Agenda packet — Bell Gardens City Council, October 9, 2023 (part 1 of 3)

CITY OF BELL GARDENS

CITY COUNCIL / SUCCESSORAGENCY TO THE COMMUNITY

DEVELOPMENT COMMISSION

JOINT MEETING
MONDAY, OCTOBER 9, 2023, 6:00 PM
AGENDA
LOCATION: CITY COUNCIL CHAMBERS, 7100 GARFIELD AVENUE, BELL GARDENS, CA90201 The meeting will be held at Bell Gardens City Hall in the Council Chambers. The public may attend the meeting in -person or virtually as instructed below. You may view the meeting live on the City's website at https://www.bellgardens.org/i-want-to/watch-city-council-meetings .

ACCESSIBILITY: If requested, the agenda and backup materials will be made available in appropriate alternative formats to persons with a disability, as required by Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and the federal rules and regulations adopted in implementation thereof. Any person who requires a disability -related modification or accommodation, in order to observe and/or offer public comment may request such reasonable modification, accommodation, aid, or service by contacting the City Clerk's office by telephone at 562-806-7704 or via email to CityClerkDesk; bellgardens.org no later than 72 -hours before the scheduled meeting.

PUBLIC PARTICIPATION: The members of the public may address the City Council / Agency Members on any item listed on the agenda or on matters which are not listed on the agenda but are within the subject matter jurisdiction of the City Council / Successor Agency. Public comments are limited to three (3) minutes per person for each designated public comment period(s). Public comments for non - agenda items will be limited to a total of 30 minutes. Public comments can be made by any of the following ways:

IN -PERSON: Members of the public can provide in -person comments at the podium in the Council Chamber. The Council Chambers will have seating available for members of the public to attend the meeting in person, subject to capacity limits. Public comments are limited to three (3) minutes for each designated public comment period(s) per speaker, unless a different time is announced by the presiding chair. Speakers who wish to address the City Council / Agency Members should do so by submitting a "Public Comment Card" card by 5:00 p.m. for Closed Session items and by 6:00 p.m. for all other designated public comment periods as listed.

BY TELEPHONE: Phone Number: (669)900-9128 Webinar ID: 813 3236 4343# Passcode: 2021# To address the City Council press *9 to raise your hand then *6 to unmute yourself when instructed.

VIRTUALLY LIVE: Members of the public may participate via Zoom by https://zoom.us/join and entering the Zoom Meeting I D: 813 3236 4343 Passcode: 2021
Comments may also be made via the Zoom app by using the "Raise Hand" feature when it is your turn to speak the host will unmute you. Comments will not be accepted in the QandA Chat function of the zoom app.

comments no later than one (1) hour prior to the meeting. Those comments, as well as any comments received after, will be distributed to the members of the City Council / Successor Agency and will be part of the official public record of this meeting.

For more information, you may contact the City Clerk's office during regular business hours 7:30 a.m. to 6:00 p.m., Monday through Thursday at (562) 806-7704.

PUBLIC HEARING: Public participation will be separately called for the public to provide comments at the time of each public hearing item. Speakers who wish to provide a comment should do so by submitting a "Public Comment Card" to the staff liaison, clerk, prior to the designated public comment period.

CALL TO ORDER

INVOCATION

PLEDGE OF ALLEGIANCE

ROLL CALL OF CITY COUNCIL MEMBERS / SUCCESSOR AGENCY TO THE COMMUNITY

DEVELOPMENT COMMISSION MEMBERS
Marco Barcena, Council Member/Agency Member
Gabriela Gomez, Council Member / Agency Member
Maria Pulido, Council Member/Agency Member
Jorge) Chavez, Mayor Pro Tem / Vice Chair
Francis De Leon Sanchez, Mayor/ Chair
PUBLIC HEARING (Item No. 1)

1. ORDINANCE NO. 937, AMENDING BELL GARDENS MUNICIPAL CODE TITLE 9 (ZONING AND PLANNING REGULATIONS) TO EXPAND DEFINITIONS OF

AUTOMOBILE BODY SHOP AND REPAIR USES AND ADD PROVISIONS FOR

AUTOMOBILE STORAGE
Introduction and first reading of Ordinance No. 937, amending Title 17, Zoning Code, of the Bell Gardens Municipal Code to accommodate vehicle parking/storage for automobile repair facilities as stand-alone parking lots when in connection to, or in the vicinity of, automobile repair facilities.

Recommendation:

It is staff's recommendation that the City Council:

1. Conduct a duly noticed public hearing;

2. Waive full reading and introduce Ordinance No. 937 (Exhibit 1) by title only, amending Title 9 (Zoning and Planning Regulations) of the Bell Gardens Municipal Code ("BGMC"); and

3. Find the proposed ordinance is exempt from the provisions of the California Environmental Quality Act ("CEQA") pursuant to State CEQA Guidelines Section 15061.

PUBLIC COMMENTS ON NON -AGENDA ITEMS UNDER THE SUBJECT MATTER

JURISDICTION OF THE CITY COUNCIL / SUCCESSOR AGENCY
During this time, the members of the public may address the City Council / Successor Agency regarding any items within the subject matter jurisdiction of the City Council / Successor Agency. Public comments are limited to 3 minutes per person subject to an overall 30 -minute period for non -agenda items.

