlorinated biphenyls (PCB), radon gas, urea formaldehyde, asbestos, and lead.

3. Rent. As rent for the Premises, Tenant agrees to pay to Landlord the sum of One and No/100 Dollar ($1.00) per year without prior notice and without offset or deduction.

4. Concessions. Landlord is not providing any so-called tenant concessions or allowances.

5. CASp Statement; “AS-IS” Premises.
(a) The Premises have not been inspected by a Certified Access Specialist (CASp). A CASp can inspect the subject premises and determine whether they comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, a commercial property owner or lessor may not prohibit Tenant or a tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of Tenant or a tenant, if requested by Tenant or a tenant.

The parties must mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the subject premises.
(b) Landlord and Tenant hereby agree that Landlord will not be obligated to obtain or pay for such an inspection report, and will not make or pay for any necessary repairs or alterations (all of which shall be the responsibility of the Tenant under this Lease). (c) Tenant acknowledges that it has inspected the Premises and Tenant warrants and agrees that it is thoroughly familiar with the Premises and all aspects thereof, including, without limitation, the physical condition of the Premises, the zoning of the Premises and all other restrictions and limitations applicable to the Premises (whether or not of public record). (d) Tenant acknowledges and agrees that the Premises are satisfactory to Tenant in all respects. Tenant agrees that neither Landlord nor any one acting on Landlord’s behalf has made any representation or warranty of any kind or nature whatsoever respecting the condition of the Premises, their suitability for Tenant’s use, or any other matter relating to the Premises (including, without limitation, the environmental condition of the Premises) or this Lease, and Tenant agrees that it is leasing the Premises in their “AS-IS CONDITION AND WITH ALL FAULTS.”

6. Maintenance.
(a) Tenant agrees that it will, at its sole cost and expense, maintain the Premises and all portions thereof in a good, clean, and safe condition and state of repair. Tenant agrees that 326
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Landlord has no obligation of any kind or nature to maintain, repair, or replace the Premises or any portion of the Premises.
(b) Tenant agrees that Tenant is solely responsible for the security, protection, and insuring of its equipment, materials, and other property, and that of its employees, servants, and contractors, located on or about the Premises. Tenant agrees that Landlord will have no liability of any kind or nature respecting any loss or theft of, or damage to, any such equipment, materials, or other property.

7. Insurance.
(a) Throughout the term of this Lease, Tenant shall pay for and maintain in full force and effect all policies of insurance required hereunder with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated not less than “A-VII” in Best’s Insurance Rating Guide, or (ii) authorized by the City Manager or his/her designee at any time and in his/her sole discretion, including Tenant’s selfinsurance program. The following policies of insurance or their equivalent as part of a program(s) of self-insurance acceptable to both parties, are required:
(i) Commercial general liability insurance which shall be at least as broad as Insurance Services Office (ISO) form CG 00 01 and shall include insurance for “bodily injury” and “property damage,” including premises and operation, completed operations, and contractual liability (including, without limitation, indemnity obligations under this Lease) with limits of liability of not less than One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) general aggregate for bodily injury and property damage. (ii) Commercial automobile liability insurance which shall be at least as broad as the most current version of Insurance Service Office (ISO) Business Auto Coverage Form CA 00 01, and include coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1 Any Auto) with limits of liability of not less than One Million Dollars ($1,000,000) per accident for bodily injury and property. (iii) Workers’ compensation insurance as required under the California Labor Code.
(iv) Property insurance against all risks of loss to any tenant improvements or betterments, at full replacement cost with no coinsurance penalty provision. (b) In the event Tenant purchases an Umbrella or Excess insurance policy(ies) to meet the minimum limits of insurance set forth above, this insurance policy(ies) shall “follow form” and afford no less coverage than the primary insurance policy(ies). (c) Tenant shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Tenant shall also be responsible for payment of any selfinsured retentions. Any deductibles or self-insured retentions must be declared to, and approved by, the City Manager or his or her designee. At the option of the City Manager, or his or her designee, either (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects Landlord, its officers, officials, employees, agents and volunteers; or (ii) Tenant shall 327
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provide a financial guarantee, satisfactory to the City Manager, or his or her designee, guaranteeing payment of losses and related investigations, claim administration, and defense expenses. At no time shall Landlord, its officers, officials, employees, agents, or volunteers be responsible for the payment of any deductibles or self-insured retentions.
(d) All policies of insurance required hereunder shall be endorsed to provide that the coverage shall not be cancelled, non-renewed, or reduced in coverage or in limits except after thirty (30) calendar days’ written notice by certified mail, return receipt requested, has been given to Landlord. Upon issuance by the insurer, broker, or agent of a notice of cancellation, nonrenewal, or reduction in coverage or in limits, Tenant shall furnish Landlord with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during this Lease, Tenant shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to the expiration date of the expiring policy.
(e) The General Liability insurance policy shall be written on an occurrence form and shall name Landlord and its officers, officials, employees, agents, and volunteers as an additional insured. Such policy(ies) of insurance shall be endorsed so Tenant’s insurance shall be primary and no contribution shall be required of Landlord, its officers, officials, employees, agents, or volunteers. The coverage(s) shall contain no special limitations on the scope of protection afforded to Landlord and its officers, officials, employees, agents, and volunteers. Should Tenant maintain insurance with broader coverage and/or limits of liability greater than those shown above, Landlord requires and shall be entitled to the broader coverage and/or the higher limits of liability maintained by Tenant. Any workers’ compensation insurance policy shall contain a waiver of subrogation as to Landlord and its officers, officials, employees, agents, and volunteers. The property insurance policy shall name Landlord as a loss payee. (f) Upon Landlord’s request, Tenant shall immediately furnish Landlord with a complete copy of any insurance policy required under this Lease, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy.

This requirement shall survive expiration or termination of this Lease. (g) The fact that insurance is obtained by Tenant shall not be deemed to release or diminish Tenant’s liability, including, without limitation, liability under the indemnity provisions of this Lease. The duty to indemnify Landlord and its officers, officials, employees, agents, and volunteers shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Tenant. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Tenant, its board members, officers, officials, employees, members, agents, volunteers, persons under Tenant’s supervision, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.
(h) Tenant and its insurers hereby waive all rights of recovery against Landlord and its officers, officials, employees, agents, and volunteers, on account of injury, loss by, or damage to Tenant or its officers, officials, employees, members, agents, volunteers, persons under Tenant’s supervision, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or 328
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anyone employed directly or indirectly by any of them, or its property or the property of others under its care, custody and control. Tenant shall give notice to its insurers that this waiver of subrogation is contained in this Lease. This requirement shall survive termination or expiration of this Lease.
(i) If Tenant should sublease the Premises under this Lease, Tenant shall require sub-lessee to provide insurance protection in favor of Landlord, its officers, officials, employees, agents, and volunteers in accordance with the terms of each of the preceding paragraphs, except that the sub-lessee’s certificates and endorsements shall be on file with Tenant and Landlord prior to the commencement of any sublease.

8. Damage/Destruction of Tenant Property. Landlord has no obligation to reimburse Tenant for the loss of or damage to fixtures, equipment or other personal property, except for loss or damage as is caused by the active gross negligence or willful misconduct of Landlord or its officers, employees, or agents. Tenant may insure all fixtures, equipment, or other personal property for its own protection if it so desires.

9. Indemnification.
(a) Tenant shall indemnify, hold harmless, and defend Landlord and each of its officers, officials, employees, agents, and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs, and damages (whether in contract, tort, or strict liability, including, without limitation, personal injury, death at any time, and property damage, including damage by fire or other casualty) incurred by Landlord, Tenant, or any other person, and from any and all claims, demands, and actions in law or equity (including attorneys’ fees and litigation expenses), arising or alleged to have arisen directly or indirectly out of: (i) the occupancy, maintenance, and use of the Premises and/or; (ii) the performance of this Lease. Tenant’s obligations under the preceding sentence shall apply regardless of whether Landlord or any of its officers, officials, employees, agents, or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs, or damages caused solely by the gross negligence, or by the willful misconduct, of Landlord or any of its officers, officials, employees, agents, or volunteers. (b) Should Tenant sublease the Premises under this Lease, Tenant shall require each sub-lessee to indemnify, hold harmless, and defend Landlord and each of its officers, officials, employees, agents, and volunteers in accordance with the terms of the preceding paragraph.
(c) This requirement shall survive termination or expiration of this Lease.

10. Utilities. Landlord shall be responsible for the cost of utilities (i.e., water, sewer, gas, heat, light, power, and all other utilities supplied to the Premises). It is agreed that Landlord is not liable for any failure or interruption of any utility or service, and the failure or interruption of any utility or service will not entitle Tenant to terminate this Lease or stop making any rental or other payments due under this Lease.

11. Taxes. Tenant acknowledges that this Lease may create a possessory interest subject to taxation and that Tenant may be subject to payment of any and all taxes levied on that possessory interest. Tenant shall also pay any property taxes assessed on its personal property. 329
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12. Alterations.
(a) Tenant agrees that it will not make any alterations or improvements to the Premises, or any portion of the Premises, without Landlord’s prior written consent in its sole and absolute discretion. No alterations or additions may affect the structural portions of the Premises, including, without limitation, the exterior or interior load-bearing walls, the foundation, or the roof of the Premises. Landlord shall be under no obligation to give its consent. If Landlord consents to the making of any alterations or improvements, Tenant agrees that such alterations or improvements will be made in strict compliance with all applicable laws, rules, and regulations of all governmental authorities having jurisdiction, will be performed in a good and workmanlike manner, and will be made in compliance with such other conditions, including, without limitation, the obtaining of performance and completion bonds, as Landlord may require in connection with the granting of its consent.
(b) Tenant agrees that it will pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Tenant at or for use on the Premises, which claims are or may be secured by any mechanics’ or materialmen’s lien against the Premises or any interest therein. All alterations and improvements made by Tenant shall, at Landlord’s option and at Tenant’s sole cost and expense, be removed from the Premises at the end of the term of this Lease and the Premises restored to their condition prior to the making of such alterations or improvements.

13. Tenant’s Property. All trade fixtures, equipment, and personal property of Tenant located at the Premises will remain the property of Tenant during the term of this Lease and may be removed by Tenant at any time and shall be removed by Tenant prior to the expiration or other termination of the term of this Lease. If Tenant does not do so, Landlord may retain or dispose of any such remaining fixtures, equipment, and personal property without obligation or liability to Tenant, and Tenant hereby waives all statutes and other laws to the contrary. Tenant, at Tenant’s cost and expense, must promptly repair all damage to the Premises occasioned by Tenant’s removal of its trade fixtures, equipment, and personal property.

14. Premises Damage and Destruction. If the Premises or any portion thereof are damaged or destroyed by any casualty (whether or not insured), either party may terminate this Lease by written notice to the other.

15. Assignment, Subletting, and Invitees. Tenant may not assign any of its rights or delegate any of its duties under this Lease, or sublet all or any part of the Premises nor permit the occupancy thereof by any other person or entity, except that the RACES volunteers operators shall be permitted invitees of Tenant’s in the Premises. Within seven (7) business days of the date of this Lease, Tenant shall provide Landlord with a list of names of the RACES volunteer operators who Tenant intends to invite and permit on the Premises, and shall provide Landlord with an updated list of such operators within five (5) calendar days of Tenant’s subsequent changes to permitted invitees.

16. Tenant Default. The occurrence of any one or more of the following shall constitute a default by Tenant:
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(a) Failure by Tenant to make payment of rent or any other payments required to be made by Tenant hereunder within five (5) business days after written notice that they are past due.
(b) Failure by Tenant to keep and maintain any of the insurance required to be kept and maintained by Tenant under this Lease.
(c) Failure by Tenant to observe or perform any of the covenants or provisions of this Lease, other than as provided in subsections (b) and (c) of this Section 16, when such failure continues for a period of thirty (30) days after written notice of such failure is given by Landlord to Tenant; provided, that if the nature of Tenant’s failure is such that more than thirty (30) days are reasonably required for its cure, then Tenant will not be deemed to be in default if Tenant promptly commences such cure and thereafter diligently prosecutes such cure to completion.

17. Remedies. If Tenant is in default, then, in addition to all other rights and remedies which Landlord may have at law or in equity, Landlord has the following rights and remedies which are not exclusive but are cumulative:
(a) To the extent permitted by law, Landlord can, with or without terminating this Lease, reenter the Premises and remove all property and persons therefrom, and any such property may be removed and stored in a public warehouse or elsewhere at the cost and for the account of Tenant. If Landlord elects to reenter or shall take possession of the Premises pursuant to legal proceedings or pursuant to any notice provided by law, and if Landlord has not elected to terminate this Lease, Landlord may either recover all rent as it becomes due under this Lease or relet the Premises or any part or parts thereof for such term or terms and upon such provisions as Landlord may deem advisable and will have the right to make repairs to and alterations of the Premises. No reentry or taking possession of the Premises by Landlord is to be construed as an election to terminate this Lease unless a written notice of such intention is given to Tenant by Landlord. Notwithstanding any reletting without termination by Landlord because of Tenant’s default, Landlord may at any time after such reletting elect to terminate this Lease because of such default if Landlord elects to relet the Premises without terminating this Lease, then rent received by Landlord therefrom will be applied as follows:
(i) First, to any indebtedness from Tenant to Landlord other than rent due from Tenant;
(ii) Second, to all costs and expenses, including, without limitation, for maintenance, repairs, or alterations, incurred by Landlord in connection with reletting the Premises; and
(iii) Third, to the payment of rent due and unpaid under this Lease and the residual, if any, will be held by Landlord and applied in payment of future rent as the same may become due and payable under this Lease and to any damages and other amounts that Landlord is otherwise entitled to under this Lease. Should that portion of such rent received from such reletting during any month, which is applied to the payment of rent hereunder, be less than the rent payable hereunder during that month by Tenant, then Tenant agrees to pay such deficiency 331
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to Landlord immediately upon demand. In no event will Tenant be entitled to any excess rent received by Landlord from such reletting.
(b) Landlord can terminate Tenant’s right to possession of the Premises at any time. No act by Landlord other than giving written notice to Tenant will terminate this Lease.

Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Landlord’s initiative to protect Landlord’s interest under this Lease shall not constitute a termination of Tenant’s right to possession. On termination, Landlord has the right to recover from Tenant any amount, and court costs, necessary to compensate Landlord for all detriment proximately caused by Tenant’s default.
(c) Without waiving the default, Landlord can, at its sole option, pay such sums and/or take such actions as are necessary in Landlord’s reasonable judgment in order to cure the default, and all sums expended or incurred by Landlord in connection therewith, together with interest thereon at the maximum rate permitted by law, shall be paid by Tenant to Landlord immediately on demand.

18. Landlord Entry. Landlord and its authorized representatives shall have the right upon reasonable prior written notice to Tenant to enter all portions of the Premises for any of the following purposes: (a) to determine whether the Premises are in good condition and whether Tenant is complying with its obligations under this Lease; (b) to inspect the Premises; (c) in connection with Landlord’s design and construction planning respecting Landlord’s future use of the Premises; and (d) to post notices of non-responsibility. Notwithstanding the foregoing to the contrary, Landlord and its authorized representatives shall have the right to enter the Premises at any time, and without notice to Tenant, where an emergency situation necessitates such entry. No exercise by Landlord of its rights under this Section shall entitle Tenant to any damages for any injury or inconvenience occasioned thereby or to any abatement of rent or other amounts payable under this Lease.

19. Surrender of Premises. Upon the expiration or other termination of the term of this Lease, Tenant agrees to surrender possession of the Premises, and every part thereof, to Landlord in good order, condition, and repair, ordinary wear and tear alone excepted. “Ordinary wear and tear” does not include any damage or deterioration that would have been prevented by good maintenance practice or by Tenant performing all of its obligations under this Lease.

20. Notices. Except as otherwise provided, all notices required or permitted to be given under this Lease must be in writing and addressed to the parties at their respective notice addresses set forth below; provided, that notices to Tenant may also be effectively given in writing and addressed to Tenant at the Premises address. Notices must be given by commercial delivery service) or by first-class mail, postage prepaid. Notices will be deemed effectively given, in the case of overnight messenger delivery, upon receipt (or if receipt is refused, upon attempted delivery), and in the case of mailing, three (3) days following deposit into the custody of the United States Postal Service (or inability to deliver, as shown on the return receipt). The notice addresses of the parties are as follows:
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If to Landlord:

City of Banning
Attention: City Manager
99 East Ramsey Street
Banning, California 92220
If to Tenant:

Radio Amateur Civil Emergency Service
c/o Riverside County Emergency Management Department
Attention: Erik Ramirez
450 E. Alessandro Boulevard
Riverside, California 92508

21. Waiver and Release of Relocation Benefits. Tenant acknowledges that upon the expiration or earlier termination of the Term, including any extension thereof, or upon termination of any holdover tenancy (collectively “Expiration of Tenancy”), Tenant might be or become eligible to receive compensation, reimbursement, assistance, including, without limitation, the fair market value of real and personal property, loss of goodwill, loss of profits, actual and reasonable expenses for moving a business, loss of tangible personal property as a result of moving the business, expenses incurred in searching for a replacement site for the business, expenses to reestablish the business at the new site, “in-lieu payments,” and other such benefits (collectively “Benefits”) under the California Relocation Assistance Act (Gov. Code, § 7260 et seq.), Title 25 of the California Code of Regulations, Article 1, § 19 of the California Constitution, the California Eminent Domain Law (Code Civ. Proc., § 1230.010 et seq.), or other similar local, state, or federal statute, ordinance, regulation, rule, or decisional law (collectively “Compensatory Laws”). Tenant further acknowledges that it has received full and fair compensation of all Benefits Tenant is or might be or might become entitled to recover from Landlord as a result of, or in any way related to, Expiration of the Tenancy, Landlord’s acquisition of the Premises, and Landlord’s occupancy and possession of the Premises. Therefore, being fully informed of and understanding the acknowledgments made herein and of Tenant’s rights or potential rights to Benefits under the Compensatory Laws, Tenant hereby expressly and unconditionally waives, and releases Landlord from, any and all rights of Tenant to claim, demand, sue for, or receive any Benefits which Tenant is or might be or might become entitled to recover from Landlord as a result of, or in any way related to, Expiration of the Tenancy, Landlord’s acquisition of the Premises, and Landlord’s occupancy and possession of the Premises.

22. General.
(a) The acceptance by Landlord of any rental or other payments due hereunder with knowledge of the breach of any of the terms, covenants, or provisions of this Lease by Tenant shall not be construed as a waiver of any such breach. The acceptance at any time or times by Landlord of any sum less than that which is required to be paid by Tenant shall, unless Landlord specifically agrees otherwise in writing, be deemed to have been received only on account of the obligation for which it is paid, and shall not be deemed an accord and satisfaction notwithstanding 333
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any provisions to the contrary written on any check or contained in any writing transmitting the same.
(b) The titles to the sections of this Lease are for convenience of reference only and are not a part of this Lease and shall have no effect upon the construction or interpretation of any part of this Lease. Any exhibits attached to this Lease are, however, a part of this Lease. This Lease shall be governed by and construed in accordance with the laws of the State of California, without regard to any otherwise governing principles of conflicts of law. In construing this Lease, none of the parties to it shall have any term or provision construed against it solely by reason of its having drafted the same.
(c) Any provision of this Lease that is invalid, illegal, or unenforceable shall be ineffective to the extent of such invalidity, illegality, or unenforceability without invalidating, diminishing, or rendering unenforceable the rights and obligations of the parties under the remaining provisions of this Lease.
(d) No term or provision of this Lease may be amended, altered, modified, or waived orally or by a course of conduct, but only by an instrument in writing signed by a duly authorized officer or representative of the party against which enforcement of such amendment, alteration, modification, or waiver is sought. Any amendment, alteration, modification, or waiver shall be for such period and subject to such conditions as shall be specified in the written instrument effecting the same. Any waiver shall be effective only in the specific instance and for the specific purpose for which given.
(e) This Lease and all exhibits attached to it constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements (whether written or oral) with respect to that subject matter. (f) This Lease may be executed in several counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. (g) If either party hereto brings an action to enforce the terms hereof or declare rights hereunder, the prevailing party in such action, on trial or appeal, shall be entitled to reasonable attorneys’ fees to be paid by the losing party as fixed by the court. (h) Time is of the essence of each provision hereof in which time is a factor.

The parties have caused this Lease to be duly executed by their respective duly authorized officers or representatives as of the date first set forth above.

SIGNATURES ON FOLLOWING PAGE
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LANDLORD:

CITY OF BANNING
By:

Doug Schulze, City Manager
City of Banning
Attest:

Caroline Patton, Administrative City Clerk
Approved as to Form:

By:

Serita Young,
City Attorney
TENANT:

COUNTY OF RIVERSIDE
By:

Print Name:

Title:

Attest:

Name:

Title:

Approved as to Form:

Minh C. Tran,
County Counsel
By:

Melissa R. Cushman,
Deputy County Counsel
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EXHIBIT “A”

DESCRIPTION OF LEASED PREMISES
(Attached.)
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EXHIBIT “B”

FORM OF MEMORANDUM OF LEASE
(Attached.)
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RECORDING REQUESTED BY,

AND WHEN RECORDED MAIL
TO:

City of Banning
99 East Ramsey Street
Banning, California 92220
Attention: City Manager

SPACE ABOVE THIS LINE FOR RECORDER'S USE
The undersigned declares that this Memorandum of Lease is exempt from Recording Fees pursuant to California Government Code Section 27383.

Exempt from Documentary Transfer Tax: Lease term less than 35 years.

MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE (this “Memorandum”) is dated as of _____________, 2024, and is entered into by and between the COUNTY OF RIVERSIDE, a political subdivision of the State of California (“Tenant”) and the CITY OF BANNING, a California municipal corporation (“Landlord”).