Government Code Section 54590 prohibits the City Council / Successor Agency from taking action or 2 engaging in discussion on a specific item unless it appears on the agenda.

PUBLIC COMMENTS ON AGENDA ITEMS ONLY
During this time, the members of the public may address the City Council /Agency Members regarding any items listed on the agenda. Public comments are limited to 3 minutes per person.

CITY MANAGER'S REPORT
CONSENT CALENDAR (Item Nos. 2 - 13)
All matters listed under the Consent Calendar are considered to be routine and can be acted on by one roll call vote. There will be no separate discussion of these items unless members of the City Council / Successor Agency request specific items to be removed from the Consent Calendar for separate action.

Items called for separate discussion will be heard as the next order of business.

2. GENERAL MOTION TO WAIVE FULL READING AND APPROVE ORDINANCES BY TITLE ONLY PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 36934 In order to expedite the conduct of business at City Council meetings, California State Law (California Government Code Section 36934) allows Ordinances to be read by title if a majority of the legislative body supports the motion to waive the full reading.

Recommendation:

It is staffs recommendation that the City Council approve a general motion to waive full reading and approve Ordinances by title only pursuant to California Government Code Section 36934.

3. APPROVAL MINUTES OF SEPTEMBER 25, 2023 CITY / SUCCESSOR AGENCY JOINT

MEETINGS
Approve the minutes of the September 25, 2023 City/Successor Agency Joint Meetings.

Recommendation:

It is staff's recommendation that the City Council approve the minutes of the September 25, 2023 City/Successor Agency Joint Meeting.

4. WARRANT REGISTERS AND WIRE TRANSFERS
In approving the action of receiving and filing the warrant registers, the official minutes of the Bell Gardens City Council should state that each individual member of the City Council is not voting on, influencing the outcome of, or participating in approving, accepting, receiving or filing any warrant which bears the name of the same council member, or pays for any costs or expenses, or otherwise benefits the same named council member. Each council member will not be participating, influencing or voting on any such warrant bearing their name or which benefits the same named council member, but with that exception is voting in favor of receiving and filing all other warrants contained in this report, unless otherwise noted on the record at the time of the approval of the action required by this report.

Recommendation:

It is staff's recommendation that the City Council receive and file the warrant registers, wire transfers, and net payrolls dated 08/30/23, 09/07/23, 09/12/23 and 09/19/23.

5. WARRANT REGISTER SUCCESSOR AGENCY
In approving the action of receiving and filing the warrant registers, the official minutes of the Successor Agency should state that each individual member of the Successor Agency is not voting on, influencing the outcome of, or participating in approving, accepting, receiving or filing any 3 warrant which bears the name of the same Successor Agency Member, or pays for any costs or expenses, or otherwise benefits the same named Successor Agency Member. Each Successor Agency Member will not be participating, influencing or voting on any such warrant bearing their name or which benefits the same named Successor Agency Member, but with that exception is voting in favor of receiving and filing all other warrants contained in this report, unless otherwise noted on the record at the time of the approval of the action required by this report.

Recommendation:

It is staff's recommendation that the Successor Agency Members receive and file the warrant registers dated 09/12/23 and 09/19/23.

6. CLAIM REJECTION
A claim was filed with the City by the following claimants. Staff directed the claims to the City's general liability claims administrator Carl Warren & Company for processing, review, and investigation. Following the investigation, Carl Warren & Company and City staff determined that the City is not liable for the claims.

Recommendation:

It is staff's recommendation that the City Council reject the following claims and the claimants and/or their representatives be notified:
• Cesar Mejia v. City of Bell Gardens (DOE 7/11/2023; DOR 7/11/2023) • Ruben Martinez v. City of Bell Gardens (DOE 6/27/2023; DOR 6/27/2023) • Verny Omar Garcia v. City of Bell Gardens (DOE 7/25/2023; DOR 7/26/2023) The City's general liability claims administrator, Carl Warren & Company, recommends that the claims be rejected. The claimants, subject to certain exceptions, shall have up to six (6) months to file a court action subsequent to the City Council's rejection. 7 A RESOLUTION APPROVING A REIMBURSEMENT AGREEMENT WITH THE

CALIFORNIA STATE WATER RESOURCES CONTROL BOARD
Approval of a Reimbursement Agreement between the State Regional Water Quality Control Board and the City of Bell Gardens for required review and recommendations pertaining to the investigation and cleanup of the contaminated former Berk Oil and Pacific Metal Craft property located at 5600-5636 Shull Street ("Subject Site") as funded through the Department of Toxic Substances Control (DTSC) Equitable Communities Revitalization Grant (ECRG).

Recommendation:

It is staffs recommendation that the City Council:

1. Approve a Reimbursement Agreement with the California State Water Resources Control Board ("SWRCB") for their review and recommendations pertaining to the investigation and cleanup of the contaminated former Berk Oil and Pacific Metal Craft property located at 5600-5636 Shull Street ("Subject Site"), subject to City Attorney approval, as to form; and

2. Adopt a resolution authorizing the City Manager to execute a Reimbursement Agreement with SWRCB.

8. RESOLUTION APPROVING A SIXTH AMENDMENT TO THE BELL GARDENS

MARKETPLACE GROUND LEASE EXERCISING A FIRST EXTENSION OF THE LEASE TERM OPTION FOR AN ADDITIONAL TEN (10) YEARS
Sixth Amendment to the Bell Gardens Marketplace Ground Lease between the City of Bell Gardens and Prime / FRIT Bell Gardens, LLC exercising a first extension of the lease term option for an additional ten (10) years.
4 Recommendation:

It is staff's recommendation that the City Council adopt a Resolution approving a Sixth Amendment to the Bell Gardens Marketplace Ground Lease between the City of Bell Gardens and Prime / FRIT Bell Gardens, LLC exercising a first extension of the lease term for an additional ten (10) years.

9. CONSIDERATION OF A RESOLUTION AUTHORIZING ACCEPTANCE OF THE

CALIFORNIA DEPARTMENT OF TRANSPORTATION SUSTAINABLE

TRANSPORTATION PLANNING GRANT FUNDING
Consideration of a resolution authorizing acceptance of the California Department of Transportation Sustainable Transportation Planning Grant funding.

Recommendation:

It is staff's recommendation that the City Council adopt a Resolution authorizing acceptance of the California Department of Transportation Sustainable Transportation Planning Grant funding.

10. ADOPTION OF RESOLUTION AUTHORIZING THE TERMINATION OF ECO-RAPID

TRANSIT (ERT)
Eco-Rapid Transit ("ERT") is a Joint Powers Authority formed in 2003 to pursue development of a transit system along the Gateway Cities Corridor. The City of Bell Gardens ("City") became a member of ERT on September 24, 2012. In part due to ERT's advocacy, Los Angeles County Metropolitan Transportation Authority ("LA Metro") has resolved to develop the West Santa Ana Branch Transit Corridor ("WSAB") project — a light rail transit line that will connect southeast LA County to downtown Los Angeles. ERT has therefore served its purpose. The ERT Board of Directors unanimously voted in support of the formal termination of the Joint Powers Authority on September 13, 2023. Every member agency will need to formally adopt a resolution that authorizes its ERT representative to vote to terminate ERT at their last ERT Boarding meeting on November 8, 2023.

Recommendation:

It is staff's recommendation that the City Council adopt the attached resolution which authorizes its ERT representative to vote to terminate ERT and directs the City Manager and staff to take all needed actions to complete the City's withdrawal from ERT.

11. ACCEPTANCE OF ABC GRANT FUNDING
The Bell Gardens Police Department applied for, and has been awarded, $34,000 in grant funding from the Department of Alcoholic Beverage Control. The funds are to be used to support enforcement and education efforts of alcohol abuse.

Recommendation:

It is staff recommendation that the City Council adopt the attached Resolution accepting funds and entering into Agreement No. 23-APP05 with the Department of Alcoholic Beverage Control (ABC) Grant Acceptance Program and appropriate these funds for use by the BeII Gardens Police Department.

12. INSTALLATION OF RED CURB 'NO PARKING' RESTRICTIONS ADJACENT TO 6021

FLORENCE AVENUE
Consideration of a resolution to authorize the installation of seven (7) feet of red curb `no parking' restrictions adjacent to 6021 Florence Avenue to improve sight distance for vehicles exiting the commercial center onto Jaboneria Road.

Recommendation:
5 It is staff's recommendation that the City Council adopt the attached Resolution authorizing seven (7) feet of red curb 'no parking' restrictions along the east side of Jaboneria Road, north of the northerly driveway adjacent to the commercial facility at 6021 Florence Avenue.

13. MEMORANDUM OF UNDERSTANDING WITH THE LOS ANGELES COUNTY

METROPOLITAN TRANSPORTATION AUTHORITY FOR COLLECTING AND

REPORTING DATA FOR THE NATIONAL TRANSIT DATABASE FOR REPORT YEAR 2021
Consideration of a Resolution authorizing the City Manager to execute the Proposition A Discretionary Incentive Grant Program Memorandum of Understanding for Collecting and Reporting Data for the National Transit Database for Report Year 2021.

Recommendation:

It is staff's recommendation that the City Council adopt the attached Resolution authorizing the City Manager to execute the Proposition A Discretionary Incentive Grant Program Memorandum of Understanding for Collecting and Reporting Data for the National Transit Database for Report Year 2021.

DISCUSSION (Item Nos. 14 - 15)

14. LOCAL COMMISSIONS APPOINTMENT LIST
The Local Commissions Appointments List outlines the City of Bell Gardens Commissions and Commissioners. Per the Bell Gardens Municipal Code, City Commissions consist of Bell Gardens residents appointed by each member of the City Council. Council Members may remove commissioners during any regular City Council meeting and may appoint commissioners following 10 working days after the posting of the vacancy notice.

Recommendation:

It is staff's recommendation that the City Council review the Commissions Appointments List and by motion, remove commissioners and/or make appointments to the posted vacancies.

15. UPDATED INVENTORY FOR VACANT AND/OR ABANDONED PROPERTY CITYWIDE TO INCLUDE VACANT LEASE SPACE AND PARTIALLY VACANT PROPERTY OVER 5,000 SF
Discussion of updated vacant/abandoned land and/or building registration inventory with added vacant lease spaces and partially vacant property as requested by City Council on September 25, 2023.