R E C I T A L S
A. Landlord and Tenant executed that certain Office Lease dated _____________, 2024 (the “Lease”) for space in certain real property located in the City of Banning, County of Riverside, State of California commonly known as the Armory Building, located at 2041 Nicolet Street (APN:
538-082-013) (the “Property”) described on Exhibit “A” (the “Premises”).

B. Landlord and Tenant now desire to record this Memorandum in order to comply with California law requiring that municipal leases be recorded.

AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants and conditions contained in the Lease, Landlord and Tenant hereby agree as follows:

1. Lease. Landlord has leased the Premises to Tenant, and Tenant has leased the Premises from Landlord, upon and subject to the terms and conditions set forth in the Lease. The Lease is hereby incorporated herein by this reference.

2. Term. The term of the Lease commences on _____________, 2024, and expires on _____________, 2027, unless the Lease is terminated earlier in accordance with the provisions of the Lease.
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IN WITNESS WHEREOF, Landlord and Tenant have executed this Memorandum as of the date and year first above written.

TENANT: COUNTY OF RIVERSIDE
a political subdivision of the State of California
By:

Print Name:

Title:

Attest:
____________________________________
Name:

Title:

LANDLORD: CITY OF BANNING,
a municipal corporation
By:

Doug Schulze, City Manager

Attest:
____________________________________
Caroline Patton,
Administrative City Clerk
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11303-0006\2945394v9.doc
EXHIBIT “A”

DESCRIPTION OF LEASED PREMISES
(Attached.)
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RESOLUTION 2024- 66

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BANNING, CALIFORNIA,

APPROVING AN OFFICE LEASE WITH RIVERSIDE COUNTY ON BEHALF OF THE

EMERGENCY MANAGEMENT DEPARTMENT FOR OFFICE SPACE WITHIN THE ARMORY LOCATED AT 2041 W. NICOLET ST. TO BE USED BY THE RADIO AMATEUR EMERGENCY

SERVICES ( RACES)
WHEREAS, RACES stands for " Radio Amateur Civil Emergency Service " a protocol created by the Federal Emergency Management Agency ( FEMA) and the Federal Communications Commission ( FCC). Many government agencies across the county train their Auxiliary Communications Service volunteers using RACES protocol. Amateur Radio Operators , also known as Ham Radio Operators , are an important component in an Emergency Communication Plan . The Radios will still operate without cell towers and phone lines ; and WHEREAS, the Pass Area RACES organization is highly trained and is an integral part of the Emergency Response Plan should an emergency occur. The Armory has been designated as the Emergency Operations Command ( EOC) and having RACES located in the building will ensure any emergency operation is conducted efficiently ; and WHEREAS, RACES will pay $ 1 per year for a total of three years, with an option to renew .

They will also contribute to the utilities of the Armory at a rate of $ 100 per month.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Banning as follows:

SECTION 1. The City Council approves the Office Lease Agreement with Riverside County Emergency Management Services and authorizes the City Manager to sign said agreement.

SECTION 2. The City Clerk shall certify the adoption of this resolution and shall cause a certified resolution to be filed in the book of original resolutions , and record the Agreement with he County of Riverside
PASSED, APPROVED AND ADOPTED this 14th day of May 2024.

ATTEST:

Caroline Patton , Admini
City of Banning
Resolution 2024- 66

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Alberto SaJl z, Mayor
City of B ·' ing
341
APPROVED AS TO FORM:

Serita R. Young, City Attorney
Richards, Watson & Gershon
Resolution 2024- 66

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CERTIFICATION:

I, Caro line Patton , Administrat ive City Clerk of the City of Banning , California , do hereby cert ify that the foregoing Resolution 2024- 66 , was duly adopted by the City Council of the City of Banning , California , at a regular meeting thereof held on the 14th day of May 2024 by the following vote , to wit:

AYES : Flynn , Happe , Minjares , Sanchez , and Wallace .

NOES :

ABSENT:

ABSTAIN :

Resolution 2024- 66

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Caroline Patton , Adm irli , ative City Clerk
C ity of Banning , California
343
Resolution 2024- 66

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EXHIBIT A
Office Lease Agreement with Riverside County
on Behalf of the Emergency Management Department
344

OFFICE LEASE
Space in Armory Building)
This OFFICE LEASE (" Lease") is dated _____ _, 2024, and is entered into by and between the CITY OF BANNING ( the " Landlord") and the COUNTY OF RIVERSIDE ( the Tenant") on behalf of the Emergency Management Department.

RECITALS
A. Landlord is the owner of certain real property ( the " Property") located in the City of Banning, County of Riverside, State of California, commonly known as the Armory Building the " Building"), located at 2041 Nicolet Street ( APN: 538- 082- 013).

B. Tenant desires to lease from Landlord, and Landlord desires to lease to Tenant, office space in the Building commonly known as the south office room ( approximately 162 square feet of space) described on Exhibit " A" ( the " Premises"), upon and subject to the terms and conditions hereinafter set forth.

AGREEMENT

1. Memorandum of Lease; Term; Termination Option.
a) Concurrently with its execution and delivery ofa counterpart original of this Lease, Tenant shall also execute and deliver to Landlord a counterpart of the Memorandum of Lease in substantially the form attached hereto as Exhibit " B" for execution and recording by Landlord, as required by California law.
b) The term of this Lease shall commence on ______ , 2024, and shall expire three ( 3) calendar years thereafter (" Term"), unless terminated earlier in accordance with the terms of this Lease. Landlord shall give Tenant keys to the door of the Building and the door of the Premises and the alarm code, and Tenant shall not change any locks or codes. Tenant acknowledges that its use of the areas of any portions of the Building and parking areas other than the actual Premises is non- exclusive and is in common with the Landlord and other tenants of the Building.
c) Either party may terminate this Lease at any time upon sixty ( 60) days' prior written notice to the other party.

2. Use: Compliance with Laws.
a) The Premises may be used by Tenant solely for City of Banning and County of Riverside emergency response operations performed by Tenant' s volunteer operators of Radio Amateur Civil Emergency Service (" RACES"). RACES is a protocol created by the Federal Emergency Management Agency and the Federal Communications Commission ( FCC Part 97, Section 407). The RACES volunteer operators serve Tenant pursuant to guidelines and mandates established by Riverside County emergency management officials. The RACES volunteer operators are: ( 1) licensed Radio Amateurs; ( 2) certified by a civil defense agency; ( 3) able to J l303- 0006\ 2945394v5. doc
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communicate on Amateur Radio frequencies during drills, exercises, and emergencies; and ( 4) the only Amateur Radio operators authorized to transmit during declared emergencies when the President of the United States specifically invokes the War Powers Act. b) Tenant agrees that the Premises and its use of the Premises will at all times be in strict compliance with all applicable laws, rules, and regulations of all governmental authorities having jurisdiction, and Tenant, at its sole cost and expense, agrees to comply with all such laws, rules, and regulations, including, without limitation, all laws, rules, and regulations requiring the making of structural or extraordinary repairs or replacements to the Premises and all laws, rules, and regulations relating to the use, generation, storage, or release of Hazardous Materials. In addition to Tenant' s other obligations of indemnity under this Lease, Tenant agrees to indemnify, protect, defend ( by counsel reasonably satisfactory to Landlord) and hold Landlord and its officials, officers, agents, and employees, and each of them, harmless from and against all claims, losses, liabilities, actions, judgments, costs, and expenses ( including reasonable attorneys' fees and costs) which they, or any of them, may suffer or incur arising from or relating to the use, generation, storage or release by Tenant, its agents, employees, contractors, guests or invitees of any Hazardous Materials in, on, or about the Premises.
c) " Hazardous Materials" shall mean any and all of the following:
i) any substance, product, waste, or other material of any nature whatsoever which is or becomes listed, regulated, or for which liability arises for misuse, pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act (" CERCLA"), 42 U.S.C.A. § 9601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C.A. § 1801 et seq.; the Resource Conservation and Recovery Act (" RCRA"), 42 U.S.C.A. § 6901 et seq.; the Toxic Substances Control Act, 15 U.S.C.A. § 2601 et seq.; the Clean Water Act, 33 U.S.C.A. § 1251 et seq.; the Insecticide, Fungicide, Rodenticide Act, 7 U.S.C.A. § 136 et seq.; the Superfund Amendments and Reauthorization Act, 42 U.S.C.A. § 6901 et seq.; the Clean Air Act, 42 U.S.C.A. 7401 et seq.; the Safe Drinking Water Act, 42 U.S. C.A. § 300f et seq.; the Solid Waste Disposal Act, 42 U.S.C.A. § 6901 et seq.; the Surface Mining Control and Reclamation Act, 30 U.S.C.A. § 1201 et seq.; the Emergency Planning and Community Right to Know Act, 42 U.S.C.A. § 11001 et seq.; the Occupational Safety and Health Act, 29 U.S.C.A. §§ 655 and 657; the Hazardous Waste Control Act, Health & Saf. Code, § 25100 et seq.; the Hazardous Substance Account Act, Health Saf. Code, § 25330 et seq.; the California Safe Drinking Water and Toxic Enforcement Act, Health & Saf. Code,§ 25249. 5 et seq.; the Underground Storage of Hazardous Substances, Health Saf. Code, § 25280 et seq.; the Carpenter- Presley- Tanner Hazardous Substance Account Act, Health & Saf. Code,§ 25300 et seq.; the Hazardous Waste Management Act, Health & Saf. Code, 25170. 1 et seq.; the Hazardous Materials Response Plans and Inventory, Health & Saf. Code, 25001 et seq.; the Porter- Cologne Water Quality Control Act, Wat. Code,§ 13000 et seq., all as they may from time to time be amended;
ii) any substance, product, waste, or other material of any nature whatsoever that is or becomes listed, regulated, or for which liability for misuse arises pursuant to any other federal, state, or local statute, law, ordinance, resolution, code, rule, regulation, order, or decree due to its hazardous, toxic or dangerous nature; 2-
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iii) any petroleum, crude oil, or any substance, product, waste, or other material of any nature whatsoever that contains gasoline, diesel fuel, or other petroleum hydrocarbons other than petroleum and petroleum products contained within regularly operated motor vehicles; and
iv) polychlorinated biphenyls ( PCB), radon gas, urea formaldehyde, asbestos, and lead.

3. Rent. As rent for the Premises, Tenant agrees to pay to Landlord the sum of One and Noll 00 Dollar ($ 1.00) per year without prior notice and without offset or deduction.

4. Concessions. Landlord is not providing any so- called tenant concessions or allowances.

5. CASp Statement; " AS- IS" Premises.
a) The Premises have not been inspected by a Certified Access Specialist CASp). A CASp can inspect the subject premises and determine whether they comply with all of the applicable construction- related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, a commercial property owner or lessor may not prohibit Tenant or a tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of Tenant or a tenant, if requested by Tenant or a tenant.

The parties must mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction- related accessibility standards within the subject premises.
b) Landlord and Tenant hereby agree that Landlord will not be obligated to obtain or pay for such an inspection report, and will not make or pay for any necessary repairs or alterations ( all of which shall be the responsibility of the Tenant under this Lease). c) Tenant acknowledges that it has inspected the Premises and Tenant warrants and agrees that it is thoroughly familiar with the Premises and all aspects thereof, including, without limitation, the physical condition of the Premises, the zoning of the Premises and all other restrictions and limitations applicable to the Premises ( whether or not of public record). d) Tenant acknowledges and agrees that the Premises are satisfactory to Tenant in all respects. Tenant agrees that neither Landlord nor any one acting on Landlord' s behalf has made any representation or warranty of any kind or nature whatsoever respecting the condition of the Premises, their suitability for Tenant' s use, or any other matter relating to the Premises including, without limitation, the environmental condition of the Premises) or this Lease, and Tenant agrees that it is leasing the Premises in their " AS- IS CONDITION AND WITH ALL FAULTS."

6. Maintenance.
a) Tenant agrees that it will, at its sole cost and expense, maintain the Premises and all portions thereof in a good, clean, and safe condition and state of repair. Tenant agrees that 3-
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Landlord has no obligation of any kind or nature to maintain, repair, or replace the Premises or any portion of the Premises.
b) Tenant agrees that Tenant is solely responsible for the security, protection, and insuring of its equipment, materials, and other property, and that of its employees, servants, and contractors, located on or about the Premises. Tenant agrees that Landlord will have no liability of any kind or nature respecting any loss or theft of, or damage to, any such equipment, materials, or other property.

7. Insurance.
a) Throughout the term of this Lease, Tenant shall pay for and maintain in full force and effect all policies of insurance required hereunder with an insurance company( ies) either i) admitted by the California Insurance Commissioner to do business in the State of California and rated not less than " A-VII" in Best' s Insurance Rating Guide, or ( ii) authorized by the City Manager or his/ her designee at any time and in his/ her sole discretion, including Tenant' s selfinsurance program. The following policies of insurance or their equivalent as part of a program( s) of self- insurance acceptable to both parties, are required:
i) Commercial general liability insurance which shall be at least as broad as Insurance Services Office ( ISO) form CG 00 01 and shall include insurance for " bodily injury" and " property damage," including premises and operation, completed operations, and contractual liability ( including, without limitation, indemnity obligations under this Lease) with limits of liability of not less than One Million Dollars ($ 1,000, 000) per occurrence and Two Million Dollars ($ 2,000, 000) general aggregate for bodily injury and property damage. ii) Commercial automobile liability insurance which shall be at least as broad as the most current version oflnsurance Service Office ( ISO) Business Auto Coverage Form CA 00 01, and include coverage for all owned, hired, and non- owned automobiles or other licensed vehicles ( Code 1 Any Auto) with limits of liability of not less than One Million Dollars 1,000, 000) per accident for bodily injury and property. iii) Workers' compensation insurance as required under the California Labor Code.
iv) Property insurance against all risks of loss to any tenant improvements or betterments, at full replacement cost with no coinsurance penalty provision. b) In the event Tenant purchases an Umbrella or Excess insurance policy( ies) to meet the minimum limits of insurance set forth above, this insurance policy( ies) shall " follow form" and afford no less coverage than the primary insurance policy( ies). c) Tenant shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Tenant shall also be responsible for payment of any selfinsured retentions. Any deductibles or self- insured retentions must be declared to, and approved by, the City Manager or his or her designee. At the option of the City Manager, or his or her designee, either ( i) the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects Landlord, its officers, officials, employees, agents and volunteers; or (ii) Tenant shall 4-
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provide a financial guarantee, satisfactory to the City Manager, or his or her designee, guaranteeing payment of losses and related investigations, claim administration, and defense expenses. At no time shall Landlord, its officers, officials, employees, agents, or volunteers be responsible for the payment of any deductibles or self- insured retentions. d) All policies of insurance required hereunder shall be endorsed to provide that the coverage shall not be cancelled, non- renewed, or reduced in coverage or in limits except after thirty ( 30) calendar days' written notice by certified mail, return receipt requested, has been given to Landlord. Upon issuance by the insurer, broker, or agent of a notice of cancellation, nonrenewal, or reduction in coverage or in limits, Tenant shall furnish Landlord with a new certificate and applicable endorsements for such policy( ies). In the event any policy is due to expire during this Lease, Tenant shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen ( 15) calendar days prior to the expiration date of the expiring policy.
e) The General Liability insurance policy shall be written on an occurrence form and shall name Landlord and its officers, officials, employees, agents, and volunteers as an additional insured. Such policy( ies) of insurance shall be endorsed so Tenant' s insurance shall be primary and no contribution shall be required of Landlord, its officers, officials, employees, agents, or volunteers. The coverage( s) shall contain no special limitations on the scope of protection afforded to Landlord and its officers, officials, employees, agents, and volunteers. Should Tenant maintain insurance with broader coverage and/ or limits ofliability greater than those shown above, Landlord requires and shall be entitled to the broader coverage and/ or the higher limits of liability maintained by Tenant. Any workers' compensation insurance policy shall contain a waiver of subrogation as to Landlord and its officers, officials, employees, agents, and volunteers. The property insurance policy shall name Landlord as a loss payee. t) Upon Landlord' s request, Tenant shall immediately furnish Landlord with a complete copy of any insurance policy required under this Lease, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy.

This requirement shall survive expiration or termination of this Lease. g) The fact that insurance is obtained by Tenant shall not be deemed to release or diminish Tenant' s liability, including, without limitation, liability under the indemnity provisions of this Lease. The duty to indemnify Landlord and its officers, officials, employees, agents, and volunteers shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Tenant. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Tenant, its board members, officers, officials, employees, members, agents, volunteers, persons under Tenant' s supervision, vendors, suppliers, invitees, consultants, sub- consultants, subcontractors, or anyone employed directly or indirectly by any of them.
h) Tenant and its insurers hereby waive all rights ofrecovery against Landlord and its officers, officials, employees, agents, and volunteers, on account of injury, loss by, or damage to Tenant or its officers, officials, employees, members, agents, volunteers, persons under Tenant' s supervision, vendors, suppliers, invitees, consultants, sub- consultants, subcontractors, or 5-
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anyone employed directly or indirectly by any of them, or its property or the property of others under its care, custody and control. Tenant shall give notice to its insurers that this waiver of subrogation is contained in this Lease. This requirement shall survive termination or expiration of this Lease.
i) If Tenant should sublease the Premises under this Lease, Tenant shall require sub- lessee to provide insurance protection in favor of Landlord, its officers, officials, employees, agents, and volunteers in accordance with the terms of each of the preceding paragraphs, except that the sub- lessee' s certificates and endorsements shall be on file with Tenant and Landlord prior to the commencement of any sublease.

8. Damage/ Destruction of Tenant Property. Landlord has no obligation to reimburse Tenant for the loss of or damage to fixtures, equipment or other personal property, except for loss or damage as is caused by the active gross negligence or willful misconduct of Landlord or its officers, employees, or agents. Tenant may insure all fixtures, equipment, or other personal property for its own protection if it so desires.

9. Indemnification.
a) Tenant shal_ l indemnify, hold hannless, and defend Landlord and each of its officers, officials, employees, agents, and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs, and damages ( whether in contract, tort, or strict liability, including, without limitation, personal injury, death at any time, and property damage, including damage by fire or other casualty) incurred by Landlord, Tenant, or any other person, and from any and all claims, demands, and actions in law or equity ( including attorneys' fees and litigation expenses), arising or alleged to have arisen directly or indirectly out of: ( i) the occupancy, maintenance, and use of the Premises and/ or; ( ii) the performance of this Lease. Tenant' s obligations under the preceding sentence shall apply regardless of whether Landlord or any of its officers, officials, employees, agents, or volunteers are negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs, or damages caused solely by the gross negligence, or by the willful misconduct, of Landlord or any of its officers, officials, employees, agents, or volunteers. b) Should Tenant sublease the Premises under this Lease, Tenant shall require each sub- lessee to indemnify, hold harmless, and defend Landlord and each of its officers, officials, employees, agents, and volunteers in accordance with the terms of the preceding paragraph.
c) This requirement shall survive termination or expiration of this Lease.

10. Utilities. Tenant agrees to pay, as additional rent, without prior demand and without deduction or offset, on or before the first business day of each calendar month ( prorated for any partial calendar month during the Tenn of this Lease), the sum of One Hundred and No/ 100 Dollars ($ 100. 00) per month for water, sewer, gas, heat, light, power, and all other utilities or services of any kind supplied to the Premises. It is agreed that Landlord is not liable for any failure or interruption of any utility or service, and the failure or interruption of any utility or service will not entitle Tenant to terminate this Lease or stop making any rental or other payments due under this Lease.
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12. Alterations.
a) Tenant agrees that it will not make any alterations or improvements to the Premises, or any portion of the Premises, without Landlord' s prior written consent in its sole and absolute discretion. No alterations or additions may affect the structural portions ofthe Premises, including, without limitation, the exterior or interior load- bearing walls, the foundation, or the roof of the Premises. Landlord shall be under no obligation to give its consent. If Landlord consents to the making of any alterations or improvements, Tenant agrees that such alterations or improvements will be made in strict compliance with all applicable laws, rules, and regulations of all governmental authorities having jurisdiction, will be perforn1ed in a good and workmanlike manner, and will be made in compliance with such other conditions, including, without limitation, the obtaining of perfonnance and completion bonds, as Landlord may require in connection with the granting of its consent.
b) Tenant agrees that it will pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Tenant at or for use on the Premises, which claims are or may be secured by any mechanics' or materialmen' s lien against the Premises or any interest therein. All alterations and improvements made by Tenant shall, at Landlord' s option and at Tenant' s sole cost and expense, be removed from the Premises at the end of the term of this Lease and the Premises restored to their condition prior to the making of such alterations or improvements.

13. Tenant' s Property. All trade fixtures, equipment, and personal property of Tenant located at the Premises will remain the property of Tenant during the tenn of this Lease and may be removed by Tenant at any time and shall be removed by Tenant prior to the expiration or other termination of the term of this Lease. IfTenant does not do so, Landlord may retain or dispose of any such remaining fixtures, equipment, and personal property without obligation or liability to Tenant, and Tenant hereby waives all statutes and other laws to the contrary. Tenant, at Tenant' s cost and expense, must promptly repair all damage to the Premises occasioned by Tenant' s removal of its trade fixtures, equipment, and personal property.

14. Premises Damage and Destruction. If the Premises or any portion thereof are damaged or destroyed by any casualty ( whether or not insured), either party may terminate this Lease by written notice to the other.

15. Assignment, Subletting, and Invitees. Tenant may not assign any of its rights or delegate any of its duties under this Lease, or sublet all or any part of the Premises nor permit the occupancy thereof by any other person or entity, except that the RACES volunteers operators shall be permitted invitees of Tenant' s in the Premises. Within seven ( 7) business days of the date of this Lease, Tenant shall provide Landlord with a list of names of the RACES volunteer operators who Tenant intends to invite and permit on the Premises, and shall provide Landlord with an updated list of such operators within five ( 5) calendar days of Tenant' s subsequent changes to permitted invitees.
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16. Tenant Default. The occurrence of any one or more of the following shall constitute a default by Tenant:
a) Failure by Tenant to make payment of rent or any other payments required to be made by Tenant hereunder within five ( 5) business days after written notice that they are past due.
b) Failure by Tenant to keep and maintain any of the insurance required to be kept and maintained by Tenant under this Lease.
c) Failure by Tenant to observe or perform any of the covenants or provisions of this Lease, other than as provided in subsections ( b) and ( c) of this Section 16, when such failure continues for a period of thirty ( 30) days after written notice of such failure is given by Landlord to Tenant; provided, that if the nature of Tenant' s failure is such that more than thirty ( 30) days are reasonably required for its cure, then Tenant will not be deemed to be in default if Tenant promptly commences such cure and thereafter diligently prosecutes such cure to completion.

17. Remedies. IfTenant is in default, then, in addition to all other rights and remedies which Landlord may have at law or in equity, Landlord has the following rights and remedies which are not exclusive but are cumulative:
a) To the extent permitted by law, Landlord can, with or without terminating this Lease, reenter the Premises and remove all property and persons therefrom, and any such property may be removed and stored in a public warehouse or elsewhere at the cost and for the account of Tenant. IfLandlord elects to reenter or shall take possession of the Premises pursuant to legal proceedings or pursuant to any notice provided by law, and if Landlord has not elected to terminate this Lease, Landlord may either recover all rent as it becomes due under this Lease or relet the Premises or any part or parts thereof for such term or terms and upon such provisions as Landlord may deem advisable and will have the right to make repairs to and alterations of the Premises. No reentry or taking possession of the Premises by Landlord is to be construed as an election to terminate this Lease unless a written notice of such intention is given to Tenant by Landlord. Notwithstanding any reletting without termination by Landlord because of Tenant' s default, Landlord may at any time after such reletting elect to terminate this Lease because of such default if Landlord elects to rel et the Premises without terminating this Lease, then rent received by Landlord therefrom will be applied as follows:
i) First, to any indebtedness from Tenant to Landlord other than rent due from Tenant;
ii) Second, to all costs and expenses, including, without limitation, for maintenance, repairs, or alterations, incurred by Landlord in connection with reletting the Premises; and
iii) Third, to the payment of rent due and unpaid under this Lease and the residual, if any, will be held by Landlord and applied in payment of future rent as the same may become due and payable under this Lease and to any damages and other amounts that Landlord is otherwise entitled to under this Lease. Should that portion of such rent received from such reletting during any month, which is applied to the payment of rent hereunder, be less than 8-
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the rent payable hereunder during that month by Tenant, then Tenant agrees to pay such deficiency to Landlord immediately upon demand. h1 no event will Tenant be entitled to any excess rent received by Landlord from such reletting.
b) Landlord can terminate Tenant' s right to possession of the Premises at any time. No act by Landlord other than giving written notice to Tenant will terminate this Lease.

Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on Landlord' s initiative to protect Landlord' s interest under this Lease shall not constitute a termination of Tenant' s right to possession. On termination, Landlord has the right to recover from Tenant any amount, and court costs, necessary to compensate Landlord for all detriment proximately caused by Tenant' s default.
c) Without waiving the default, Landlord can, at its sole option, pay such sums and/ or take such actions as are necessary in Landlord' s reasonable judgment in order to cure the default, and all sums expended or incurred by Landlord in connection therewith, together with interest thereon at the maximum rate permitted by law, shall be paid by Tenant to Landlord immediately on demand.

18. Landlord Entry. Landlord and its authorized representatives shall have the right upon reasonable prior written notice to Tenant to enter all portions of the Premises for any of the following purposes: ( a) to determine whether the Premises are in good condition and whether Tenant is complying with its obligations under this Lease; ( b) to inspect the Premises; ( c) in connection with Landlord' s design and construction planning respecting Landlord' s future use of the Premises; and ( d) to post notices of non- responsibility. Notwithstanding the foregoing to the contrary, Landlord and its authorized representatives shall have the right to enter the Premises at any time, and without notice to Tenant, where an emergency situation necessitates such entry. No exercise by Landlord of its rights under this Section shall entitle Tenant to any damages for any injury or inconvenience occasioned thereby or to any abatement of rent or other amounts payable under this Lease.

19. Surrender of Premises. Upon the expiration or other termination of the term of this Lease, Tenant agrees to surrender possession of the Premises, and every part thereof, to Landlord in good order, condition, and repair, ordinary wear and tear alone excepted. " Ordinary wear and tear" does not include any damage or deterioration that would have been prevented by good maintenance practice or by Tenant performing all of its obligations under this Lease.

20. Notices. Except as otherwise provided, all notices required or permitted to be given under this Lease must be in writing and addressed to the parties at their respective notice addresses set forth below; provided, that notices to Tenant may also be effectively given in writing and addressed to Tenant at the Premises address. Notices must be given by commercial delivery service) or by first- class mail, postage prepaid. Notices will be deemed effectively given, in the case of overnight messenger delivery, upon receipt ( or if receipt is refused, upon attempted delivery), and in the case ofmailing, three ( 3) days following deposit into the custody of the United States Postal Service ( or inability to deliver, as shown on the return receipt). The notice addresses of the parties are as follows:

If to Landlord:
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City of Banning
Attention: City Manager
99 East Ramsey Street
Banning, California 92220
Ifto Tenant:

Radio Amateur Civil Emergency Service
c/ o Riverside County Emergency Management Department
Attention: Erik Ramirez
450 E. Alessandro Boulevard
Riverside, California 92508

21. Waiver and Release of Relocation Benefits. Tenant acknowledges that upon the expiration or earlier termination of the Term, including any extension thereof, or upon termination of any holdover tenancy ( collectively " Expiration of Tenancy"), Tenant might be or become eligible to receive compensation, reimbursement, assistance, including, without limitation, the fair market value of real and personal property, loss of goodwill, loss of profits, actual and reasonable expenses for moving a business, loss of tangible personal property as a result of moving the business, expenses incurred in searching for a replacement site for the business, expenses to reestablish the business at the new site, " in-lieu payments," and other such benefits ( collectively Benefits") under the California Relocation Assistance Act ( Gov. Code, § 7260 et seq.), Title 25 of the California Code of Regulations, Article 1, § 19 of the California Constitution, the California Eminent Domain Law ( Code Civ. Proc., § 1230. 010 et seq.), or other similar local, state, or federal statute, ordinance, regulation, rule, or decisional law ( collectively " Compensatory Laws"). Tenant further acknowledges that it has received full and fair compensation of all Benefits Tenant is or might be or might become entitled to recover from Landlord as a result of, or in any way related to, Expiration of the Tenancy, Landlord' s acquisition of the Premises, and Landlord' s occupancy and possession of the Premises. Therefore, being fully informed of and understanding the acknowledgments made herein and of Tenant' s rights or potential rights to Benefits under the Compensatory Laws, Tenant hereby expressly and unconditionally waives, and releases Landlord from, any and all rights of Tenant to claim, demand, sue for, or receive any Benefits which Tenant is or might be or might become entitled to recover from Landlord as a result of, or in any way related to, Expiration of the Tenancy, Landlord' s acquisition of the Premises, and Landlord' s occupancy and possession of the Premises.

22. General.
a) The acceptance by Landlord of any rental or other payments due hereunder with knowledge of the breach of any ofthe terms, covenants, or provisions of this Lease by Tenant shall not be construed as a waiver of any such breach. The acceptance at any time or times by Landlord of any sum less than that which is required to be paid by Tenant shall, unless Landlord specifically agrees otherwise in writing, be deemed to have been received only on account of the obligation for which it is paid, and shall not be deemed an accord and satisfaction notwithstanding any provisions to the contrary written on any check or contained in any writing transmitting the same.
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b) The titles to the sections of this Lease are for convenience ofreference only and are not a part of this Lease and shall have no effect upon the construction or interpretation of any part of this Lease. Any exhibits attached to this Lease are, however, a part of this Lease. This Lease shall be governed by and construed in accordance with the laws of the State of California, without regard to any otherwise governing principles of conflicts oflaw. In construing this Lease, none of the parties to it shall have any term or provision construed against it solely by reason of its having drafted the same.
c) Any provision of this Lease that is invalid, illegal, or unenforceable shall be ineffective to the extent of such invalidity, illegality, or unenforceability without invalidating, diminishing, or rendering unenforceable the rights and obligations of the parties under the remaining provisions of this Lease.
d) No term or provision of this Lease may be amended, altered, modified, or waived orally or by a course of conduct, but only by an instrument in writing signed by a duly authorized officer or representative of the party against which enforcement of such amendment, alteration, modification, or waiver is sought. Any amendment, alteration, modification, or waiver shall be for such period and subject to such conditions as shall be specified in the written instrument effecting the same. Any waiver shall be effective only in the specific instance and for the specific purpose for which given.
e) This Lease and all exhibits attached to it constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements ( whether written or oral) with respect to that subject matter. f) This Lease may be executed in several counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. g) If either party hereto brings an action to enforce the terms hereof or declare rights hereunder, the prevailing party in such action, on trial or appeal, shall be entitled to reasonable attorneys' fees to be paid by the losing party as fixed by the court. h) Time is of the essence of each provision hereof in which time is a factor.

The parties have caused this Lease to be duly executed by their respective duly authorized officers or representatives as of the date first set forth above.

LANDLORD:

CITY OF BANNING
Alberto Sanchez, Mayor _______ _
Attest:

Caroline Patton, Administrative City Clerk
11-
I1303- 0006\ 2945394v5. doc
355
Approved as to Form:

By:

Attest:

Name:

Title:

Serita Young,
City Attorney
Approved as to Fonn:

Minh C. Tran,
County Counsel
By:

Melissa R. Cushman,
Deputy County Counsel
l I303-0006\2945394v5.doc
TENANT:

COUNTY OF RIVERSIDE
By:---------------
Print Name: __________ _
Title: --------------
12-
356
I1303-0006\2945394v5.doc
EXHIBIT " A"

DESCRIPTION OF LEASED PREMISES
Attached.)
357
N
0 ,-+
V,
l)
l)
East
East
Parking
Lot
Armory Building Floorplan
Not to scale)
Nicolet Street
I
Entry Foyer
Rear Parking Lot
I O~ce I O~ ce
space
included with
Ilicense .

Kitchen
Women 's RR
M en 's RR
Space
leased
I
With License
Space designated for RACES
Space designated for Banning Parks and Rec
Spaced designated for Kid 's Cure
358
11303- 0006\2945394v5. doc
EXHIBIT " B"

FORM OF MEMORANDUM OF LEASE
Attached.)
359

RECORDING REQUESTED BY,

AND WHEN RECORDED MAIL
TO:

City of Banning
99 East Ramsey Street
Banning, California 92220
Attention: City Manager

SPACE ABOVE THIS LINE FOR RECORDER' S USE
The undersigned declares that this Memorandum of Lease is exempt from Recording Fees pursuant to California Government Code Section 27383.

Exempt from Documentary Transfer Tax: Lease term less than 35 years.

MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE ( this " Memorandum") is dated as of _____ , 2024, and is entered into by and between the COUNTY OF RIVERSIDE, a political subdivision of the State of California {" Tenant") and the CITY OF BANNING, a California municipal corporation Landlord").

RECITALS
A. Landlord and Tenant executed that certain Office Lease dated ______ ,, 2024 ( the Lease") for space in certain real property located in the City of Banning, County of Riverside, State of California commonly known as the Armory Building, located at 2041 Nicolet Street ( APN:
538- 082- 013) ( the " Property") described on Exhibit " A" ( the " Premises").

B. Landlord and Tenant now desire to record this Memorandum in order to comply with California law requiring that municipal leases be recorded.

AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants and conditions contained in the Lease, Landlord and Tenant hereby agree as follows:

2. Tenn. The term of the Lease commences on _____ _, 2024, and expires on 2027, unless the Lease is terminated earlier in accordance with the provisions of the Lease.
l 1303- 0006\ 2945394v5. doc
360
IN WITNESS WHEREOF, Landlord and Tenant have executed this Memorandum as of the date and year first above written.

TENANT:

LANDLORD:
l l303-0006\2945394v5.doc

COUNTY OF RIVERSIDE
a political subdivision of the State of California
By: ------------
Print Name: ---------
Title: -----------
Attest:

Name:

Title:

CITY OF BANNING,
a municipal corporation
By:

Doug Schulze, City Manager
Attest:

Caroline Patton,
Administrative City Clerk
361
I I303-0006\2945394v5 .doc
EXHIBIT " A "

DESCRIPTION OF LEASED PREMISES
Attached.)
362
N
0 r
VI
D
D
East
East
Parking
Lot
Armory Building Floorplan
Not to scale)
Nicolet Street
f
Entry Foyer
Rear Parking Lot
I O~ce l O~ ce
space
included with
Ilicense
Kitchen
Women's RR
Men 's RR
Space
leased
I
With License
Space designated for RACES
space designated for Banning Parks and Rec
Spaced designated for Kid 's Cure
363
11303-0006\2945394v7.doc

AGREEMENT

2. Use: Compliance with Laws.
(a) The Premises may be used by Tenant solely for City of Banning and County of Riverside emergency response operations performed by Tenant’s volunteer operators of Radio Amateur Civil Emergency Service (“RACES”). RACES is a protocol created by the Federal Emergency Management Agency and the Federal Communications Commission (FCC Part 97, Section 407). The RACES volunteer operators serve Tenant pursuant to guidelines and mandates established by Riverside County emergency management officials. The RACES volunteer operators are: (1) licensed Radio Amateurs; (2) certified by a civil defense agency; (3) able to 364
-2- 11303-0006\2945394v7.doc
communicate on Amateur Radio frequencies during drills, exercises, and emergencies; and (4) the only Amateur Radio operators authorized to transmit during declared emergencies when the President of the United States specifically invokes the War Powers Act. (b) Tenant agrees that the Premises and its use of the Premises will at all times be in strict compliance with all applicable laws, rules, and regulations of all governmental authorities having jurisdiction, and Tenant, at its sole cost and expense, agrees to comply with all such laws, rules, and regulations, including, without limitation, all laws, rules, and regulations requiring the making of structural or extraordinary repairs or replacements to the Premises and all laws, rules, and regulations relating to the use, generation, storage, or release of Hazardous Materials. In addition to Tenant’s other obligations of indemnity under this Lease, Tenant agrees to indemnify, protect, defend (by counsel reasonably satisfactory to Landlord) and hold Landlord and its officials, officers, agents, and employees, and each of them, harmless from and against all claims, losses, liabilities, actions, judgments, costs, and expenses (including reasonable attorneys’ fees and costs) which they, or any of them, may suffer or incur arising from or relating to the use, generation, storage or release by Tenant, its agents, employees, contractors, guests or invitees of any Hazardous Materials in, on, or about the Premises.
(c) “Hazardous Materials” shall mean any and all of the following:
(i) any substance, product, waste, or other material of any nature whatsoever which is or becomes listed, regulated, or for which liability arises for misuse, pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), 42 U.S.C.A. § 9601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C.A. § 1801 et seq.; the Resource Conservation and Recovery Act (“RCRA”), 42 U.S.C.A. § 6901 et seq.; the Toxic Substances Control Act, 15 U.S.C.A. § 2601 et seq.; the Clean Water Act, 33 U.S.C.A. § 1251 et seq.; the Insecticide, Fungicide, Rodenticide Act, 7 U.S.C.A. § 136 et seq.; the Superfund Amendments and Reauthorization Act, 42 U.S.C.A. § 6901 et seq.; the Clean Air Act, 42 U.S.C.A. § 7401 et seq.; the Safe Drinking Water Act, 42 U.S.C.A. § 300f et seq.; the Solid Waste Disposal Act, 42 U.S.C.A. § 6901 et seq.; the Surface Mining Control and Reclamation Act, 30 U.S.C.A. § 1201 et seq.; the Emergency Planning and Community Right to Know Act, 42 U.S.C.A. § 11001 et seq.; the Occupational Safety and Health Act, 29 U.S.C.A. §§ 655 and 657; the Hazardous Waste Control Act, Health & Saf. Code, § 25100 et seq.; the Hazardous Substance Account Act, Health & Saf. Code, § 25330 et seq.; the California Safe Drinking Water and Toxic Enforcement Act, Health & Saf. Code, § 25249.5 et seq.; the Underground Storage of Hazardous Substances, Health & Saf. Code, § 25280 et seq.; the Carpenter-Presley-Tanner Hazardous Substance Account Act, Health & Saf. Code, § 25300 et seq.; the Hazardous Waste Management Act, Health & Saf. Code, § 25170.1 et seq.; the Hazardous Materials Response Plans and Inventory, Health & Saf. Code, § 25001 et seq.; the Porter-Cologne Water Quality Control Act, Wat. Code, § 13000 et seq., all as they may from time to time be amended;
(ii) any substance, product, waste, or other material of any nature whatsoever that is or becomes listed, regulated, or for which liability for misuse arises pursuant to any other federal, state, or local statute, law, ordinance, resolution, code, rule, regulation, order, or decree due to its hazardous, toxic or dangerous nature; 365
-3- 11303-0006\2945394v7.doc
(iii) any petroleum, crude oil, or any substance, product, waste, or other material of any nature whatsoever that contains gasoline, diesel fuel, or other petroleum hydrocarbons other than petroleum and petroleum products contained within regularly operated motor vehicles; and
(iv) polychlorinated biphenyls (PCB), radon gas, urea formaldehyde, asbestos, and lead.

3. Rent. As rent for the Premises, Tenant agrees to pay to Landlord the sum of One and No/100 Dollar ($1.00) per year without prior notice and without offset or deduction.

4. Concessions. Landlord is not providing any so-called tenant concessions or allowances.

6. Maintenance.
(a) Tenant agrees that it will, at its sole cost and expense, maintain the Premises and all portions thereof in a good, clean, and safe condition and state of repair. Tenant agrees that 366
-4- 11303-0006\2945394v7.doc
Landlord has no obligation of any kind or nature to maintain, repair, or replace the Premises or any portion of the Premises.
(b) Tenant agrees that Tenant is solely responsible for the security, protection, and insuring of its equipment, materials, and other property, and that of its employees, servants, and contractors, located on or about the Premises. Tenant agrees that Landlord will have no liability of any kind or nature respecting any loss or theft of, or damage to, any such equipment, materials, or other property.

7. Insurance.
(a) Throughout the term of this Lease, Tenant shall pay for and maintain in full force and effect all policies of insurance required hereunder with an insurance company(ies) either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated not less than “A-VII” in Best’s Insurance Rating Guide, or (ii) authorized by the City Manager or his/her designee at any time and in his/her sole discretion, including Tenant’s selfinsurance program. The following policies of insurance or their equivalent as part of a program(s) of self-insurance acceptable to both parties, are required:
(i) Commercial general liability insurance which shall be at least as broad as Insurance Services Office (ISO) form CG 00 01 and shall include insurance for “bodily injury” and “property damage,” including premises and operation, completed operations, and contractual liability (including, without limitation, indemnity obligations under this Lease) with limits of liability of not less than One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) general aggregate for bodily injury and property damage. (ii) Commercial automobile liability insurance which shall be at least as broad as the most current version of Insurance Service Office (ISO) Business Auto Coverage Form CA 00 01, and include coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1 Any Auto) with limits of liability of not less than One Million Dollars ($1,000,000) per accident for bodily injury and property. (iii) Workers’ compensation insurance as required under the California Labor Code.
(iv) Property insurance against all risks of loss to any tenant improvements or betterments, at full replacement cost with no coinsurance penalty provision. (b) In the event Tenant purchases an Umbrella or Excess insurance policy(ies) to meet the minimum limits of insurance set forth above, this insurance policy(ies) shall “follow form” and afford no less coverage than the primary insurance policy(ies). (c) Tenant shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Tenant shall also be responsible for payment of any selfinsured retentions. Any deductibles or self-insured retentions must be declared to, and approved by, the City Manager or his or her designee. At the option of the City Manager, or his or her designee, either (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects Landlord, its officers, officials, employees, agents and volunteers; or (ii) Tenant shall 367
-5- 11303-0006\2945394v7.doc
provide a financial guarantee, satisfactory to the City Manager, or his or her designee, guaranteeing payment of losses and related investigations, claim administration, and defense expenses. At no time shall Landlord, its officers, officials, employees, agents, or volunteers be responsible for the payment of any deductibles or self-insured retentions.
(d) All policies of insurance required hereunder shall be endorsed to provide that the coverage shall not be cancelled, non-renewed, or reduced in coverage or in limits except after thirty (30) calendar days’ written notice by certified mail, return receipt requested, has been given to Landlord. Upon issuance by the insurer, broker, or agent of a notice of cancellation, nonrenewal, or reduction in coverage or in limits, Tenant shall furnish Landlord with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during this Lease, Tenant shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than fifteen (15) calendar days prior to the expiration date of the expiring policy.
(e) The General Liability insurance policy shall be written on an occurrence form and shall name Landlord and its officers, officials, employees, agents, and volunteers as an additional insured. Such policy(ies) of insurance shall be endorsed so Tenant’s insurance shall be primary and no contribution shall be required of Landlord, its officers, officials, employees, agents, or volunteers. The coverage(s) shall contain no special limitations on the scope of protection afforded to Landlord and its officers, officials, employees, agents, and volunteers. Should Tenant maintain insurance with broader coverage and/or limits of liability greater than those shown above, Landlord requires and shall be entitled to the broader coverage and/or the higher limits of liability maintained by Tenant. Any workers’ compensation insurance policy shall contain a waiver of subrogation as to Landlord and its officers, officials, employees, agents, and volunteers. The property insurance policy shall name Landlord as a loss payee. (f) Upon Landlord’s request, Tenant shall immediately furnish Landlord with a complete copy of any insurance policy required under this Lease, including all endorsements, with said copy certified by the underwriter to be a true and correct copy of the original policy.