Recommendation:

It is staff's recommendation that the City Council take one of the following actions:

1. Receive and file this report and take no further action;

2. Direct staff to prepare a vacant property registration ordinance for consideration at a future public hearing; or

3. Provide staff with other direction.

CITY COUNCIL / SUCCESSORAGENCY MEMBER COMMENTS

ADJOURNMENT
Daisy Gomez, City Clerk
Agenda posted on October 5, 2023.
6 CITY OF BELL GARDENS

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item 1.

TO:

FROM:

BY:

SUBJECT:

Honorable Mayor and City Council Members
Michael B. O'Kelly, City Manager
Gustavo Romo, Community Development Director
ORDINANCE NO. 937, AMENDING BELL GARDENS MUNICIPAL CODE TITLE 9 (ZONING AND PLANNING REGULATIONS) TO EXPAND DEFINITIONS OF

AUTOMOBILE BODY SHOP AND REPAIR USES AND ADD PROVISIONS FOR

AUTOMOBILE STORAGE
DATE: October 9, 2023
RECOMMENDATION:

It is staff's recommendation that the City Council:

1. Conduct a duly noticed public hearing;

2. Waive full reading and introduce Ordinance No. 937 (Exhibit 1) by title only, amending Title 9 (Zoning and Planning Regulations) of the Bell Gardens Municipal Code ("BGMC"); and

3. Find the proposed ordinance is exempt from the provisions of the California Environmental Quality Act ("CEQA") pursuant to State CEQA Guidelines Section 15061.

BACKGROUND/DISCUSSION:

On September 20, 2023, the Planning Commission adopted PC Resolution #PC 2023-06 recommending to the City Council approval of Zoning Code Amendment ("ZCA") No. 2023-062 and adoption of Ordinance No. 937 (Exhibit 1) amending the Bell Gardens Municipal Code ("BGMC") to allow overflow vehicle parking/storage for automobile repair facilities on off -site parcels.

Current Zoning Code provisions regulate truck and automotive sales, rental, and/or storage traditionally intended for fleet vehicles, with limitations on minor repairs which are required to be conducted within enclosed spaces. Overflow vehicle parking/storage for automobile repair facilities is only provided as accessory, or ancillary to, where automobile repair facilities and automobile sales dealerships, rental agencies, and sightseeing agencies are permitted as principal uses. As such, automobile repair businesses are challenged in utilizing this standard to alleviate parking and temporary storage area shortfalls for vehicles queuing. The proposed draft ordinance would conditionally permit overflow vehicle parking/storage for automobile repair facilities as a primary use as long as it is connected to an automobile service use in the certain commercial/industrial zones, with specialized development standards added when adjacent to other zones and/or residential uses.

Automobile repair uses and facilities within the City of Bell Gardens are required to conduct all repairs within an enclosed building. Unenclosed areas are meant for parking and incidental storage to accommodate the safety and comfort of customers as well as the efficient movement of vehicles. These facilities are often overburdened with automobiles queueing for service or temporary storage and parking. In many cases, the overflow vehicle parking/storage for automobile repair facilities component of a business is a major portion of, and frequently greater than, the facility itself can accommodate, thereby overflowing onto the public streets and impacting the immediate neighborhood. Often, these facilities are adjacent to a residential neighborhood and customer vehicles awaiting 7 repair end up parked on the residential streets. Although the limitation of on -street parking in residential areas is also the result of dense neighborhoods, crowded living situations, collection and storage of multiple personal vehicles, and un-/underutilized parking garages, residents get upset when these businesses do not adhere to the spirit of the law and conduct all business within their own parcels. This ordinance is intended to provide an option to mitigate this impact.

PROJECT/SITE DESCRIPTION:

To accommodate overflow vehicle parking/storage for automobile repair, the ordinance proposes to clarify overflow vehicle parking/storage for automobile repair facilities as an accessory or primary use when connected to, or in the vicinity of, existing or proposed automobile repair facilities.

The proposed ordinance language also expands the definitions of automobile body shop and automobile repair, major and minor, to include locational criteria when an overflow vehicle parking/storage for automobile repair facilities area is proposed where there is no building in which activity or repair could be conducted. Language revisions and added provisions are proposed as identified in the draft ordinance attached as Exhibit 2.

Ordinance No. 937 proposes the following amendments:

1. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter 9.04, "Definitions," Section 9.04.010 "A" definitions," is amended as follows (underlining denotes additions; strikethrough denotes deletions):"Automobile body shop" shall mean a building wherein repair to the body of an automobile takes place, including painting but excluding engine repair or other maintenance services. "Automobile body repair" shall mean collision repair or reconstruction of automobile or truck bodies within an enclosed building, including painting, but no work defined as "major automobile repair," and may include outdoor storage of vehicles where no re Dair is done as an offsite primary use if within 500 feet of and ancillary to the repair site, excluding inoperable, impounded and salvage vehicles. "Automobile repair, major" shall mean engine rebuilding or major reconditioning of work or damages to motor vehicles or trailers, excluding auto body/collision service, frame or fender straightening, or repair and painting of vchicics "automobile body repair," and may include outdoor storage of vehicles where no repair is done as an offsite primary use if within 500 feet of and ancillary to the repair site. excluding inoperable. impounded and salvage vehicles.
"Automobile repair, minor" shall mean incidental repairs, replacement of parts, motor service to automobiles, smog state inspection, but not including any operation specified under "automobile repair, major," and may include outdoor storage of vehicles where no repair is done as an offsite primary use if within 500 feet of and ancillary to the repair site, excluding inoperable, impounded and salvage vehicles.

2. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter 9.12.030,"Permitted land uses," "Table 9.12A: Commercial Land Use Matrix*," is amended as follows (underlining denotes additions):

Uses
-U C -S
Zone Zone
C-3
Zone
C C -
Zone Zone
Special Requirements
A: Accessory UseC: Conditional UseP: Principal UseS: Site Plan Review(PC)T Temporary Use
Automobile general
repair
P
P
P
Includes brake repair shops, engine
and mechanical repair, muffler shops,
tire repair and sales (new tires only),
but excludes complete engineer
8 Uses
M -U
Zone
C -S
Zone
C-3
Zone
C-4
Zone
C -M
Zone
buildin. macJii °.f9,..or.weldinfgiall
opera I. _9`% t TtiNr nn vithin
A: Accessory UseC:

Conditional
L
TEmporary
seP:

Prince
U
P * ":= • :'• '' ' Review (PC)T:
�;`fer to Division 4 of this title,
SuJp ernes a Deve uprnen
Standards 9.28.010.

3. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter 9.14.030, "Permitted land uses," "Table 9.14A: Industrial Land Use Matrix*," is amended as follows (underlining denotes additions; strikethrough denotes deletions):

Uses
M
1 Special Requirements
A: Accessory UseC: Conditional UseP: Principal UseS: Site Plan Review(PC)T.• Temporary Use
Automobile uses: Including brake repair shops, body
and fender repair shops, muffler shops, paint spray
booths, repair garages, radiator shops, seat covers
manufacturing, assembly, rentals, painting, and sales
P
Refer to Division 3 of this title,
Special Uses; also see
Footnote Nos. 1 2
and at end
of table.

Standards 9.28.010.

4. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter 9.28, "Automobile and Outdoor Storage," Section 9.28.020 "Outdoor Storage," is amend as follows (underlining denotes additions; strikethrough denotes deletions):

9.28.020 Outdoor storage.

The maintenance of an open storage area is permitted at the rear of the property, or as a primary use that is an offsite ancillary to an automobile repair site. in connection with the operation of a business otherwise required to be within an enclosed building is permittcd, provided the following standards are complied with:

G. All inspection, repair. servicing. and testing of automobiles outside of an enclosed building is prohibited.

5. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter 9.38, "Parking & Loading (Off - Street)," Section 9.38.050"Required parking and loading spaces", Items 2 and 3 (Commercial Uses and Industrial Uses, respectively) of part C (Parking and Loading Facilities Matrix) is amended and enacted to add the standard as follows:

Use
Parking Spaces or Facilities
Required

2.Commercial Uses
Automobile general repair

1. One parking space for each two
employees on the largest shift or for
each 250 square feet of floor area,
whichever is greater;

2. One parking space for each
vehicle operated or kept in
connection with the use;

3. One parking space for each

1.000 square feet of open area
9 Use
de 's• : r, .:.IS{ • iles agities
provided, ho . ri --,; where such
area exceeds ' 0,000 square -eet,
only one barking space need be
provided for each 5,000 square feet
of such area in excess of the first
10,000 square feet contained in
such area, or one space for each
two employees, whichever is
greater.

3.1 ndustrial Uses
Automobile uses: Including brake repair shops, body
and fender repair shops, muffler shops, paint spray
booths, repair garages, radiator shops, seat covers
manufacturing, assembly, rentals, painting, and sales

1. One parking space for each two
employees on the largest shift or for
each 250 square feet of floor area,
whichever is greater;

2. One parking space for each
vehicle operated or kept in
connection with the use;

3. One parking space for each
1,000 se uare feet of o Den area
devoted to automobile storage:
provided, however, that where such
area exceeds 10,000 square feet,
only one barking space need be
provided for each 5,000 square feet
of such area in excess of the first
10,000 square feet contained in
such area, or one space for each
two employees, whichever is
greater.

General Plan Consistency:

The proposed ordinance is consistent with the Bell Gardens General Plan Land Use Element:
• Policy No. 3, as it would promote compatible commercial development to emphasize commercial identity and enhance the appearance, potential economic vitality, and revitalization of commercial areas in the City since projects would be encouraged to invest in elegant solutions to effectively program private property space for reduced traffic; and
• Policy No. 5, as it advances the provision to stimulate local employment, property values, community stability, and the economic vitality of existing local businesses because codified subjective development standards streamline review of alternatives to reduce congested public rights -of -way and grow private enterprise, saving time and money.

The proposed ordinance would also be consistent with Bell Gardens General Plan Circulation Element Policy M 2.6 and Program M2.b. Policy M 2.6 emphasizes the City's Commitment to place safety and reduction of collisions on high priority and Program M 2.b states the City will assist applicants with demonstrating compliance with mobility policies. The proposed draft ordinance would achieve Policy M 2.6 and Program M 2.b of the Circulation Element by ensuring overflow vehicle parking/storage for automobile repair facilities uses implement standards that 10 accommodate business expansion, safe and shared use of the public right-of-way, and neighborhood compatibility because fewer automobile repair facilities and automobiles would be temporarily stored in front of Americans with Disabilities Act ("ADA") access, fire hydrants, and driveway aprons, and line of sight distance visibility would be increased.