This requirement shall survive expiration or termination of this Lease. (g) The fact that insurance is obtained by Tenant shall not be deemed to release or diminish Tenant’s liability, including, without limitation, liability under the indemnity provisions of this Lease. The duty to indemnify Landlord and its officers, officials, employees, agents, and volunteers shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Tenant. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Tenant, its board members, officers, officials, employees, members, agents, volunteers, persons under Tenant’s supervision, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or anyone employed directly or indirectly by any of them.
(h) Tenant and its insurers hereby waive all rights of recovery against Landlord and its officers, officials, employees, agents, and volunteers, on account of injury, loss by, or damage to Tenant or its officers, officials, employees, members, agents, volunteers, persons under Tenant’s supervision, vendors, suppliers, invitees, consultants, sub-consultants, subcontractors, or 368
-6- 11303-0006\2945394v7.doc
anyone employed directly or indirectly by any of them, or its property or the property of others under its care, custody and control. Tenant shall give notice to its insurers that this waiver of subrogation is contained in this Lease. This requirement shall survive termination or expiration of this Lease.
(i) If Tenant should sublease the Premises under this Lease, Tenant shall require sub-lessee to provide insurance protection in favor of Landlord, its officers, officials, employees, agents, and volunteers in accordance with the terms of each of the preceding paragraphs, except that the sub-lessee’s certificates and endorsements shall be on file with Tenant and Landlord prior to the commencement of any sublease.

10. Utilities. Tenant agrees to pay, as additional rent, without prior demand and without deduction or offset, on or before the first business day of each calendar month (prorated for any partial calendar month during the Term of this Lease), the sum of One Hundred and No/100 Dollars ($100.00) per month for water, sewer, gas, heat, light, power, and all other utilities or services of any kind supplied to the Premises. It is agreed that Landlord is not liable for any failure or interruption of any utility or service, and the failure or interruption of any utility or service will not entitle Tenant to terminate this Lease or stop making any rental or other payments due under this Lease.
369
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16. Tenant Default. The occurrence of any one or more of the following shall constitute a default by Tenant:
(a) Failure by Tenant to make payment of rent or any other payments required to be made by Tenant hereunder within five (5) business days after written notice that they are past due.
(b) Failure by Tenant to keep and maintain any of the insurance required to be kept and maintained by Tenant under this Lease.
(c) Failure by Tenant to observe or perform any of the covenants or provisions of this Lease, other than as provided in subsections (b) and (c) of this Section 16, when such failure continues for a period of thirty (30) days after written notice of such failure is given by Landlord to Tenant; provided, that if the nature of Tenant’s failure is such that more than thirty (30) days are reasonably required for its cure, then Tenant will not be deemed to be in default if Tenant promptly commences such cure and thereafter diligently prosecutes such cure to completion.

17. Remedies. If Tenant is in default, then, in addition to all other rights and remedies which Landlord may have at law or in equity, Landlord has the following rights and remedies which are not exclusive but are cumulative:
(a) To the extent permitted by law, Landlord can, with or without terminating this Lease, reenter the Premises and remove all property and persons therefrom, and any such property may be removed and stored in a public warehouse or elsewhere at the cost and for the account of Tenant. If Landlord elects to reenter or shall take possession of the Premises pursuant to legal proceedings or pursuant to any notice provided by law, and if Landlord has not elected to terminate this Lease, Landlord may either recover all rent as it becomes due under this Lease or relet the Premises or any part or parts thereof for such term or terms and upon such provisions as Landlord may deem advisable and will have the right to make repairs to and alterations of the Premises. No reentry or taking possession of the Premises by Landlord is to be construed as an election to terminate this Lease unless a written notice of such intention is given to Tenant by Landlord. Notwithstanding any reletting without termination by Landlord because of Tenant’s default, Landlord may at any time after such reletting elect to terminate this Lease because of such default if Landlord elects to relet the Premises without terminating this Lease, then rent received by Landlord therefrom will be applied as follows:
(i) First, to any indebtedness from Tenant to Landlord other than rent due from Tenant;
(ii) Second, to all costs and expenses, including, without limitation, for maintenance, repairs, or alterations, incurred by Landlord in connection with reletting the Premises; and
(iii) Third, to the payment of rent due and unpaid under this Lease and the residual, if any, will be held by Landlord and applied in payment of future rent as the same may become due and payable under this Lease and to any damages and other amounts that Landlord is otherwise entitled to under this Lease. Should that portion of such rent received from such reletting during any month, which is applied to the payment of rent hereunder, be less than 371
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the rent payable hereunder during that month by Tenant, then Tenant agrees to pay such deficiency to Landlord immediately upon demand. In no event will Tenant be entitled to any excess rent received by Landlord from such reletting.
(b) Landlord can terminate Tenant’s right to possession of the Premises at any time. No act by Landlord other than giving written notice to Tenant will terminate this Lease.

If to Landlord:
372
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City of Banning
Attention: City Manager
99 East Ramsey Street
Banning, California 92220
If to Tenant:

Radio Amateur Civil Emergency Service
c/o Riverside County Emergency Management Department
Attention: Erik Ramirez
450 E. Alessandro Boulevard
Riverside, California 92508

22. General.
(a) The acceptance by Landlord of any rental or other payments due hereunder with knowledge of the breach of any of the terms, covenants, or provisions of this Lease by Tenant shall not be construed as a waiver of any such breach. The acceptance at any time or times by Landlord of any sum less than that which is required to be paid by Tenant shall, unless Landlord specifically agrees otherwise in writing, be deemed to have been received only on account of the obligation for which it is paid, and shall not be deemed an accord and satisfaction notwithstanding any provisions to the contrary written on any check or contained in any writing transmitting the same.
373
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(b) The titles to the sections of this Lease are for convenience of reference only and are not a part of this Lease and shall have no effect upon the construction or interpretation of any part of this Lease. Any exhibits attached to this Lease are, however, a part of this Lease. This Lease shall be governed by and construed in accordance with the laws of the State of California, without regard to any otherwise governing principles of conflicts of law. In construing this Lease, none of the parties to it shall have any term or provision construed against it solely by reason of its having drafted the same.
(c) Any provision of this Lease that is invalid, illegal, or unenforceable shall be ineffective to the extent of such invalidity, illegality, or unenforceability without invalidating, diminishing, or rendering unenforceable the rights and obligations of the parties under the remaining provisions of this Lease.
(d) No term or provision of this Lease may be amended, altered, modified, or waived orally or by a course of conduct, but only by an instrument in writing signed by a duly authorized officer or representative of the party against which enforcement of such amendment, alteration, modification, or waiver is sought. Any amendment, alteration, modification, or waiver shall be for such period and subject to such conditions as shall be specified in the written instrument effecting the same. Any waiver shall be effective only in the specific instance and for the specific purpose for which given.
(e) This Lease and all exhibits attached to it constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements (whether written or oral) with respect to that subject matter. (f) This Lease may be executed in several counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. (g) If either party hereto brings an action to enforce the terms hereof or declare rights hereunder, the prevailing party in such action, on trial or appeal, shall be entitled to reasonable attorneys’ fees to be paid by the losing party as fixed by the court. (h) Time is of the essence of each provision hereof in which time is a factor.

The parties have caused this Lease to be duly executed by their respective duly authorized officers or representatives as of the date first set forth above.

LANDLORD:

CITY OF BANNING
By:

Print Name: _________________
Title: ________________________
Attest:
374
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Caroline Patton, Administrative City Clerk
Approved as to Form:

By:

Serita Young,
City Attorney
TENANT:

COUNTY OF RIVERSIDE
By:

Print Name:

Title:

Attest:
[name], [title]
Approved as to Form:

Minh C. Tran,
County Counsel
By:

Melissa R. Cushman,
Deputy County Counsel
375
11303-0006\2945394v7.doc
EXHIBIT “A”

DESCRIPTION OF LEASED PREMISES
(Attached.)
376
Armory Building Floorplan
(Not to scale)
East
Office Office
1 2 Space designated for RACES
Space designated for Banning Parks and Rec
Spaced designated for Kid's Cure
Space
included with
license
Space
leased
With License
Women's RR
Rear Parking Lot
Nicolet Street
20th street
East
Parking
Lot
Entry Foyer Kitchen
Men's RR
377
11303-0006\2945394v7.doc
EXHIBIT “B”

FORM OF MEMORANDUM OF LEASE
(Attached.)
378
11303-0006\2945394v7.doc

RECORDING REQUESTED BY,

AND WHEN RECORDED MAIL
TO:

City of Banning
99 East Ramsey Street
Banning, California 92220
Attention: City Manager

SPACE ABOVE THIS LINE FOR RECORDER'S USE
The undersigned declares that this Memorandum of Lease is exempt from Recording Fees pursuant to California Government Code Section 27383.

Exempt from Documentary Transfer Tax: Lease term less than 35 years.

B. Landlord and Tenant now desire to record this Memorandum in order to comply with California law requiring that municipal leases be recorded.

AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, and the covenants and conditions contained in the Lease, Landlord and Tenant hereby agree as follows:

2. Term. The term of the Lease commences on _____________, 2024, and expires on _____________, 2027, unless the Lease is terminated earlier in accordance with the provisions of the Lease.
379
11303-0006\2945394v7.doc
IN WITNESS WHEREOF, Landlord and Tenant have executed this Memorandum as of the date and year first above written.

TENANT: COUNTY OF RIVERSIDE
a political subdivision of the State of California
By:

Print Name:

Title:

Attest:
____________________________________
[name],
[title]
LANDLORD: CITY OF BANNING,
a municipal corporation
By:

Doug Schulze, City Manager

Attest:
____________________________________
Caroline Patton,
Administrative City Clerk
380
11303-0006\2945394v7.doc
EXHIBIT “A”

DESCRIPTION OF LEASED PREMISES
(Attached.)
381
Armory Building Floorplan
(Not to scale)
East
Office Office
1 2 Space designated for RACES
Space designated for Banning Parks and Rec
Spaced designated for Kid's Cure
Space
included with
license
Space
leased
With License
Women's RR
Rear Parking Lot
Nicolet Street
20th street
East
Parking
Lot
Entry Foyer Kitchen
Men's RR
382
Resolution 2024-118

Page 1 of 5 ends

RESOLUTION 2024-118

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BANNING, CALIFORNIA, RESCINDING ITS ADOPTION OF RESOLUTION 2024-66, AND APPROVING AN OFFICE

LEASE WITH RIVERSIDE COUNTY ON BEHALF OF THE EMERGENCY MANAGEMENT DEPARTMENT FOR OFFICE SPACE WITHIN THE ARMORY LOCATED AT 2041 W. NICOLET ST. TO BE USED BY THE RADIO AMATEUR EMERGENCY SERVICES (RACES) WHEREAS, RACES stands for “Radio Amateur Civil Emergency Service” a protocol created by the Federal Emergency Management Agency (FEMA) and the Federal Communications Commission (FCC). Many government agencies across the county train their Auxiliary Communications Service volunteers using RACES protocol. Amateur Radio Operators, also known as Ham Radio Operators, are an important component in an Emergency Communication Plan. The RACES volunteer operators are: (1) licensed Radio Amateurs; (2) certified by a civil defense agency; (3) able to communicate on Amateur Radio frequencies during drills, exercises, and emergencies; and (4) the only Amateur Radio operators authorized to transmit during declared emergencies when the President of the United States specifically invokes the War Powers Act. The Radios will still operate without cell towers and phone lines; and
WHEREAS, the Pass Area RACES organization is highly trained and is an integral part of the Emergency Response Plan should an emergency occur. The Armory has been designated as the Emergency Operations Command (EOC) and having RACES located in the building will ensure any emergency operation is conducted efficiently; and WHEREAS, the County desires to enter into an office lease agreement with the City for office space within the Armory Building located at 2041 W. Nicolet Street to be used by the Pass Area RACES; and
WHEREAS, on May 14, 2024, the City Council adopted Resolution 2024-66, approving an Office Lease Agreement with the County of Riverside on behalf of the Emergency Management Department (the “original Office Lease Agreement”). The terms of the original Office Lease Agreement required that the County pay rent in the amount of $1 per year for a total of three years, with an option to renew the term. The terms of the original Office Lease Agreement also required the County to pay $100 per month for utilities supplied to the leased office space, including water, sewer, gas, heat, light, power, and all other utilities or services of any kind.

Riverside County Emergency Management Department staff have reviewed the terms of the original Office Lease Agreement after the City Council’s adoption of Resolution 2024-66 and have requested that the City remove the requirement for the County to pay $100 per month for utilities as set forth in Section 10 of the original Office Lease Agreement because the Pass Area RACES provides a public benefit as described in the recitals above. City staff have no objections to the County’s request and have prepared a new Office Lease Agreement, attached hereto as Exhibit A, for the City Council’s consideration; and
WHEREAS, under the proposed new Office Lease Agreement, the County will pay rent in the amount of $1 per year for a total of three years, with an option to renew, and is not obligated to pay for utilities supplied to the leased office space.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Banning as follows:
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SECTION 1. The City Council hereby rescinds its adoption of Resolution 2024-66.

SECTION 2. The City Council approves the Office Lease Agreement with Riverside County on behalf of the Emergency Management Department, attached hereto as Exhibit A, and authorizes the City Manager to sign the Agreement on behalf of the City Council.

SECTION 3. The City Clerk shall certify the adoption of this resolution and shall cause a certified resolution to be filed in the book of original resolutions, and record the Agreement with the County of Riverside
PASSED, APPROVED AND ADOPTED this 9th day of July 2024.

Alberto Sanchez, Mayor
City of Banning
ATTEST:

Caroline Patton, Administrative City Clerk
City of Banning
APPROVED AS TO FORM:

Serita R. Young, City Attorney
Richards, Watson & Gershon
384
Resolution 2024-118

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CERTIFICATION:

I, Caroline Patton, Administrative City Clerk of the City of Banning, California, do hereby certify that the foregoing Resolution 2024-118, was duly adopted by the City Council of the City of Banning, California, at a regular meeting thereof held on the 9th day of July 2024 by the following vote, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Caroline Patton, Administrative City Clerk
City of Banning, California
385
Resolution 2024-118

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Exhibit A
Office Lease Agreement with Riverside County
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Resolution 2024-118

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EXHIBIT A
Description of Exhibit A
Office Lease Agreement with Riverside County ON Behalf of the Emergency Management Department
387

CITY OF BANNING

STAFF REPORT
TO: CITY COUNCIL
FROM: Douglas Schulze, City Manager
PREPARED BY: Patrick Safari, Capital Improvement Projects Manager Art Vela, Director of Public Works
MEETING DATE: July 9, 2024
SUBJECT: Consideration of Resolution 2024-119, Awarding a Professional Services Agreement for the Design of Traffic Signal Hardware Upgrade at 17 Intersections to STC Traffic, Inc. in the amount of $74,760 and Approving a 10% Contingency for a Total Project Budget of “Not-to-Exceed” $82,236
RECOMMENDATION:

Adopt Resolution 2024-119.

BACKGROUND:

The City of Banning completed a Local Road Safety Plan (LRSP) in August 2022 that identified signalized intersections as an important area of focus for the safety of the city’s residents and visitors.

The collision data from January 1, 2017 to December 31, 2021 indicated that 61% of collisions at signalized intersections were either rear-end, broadside or sideswipe. These types of collisions are typically associated with failure to stop at a red signal. At signalized intersections, there were also a significant number of collisions and injuries involving bicycles and pedestrians. Seventeen (17) signalized intersections were identified as needing safety improvements.

On October 12, 2021, under Resolution 2021-91, the City Council approved Master Agreement 08- 5214S21 with California Department of Transportation (Caltrans) for state funded projects.

On October 10, 2023, under Resolution 2023-167, the City Council approved a corresponding Program Supplement Agreement No. HSIPL-5214(016) for Caltrans Cycle 11 Highway Safety Improvement Program. The agreement authorizes the City of Banning to start the Preliminary Engineering (PE) phase.

On April 12, 2024, staff released a Request for Proposals (RFP) for Design Services for the Upgrade of Traffic Signal Hardware at 17 intersections on the City’s public bidding platform. The proposals were due on May 17, 2024. In response to the RFP, four (4) proposals were received from the following consultants:

Consultant Score (Out of 100)
1) STC Traffic, Inc. 91.33
2) Kimley Horn, Inc. 86.33
3) Minagar & Associates, Inc. 82.00
4) LIN Consulting, Inc. 80.67
JUSTIFICATION:
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The Project will improve safety of the signalized intersections by implementing countermeasures such as signal hardware improvements (lenses, back plates with retroreflective borders), installation of Emergency Vehicle Pre-emption (EVP) systems and installation of Audible Pedestrian Countdown Signal Heads (APS).

Staff evaluated the proposals based on qualifications, cost, experience with the requested scope of services and response to the request for proposals. As a result, staff recommend the award of a professional services agreement to STC Traffic, Inc., in the amount of $74,760.

The scope will consist of the preparation of Plans, Specifications and Estimates (PS&E) including construction support.

FISCAL IMPACT:

Staff recommends awarding an agreement to STC Traffic, Inc. in the amount of $74,760 and approving a 10% contingency in the amount of $7,476 for a total “not-to-exceed” project budget of $82,236.

The project is budgeted and will be funded from Measure A Funds, Account 100-4900-431.90-10.

The project costs are eligible and will be reimbursed by the State of California Department of Transportation Cycle 11 Highway Safety Improvement Program (HSIP). The City of Banning will receive monthly reimbursements from the State of California.

ALTERNATIVES:

Do not approve and provide alternative direction.

ATTACHMENTS:

1. Resolution 2024-119, STC Traffic Inc.docx

2. C01048 - PSA STC Traffic Design of Traffic Signal Hardware Upgrade.pdf

3. Resolution 2021-091.pdf

4. Resolution No. 2023-167.pdf

5. Master Agreement 08-5214S21.pdf

6. Supplement Agreement.pdf

7. STC Traffic Proposal.pdf
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RESOLUTION 2024-119

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BANNING, CALIFORNIA,

AWARDING A PROFESSIONAL SERVICES AGREEMENT FOR THE DESIGN OF TRAFFIC SIGNAL HARDWARE UPGRADE AT 17 INTERSECTIONS TO STC TRAFFIC, INC. IN THE AMOUNT OF $74,760 AND APPROVING A 10% CONTINGENCY FOR A TOTAL PROJECT BUDGET NOT-TO-EXCEED $82,236
WHEREAS, the City of Banning completed a Local Road Safety Plan (LRSP) in August 2022 that identified signalized intersections as an important area of focus for the safety of the city’s residents and visitors; and
WHEREAS, seventeen (17) signalized intersections were identified as needing safety improvements; and
WHEREAS, on October 12, 2021, under Resolution 2021-91, the City Council approved Master Agreement 08-5214S21 with California Department of Transportation (Caltrans) for state funded projects; and
WHEREAS, on October 10, 2023, under Resolution 2023-167, the City Council approved a corresponding Program Supplement Agreement No. HSIPL-5214(016) for Caltrans Cycle 11 Highway Safety Improvement Program. The agreement authorizes the City of Banning to start the Preliminary Engineering (PE) phase; and
WHEREAS, on April 12, 2024, staff released a Request for Proposals (RFP) for Design Services for the Upgrade of Traffic Signal Hardware at 17 intersections on the City’s public bidding platform; and
WHEREAS, on May 17, 2024, in response to the RFP, four (4) proposals were received ranging in score from 80.67 to 91.33; and
WHEREAS, staff evaluated the proposals based on qualifications, cost, experience with the requested scope of services and response to the request for proposals. As a result, staff recommend the award of a professional services agreement to STC Traffic, Inc., in the amount of $74,760; and
WHEREAS, the Project will improve safety of the signalized intersections by implementing countermeasures such as signal hardware improvements (lenses, back plates with retroreflective borders), installation of Emergency Vehicle Pre-emption (EVP) systems and installation of Audible Pedestrian Countdown Signal Heads (APS); and
WHEREAS, the total project budget of $82,236, which includes a 10% contingency, will be funded by Measure A funds. The project costs are eligible and expected to be reimbursed by the State of California Department of Transportation Cycle 11 Highway Safety Improvement Program (HSIP).
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NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Banning as follows:

SECTION 1. The City Council approves the Professional Services Agreement with STC Traffic, Inc. in the amount of $74,760 and approving a 10% Contingency for a Total Project Budget of “Not-to-Exceed” $82,236.

SECTION 2. The City Council authorizes the City Manager, or designee, to make necessary budget adjustments, appropriations, and transfers related to this resolution.

SECTION 3. The City Council authorizes the City Manager to make necessary non-substantive changes and to execute the Professional Services Agreement with STC Traffic, Inc.

SECTION 4. The City Clerk shall certify to the adoption of this resolution and shall cause a certified resolution to be filed in the book of original resolutions.

PASSED, APPROVED AND ADOPTED this 9th day of July 2024.

Alberto Sanchez, Mayor
City of Banning
ATTEST:

Caroline Patton, Administrative City Clerk
City of Banning
APPROVED AS TO FORM:

Serita R. Young, City Attorney
Richards, Watson & Gershon
391
Resolution 2024-119

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CERTIFICATION:

I, Caroline Patton, Administrative City Clerk of the City of Banning, California, do hereby certify that the foregoing Resolution 2024-119, was duly adopted by the City Council of the City of Banning, California, at a regular meeting thereof held on the 9th day of July 2024 by the following vote, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Caroline Patton, Administrative City Clerk
City of Banning, California
392
Resolution 2024-119

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Exhibit A
Professional Services Agreement with STC Traffic, Inc.
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AGREEMENT FOR PROFESSIONAL SERVICES (C001048) FOR

DESIGN OF TRAFFIC SIGNAL HARDWARE UPGRADE BY AND
BETWEEN CITY OF BANNING AND STC TRAFFIC, INC.

THIS AGREEMENT FOR PROFESSIONAL SERVICES (herein “Agreement”) is made and entered into this day: ___________________, (“Effective Date”) by and between the CITY OF BANNING, a California municipal corporation (“City”) and STC TRAFFIC, INC., a California Corporation, (“Consultant”). City and Consultant are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS
A. City has sought by a Request for Proposal, a proposal in response to RFP #24-064 for the performance of the services for Design of Traffic Signal Hardware Upgrade and as further defined and described particularly in Article 1 of this Agreement.

B. Consultant, following submission of a proposal for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by City to perform those services.

C. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

D. Pursuant to the City of Banning’s Municipal Code, City has authority to enter into this Agreement.

NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, Consultant shall provide those services specified in the “Scope of Services” attached hereto as Exhibit A and incorporated herein by this reference, which services may be referred to herein as the “Services” hereunder. As a material inducement to City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the Services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services described herein. Consultant covenants that it shall follow the highest professional standards in performing the Services required hereunder and that all materials will be of good quality, and fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional 394
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standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.

1.2 Contract Documents and Exhibits.

This Agreement includes the Request for Proposal and Consultant’s accepted proposal (“Contract Documents”), both of which are on file with the City and incorporated herein by this general reference as though fully set forth herein. Exhibit A (Scope of Services), Exhibit B (Special Requirements), Exhibit C (Schedule of Compensation), and Exhibit D (Schedule of Performance) also constitute a part of this Agreement and are incorporated into this Agreement by this reference. Except as set forth in Section 1.10 regarding Exhibit B, this Agreement controls over the Contract Documents and the provisions in Exhibits A, B and C.

1.3 Compliance with Law.

Consultant shall keep itself informed concerning all ordinances, resolutions, statutes, rules, and regulations of City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered, and shall render all Services hereunder in accordance therewith.

1.4 Licenses, Permits, Fees and Assessments.

Consultant shall obtain and maintain during the term of this Agreement, at its sole cost and expense, all necessary licenses, permits, certificates and approvals required by law for the performance of Services under this Agreement, including a City business license. Consultant shall have the sole obligation to pay for all fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and which arise from or are necessary for Consultant’s performance of the Services required by this Agreement. Consultant shall indemnify, defend and hold harmless City, its officers, employees or agents, against all such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.5 Familiarity with Services.

By executing this Agreement, Consultant warrants that Consultant: (i) has thoroughly investigated and considered the Scope of Services to be performed, (ii) has carefully considered how the Services should be performed, and (iii) fully understands the facilities and any difficulties and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions existing therein, prior to commencement of Services hereunder. Should Consultant discover any latent or unknown conditions, which will materially affect the performance of the Services hereunder, Consultant shall immediately inform City of such fact and shall not proceed except at Consultant’s risk until written instructions are received from the Contract Officer (defined in Section 1.12. A).

1.6 Prevention of Loss and Damages.

Consultant shall adopt reasonable methods during the Term (defined in Section 3.4) to furnish continuous protection to the work product, and the equipment, materials, papers, 395
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documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the Services by City, except such losses or damages as may be caused by City’s own negligence.

1.7 Further Responsibilities of Parties.

Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonable necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither Party shall be responsible to perform the Services of the other.

1.8 Additional Services.

City shall have the right at any time during the performance of the Services, without invalidating this Agreement, to order extra services beyond that specified in the Scope of Services or to make changes by altering, adding to or deducting from the Services. No such extra services may be undertaken unless a written order is first given by the Contract Officer to Consultant, which written order incorporates therein an adjustment in (i) the Contract Sum (as defined in Section

2.1), and/or (ii) the Schedule of Performance, (as defined in Section 3.2), and which written order is approved in writing by Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum, or $25,000, whichever is less; or in the Schedule of Performance of up to one hundred eighty (180) days may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to Services which are specifically set forth in the Scope of Services or which are reasonably contemplated therein. Consultant hereby acknowledges that it accepts the risk that the Services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor.

1.9 Facilities and Equipment.

Except as otherwise provided, Consultant shall, at its own cost and expense, provide all facilities and equipment necessary to perform the Services required by this Agreement. City shall make available to Consultant only physical facilities such as desks, filing cabinets, and conference space (“City Facilities”), as City deems, in its sole discretion, to be reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and the information in possession of City. The location, quality, and time of furnishing City Facilities shall be in the sole discretion of City. In no event shall City be required to furnish any facilities that may involve incurring any direct expense, including but not limited to a computer, long distance telephone, network data, internet or other communication charges, vehicles and reproduction facilities.

1.10 Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit B and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit B and any other provisions of this Agreement, the provisions of Exhibit B shall govern. 396
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1.11 Corrections.

In addition to the indemnification obligations set forth in Article 4, and Sections 1.4, 1.13,

5.3, 5.4, and 6.3, Consultant shall correct, at its expense, all errors in the Services which may be disclosed during City’s review of Consultant’s report or plans. Should Consultant fail to make such correction(s) in a reasonably timely manner, such correction(s) may be made by City, and the cost thereof shall be charged to Consultant. In addition to all other available remedies, City may deduct the cost of such correction(s) from any retention amount held by City, or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the cost of correction(s), as provided in Section 6.3.

1.12 Party Representatives.

A. Contract Officer: For the purposes of this Agreement, the Contract Officer shall be the City Manager, or such other person designated in writing by the City Manager (“Contract Officer”). Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of City required hereunder to carry out the terms of this Agreement.

B. Principals and Personnel of Consultant.
1) Consultant Representative: The following principal of Consultant is hereby designated as being the Consultant Representative authorized to act on Consultant’s behalf regarding the Services specified herein and make all decisions in connection therewith:

Name Title
Jason Stack President
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing Consultant Representative were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing Consultant Representative shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the Services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Consultant Representative. For purposes of this Agreement, the foregoing Consultant Representative may not be replaced nor may their responsibilities be substantially reduced or reassigned by Consultant without the express written approval of City. It shall be Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the Services, and Consultant shall refer any decisions which must be made by City to the Contract Officer. 2) Consultant’s Personnel: Consultant has, or will secure at its own expense, all personnel required to perform the Services required under this Agreement. All of the Services required under this Agreement shall be performed by Consultant or under its supervision, and all personnel engaged in the Services shall be qualified to perform such Services. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and sub-contractors, if any, assigned to perform the Services required under this Agreement. 397
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Consultant shall notify City of all changes in Consultant’s staff and sub-contractors, if any, assigned to perform the Services required under this Agreement, prior to and during any such performance. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires to reassign any staff or sub-contractor of Consultant, City shall give notice as set forth in Section 8.1. Consultant shall, immediately upon the receipt of the notice to re-assign staff from City, reassign such person or persons.

1.13 Independent Contractor.

A. Consultant is an independent contractor and not an employee of City.

Consultant shall have no power to incur any debt, obligation, or liability on behalf of City. All Services provided pursuant to this Agreement shall be performed by Consultant or under its supervision. Consultant will determine the means, methods, and details of performing the Services. Any additional personnel performing Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.

B. Consultant shall indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from Consultant’s personnel practices. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this Section.

1.14 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Consultant, the Consultant Representative and employees were a substantial inducement for City to enter into this Agreement.

Therefore, Consultant shall not contract with any other entity to perform in whole or in part the Services required hereunder without the express written approval of City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty-five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this 398
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Agreement shall be void. No approved transfer shall release Consultant or any surety of Consultant of any liability hereunder without the express consent of City.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, as full compensation for Services satisfactorily rendered, City shall pay Consultant at the hourly rates set forth in the “Schedule of Compensation” attached hereto as Exhibit C and incorporated herein by this reference. In no event shall Consultant be paid more than Seventy-Four Thousand Seven Hundred Sixty Dollars ($74,760.00) (the “Contract Sum”). The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by City. Coordination of the performance of the Services with City is a critical component of the Services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending those meetings.

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion of the Services, (ii) payment in accordance with specified tasks or the percentage of completion of the Services, (iii) payment for time and materials based upon Consultant’s rates as specified in the Schedule of Compensation, provided that time estimates are provided for the performance of sub tasks, but not exceeding the Contract Sum or (iv) such other methods as may be specified in the Schedule of Compensation.

2.3 Reimbursable Expenses.

City shall only reimburse Consultant for those actual and necessary expenses expressly set forth in Exhibit C. Reimbursable expenses may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual sub-contractor expenses of an approved sub-contractor pursuant to Section 1.14, and only if specified in the Schedule of Compensation.

2.4 Unauthorized Services and Expenses.

City will not pay for any Services or reimburse for any expenses incurred which are not specified in the Scope of Services, unless authorized in writing as set forth in Section 1.8 of this Agreement. City shall make payment for such authorized additional Services and expenses in accordance with Article 2 of this Agreement.

2.5 Invoices.

Each month Consultant shall furnish to City an original invoice for all Services performed and expenses incurred during the preceding month. Each such invoice shall contain all of the information set forth in Section III of Exhibit C to this Agreement. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the 399
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Agreement. Consultant shall not invoice City for any duplicate Services performed by more than one person.

City shall independently review each invoice submitted by Consultant to determine whether the Services performed and expenses incurred are in compliance with the provisions of this Agreement. City will use its best efforts to cause Consultant to be paid within thirty (30) days of receipt of Consultant’s correct and undisputed invoice, except as to any charges for Services performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 6.3. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City of any invoice provided by Consultant shall not constitute waiver of any rights or remedies provided herein or any applicable law.

2.6 Waiver.

Payment to Consultant for Services performed pursuant to this Agreement shall not be deemed to waive any defects in Services performed by Consultant.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement; provided, however, that the foregoing shall not be construed to limit or deprive a Party of the benefits of any grace or use period allowed in this Agreement.

3.2 Schedule of Performance.

Consultant shall commence the Services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all Services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit D and incorporated herein by this reference.

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the Services rendered pursuant to this Agreement may be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Consultant. Such unforeseeable consequences include, but are not restricted to, acts of God or public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including City, if Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the Services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified, subject to the provisions of Section 1.8. The Contract Officer’s determination (or the City Council’s determination, in the event the period of enforced delay exceeds the period specified in Section

1.8) shall be final and conclusive upon the Parties to this Agreement. In no event shall Consultant 400
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be entitled to recover damages against City for any delay in the performance of this Agreement, however caused; Consultant’s sole remedy shall be the extension of the Agreement pursuant to this Section.

3.4 Term.

The Term of this Agreement shall be from the Effective Date through August 31, 2025 unless sooner terminated as provided in Article 6 of this Agreement or extended as provided in Sections 1.8 and 3.3 of this Agreement. Maximum term and any subsequent amendment or modification shall not exceed five (5) years.

ARTICLE 4. INSURANCE AND INDEMNIFICATION

4.1 Minimum Scope and Limits of Insurance.

Consultant shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:

A. Commercial General Liability Insurance with a minimum limit of $1,000,000.00 per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of $2,000,000.00 per project or location. If Consultant is a limited liability company, the commercial general liability coverage shall be amended so that Consultant and its managers, members, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds.

B. Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement with a combined single limit of $1,000,000.00 per accident for bodily injury and property damage. If Consultant does not use any owned, non-owned or hired vehicles in the performance of Services under this Agreement, Consultant shall obtain a non-owned auto endorsement to the Commercial General Liability policy.

C. Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of $1,000,000.00 per accident for bodily injury or disease. If Consultant has no employees while performing Services under this Agreement, workers’ compensation policy is not required; however, Consultant shall execute a declaration that it has no employees.

D. Professional Liability/Errors and Omissions Insurance with minimum limits of $1,000,000.00 per claim and in the aggregate.

4.2 Acceptability of Insurers.

The insurance policies required under this Article shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest 401
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edition of the A.M. Best Insurance Rating Guide. Self-insurance shall not be considered to comply with the insurance requirements under this Article.

4.3 Additional Insured.

The commercial general and automobile liability policies shall contain an endorsement naming City, its officers, employees, agents and volunteers as additional insureds.

4.4 Primary and Non-Contributing.

The insurance policies required under this Article shall apply on a primary noncontributing basis in relation to any other insurance or self-insurance available to City. Any insurance or self-insurance maintained by City, its officers, employees, agents or volunteers, shall be in excess of Consultant’s insurance and shall not contribute with it.

4.5 Consultant’s Waiver of Subrogation.

The insurance policies required under this Article shall not prohibit Consultant and Consultant’s employees, agents or sub-contractors from waiving the right of subrogation prior to a loss. Consultant hereby waives all rights of subrogation against City.

4.6 Deductibles and Self-Insured Retentions.

Any deductibles or self-insured retentions must be declared to and approved by City. At City’s option, Consultant shall either reduce or eliminate the deductibles or self-insured retentions with respect to City; or Consultant shall procure a bond guaranteeing payment of losses and expenses.

4.7 Cancellations or Modifications to Coverage.

Consultant shall not cancel, reduce or otherwise modify the insurance policies required by this Article during the term of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail 30 days’ prior written notice to City. If any insurance policy required under this Article is canceled or reduced in coverage or limits, Consultant shall, within two (2) Business Days (as defined in Section 8.12) of notice from the insurer, phone, fax or notify City via certified mail, return receipt requested, of the cancellation of or changes to the policy.

4.8 City Remedy for Noncompliance.

If Consultant does not maintain the policies of insurance required under this Article in full force and effect during the term of this Agreement, or in the event any of Consultant’s policies do not comply with the requirements under this Article, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Consultant’s expense, the premium thereon.

Consultant shall promptly reimburse City for any premium paid by City, or City may withhold amounts sufficient to pay the premiums from payments due to Consultant. 402
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4.9 Evidence of Insurance.

Prior to the performance of Services under this Agreement, Consultant shall furnish the City Clerk with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Article. The endorsements are subject to City’s approval. Consultant may provide complete, certified copies of all required insurance policies to City. Consultant shall maintain current endorsements on file with the City Clerk.

Consultant shall provide proof to the City Clerk that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two (2) weeks prior to the expiration of the coverages.

4.10 Indemnity Requirements not Limiting.

Procurement of insurance by Consultant shall not be construed as a limitation of Consultant’s liability or as full performance of Consultant’s duty to indemnify City under this Agreement.

4.11 Sub-contractor Insurance Requirements.

Consultant shall require each of its sub-contractors that perform Services under this Agreement to maintain insurance coverage that meets all of the requirements of this Article.

4.12 Indemnification, Hold Harmless, and Duty to Defend.

A. Indemnification of City.
1) To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively “Liabilities”), at law or in equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, agents, servants, employees, sub-contractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.
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2) Consultant shall pay all required taxes on amounts paid to Consultant under this Agreement, and indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant shall fully comply with the workers’ compensation law regarding Consultant and Consultant’s employees. Consultant shall indemnify and hold City harmless from any failure of Consultant to comply with applicable workers’ compensation laws. City may offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this subparagraph A.2. 3) Consultant shall obtain executed indemnity agreements with provisions identical to those in this Article from each and every sub-contractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement.

If Consultant fails to obtain such indemnity obligations, Consultant shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant’s sub-contractor, its officers, agents, servants, employees, sub-contractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant’s sub-contractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties.

B. Workers’ Compensation Acts not Limiting. Consultant’s indemnifications and obligations under this Article, or any other provision of this Agreement, shall not be limited by the provisions of any workers’ compensation act or similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers.

C. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Article shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.

D. Survival of Terms. Consultant’s indemnifications and obligations under this Article shall survive the expiration or termination of this Agreement.

ARTICLE 5. RECORDS, REPORTS, AND RELEASE OF INFORMATION

5.1 Service Records.

Consultant shall keep, and require sub-contractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and Services performed hereunder (the “Service Records”), as shall be necessary to perform the Services required by this Agreement and enable the Contract Officer 404
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to evaluate the performance of such Services. Any and all such Service Records shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such Service Records at all times during normal business hours of City, including the right to inspect, copy, audit and make copies and transcripts from such Service Records. Such Service Records shall be maintained for a period of three (3) years following completion of the Services hereunder, and City shall have access to such Service Records in the event any audit is required. In the event of dissolution of Consultant’s business, custody of the Service Records may be given to City, and access shall be provided by Consultant’s successor in interest (“Consultant’s Successor”). If custody of the Service Records is given to Consultant’s Successor, Consultant shall give written notice to City of the transfer of the Service Records to Consultant’s Successor. The notice shall include contact information (address and telephone number) for Consultant’s Successor, and access shall be provided to City by Consultant’s Successor.

5.2 Reports.

Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the Services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that City is greatly concerned about the cost of Services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Services contemplated herein, Consultant shall promptly notify the Contract Officer of that fact, circumstance, technique or event and the estimated increased or decreased cost related thereto.

5.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “Consultant Documents”) prepared by Consultant, its employees, sub-contractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement. Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the Consultant Documents hereunder. Any use, reuse or assignment of such completed Consultant Documents for other projects and/or use of uncompleted Consultant Documents without specific written authorization by Consultant will be at City’s sole risk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use or assignment. Consultant may retain copies of such Consultant Documents for its own use. Consultant shall have an unrestricted right to use the concepts embodied therein. All sub-contractors shall provide for assignment to City of all Consultant Documents prepared by them; and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom.

5.4 Confidentiality and Release of Information.

A. All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the 405
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public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer.

B. Consultant, its officers, employees, agents or sub-contractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena.

C. If Consultant, or any officer, employee, agent or sub-contractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorneys’ fees, caused by or incurred as a result of Consultant’s conduct.

D. Consultant shall promptly notify City should Consultant, its officers, employees, agents or sub-contractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any Party regarding this Agreement and the Services performed thereunder. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite the response.

ARTICLE 6. ENFORCEMENT OF AGREEMENT AND TERMINATION

6.1 California Law.

This Agreement, and any dispute arising from the relationship between the Parties to this Agreement, shall be interpreted, construed and governed both as to validity and to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.

6.2 Disputes; Default.

A. In the event that City determines Consultant is in default under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any Services performed after the date of default. In addition to the provisions of Section 4.8, and the right to terminate pursuant to Section 6.7, if the City Manager determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, City may serve Consultant with written notice of the default. Consultant shall have ten (10) calendar days after service upon it of the notice in which to cure the default by rendering a satisfactory performance. 406
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In the event that Consultant fails to cure its default within such period of time, City may, notwithstanding any other provision of this Agreement, terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

B. In the event of termination pursuant to this Section, City may take over the Services and prosecute the same to completion by contract or otherwise, and Consultant shall be liable to the extent that the total cost for completion of the Services required hereunder exceeds the compensation herein stipulated (provided that City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Consultant for the purpose of set-off or partial payment of the amounts owed City as provided in Section 6.3.

6.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement): (i) any payment amount of which may be in dispute hereunder or which is necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, (ii) all amounts retained pursuant to the provisions of Section 4.8, (iii) all amounts for which City may be liable to third parties, by reason of Consultant’s acts or omissions in performing or failing to perform Consultant’s obligation under this Agreement, and (iv) all payments due or that become due to Consultant during the period that Consultant or any of its sub-contractors fail to maintain any required insurance in full force and effect, until notice is received by City that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to City, as provided in Section 4.9, above. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Consultant to insure, indemnify, and protect City as elsewhere provided herein.

6.4 Waiver.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement.

Acceptance by City of any Services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver.

Any waiver by either Party of any default must be in writing, and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

6.5 Rights and Remedies are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party 407
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of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

6.6 Legal Action.

In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant must file a statutory claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action against City under this Agreement.

6.7 Termination Prior to Expiration of Term.

This Article 6 shall govern any termination of this Agreement except as specifically provided in Section 6.2 for termination for default of Consultant. City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of Consultant, the period of notice may be a shorter time as may be determined by the Contract Officer. In addition, Consultant reserves the right to terminate this Agreement at any time, with or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of City, the period of notice may be a shorter time as Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all Services hereunder except such as may be specifically approved by the Contract Officer. Except where Consultant has initiated termination, Consultant shall be entitled to compensation for all Services rendered prior to the effective date of the notice of termination and for any Services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 6.3. In the event Consultant has initiated termination, Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating Party need not provide the non-terminating Party with the opportunity to cure pursuant to Section 6.2.

6.8 Attorneys’ Fees.

In any litigation or other proceeding by which a Party seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing Party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorneys’ fees. Attorneys’ fees shall include attorney’s fees on any appeal, and in addition the Party entitled to attorneys’ fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 408
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ARTICLE 7. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

7.1 Non-liability of City Officers and Employees.

No officer or employee of City shall be personally liable to Consultant, or Consultant’s Successor, in the event of any default or breach by City or for any amount which may become due to Consultant or Consultant’s Successor, or for breach of any obligation of the terms of this Agreement.

7.2 Conflict of Interest.

Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of Services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or sub-contractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

No officer or employee of City shall have any direct or indirect financial interest in this Agreement within the scope of Government Code section 1090, nor shall any such officer or employee make, participate in making, or use his or her official position to influence, any City decision relating to the Agreement which has a material financial effect on his or her financial interests or the financial interests of any corporation, partnership or association in which he or she is, directly or indirectly, interested, in violation of any State statute or regulation. Consultant warrants that it has not paid or given, and will not pay or give any third party any money or other consideration for obtaining this Agreement.