Connection to Bell Gardens Municipal Code:

During the regularly scheduled Planning Commission meeting on September 20, 2023, the Planning Commission voiced concern over applicability of current regulations on proposed projects to ensure development standards are met to maintain compatibility with and blending into the existing neighborhoods. Ordinance No. 937 implementation would rely upon the foundation of the existing municipal code.

BGMC Section 9.58.040.

Current Zoning Code regulations contain language that subject the special use of automobile storage to discretionary review by the Planning Commission where contents of a site plan require depictions of all existing and proposed site improvements, including landscaping and pavement. The Planning Commission has discretion to conditionally approve proposed uses and require reasonable additions to requirements based on impacts to the surrounding community.

BGMC Chapter 9.04.

Current Zoning Code definitions prohibit the maintenance, retention, and/or storage of all inoperable vehicles and the proposed ordinance provisions support development standards and other requirements to avoid the appearance or perception an automobile impound yards since landscaping and site improvements would be subject to Planning Commission discretion.

BGMC Section 9.28.010.

Current Zoning Code regulations contain language that requires certain solid masonry fence, wall, and gate height requirements that would completely enclose a proposed automobile storage /outdoor storage area.

BGMC Section 9.34.030.

All required setback areas in nonresidential zones would continue to be required to be completely landscaped and irrigated. In addition to the setback areas, a minimum of five percent (5%) of the parking area, which includes all required drive aisles, would also be required to be landscaped. In areas where the parking is not visible from the street or surrounding properties, the Planning Commission would continue to have the discretion to require and conditionally approve the parking area landscaping concentration in areas visible from the street through a site plan review application. Current development standards contained within the Zoning Code would apply to all proposed projects.

BGMC Section 9.38.070.

Customer parking spaces would still be required for overflow vehicle parking/storage for automobile repair facilities unless expanded exceptions are authorized based on proximity to major transit route corridors.

ENVIRONMENTAL REVIEW:

Staff recommended to the Planning Commission that proposed Ordinance No. 937 be found exempt from the California Environmental Quality Act ("CEQA") pursuant to CEQA Guidelines General Rule Section 15061(b)(3) in that there is no possibility that the proposed amendment may have significant effects upon the environment since no specific activity would be authorized and individual projects would be analyzed prior to issuance of any permit for activity that may cause either a direct, or a reasonably foreseeable indirect physical change in the environment.

After the Planning Commission heard, and deliberated on, the analysis and public testimony, it was recommended 11 that the proposed ordinance be found exempt from CEQA.

CONCLUSION:

The Planning Commission found that proposed provisions contained in Ordinance No. 937 are necessary to allow property owners alternatives to establishing compatible development that utilizes effective standards to decrease impacts to existing neighborhoods and expand business prospects. Ordinance No. 937 would allow the conditional permitting of overflow vehicle parking/storage for automobile repair facilities as a use connected to automobile service uses in the Commercial/Manufacturing Zone and the Light Industrial Zone. Ordinance implementation would assist in the reduction of on -street parking impacts to include the increase of the distance a motorist could see approaching vehicles, bicyclists, and pedestrians, enable resident and visitor drivers to access the multi -modal network promoted in the City's Circulation Element, and maintain viable business alternatives that create opportunity for participation in area economic vitality, investment, revitalization, and uplift of existing neighborhoods. As such, staff finds that the proposed ordinance merits adoption.

Pursuant to public noticing requirement provisions contained in BGMC Section 9.54.010, the community was properly notified of the public hearing to consider Ordinance No. 937 and options for participation were provided by posting and advertisement in the Bell Gardens Review, a Daily Journal Corporation newspaper. On September 28, 2023, a public hearing notice was published in the newspaper and copies were posted at the City Hall, John Anson Ford Park, Veterans Park— Ross Hall Auditorium and the City Department of Public Works.

FISCAL IMPACT:

The proposed ordinance would be incorporated into the existing Zoning Code framework and would require staff oversight and management. However, the application of the ordinance would occur along with other current services already provided by the Community Development Department. Therefore, no fiscal impact is anticipated.

ATTACHMENTS:

Exhibit 1 - Ordinance No. 937
Exhibit 2 - Resolution #PC 2023-06
Exhibit 3 - Public Hearing Notice
APPROVED ELECTRONICALLY BY:

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BELL

GARDENS, CALIFORNIA, AMENDING BELL GARDENS MUNICIPAL
CODE TITLE 9 (ZONING AND PLANNING REGULATIONS) TO EXPAND

DEFINITIONS OF AUTOMOBILE BODY SHOP AND REPAIR USES AND

ADD PROVISIONS FOR AUTOMOBILE STORAGE
WHEREAS, the City of Bell Gardens ("City") is a general law city, incorporated under the laws of the State of California;
WHEREAS, pursuant to its police power, the City may enact and enforce laws within its boundaries which promote the public health, morals, safety, or general welfare of the community, and are not in conflict with general laws; WHEREAS, California Constitution Article XI, Section 7, enables cities to make and enforce local land use regulations;
WHEREAS, the General Plan's Land Use Element Policy 3 emphasizes the City's commitments to promote compatible commercial development to emphasize commercial identity and to enhance the appearance, potential economic vitality, and revitalization; WHEREAS, the General Plan's Land Use Element Policy 4 promotes the City's encouragement to maintain and rehabilitate existing industrial uses and private investment in the City's industrial economic base while ensuring compliance with necessary environmental requirements;
WHEREAS, the General Plan's Land Use Element Policy 5 acknowledges the City's support of providing an environment to stimulate local employment, property values, community stability, and the economic vitality of existing local businesses; WHEREAS, historically, residential neighborhoods in the City of Bell Gardens adjacent to automobile body shop and repair uses have experienced limited, unattractive, and unsafe on -street parking availability; WHEREAS, the City seeks to amend land use matrices and development standards in certain zones to minimize the impact of public, on -street parking utilization that encourages developers and businesses to design and build to incorporate compatible development for the City's various land use categories; WHEREAS, the proposed amendment would streamline review and processing of entitlement requests;
WHEREAS, the City finds it necessary to amend the BeII Gardens Municipal Code ("BGMC") to add language to expand definitions for automobile body shop and repair uses and add provisions for automobile storage to address potential neighborhood Exhibit 1 13

Ordinance No. 937
Page No. 2
impacts, and provide a framework for determination of compliance with applicable development standards through proposed Ordinance No. 937 ("Ordinance") to relieve limited on -street parking availability and to express the community's vision for long-term resilient and sustainable development;
WHEREAS, it can be seen with certainty that the action on the proposed Ordinance will cause no direct or indirect impact on the environment pursuant to the California Environmental Quality Act ("CEQA") (Pub. Res. Code § 21000 et seq.) and the CEQA Guidelines (Cal. Code Regs., Title 14, § 15000 et seq.) WHEREAS, pursuant to California Government Code Sections 65854 and 65090, the Planning Commission conducted a duly noticed public hearing on September 20, 2023, and considered and reviewed all facts and evidence, both written and testimonial, and all other pertinent documents pertaining to this proposed Ordinance and zoning Code amendment; and
WHEREAS, after the close of such public hearing, the Planning Commission adopted Planning Commission Resolution #2023-06 recommending to the City Council the approval of Zoning Code Amendment No 2023-062.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BELL GARDENS DOES ORDAIN AS FOLLOWS:

SECTION 1. Findings and Purpose. In adopting this Ordinance, the City Council finds and declares as follows:

The above recitals are true and correct and incorporated. ii. Ordinance No. 937 serves the public health, safety, and welfare of the residents and businesses within the City by establishing a framework for review and determination.
iii. Ordinance No. 937 is consistent with the City's General Plan and state law. iv. Ordinance No. 937, amending the City of Bell Gardens Municipal Code, presents no risk to the public health and safety.

SECTION 2. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter

9.04, "Definitions," Section 9.04.010 "A" definitions," is amended as follows (underlining denotes additions; strikethrough denotes deletions):
"Automobile body shop" shall mean a building wherein repair to the body of an automobi e tales p ace, inc uding painting but exc uding engine repair or other maintenance services.

Exhibit 1 14

Ordinance No. 937
Page No. 3
"Automobile body repair" shall mean collision repair or reconstruction of automobile or truck bodies within an enclosed building, including painting, but no work defined as "major automobile repair," and may include outdoor storage of vehicles where no repair is done as an offsite primary use if within 500 feet of and ancillary to the repair site. excluding inoperable, impounded and salvage vehicles.
"Automobile repair, major" shall mean engine rebuilding or major reconditioning of work or damages to motor vehicles or trailers, excluding auto body/co ision service, frame or fender straightening or repair and Asir,+ing of vehicles "automobile body repair," and may include outdoor storage of vehicles where no repair is done as an offsite primary use if within 500 feet of and ancillary to the repair site, excluding inoperable, impounded and salvage vehicles.
"Automobile repair, minor" shall mean incidental repairs, replacement of parts, motor service to automobiles, smog state inspection, but not including any operation specified under "automobile repair, major," and may include outdoor storage of vehicles where no repair is done as an offsite primary use if within 500 feet of and ancillary to the repair site, excluding inoperable, impounded and salvage vehicles.

SECTION 3. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter

9.12.030, "Permitted land uses," "Table 9.12A: Commercial Land Use Matrix*," is amended as follows (underlining denotes additions):

Uses
M -U
Zone
C -S
Zone
C-3
Zone
C-4
Zone
C -M
Zone
Special Requirements
A: Accessory Use C: Conditional Use P: Principal Use S: Site Plan Review (PC) T: Temporary Use Automobile
general repair
P
P
P
P
Includes brake repair shops, engine and mechanical repair, muffler shops, tire repair and sales (new tires only), but excludes_complete engine rebuilding, machining, or welding; all operations must be conducted within an enclosed building.

Refer to Division 4 of this title, Supplemental Development Standards 9.28.010.