Consultant and its officers, employees, associates and sub-contractors, if any, shall comply with all conflict of interest statutes of the State of California applicable to Consultant’s Services under this Agreement, including the Political Reform Act (Gov. Code § 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant may perform similar services for other clients; but Consultant and its officers, employees, associates and subcontractors shall not, without the Contract Officer’s prior written approval, perform services for another person or entity for whom Consultant is not currently performing services that would require Consultant or one of its officers, employees, associates or sub-contractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute. Consultant shall incorporate a clause substantially similar to this Section into any subcontract that Consultant executes in connection with the performance of this Agreement.

7.3 Covenant Against Discrimination.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, or ancestry in the performance of this Agreement.

Consultant shall take affirmative action to insure that applicants are employed, and that employees 409
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are treated during employment, without regard to their race, color, creed, religion, sex, marital status, national origin, or ancestry, or other protected class.

7.4 Unauthorized Aliens.

Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of Services covered by this Agreement, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City.

ARTICLE 8. MISCELLANEOUS PROVISIONS

8.1 Notices.

Any notice, demand, request, document, consent, approval, bill, invoice, report or other communication required or permitted under this Agreement shall be in writing and conclusively deemed effective: (a) on confirmed delivery by courier service or overnight delivery service during Consultant’s and City’s regular business hours; or (b) three (3) Business Days after deposit in the United States mail, by certified or registered mail, and addressed to the Party to be notified as set forth below:

If to City Attn: Patrick Safari
City Engineer
City of Banning
99 East Ramsey Street
Banning, California 92220
Email: [email protected]
With a courtesy copy to: Serita R. Young, City Attorney Richards, Watson & Gershon
350 South Grand Avenue, 37th Floor
Los Angeles, California 90071
Email: [email protected]
If to Consultant: Attn: Jason Stack
President
STC Traffic, Inc.
5973 Avenida Encinas, Suite 218
Carlsbad, CA 92008
Email: [email protected]
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8.2 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

8.3 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

8.4 Integration; Amendment.

This Agreement, and all exhibits referred to in this Agreement, constitute the final, complete and exclusive statement of the terms of the agreement between the Parties pertaining to the subject matter of this Agreement and supersede all other and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the Parties, and none shall be used to interpret this Agreement. No Party has been induced to enter into this Agreement by, nor is any Party relying on, any representation or warranty except those expressly set forth in this Agreement. No amendment to or modification of this Agreement, nor any provision or breach hereof waived, shall be valid unless made in writing and approved by Consultant and by City Council. The Parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

8.5 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties hereunder unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.

8.6 Mutual Cooperation.

A. City’s Cooperation. City shall provide Consultant with all pertinent data, documents and other requested information as is reasonably available for Consultant’s proper performance of the Services required under this Agreement.

B. Consultant’s Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance of Services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires. 411
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8.7 No Third Party Beneficiaries Intended.

This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.

8.8 Final Payment Acceptance Constitutes Release.

The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant’s Services. Acceptance of payment shall be any negotiation of City’s check or the failure to make a written extra compensation claim within ten (10) calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, sub-contractors and agents for the accuracy and competency of the information provided and/or Services performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the Services prepared by Consultant, its employees, sub-contractors and agents.

8.9 Non-Appropriation of Funds.

Payments to be made to Consultant by City for Services performed within the current fiscal year which are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Consultant’s Services beyond the current fiscal year, this Agreement shall cover payment for Consultant’s Services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year.

8.10 Headings.

The headings in this Agreement are included solely for convenience of reference and shall not affect the interpretation of any provision of this Agreement or any of the rights or obligations of the Parties to this Agreement.

8.11 Word Usage.

Unless the context clearly requires otherwise, (a) the words “shall,” “will” and “agrees” are mandatory and “may” is permissive; (b) “or” is not exclusive; and (c) “includes” or “including” are not limiting.

8.12 Business Days.
“Business Days” refers to days that the Banning City Hall is open for business.

8.13 Corporate Authority.

The persons executing this Agreement on behalf of the Parties hereto warrant that (i): such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver 412
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this Agreement on behalf of that Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which that Party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

8.14 Electronic Signatures.

Each Party may adopt as its signature an electronic identification consisting of a symbol or code that is affixed to or contained in each document transmitted by such Party (“electronic signature”). The Parties hereto herby agree that electronic signatures are acceptable, shall have the same force and effect under the law as original wet signatures, and shall be sufficient to verify that the Parties have executed this Agreement and such other documents transmitted by the Parties.
[SIGNATURES ON FOLLOWING PAGE]
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IN WITNESS WHEREOF the Parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF BANNING CONSULTANT
Douglas Schulze, Date
City Manager
NAME: Date
TITLE:

NAME: Date
TITLE:

ATTEST:

Tax ID No.

Caroline Patton Date
Administrative City Clerk
Address:

NOTE: PROOF OF AUTHORITY TO BIND CONTRACTING PARTY REQUIRED. APPROPRIATE

ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.
414
Exhibit “A”-1
EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant will perform the following Services in connection with providing Design of Traffic Signal Hardware Upgrade prepared in connection therewith:

II. As part of the Services, Consultant will prepare and deliver the following tangible work products and services to City:
415
STC Traffic, Inc. | City of Banning
– Upgrade of Traffic Signal Hardware RFP-24-0641
EXHIBIT "A" Exhibit "A" -
2 416
STC Traffic, Inc. | City of Banning
– Upgrade of Traffic Signal Hardware RFP-24-0642
EXHIBIT "A" Exhibit "A" -
3 417
STC Traffic, Inc. | City of Banning
– Upgrade of Traffic Signal Hardware RFP-24-0643
EXHIBIT "A" Exhibit "A" -
4 418
STC Traffic, Inc. | City of Banning – Upgrade of Traffic Signal Hardware RFP-24-064 4 •
•
•
•
•
EXHIBIT "A" Exhibit "A" - 5
419
STC Traffic, Inc. | City of Banning – Upgrade of Traffic Signal Hardware RFP-24-064 5 •
•
•
•
•
•
•
EXHIBIT "A" Exhibit "A" - 6
420
STC Traffic, Inc. | City of Banning – Upgrade of Traffic Signal Hardware RFP-24-064 6 •
•
•
•
•
•
EXHIBIT "A" Exhibit "A" - 7
421
STC Traffic, Inc. | City of Banning – Upgrade of Traffic Signal Hardware RFP-24-064 7 •
•
•
•
EXHIBIT "A" Exhibit "A" - 8
422
STC Traffic, Inc. | City of Banning – Upgrade of Traffic Signal Hardware RFP-24-064 8 •
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
EXHIBIT "A" Exhibit "A" - 9
423
Exhibit “A”-10
III. In addition to the requirements of Parts I and II of this Scope of Services, during the performance of the Services, Consultant will keep City appraised through periodic status reports regarding the performance of the Services under this Agreement as set forth below and in Section 5.2, by the following means:
a. In-person meetings and/or teleconferences.
b. Email updates/questions to applicant team and City while reviews are underway.
c. Conference calls.

IV. All work product is subject to review and acceptance by City. If the City determines that any work product is unacceptable, for any reason, it must be revised by Consultant without additional charge to City until found satisfactory and accepted by City. 424
Exhibit “B”-1
EXHIBIT “B”

SPECIAL REQUIREMENTS

TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS

1. This Agreement calls for services that, in whole or in part, constitute “public works” as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code (“Chapter 1”). Further, Consultant acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. Therefore, as to those Services that are “public works,” Consultant shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein.

2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 above.

3. Consultant shall be registered with the Department of Industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement. Consultant shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Consultant and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If the Consultant or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Consultant shall immediately notify City.

4. Pursuant to Labor Code Section 1771.4, Consultant’s Services are subject to compliance monitoring and enforcement by DIR. Consultant shall post job site notices, as prescribed by DIR regulations.

5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Consultant acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Consultant shall post such rates at each job site covered by this Agreement.

6. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Consultant shall, as a penalty to City, forfeit $200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor.

7. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform City of the location of the records.
425
Exhibit “B”-2

8. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative Code Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations.

Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Consultant and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement.

9. The Consultant shall not perform Work with any Subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. The Consultant and Subcontractors shall not be debarred or suspended throughout the duration of this Agreement pursuant to Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. If the Consultant or any subcontractor becomes debarred or suspended during the duration of the project, the Consultant shall immediately notify City.

10. Consultant acknowledges that eight hours labor constitutes a legal day’s work.

Consultant shall comply with and be bound by Labor Code Section 1810. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by the Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Consultant in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay.

11. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Consultant hereby certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”
Date______________ Signature___________________________ 426
Exhibit “B”-3

12. For every subcontractor who will perform work on the project, Consultant shall be responsible for such subcontractor’s compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Consultant shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor’s compliance, including, without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any failure.
427
Exhibit “C”-1
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Consultant shall perform the following tasks (“Tasks”) at the following rates as attached as Exhibit C-1.

II. Within the budgeted amounts for each Task, and with the approval of the Contract Officer, funds may be shifted from one Task sub-budget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Services are approved per Section 1.8.

III. City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the Services performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved sub-contractor labor, supplies, equipment, materials, and travel properly charged to the Services. 428
Exhibit “C-1”-1
EXHIBIT “C-1”
CONSULTANT’S BILLING RATE AND TASK SCHEDULE
429
Exhibit “C-1”-2
430
Exhibit “D”- 1
EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all Services timely, and deliver the specified tangible work products to City in accordance with the schedule attached as Exhibit D-1.

II. The Contract Officer may approve extensions for performance of the Services in accordance with Sections 1.8 and 3.3.
431
Exhibit “D-1”- 1
EXHIBIT “D-1”

PROPOSED PROJECT SCHEDULE
432
RESOLUTION 2021-91

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BANNING, CALIFORNIA,

AUTHORIZING THE EXECUTION OF THE CALIFORNIA DEPARTMENT OF

TRANSPORTATION HIGHWAY SAFETY IMPROVEMENT PROGRAM STATE-AID MASTER AGREEMENT NO. 08-5214S21 AND PROGRAM SUPPLEMENT
AGREEMENTS NO. HSIPSL-5214(013) AND NO. HSIPSL-5214(014) WHEREAS, the City of Banning submitted a grant application to the State of California Department of Transportation Cycle 10 Highway Safety Improvement Program Benefit Cost Ratio category on October 15, 2020, for the purpose of making intersection improvements and installing sidewalks at the Omar/Ramsey Intersection; and WHEREAS, the City of Banning submitted a grant application to the State of California Department of Transportation Cycle 10 Highway Safety Improvement Program Funding Set-asides category on October 15, 2020, for the purpose of installing/upgrading pedestrian crossings at four non-signalized intersections on Ramsey Street; and WHEREAS, the City of Banning was notified on March 26, 2021, that the two grant applications were approved; and
WHEREAS, Master Agreement 08-5214S21 and the two corresponding Program Supplement Agreements HSIPSL-5214(013) (Ramsey-Omar Intersection Improvements and Sidewalk) for $18,800 and HSIPSL-5214(014) (Ramsey St. intersections) for $13,300 must be executed with Caltrans before grant funds may be claimed.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Banning as follows:

SECTION 1. Authorizes the City Manager or his designee to execute the Caltrans Master Agreement 08-5214S21, Program Supplement Agreement No. HSIPSL-5214(013), and Program Supplement Agreement No. HSIPSL-5214(014) and any related documents on behalf of the City of Banning.

PASSED, APPROVED AND ADOPTED this 12th day of October, 2021.

Resolution 2021-91

Page 1 of 3 ends

City of Banning
433
ATTEST:

Caroline Patton, De
City of Banning

APPROVED AS TO FORM AND
LEGAL CONTENT:

Kevin G. Ennis, City Attorney
Richards, Watson & Gershon
Resolution 2021 -91

Page 2 of 3 ends

434
CERTIFICATION:

I, Caroline Patton, Deputy City Clerk of the City of Banning, California, do hereby certify that the foregoing Resolution 2021-91 , was duly adopted by the City Council of the City of Banning, California, at a regular meeting thereof held on the 12th day of October 2021 by the following vote, to wit:

AYES: Council Members Hamlin, Happe, Pingree, Sanchez, and Mayor Wallace.

NOES:

ABSENT:

ABSTAIN:

Resolution 2021-91

Page 3 of 3 ends

Caroline Patton, D uty City Clerk
City of Banning, Californic;1
435
RESOLUTION 2023-167

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BANNING, CALIFORNIA,

APPROVING PROGRAM SUPPLEMENT AGREEMENTS WITH THE STATE OF

CALIFORNIA DEPARTMENT OF TRANSPORTATION FOR THREE HIGHWAY SAFETY IMPROVEMENT CYCLE 11 GRANTS FOR THE TRAFFIC SIGNAL

HARDWARE UPGRADE AT SEVENTEEN SIGNALIZED INTERSECTIONS,

PEDESTRIAN CROSSINGS UPGRADE AT NINETEEN INTERSECTIONS AND WILSON STREET/12TH STREET INTERSECTION IMPROVEMENTS
WHEREAS, on September 9, 2022, the City of Banning submitted a grant application to the State of California Department of Transportation ( Caltrans) Cycle 11 Highway Safety Improvement Program for the upgrade of traffic signal hardware at seventeen ( 17) signalized intersections throughout the City; and WHEREAS, on September 9, 2022, the City of Banning submitted a grant application to the State of California Department of Transportation Cycle 11 Highway Safety Improvement Program for the upgrade of pedestrian crossings at nineteen ( 19) intersections throughout the City; and
WHEREAS, on September 9, 2022, the City of Banning submitted a grant application to the State of California Department of Transportation Cycle 11 Highway Safety Improvement Program for the improvement of Wilson Street and 12th Street intersection; and
WHEREAS, on March 9, 2023, the City received notification from Caltrans that the City's three (3) HSIP grant applications selected for funding; and WHEREAS, to proceed with the Preliminary Engineering ( PE) phase, the City and Caltrans must execute Program Supplement Agreements No. HSIPSL-5214(016) for 54,000, HSIPSL-5214(017) for $76,500 and HSIPSL-5214(018) for $44,460 as part of the funding authorization process.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Banning as follows:

SECTION 1. The City Council approves Program Supplement Agreements with Caltrans for three (3) Highway Safety Improvement ( HSIP) Cycle 11 grants for the Traffic Signal Hardware Upgrade at 17 Signalized Intersections, Pedestrian Crossings Upgrade at 19 Intersections and Wilson Street/12th Street Intersection Improvements.

SECTION 2. The City Council authorizes the City Manager or his designee to execute Program Supplement Agreements No. HSIPSL-5214(016), HSIPSL-5214(017) and HSIPSL-5214(018).

Resolution 2023- 167

Page 1 of 6 ends

436
SECTION 3 . The City Clerk shall certify to the adoption of this resolution and shall cause a certified resolution to be filed in the book of original resolutions.

PASSED, APPROVED AND ADOPTED this 10th day of October 2023.

ATTEST:
aroline Patton , D
City of Banning

APPROVED AS TO FORM AND
LEGAL CONTENT:

Serita R. Young , City Attorney
Richards , Watson & Gershon
Resolution 2023- 167

Page 2 of 6 ends

Albert , Mayor
City o
437
CERTIFICATION:

I, Caroline Patton, Deputy City Clerk of the City of Banning , California , do hereby certify that the foregoing Resolution 2023-167 , was duly adopted by the City Council of the City of Banning, California , at a regular meeting thereof held on the 10th day of October 2023 by the following vote, to wit:

AYES: Flynn , Gonzales , Minjares, Sanchez, and Wallace.

NOES:

ABSENT:

ABSTAIN:

Resolution 2023-167

Page 3 of 6 ends

Caroline Patton , Dep , City Clerk
City of Banning, Califo rn,a
438
Resolution 2023- 167

Page 4 of 6 ends

Exhibit A
HSIP Agreement 1
439
PROGRAM SUPPLEMENT NO. 00000A277
to

ADMINISTERING AGENCY- STATE AGREEMENT
FOR STATE FUNDED PROJECTS NO 08-5214S21
Adv. Project ID
0824000001
Date: September 19, 2023
Location: 08- RIV- 0-BAN
Project Number: HSIPSL- 5214( 016)
E.A. Number:

Locode: 5214
This Program Supplement, effective 9/7/2023, hereby adopts and incorporates into the Administering Agency- State Agreement No. 08-5214S21 for State Funded Projects which was entered into between the ADMINISTERING AGENCY and the STATE with an effective date of 10/14/2021 and is subject to all the terms and conditions thereof. This PROGRAM SUPPLEMENT is executed in accordance with Article I of the aforementioned Master Agreement under authority of Resolution No. approved by the ADMINISTERING AGENCY on ( See copy attached).

The ADMINISTERING AGENCY further stipulates that as a condition to the payment by the State of any funds derived from sources noted below encumbered to this project, Administering Agency accepts and will comply with the Special Covenants and remarks set forth on the following pages.

PROJECT LOCATION: 17 signalized intersections throughout the City of Banning.

TYPE OF WORK: Upgrade Signals
Estimated Cost State Funds
STATE $ 54, 000. 00
60, 000. 00

CITY OF BANNING
By
Title
Date
Attest
LENGTH: 0.0(MILES)
Matching Funds

LOCAL OTHER
6,000. 00

STATE OF CALIFORNIA
Department of Transportation
By
Chief, Office of Project Implementation
Division of Local Assistance
Date
I hereby certify upon my personal knowledge that budgeted funds are available for this encumbrance:

0.00 Accounting Officer Date 9/19/2023 $ 54,000. 00
Program Supplement 08-- 521- A277- SERIAL Page 1 of3
440
08- RIV- 0-BAN
HSIPSL- 5214( 016)

SPECIAL COVENANTS OR REMARKS

1. A. This PROJECT has received STATE funds from Highway Safety Improvement Program HSIP). The ADMINISTERING AGENCY agrees to administer the PROJECT in accordance with the Highway Safety Improvement Program ( HSIP) Guidelines, the Local Assistance Procedures Manual ( LAPM), the Local Assistance Program Guidelines ( LAPG), and this PROGRAM SUPPLEMENT.

B. The STATE funds for this PROJECT may be provided under one or more phases, which are Preliminary Engineering ( PE), Right-of-Way (R/W) and Construction ( Con).

A phase-specific fund allocation is required, in addition to other requirements, before reimbursable work can occur for the phase identified. Each allocation will be assigned an effective date and identify the amount of funds allocated per phase. Unless otherwise determined, the effective date of the phase-specific allocation will constitute the start of reimbursable expenditures for the phase. The STATE funds available for reimbursement will be limited to the amount allocated by the STATE for the phase.

C. At the time of the first fund allocation approval for the Project, this PROGRAM SUPPLEMENT, a STATE-approved Allocation Letter and STATE Finance Letter are prepared to allow reimbursement of eligible PROJECT expenditures for the phase allocated.

D. STATE and ADMINISTERING AGENCY agree that any additional fund allocations made after the execution of this PROGRAM SUPPLEMENT, for the phase that has been authorized in the first fund allocation approval or for a new phase, will be encumbered on this PROJECT by use of a STATE-approved Allocation Letter and a STATE Finance Letter and are subject to the terms and conditions thereof.

E. This PROJECT is subject to the delivery requirements enacted by the HSIP guidelines. The delivery requirements may be accessed at: https://dot.ca.gov/programs/local-assistance/fedand-state-programs/highway-safety-improvement-program/delivery-requirements-statusapproved-projects.

F. Award information shall be submitted by the ADMINISTERING AGENCY to the District Local Assistance Engineer immediately after project contract award and prior to the submittal of the ADMINISTERING AGENCY'S first invoice for the construction contract. Failure to do so will cause a delay in the State processing of invoices for the construction phase.

G. The ADMINISTERING AGENCY shall invoice STATE for PE, R/W and CON costs no later than 180 days after the end of expenditure the phase. For construction costs, the ADMINISTERING AGENCY has 180 days after project completion or contract acceptance to make the final payment to the contractor, prepare the final Report of Expenditures and final invoice, and submit to STATE for verification and
Program Supplement 08-- 521- A277- SERIAL Page 2 of3
441
08- RIV- 0-BAN
HSIPSL- 5214( 016)

SPECIAL COVENANTS OR REMARKS
payment.

H. ADMINISTERING AGENCY agrees to submit the final report documents that collectively constitute a " Report of Expenditures" within one hundred eighty ( 180) days of PROJECT completion. Failure of ADMINISTERING AGENCY to submit a "Final Report of Expenditures" within 180 days of PROJECT completion will result in STATE imposing sanctions upon ADMINISTERING AGENCY in accordance with the current LAPM provisions.

I. ADMINISTERING AGENCY agrees to comply with the requirements in 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards ( applicable to Federal and State Funded Projects).

J. By executing this PROGRAM SUPPLEMENT, ADMINISTERING AGENCY agrees to provide the STATE, upon request, with the information related to the PROJECT for the purpose of project evaluation or other purposes.

K. The ADMINISTERING AGENCY shall construct the PROJECT in accordance with the scope of work presented in the application and approved by the State. Any changes to the approved PROJECT scope without the prior expressed approval of the State are ineligible for reimbursement and may result in the entire PROJECT becoming ineligible for reimbursement.

Program Supplement 08-- 521- A277- SERIAL Page 3 of3
442
Resolution 2023- 167

Page 5 of 6 ends

Exhibit B
HSIP Agreement 2
443
PROGRAM SUPPLEMENT NO. 00000A278
to

ADMINISTERING AGENCY- STATE AGREEMENT
FOR STATE FUNDED PROJECTS NO 08- 5214S21
Adv. Project ID
0824000002
Date: September 19, 2023
Location: 08- RIV- 0-BAN
Project Number: HSIPSL- 5214( 017)
E.A. Number:

Locode: 5214
This Program Supplement, effective 917/ 2023, hereby adopts and incorporates into the Administering Agency- State Agreement No. 08- 5214S21 for State Funded Projects which was entered into between the ADMINISTERING AGENCY and the STATE with an effective date of 10/ 14/ 2021 and is subject to all the terms and conditions thereof. This PROGRAM SUPPLEMENT is executed in accordance with Article I of the aforementioned Master Agreement under authority of Resolution No. approved by the ADMINISTERING AGENCY on ( See copy attached).

PROJECT LOCATION: 19 intersections throughout the City of Banning.

TYPE OF WORK: Pedestrian Walkway
Estimated Cost State Funds
STATE $ 76, 500. 00
85, 000. 00

CITY OF BANNING
By
Title
Date
Attest
LENGTH: 0.0(MILES)
Matching Funds

LOCAL OTHER
8,500. 00

0.00 Accounting Officer Date 9/19/2023 $ 76, 500. 00
Program Supplement 08-- 521- A278- SERIAL Page 1 of 3
444
08- RIV- 0-BAN
HSIPSL- 5214( 017)

SPECIAL COVENANTS OR REMARKS

8. The STATE funds for this PROJECT may be provided under one or more phases, which are Preliminary Engineering ( PE), Right-of-Way ( R/W) and Construction ( Con).

A phase- specific fund allocation is required, in addition to other requirements, before reimbursable work can occur for the phase identified. Each allocation will be assigned an effective date and identify the amount of funds allocated per phase. Unless otherwise determined, the effective date of the phase- specific allocation will constitute the start of reimbursable expenditures for the phase. The STATE funds available for reimbursement will be limited to the amount allocated by the STATE for the phase.

D. STATE and ADMINISTERING AGENCY agree that any additional fund allocations made after the execution of this PROGRAM SUPPLEMENT, for the phase that has been authorized in the first fund allocation approval or for a new phase, will be encumbered on this PROJECT by use of a STATE- approved Allocation Letter and a STATE Finance Letter and are subject to the terms and conditions thereof.

E. This PROJECT is subject to the delivery requirements enacted by the HSIP guidelines. The delivery requirements may be accessed at: https://dot.ca.gov/programs/ local-assistance/ fedand-state-programs/ highway- safety-improvement- program/ delivery- requirements- statusapproved- projects.

F. Award information shall be submitted by the ADMINISTERING AGENCY to the District Local Assistance Engineer immediately after project contract award and prior to the submittal of the ADMINISTERING AGENCY' S first invoice for the construction contract. Failure to do so will cause a delay in the State processing of invoices for the construction phase.

G. The ADMINISTERING AGENCY shall invoice STATE for PE, R/W and CON costs no later than 180 days after the end of expenditure the phase. For construction costs, the ADMINISTERING AGENCY has 180 days after project completion or contract acceptance to make the final payment to the contractor, prepare the final Report of Expenditures and final invoice, and submit to STATE for verification and
Program Supplement 08-- 521- A278- SERIAL Page 2 of3
445
08- RIV- 0-BAN
HSIPSL- 5214( 017)

SPECIAL COVENANTS OR REMARKS
payment.

Program Supplement 08-- 521- A278- SERIAL Page 3 of3
446
Resolution 2023- 167

Page 6 of 6 ends

ExhibitC
HSIP Agreement 3
447
PROGRAM SUPPLEMENT NO. 0O000A279
to

ADMINISTERING AGENCY- STATE AGREEMENT
FOR STATE FUNDED PROJECTS NO 08- 5214S21
Adv. Project ID
0824000003
Date: September 19, 2023
Location: 08- RIV- 0-BAN
Project Number: HSIPSL- 5214( 018)
E.A. Number:

Locode: 5214
This Program Supplement, effective 9/7/2023, hereby adopts and incorporates into the Administering Agency- State Agreement No. 08- 5214S21 for State Funded Projects which was entered into between the ADMINISTERING AGENCY and the STATE with an effective date of 10/ 14/ 2021 and is subject to all the terms and conditions thereof. This PROGRAM SUPPLEMENT is executed in accordance with Article I of the aforementioned Master Agreement under authority of Resolution No. approved by the ADMINISTERING AGENCY on ( See copy attached).

PROJECT LOCATION: The intersection of Wilson St with 12th St.

TYPE OF WORK: Pedestrian Walkway
Estimated Cost State Funds
STATE $ 44, 460. 00
49, 400. 00

CITY OF BANNING
By
Title
Date
Attest
LENGTH: O.0(MILES)
Matching Funds

LOCAL OTHER
4,940. 00

0.00 Accounting Officer Date 9/19/2023 $ 44, 460. 00
Program Supplement 08- 521- A279- SERIAL Page 1 of 3
448
08- RIV- O-BAN
HSIPSL- 5214( 018)

SPECIAL COVENANTS OR REMARKS

8. The STATE funds for this PROJECT may be provided under one or more phases, which are Preliminary Engineering ( PE), Right- of-Way ( R/W) and Construction ( Con).

A phase- specific fund allocation is required, in addition to other requirements, before reimbursable work can occur for the phase identified. Each allocation will be assigned an effective date and identify the amount of funds allocated per phase. Unless otherwise determined, the effective date of the phase- specific allocation will constitute the start of reimbursable expenditures for the phase. The STATE funds available for reimbursement will be limited to the amount allocated by the STATE for the phase.

C. At the time of the first fund allocation approval for the Project, this PROGRAM SUPPLEMENT, a STATE- approved Allocation Letter and STATE Finance Letter are prepared to allow reimbursement of eligible PROJECT expenditures for the phase allocated.

D. STATE and ADMINISTERING AGENCY agree that any additional fund allocations made after the execution of this PROGRAM SUPPLEMENT, for the phase that has been authorized in the first fund allocation approval or for a new phase, will be encumbered on this PROJECT by use of a STATE- approved Allocation Letter and a STATE Finance Letter and are subject to the terms and conditions thereof.

E. This PROJECT is subject to the delivery requirements enacted by the HSIP guidelines. The delivery requirements may be accessed at: https:// dot. ca. gov/ programs/ local- assistance/ fedand- state- programs/ highway- safety- improvement- program/ delivery- requirements- statusapproved- projects.

F. Award information shall be submitted by the ADMINISTERING AGENCY to the District Local Assistance Engineer immediately after project contract award and prior to the submittal of the ADMINISTERING AGENCY' S first invoice for the construction contract. Failure to do so will cause a delay in the State processing of invoices for the construction phase.

G. The ADMINISTERING AGENCY shall invoice STATE for PE, R/W and CON costs no later than 180 days after the end of expenditure the phase. For construction costs, the ADMINISTERING AGENCY has 180 days after project completion or contract acceptance to make the final payment to the contractor, prepare the final Report of Expenditures and final invoice, and submit to STATE for verification and
Program Supplement 08-- 521- A279- SERIAL Page 2 of 3
449
08- RIV- 0-BAN
HSIPSL- 5214( 018)

SPECIAL COVENANTS OR REMARKS
payment.

Program Supplement 08-- 521- A279- SERIAL Page 3 of3
450

MASTER AGREEMENT

ADMINISTERING AGENCY-STATE AGREEMENT FOR

STATE-FUNDED PROJECTS
08 District
City of Banning
Administering Agency
Agreement No. 08-5214S21
This AGREEMENT, is entered into effective this ___ day of ____ , 20_, by and between the City of Banning, hereinafter referred to as "ADMINISTERING AGENCY," and the State of California, acting by and through its Department of Transportation (Caltrans), hereinafter referred to as "STATE", and together referred to as "PARTIES" or individually as a "PARTY."
RECITALS:

1. WHEREAS, the Legislature of the State of California has enacted legislation by which certain State funds are made available for use on local transportation related projects of public entities qualified to act as recipients of these state funds; and

2. WHEREAS, ADMINISTERING AGENCY has applied to the California Transportation Commission (CTC} and/or STATE for funding from a State-funded program (herein referred to as STATE FUNDS), as defined in the Local Assistance Program Guidelines (LAPG) and/or in the respective CTC Guidelines, for use on local authorized transportation related projects as a local administered project(s), hereinafter referred to as "PROJECT"; and

3. WHEREAS, said PROJECT will not receive any federal funds; and

4. WHEREAS, before STATE FUNDS will be made available for PROJECT, ADMINISTERING AGENCY and STATE are required to enter into an agreement to establish terms and conditions applicable to the ADMINISTERING AGENCY when receiving STATE FUNDS for a designated PROJECT facility and to the subsequent operation and maintenance of that completed facility.

NOW, THEREFORE, the PARTIES agree as follows:

P::in,:, 1 of 1R
14th October 21
451

ARTICLE I - PROJECT ADMINISTRATION

1. This AGREEMENT shall have no force or effect with respect to any program project unless and until a project- specific Program Supplement to this AGREEMENT for state funded projects, hereinafter referred to as "PROGRAM SUPPLEMENT", has been fully executed by both STATE and ADMINISTERING AGENCY.

2. The State approved project-specific allocation notification letter and approved CTC allocation documentation designate the party responsible for implementing PROJECT, type of work, and location of PROJECT for projects requiring CTC allocation by PROJECT component of work.

3. The PROGRAM SUPPLEMENT sets out special covenants as a condition for the ADMINISTERING AGENCY to receive STATE FUNDS from/through STATE for designated PROJECT. The PROGRAM SUPPLEMENT shall also show these STATE FUNDS that have been initially encumbered for PROJECT along with the matching funds to be provided by ADMINISTERING AGENCY and/or others. Execution of PROGRAM SUPPLEMENT by the PARTIES shall cause ADMINISTERING AGENCY to adopt all the terms of this AGREEMENT as though fully set forth therein in the PROGRAM SUPPLEMENT. Unless otherwise expressly delegated in a resolution by the governing body of ADMINISTERING AGENCY, and with written concurrence by STATE, the PROGRAM SUPPLEMENT shall be approved and managed by the governing body of ADMINISTERING AGENCY.

4. ADMINISTERING AGENCY agrees to execute and return each project-specific PROGRAM SUPPLEMENT. The PARTIES agree that STATE may suspend future allocations, encumbrances and invoice payments for any on- going or future STATE FUNDED PROJECT performed by ADMINISTERING AGENCY if any project-specific PROGRAM SUPPLEMENT is not returned, unless otherwise agreed by STATE in writing.

5. ADMINISTERING AGENCY further agrees, as a condition to the release and payment of STATE FUNDS encumbered for the PROJECT described in each PROGRAM SUPPLEMENT, to comply with the terms and conditions of this AGREEMENT and all the agreed-upon Special Covenants or Remarks incorporated within the PROGRAM SUPPLEMENT, and Cooperative/Contribution Agreement where appropriate, defining and identifying the nature of the specific PROJECT.

6. STATE FUNDS will not participate in any portion of PROJECT work performed in advance of the effective date of allocation by CTC, or by STATE for allocations delegated to STATE by CTC, for said PROJECT.

7. Projects allocated with STATE FUNDS will be administered in accordance with the current CTC STIP Guidelines, applicable chapter(s) of the LAPG, LAPM and/or any other instructions published by STATE.

8. ADMINISTERING AGENCY agrees to ensure compliance with all relevant State laws and requirements for work related to PROJECT, including the California Environmental Quality Act (CEQA).

9. ADMINISTERING AGENCY's eligible costs for preliminary engineering work includes all preliminary work directly related to PROJECT up to contract award for construction, including, but not limited to, environmental studies and permits (E&P), 452
preliminary surveys and reports, laboratory work, soil investigations, the preparation of plans, specifications and estimates (PS&E), advertising for bids, awarding of a contract and project development contract administration.

10. ADMINISTERING AGENCY's eligible costs for construction engineering include actual inspection and supervision of PROJECT construction work; construction staking; laboratory and field testing; and the preparation and processing of field reports, records, estimates, final reports, and allowable expenses of employees/consultants engaged in such activities.

11. Unless the PARTIES agree otherwise in writing, ADMINISTERING AGENCY's employees or its contracted engineering consultant shall be responsible for all PROJECT engineering work.

12. ADMINISTERING AGENCY shall not proceed with final design of PROJECT until final environmental approval of PROJECT. Final design entails the design work necessary to complete the PS&E and other work necessary for a construction contract but not required earlier for environmental clearance of that PROJECT.

13. If PROJECT is not on STATE-owned right-of-way, PROJECT shall be constructed in accordance with Chapter 11 of the LAPM that describes minimum statewide design standards for local agency streets and roads. The design standards for projects off the National Highway System (NHS) allow STATE to accept either the current Caltrans Highway Design Manual standards, the current FHWA-adopted American Association of State Highway and Transportation Officials (AASHTO) A Policy on Geometric Design of Highways and Streets standards, or the approved geometric design standards of ADMINISTERING AGENCY.

Additionally, for projects off the NHS, STATE will accept ADMINISTERING AGENCY-approved standard specifications, standard plans, materials sampling and testing quality assurance programs that meet the conditions described in the then current Local Assistance Procedures Manual.

14. If PROJECT involves work within or partially within STATE-owned right-of-way, that PROJECT shall also be subject to compliance with the policies, procedures and standards of the STATE Project Development Procedures Manual and Highway Design Manual and where appropriate, an executed cooperative agreement between STATE and ADMINISTERING AGENCY that outlines the PROJECT responsibilities and respective obligations of the PARTIES. ADMINISTERING AGENCY and its contractors shall each obtain an encroachment permit through STATE prior to commencing any work within STATE rights-of-way or work which affects STATE facilities.

15. When PROJECT is not on the State Highway System (SHS) but includes work to be performed by a railroad, the contract for such work shall be prepared by ADMINISTERING AGENCY or by STATE, as the PARTIES may hereafter agree. In either event, ADMINISTERING AGENCY shall enter into an agreement with the railroad providing for future maintenance of protective devices or other facilities installed under the contract.

16. ADMINISTERING AGENCY shall comply with the provisions of sections 4450 and 4454 of the California Government Code, as well as other Department of General Services guidance, if applicable, for the contract PS&E for the construction of buildings, structures, sidewalks, curbs and related facilities for accessibility and
453
usability. Further requirements and guidance are provided in Title 24 of the California Code of Regulations.

17. ADMINISTERING AGENCY shall provide a full-time public employee to be in responsible charge of each PROJECT. ADMINISTERING AGENCY shall provide or arrange for adequate supervision and inspection of each PROJECT. ADMINISTERING AGENCY may utilize consultants to perform supervision and inspection work for PROJECT with a fully qualified and licensed engineer. Utilization of consultants does not relieve ADMINISTERING AGENCY of its obligation to provide a full-time public employee to be in responsible charge of each PROJECT.

18. Unless otherwise provided in the PROGRAM SUPPLEMENT, ADMINISTERING AGENCY shall advertise, award, and administer the PROJECT construction contract or contracts.

19. The cost of maintenance, security, or protection performed by ADMINISTERING AGENCY or contractor forces during any temporary suspension of PROJECT or at any other time may not be charged to the PROJECT.

20. ADMINISTERING AGENCY shall submit PROJECT-specific award information to STATE's District Local Assistance Engineer, within sixty (60) days after contract award.

21. ADMINISTERING AGENCY shall submit the final report documents that collectively constitute a "Final Project Expenditure Report", LAPM Exhibit 17-M, within one hundred eighty (180) days of PROJECT completion. Failure by ADMINISTERING AGENCY to submit a "Final Project Expenditure Report", within 180 days of project completion will result in STATE imposing sanctions upon ADMINISTERING AGENCY in accordance with the Local Assistance Procedures Manual.

22. ADMINISTERING AGENCY shall comply with the Americans with Disabilities Act (ADA) of 1990 that prohibits discrimination on the basis of disability and all applicable regulations and guidelines issued pursuant to the ADA.

23. The Governor and the Legislature of the State of California, each within their respective jurisdictions, have prescribed certain nondiscrimination requirements with respect to contract and other work financed with public funds. ADMINISTERING AGENCY agrees to comply with the requirements of the FAIR EMPLOYMENT PRACTICES ADDENDUM, attached hereto as Exhibit A and further agrees that any agreement entered into by ADMINISTERING AGENCY with a third party for performance of work connected with PROJECT shall incorporate Exhibit A (with third party's name replacing ADMINISTERING AGENCY) as parts of such agreement.

24. ADMINISTERING AGENCY shall include in all contracts and subcontracts awarded when applicable, a clause that requires each subcontractor to comply with California Labor Code requirements that all workers employed on public works aspects of any project (as defined in California Labor Code sections 1720-1815) be paid not less than the general prevailing wage rates predetermined by the Department of Industrial Relations as effective at the date of contract award by the ADMINISTERING AGENCY.
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ARTICLE II - RIGHTS-OF-WAY

1. No contract for the construction of a STATE FUNDED PROJECT shall be awarded until all necessary rights of way have been secured. Prior to the advertising for construction of PROJECT, ADMINISTERING AGENCY shall certify and, upon request, shall furnish STATE with evidence that all necessary rights-of-way are available for construction purposes or will be available by the time of award of the construction contract.

2. The furnishing of rights of way by ADMINISTERING AGENCY as provided for herein includes, and is limited to, the following, unless the PROGRAM SUPPLEMENT provides otherwise.
(a) Expenditures of capital and support to purchase all real property required for PROJECT free and clear of liens, conflicting easements, obstructions and encumbrances, after crediting PROJECT with the fair market value of any excess property retained and not disposed of by ADMINISTERING AGENCY.
(b) The cost of furnishing of right-of-way as provided for herein includes, in addition to real property required for the PROJECT, title free and clear of obstructions and encumbrances affecting PROJECT and the payment, as required by applicable law, of damages to owners of remainder real property not actually taken but injuriously affected by PROJECT. (c) The cost of relocation payments and services provided to owners and occupants pursuant to Government Code sections 7260-7277 when PROJECT displaces an individual, family, business, farm operation or nonprofit organization.
( d) The cost of demolition and/or the sale of all improvements on the right-of-way after credit is recorded for sale proceeds used to offset PROJECT costs. (e) The cost of all unavoidable utility relocation, protection or removal. (f) The cost of all necessary hazardous material and hazardous waste treatment, encapsulation or removal and protective storage for which ADMINISTERING AGENCY accepts responsibility and where the actual generator cannot be identified, and recovery made.

3. ADMINISTERING AGENCY agrees to indemnify and hold STATE harmless from any liability that may result in the event the right-of-way for a PROJECT is not clear as certified by ADMINISTERING AGENCY, including, but not limited to, if said right-of-way is found to contain hazardous materials requiring treatment or removal to remediate in accordance with Federal and State laws. ADMINISTERING AGENCY shall pay, from its own non- matching funds, any costs which arise out of delays to the construction of PROJECT because utility facilities have not been timely removed or relocated, or because rights-of-way were not available to ADMINISTERING AGENCY for the orderly prosecution of PROJECT work. 455
ARTICLE Ill - MAINTENANCE AND MANAGEMENT

1. ADMINISTERING AGENCY will maintain and operate the property acquired, developed, constructed, rehabilitated, or restored by PROJECT for its intended public use until such time as the parties might amend this AGREEMENT to otherwise provide. With the approval of STATE, ADMINISTERING AGENCY or its successors in interest in the PROJECT property may transfer this obligation and responsibility to maintain and operate PROJECT property for that intended public purpose to another public entity.

2. Upon ADMINISTERING AGENCY's acceptance of the completed construction contract or upon contractor being relieved of the responsibility for maintaining and protecting PROJECT, ADMINISTERING AGENCY will be responsible for the maintenance, ownership, liability, and the expense thereof, for PROJECT in a manner satisfactory to the authorized representatives of STATE and if PROJECT falls within the jurisdictional limits of another Agency or Agencies, it is the duty of ADMINISTERING AGENCY to facilitate a separate maintenance agreement(s) between itself and the other jurisdictional Agency or Agencies providing for the operation, maintenance, ownership and liability of PROJECT. Until those agreements are executed, ADMINISTERING AGENCY will be responsible for all PROJECT operations, maintenance, ownership and liability in a manner satisfactory to the authorized representatives of STATE. If, within ninety (90) days after receipt of notice from STATE that a PROJECT, or any portion thereof, is not being properly operated and maintained and ADMINISTERING AGENCY has not satisfactorily remedied the conditions complained of, the approval of future STATE FUNDED PROJECTS of ADMINISTERING AGENCY will be withheld until the PROJECT shall have been put in a condition of operation and maintenance satisfactory to STATE. The provisions of this section shall not apply to a PROJECT that has been vacated through due process of law with STATE's concurrence.

3. PROJECT and its facilities shall be maintained by an adequate and well-trained staff of engineers and/or such other professionals and technicians as PROJECT reasonably requires.

Said operations and maintenance staff may be employees of ADMINISTERING AGENCY, another unit of government, or a contractor under agreement with ADMINISTERING AGENCY.

All maintenance will be performed at regular intervals or as required for efficient operation of the complete PROJECT improvements.

4. ADMINISTERING AGENCY shall comply with all applicable law, including but not limited to, all applicable legal authority regarding construction standards. 456

ARTICLE IV - FISCAL PROVISIONS

1. All contractual obligations of STATE are subject to the appropriation of resources by the Legislature and the allocation of resources by the CTC.

2. STATE'S financial commitment of STATE FUNDS will occur only upon the execution of this AGREEMENT, the execution of each project-specific PROGRAM SUPPLEMENT and/or STATE's approved finance letter.

3. ADMINISTERING AGENCY agrees, as a minimum, to submit invoices in arrears for reimbursement of allowable PROJECT costs at least once every six months commencing after the STATE FUNDS are encumbered on either the project-specific PROGRAM SUPPLEMENT or through a project-specific finance letter approved by STATE. STATE reserves the right to suspend future allocations and invoice payments for any on-going or future STATE FUNDED project performed by ADMINISTERING AGENCY if PROJECT costs have not been invoiced by ADMINISTERING AGENCY for a six-month period

4. Invoices shall be submitted on a standardized billing summary template, in accordance with Chapter 5 of the LAPM to claim reimbursement by ADMINISTERING AGENCY. For construction invoices, pay estimates must be included.

5. ADMINISTERING AGENCY must retain at least one copy of supporting backup documentation for allowable costs incurred and claimed for reimbursement by ADMINISTERING AGENCY. ADMINISTERING AGENCY agrees to submit supporting backup documentation with invoices if requested by State. Acceptable backup documentation includes, but is not limited to, agency's progress payment to the contractors, copies of cancelled checks showing amounts made payable to vendors and contractors, and/or a computerized summary of PROJECT costs.

6. Payments to ADMINISTERING AGENCY can only be released by STATE as reimbursements of actual allowable PROJECT costs already incurred and paid for by the ADMINISTERING AGENCY.

7. Indirect Cost Allocation Plans/Indirect Cost Rate Proposals (ICAP/ICRP), Central Service Cost Allocation Plans and related documentation are to be prepared and provided to the Inspector General - Independent Office of Audits and Investigations for review and approval prior to ADMINISTERING AGENCY seeking reimbursement of indirect cost incurred within each fiscal year being claimed for reimbursement. ICAPs/lCRPs must be prepared in accordance with the requirements set forth in 2 CFR, Part 200, Chapter 5 of the LAPM, and the ICAP/ICRP approval procedures established by STATE.

8. STATE will withhold the greater of either two (2) percent of the total of all STATE FUNDS encumbered for each PROGRAM SUPPLEMENT or $40,000 until ADMINISTERING AGENCY submits the Final Report of Expenditures for each completed PROGRAM SUPPLEMENT PROJECT.

9. The estimated total cost of PROJECT, the amount of STATE FUNDS obligated, and the required matching funds may be adjusted by mutual consent of the PARTIES with a finance letter, and an allocation notification letter when applicable. STATE FUNDING may be increased to cover PROJECT cost increases only if such additional funds are available and the CTC and/or STATE concurs with that increase in the
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form of an allocation and finance letter.

10. When such additional STATE FUNDS are not available, ADMINISTERING AGENCY agrees that any increases in PROJECT costs must be defrayed with ADMINISTERING AGENCY's own funds.

11. ADMINISTERING AGENCY shall use its own non-STATE FUNDS to finance the local share of eligible costs and all PROJECT expenditures or contract items ruled ineligible for financing with STATE FUNDS. STATE shall make the final determination of ADMINISTERING AGENCY's cost eligibility for STATE FUNDED financing with respect to claimed PROJECT costs.

12. ADMINISTERING AGENCY will reimburse STATE for STATE's share of costs for work performed by STATE at the request of ADMINISTERING AGENCY. STATE's costs shall include overhead assessments in accordance with section 8755.1 of the State Administrative Manual.

13. STATE FUNDS allocated by the CTC and/or STATE are subject to the timely use of funds provisions approved in CTC Guidelines and State procedures approved by the CTC and STATE.

14. STATE FUNDS encumbered for PROJECT are available for liquidation only for a limited period from the beginning of the State fiscal year when those funds were appropriated in the State Budget. STATE FUNDS not liquidated within these periods will be reverted unless a Cooperative Work Agreement (CWA) is submitted by ADMINISTERING AGENCY and approved by the California Department of Finance in accordance with Section 16304 of the Government Code. The exact date of fund reversion will be reflected in the STATE signed PROJECT finance letter.

15. Payments to ADMINISTERING AGENCY for PROJECT-related travel and subsistence (per diem) expenses of ADMINISTERING AGENCY forces and its contractors and subcontractors claimed for reimbursement or as local match credit shall not exceed rates authorized to be paid to rank and file STATE employees under current California Department of Human Resources (CalHR) rules unless a Cooperative Work Agreement (CWA) is submitted by ADMINISTERING AGENCY and approved by the California Department of Finance in accordance with Government Code section 16304. If the rates invoiced by ADMINISTERING AGENCY are in excess of CalHR rates, ADMINISTERING AGENCY is responsible for the cost difference, and any overpayments inadvertently paid by STATE shall be reimbursed to STATE by ADMINISTERING AGENCY on demand.

16. ADMINISTERING AGENCY agrees to comply with California Government Code 4525- 4529.14. Administering Agency shall undertake the procedures described in California Government Code 4527(a) and 4528(a). Administering Agency shall also comply with 2 CFR Part 200 Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, excluding 2 CFR Part 200.318-200.326.

17. ADMINISTERING AGENCY agrees and will assure that its contractors and subcontractors will be obligated to agree that Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allowability of individual PROJECT cost items.
458
Every recipient and sub-recipient receiving PROJECT funds under this AGREEMENT shall comply with Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards, excluding 2 CFR Part 200.318-200.326Governments. ADMINISTERING AGENCY agrees to comply with the provisions set forth in 23 CFR Parts 140, 645 and 646 when contracting with railroad and utility companies.

18. Every recipient and sub-recipient receiving PROJECT funds under this AGREEMENT shall comply with 2 CFR 200 excluding 2 CFR Part 200.318-200.326, 48 CFR Chapter 1, Part 31, LAPM, Public Contract Code (PCC) 10300- 10334 (procurement of goods), PCC 10335-10381 (non-A&E services), California Government Code 4525-4529.5 including 4527(a) and 4528(a), and other applicable STATE regulations.

19. Any PROJECT costs for which ADMINISTERING AGENCY has received payment or credit that are determined by subsequent audit-to be questioned, disallowed, or unallowable under 2 CFR, Part 200, 48 CFR, Chapter 1, Part 31, 23 CFR Parts 140, 645 and 646, LAPM, Public Contract Code (PCC) 10300-10334 (procurement of goods), PCC 10335-10381 (non-A&E services), California Government Code 4525-4529.5 including 4527(a) and 4528(a), and other applicable STATE regulations are subject to repayment by ADMINISTERING AGENCY to STATE and may result in STATE imposing sanctions on ADMINISTERING AGENCY as described in Chapter 20 of the Local Assistance Procedures Manual.

20. Should ADMINISTERING AGENCY fail to refund any moneys due upon written demand by STATE as provided herein or should ADMINISTERING AGENCY breach this AGREEMENT by failing to complete PROJECT without adequate justification and approval by STATE, then, within thirty (30) days of demand, or within such other period as may be agreed to in writing between the PARTIES hereto, STATE, acting through the State Controller, the State Treasurer, the CTC or any other public entity or agency, may intercept, withhold and demand the transfer of an amount equal to the amount paid by or owed to STATE for each PROJECT, from future apportionments, or any other funds due ADMINISTERING AGENCY from the Highway Users Tax Fund or any other sources of funds, and/or may also withhold approval of future STATE FUNDED projects proposed by ADMINISTERING AGENCY.

21. Should ADMINISTERING AGENCY be declared to be in breach of this AGREEMENT or otherwise in default thereof by STATE, and if ADMINISTERING AGENCY is constituted as a joint powers authority, special district, or any other public entity not directly receiving funds through the State Controller, STATE is authorized to obtain reimbursement from whatever sources of funding are available, including the withholding or transfer of funds, 20from those constituent entities comprising a joint powers authority or by bringing of an action against ADMINISTERING AGENCY or its constituent member entities, to recover all funds provided by STATE hereunder.

22. ADMINISTERING AGENCY acknowledges that the signatory party represents the ADMINISTERING AGENCY and further warrants that there is nothing within a Joint Powers Agreement, by which ADMINISTERING AGENCY was created, if any exists, that would restrict or otherwise limit STATE's ability to recover STATE FUNDS improperly spent by ADMINISTERING AGENCY in contravention of the terms of this AGREEMENT. 459

ARTICLE V

AUDITS, THIRD PARTY CONTRACTING, RECORDS RETENTION AND REPORTS

1. STATE reserves the right to conduct technical and financial audits of PROJECT work and records and ADMINISTERING AGENCY agrees, and shall require its contractors and subcontractors to agree, to cooperate with STATE by making all appropriate and relevant PROJECT records available for audit and copying as required by paragraph three (3) of Article V.

2. ADMINISTERING AGENCY, its contractors and subcontractors shall establish and maintain a financial management system and records that properly accumulate and segregate reasonable, allowable, and allocable incurred PROJECT costs and matching funds by line item for the PROJECT. The financial management system of ADMINISTERING AGENCY, its contractors and all subcontractors shall conform to Generally Accepted Accounting Principles, enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices sent to or paid by STATE.

3. ADMINISTERING AGENCY, ADMINISTERING AGENCY's contractors and subcontractors, and STATE shall each maintain and make available for inspection and audit by STATE, the California State Auditor, or any duly authorized representative of STATE or the United States, all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts, and ADMINISTERING AGENCY shall furnish copies thereof if requested. All of the above-referenced parties shall make such AGREEMENT and PROGRAM SUPPLEMENT materials available at their respective offices at all reasonable times during the entire PROJECT period and for three (3) years, or 35 years for Prop 1 B funds, from the date of final payment to ADMINISTERING AGENCY.

4. ADMINISTERING AGENCY shall not award a construction contract over $25,000 on the basis of a noncompetitive negotiation for work to be performed under this AGREEMENT without the prior written approval of STATE. All contracts awarded by ADMINISTERING AGENCY intended or used as local match credit must meet the requirements set forth in this AGREEMENT regarding local match funds.

5. ADMINISTERING AGENCY shall comply with Chapter 10 (commencing with Section 4525) Division 5 of Title 1 of the Government Code and shall undertake the procedures described in California Government Code 4527(a) and 4528(a). Administering Agency shall comply with Chapter 10 of the LAPM for A&E Consultant Contracts.

6. ADMINISTERING AGENCY shall comply with Government Code Division 5 Title 1 sections 4525-4529.5 and shall undertake the procedures described in California Government Code 4527(a) and 4528(a) for procurement of professional service contracts. Administering Agency shall follow Public Contract Code Section 10335-10381 for other professional service contracts.

7. Any subcontract entered into by ADMINISTERING AGENCY as a result of this AGREEMENT shall contain all of the provisions of Article IV, FISCAL PROVISIONS, and this ARTICLE V, AUDITS, THIRD-PARTY CONTRACTING, RECORDS RETENTION AND REPORTS and shall mandate that travel and per diem reimbursements and thirdp~,,,,, 1 n nf 1 R 460
party contract reimbursements to subcontractors will be allowable as PROJECT costs only after those costs are incurred and paid for by the subcontractors.

8. To be eligible for local match credit, ADMINISTERING AGENCY must ensure that local match funds used for a PROJECT meet the fiscal provisions requirements outlined in ARTICLE IV in the same manner that is required of all other PROJECT expenditures.

9. Except as provided in this Article, this AGREEMENT is solely between and for the benefit of the PARTIES and there are no third-party beneficiaries.

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ARTICLE VI - MISCELLANEOUS PROVISIONS

1. ADMINISTERING AGENCY agrees to use all PROJECT funds reimbursed hereunder only for transportation purposes that are in conformance with Article XIX of the California State Constitution and other California laws.

2. ADMINISTERING AGENCY shall conform to all applicable State and Federal statutes and regulations, and the Local Assistance Program Guidelines and Local Assistance Procedures Manual as published by STATE and incorporated herein, including all subsequent approved revisions thereto applicable to PROJECT unless otherwise designated in the project-specific executed PROJECT SUPPLEMENT.

3. This AGREEMENT is subject to any additional restrictions, limitations, conditions, or any statute enacted by the State Legislature or adopted by the CTC that may affect the provisions, terms, or funding of this AGREEMENT in any manner.

4. ADMINISTERING AGENCY and the officers and employees of ADMINISTERING AGENCY, when engaged in the performance of this AGREEMENT, shall act in an independent capacity and not as officers, employees or agents of STATE.

5. Each project-specific PROGRAM SUPPLEMENT shall separately establish the terms and funding limits for each described PROJECT funded under this AGREEMENT and that PROGRAM SUPPLEMENT. No STATE FUNDS are obligated against this AGREEMENT.

6. ADMINISTERING AGENCY certifies that neither ADMINISTERING AGENCY nor its principals are suspended or debarred at the time of the execution of this AGREEMENT, and ADMINISTERING AGENCY agrees that it will notify STATE immediately in the event a suspension or a debarment occurs after the execution of this AGREEMENT.

7. ADMINISTERING AGENCY certifies, by execution of this AGREEMENT, that no person or selling agency has been employed or retained to solicit or secure this AGREEMENT upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by ADMINISTERING AGENCY for the purpose of securing business. For breach or violation of this warranty, STATE has the right to annul this AGREEMENT without liability, pay only for the value of the PROJECT work actually performed, or in STATE's discretion, to deduct from the price of PROGRAM SUPPLEMENT consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee.

8. In accordance with Public Contract Code section 10296, ADMINISTERING AGENCY hereby certifies under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against ADMINISTERING AGENCY within the immediate preceding two (2) year period because of ADMINISTERING AGENCY's failure to comply with an order of a federal court that orders ADMINISTERING AGENCY to comply with an order of the National Labor Relations Board.

9. ADMINISTERING AGENCY shall disclose any financial, business, or other relationship with STATE that may have an impact upon the outcome of this AGREEMENT or any individual PROJECT encompassed within a PROGRAM SUPPLEMENT. ADMINISTERING AGENCY shall also list current contractors who may have a financial interest in the outcome of a PROJECT undertaken pursuant to this
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AGREEMENT. These disclosures shall be delivered to STATE in a form deemed acceptable by the STATE prior to execution of this AGREEMENT.

10. ADMINISTERING AGENCY hereby certifies that it does not have, nor shall it acquire, any financial or business interest that would conflict with the performance of any PROJECT initiated under this AGREEMENT.

11. ADMINISTERING AGENCY certifies that this AGREEMENT was not obtained or secured through rebates, kickbacks or other unlawful consideration either promised or paid to any STATE employee. For breach or violation of this warranty, STATE shall have the right, in its sole discretion, to terminate this AGREEMENT without liability, to pay only for PROJECT work actually performed, or to deduct from a PROGRAM SUPPLEMENT price or otherwise recover the full amount of such rebate, kickback, or other unlawful consideration.

12. Any dispute concerning a question of fact arising under this AGREEMENT that is not disposed of by agreement shall be decided by the STATE's Contract Manager, who shall be identified to ADMINISTERING AGENCY at the time of execution of this AGREEMENT and, as applicable , any time that Contract Manager changes during the duration of this AGREEMENT who may consider any written or verbal evidence submitted by ADMINISTERING AGENCY.

The decision of the Contract Manager, issued in writing, shall be conclusive and binding on the PARTIES on all questions of fact considered and determined by the Contract Manager.

13. Neither the pending of a dispute nor its consideration by the Contract Manager will excuse the ADMINISTERING AGENCY from full and timely performance in accordance with the terms of this AGREEMENT and each PROGRAM SUPPLEMENT.

14. Neither STATE nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY under or in connection with any work, authority or jurisdiction of ADMINISTERING AGENCY arising under this AGREEMENT. It is understood and agreed that ADMINISTERING AGENCY shall fully defend, indemnify and save harmless STATE and all of its officers and employees from all claims and suits or actions of every name, kind and description brought forth under, including but not limited to, tortuous, contractual, inverse condemnation or other theories or assertions of liability occurring by reason of anything done or omitted to be done by ADMINISTERING AGENCY under this AGREEMENT.

15. Neither ADMINISTERING AGENCY nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by, under or in connection with any work, authority or jurisdiction arising under this AGREEMENT. It is understood and agreed that STATE shall fully defend, indemnify and save harmless the ADMINISTERING AGENCY and all of its officers and employees from all claims, suits or actions of every name, kind and description brought forth under, including but not limited to, tortuous, contractual, inverse condemnation and other theories or assertions of liability occurring by reason of anything done or omitted to be done by STATE under this AGREEMENT.

16. In the event of (a) ADMINISTERING AGENCY failing to timely proceed with effective PROJECT work in accordance with the project-specific PROGRAM SUPPLEMENT; (b) failing to maintain any applicable bonding requirements; and (c) P:::irn:, 11 of 1R
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otherwise materially violating the terms and conditions of this AGREEMENT and/or any PROGRAM SUPPLEMENT, STATE reserves the right to terminate funding for that PROJECT upon thirty (30) days' written notice to ADMINISTERING AGENCY.

17. No termination notice shall become effective if, within thirty (30) days after receipt of a Notice of Termination, ADMINISTERING AGENCY either cures the default involved or, if the default is not reasonably susceptible of cure within said thirty (30) day period the ADMINISTERING AGENCY proceeds thereafter to complete that cure in a manner and time line acceptable to STATE.

18. Any such termination shall be accomplished by delivery to ADMINISTERING AGENCY of a Notice of Termination, which notice shall become effective not less than thirty (30) days after receipt, specifying the reason for the termination, the extent to which funding of work under this AGREEMENT and the applicable PROGRAM SUPPLEMENT is terminated and the date upon which such termination becomes effective, if beyond thirty (30) days after receipt. During the period before the effective termination date, ADMINISTERING AGENCY and STATE shall meet to attempt to resolve any dispute. In the event of such termination, STATE may proceed with the PROJECT work in a manner deemed proper by STATE. If STATE terminates funding for PROJECT with ADMINISTERING AGENCY for the reasons stated in paragraph sixteen (16) of ARTICLE VI , STATE shall pay ADMINISTERING AGENCY the sum due ADMINISTERING AGENCY under the PROGRAM SUPPLEMENT and/or STATE-approved finance letter prior to termination, provided, however, ADMINISTERING AGENCY is not in default of the terms and conditions of this AGREEMENT or the project-specific PROGRAM SUPPLEMENT and that the cost of any PROJECT completion to STATE shall first be deducted from any sum due ADMINISTERING AGENCY.

19. In the case of inconsistency or conflicts with the terms of this AGREEMENT and that of a project-specific PROGRAM SUPPLEMENT and/or Cooperative Agreement, the terms stated in that PROGRAM SUPPLEMENT and/or Cooperative Agreement shall prevail over those in this AGREEMENT.

20. Without the written consent of STATE, this AGREEMENT is not assignable by ADMINISTERING AGENCY either in whole or in part.

21. No alteration or variation of the terms of this AGREEMENT shall be valid unless made in writing and signed by the PARTIES, and no oral understanding or agreement not incorporated herein shall be binding on any of the PARTIES.

IN WITNESS WHEREOF, the parties have executed this AGREEMENT by their duly authorized officer.

STATE OF CALIFORNIA

DEPARTMENT OF TRANSPORTATION
By ___________ _
Chief, Office of Project Implementation
Division of Local Assistance
Date ------------
P::im:, 1LI.

BY,__ --------=---:-t---:------:::-:------,--,-----
0 (
City o anning
Representative Name & Title
(Authorized ove ning Body Representative)
Date / ~ I 3 2e 2. I
of 1~
Senior Transportation Engineer
for
10/14/2021
464

EXHIBIT A- FAIR EMPLOYMENT PRACTICES ADDENDUM

1. In the performance of this Agreement, ADMINISTERING AGENCY will not discriminate against any employee for employment on account of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. ADMINISTERING AGENCY will take affirmative action to ensure that employees are treated during employment without regard to their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Such action shall include, but not be limited to, the following:
employment; upgrading; demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. ADMINISTERING AGENCY shall post in conspicuous places, available to employees for employment, notices to be provided by ST A TE setting forth the provisions of this Fair Employment section.

2. ADMINISTERING AGENCY, its contractor(s) and all subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, 1290-0 et seq.), and the applicable regulations promulgated thereunder (Cal. Code Regs., Title 2, 11000, et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code section 12900(a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this AGREEMENT by reference and made a part hereof as if set forth in full. Each of the ADMINISTERING AGENCY'S contractors and all subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreements, as appropriate.

3. ADMINISTERING AGENCY shall include the nondiscrimination and compliance provisions of this clause in all contracts and subcontracts to perform work under this AGREEMENT.

4. ADMINISTERING AGENCY will permit access to the records of employment, employment advertisements, application forms, and other pertinent data and records by STATE, the State Fair Employment and Housing Commission, or any other agency of the State of California designated by STATE, for the purposes of investigation to ascertain compliance with the Fair Employment section of this Agreement.

5. Remedies for Willful Violation:
(a) STATE may determine a willful violation of the Fair Employment provision to have occurred upon receipt of a final judgment to that effect from a court in an action to which ADMINISTERING AGENCY was a party, or upon receipt of a written notice from the Fair Employment and Housing Commission that it has investigated and determined that ADMINISTERING AGENCY has violated the Fair Employment Practices Act. (b) For willful violation of this Fair Employment Provision, STATE shall have the right 465
to terminate this Agreement either in whole or in part, and any loss or damage sustained by STATE in securing the goods or services thereunder shall be borne and paid for by ADMINISTERING AGENCY and by the surety under the performance bond, if any, and STATE may deduct from any moneys due or thereafter may become due to ADMINISTERING AGENCY, the difference between the price named in the Agreement and the actual cost thereof to STATE to cure ADMINISTERING AGENCY's breach of this Agreement.

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RESOLUTION 2021-91

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BANNING, CALIFORNIA,

AUTHORIZING THE EXECUTION OF THE CALIFORNIA DEPARTMENT OF

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Banning as follows:

PASSED, APPROVED AND ADOPTED this 12th day of October, 2021.

Resolution 2021-91

Page 1 of 3 ends

Banning City CouncilJuly 9, 2024

Banning City Council
July 9, 2024