SECTION 4. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter

9.14.030, "Permitted land uses," "Table 9.14A: Industrial Land Use Matrix*," is amended as follows (underlining denotes additions; strikethrough denotes deletions):

Uses
M-1
Special Requirements
A: Accessory Use C: Conditional Use P: Principal Use S: Site Plan Review (PC) T: Temporary Use Automobile uses: Including brake repair shops, body and fender repair shops, muffler shops, paint spray booths, repair garages, radiator shops, seat covers manufacturing,
assembly, rentals, painting, and sales
P
Refer to Division 3 of this title, Special
Uses; also see Footnote Nos. 1 and 2 at
end of table.

Refer to Division 4 of this title
Supplemental Development Standards

9.28O 1 Q_
Exhibit 1 15

Ordinance No. 937
Page No. 4
SECTION 5. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter

9.28, "Automobile and Outdoor Storage," Section 9.28.020 "Outdoor storage," is amended as follows (underlining denotes additions; strikethrough denotes deletions):

9.28.020 Outdoor storage.

The maintenance of an open storage area is permitted at the rear of the property, or as a primary use that is an offsite ancillary to an automobile repair site. in connection with the operation of a business otherwise required to be within an enclosed building is permitted, provided the following standards are complied with:

G. All inspection, repair, servicing, and testing of automobiles outside of an enclosed building is prohibited.

SECTION 6. Bell Gardens Municipal Code Title 9, Planning and Zoning, Chapter

9.38, "Parking & Loading (Off -Street)," Section 9.38.050 "Required parking and loading spaces", Items 2 and 3 (Commercial Uses and Industrial Uses, respectively) of part C (Parking and Loading Facilities Matrix) is amended and enacted to add the standard as follows:

Use
Parking Spaces or Facilities Required

2. Commercial Uses
Automobile general repair

1. One parking space for each two employees on the largest shift or for each 250 square feet of floor area, whichever is greater;

2. One parking space for each vehicle operated or kept in connection with the use;

3. One parking space for each 1 COO scuare feet of open area devoted to automobile storace: provided, however, that where such area exceecs 10 000 scuare feet only one parking space neec Pe provided for each 5,000 scuare feet of such area in excess of the first 10.000 scuare feet containec in such area. or one space for each two employees, whichever is greater.

3. Industrial Uses
Automobile uses: Including brake repair
shops, body and fender repair shops,
muffler shops, paint spray booths, repair
garages, radiator shops, seat covers
manufacturing, assembly, rentals, painting,
and sales

1. One parking space for each two employees on the largest shift or for each 250 square feet of floor area, whichever is greater;

2. One parking space for each vehicle operated or kept in connection with the use;

3. One parking space for each 1.000 scuare feet of open area devoted to automobile storage; provided, however, that where such area exceeds 10,000 scuare feet, only one parking space need be provided for each 5,000 square feet of such area in excess of the first 10,000 square feet contained in such area, or one space for each two employees, whichever is greater.

Exhibit 1 16

Ordinance No. 937
Page No. 5
SECTION 7. Compliance with California Environmental Quality Act. The City Council finds that Ordinance No. 937 amending the Bell Gardens Zoning Code is exempt from the California Environmental Quality Act (CEQA) under the following provisions of the CEQA Guidelines: Section 15061(b)(3) because there is no possibility that it may have a significant effect upon the environment; and under Section 15378, this Ordinance is not a project under CEQA because it will not cause a direct physical change in the environment or a reasonably foreseeable indirect physical change in the environment because it does not authorize any specific activity.

SECTION 8. If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance, and each section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases, or portions might subsequently be declared invalid or unconstitutional.

SECTION 9. The City Clerk shall certify to the passage and adoption of this Ordinance and shall cause this Ordinance to be published or posted as required by law, which shall take full force and effect thirty (30) days from its adoption.

PASSED, APPROVED AND ADOPTED this
day of , 2023.

THE CITY OF BELL GARDENS
Francis De Leon Sanchez, Mayor
APPROVED AS TO FORM: ATTEST:

Exhibit 1 17

Ordinance No. 937
Page No. 6
Stephanie Vasquez
City Attorney
Daisy Gomez
City Clerk
Exhibit 1 18

RESOLUTION #PC 2023-06

A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF

BELL GARDENS RECOMMENDING CITY COUNCIL APPROVAL AND
ADOPTION OF ZONING CODE AMENDMENT 2023-062 TO AMEND
BELL GARDENS MUNICIPAL CODE TITLE 9 (ZONING AND PLANNING

REGULATIONS) TO EXPAND DEFINITIONS OF AUTOMOBILE BODY

SHOP AND REPAIR USES AND ADD PROVISIONS FOR AUTOMOBILE

STORAGE
WHEREAS, the City of BeII Gardens ("City") is a general law city, incorporated under the laws of the State of California;
WHEREAS, California Constitution Article XI, Section 7, enables cities to make and enforce local land use regulations;
WHEREAS, the BeII Gardens General Plan ("Plan") articulates the community's vision and is implemented by an effective Zoning Code;
WHEREAS, the proposed zoning text amendment is consistent with furthering the goals and objectives of the Plan to ensure the needs of the residents are met; WHEREAS, the City seeks to expand the definitions of automobile body shop and automobile repair, major and minor to clarify permissible activity that may occur relative to automobile storage;
WHEREAS, provisions that allow and regulate automobile storage relative to automobile repair facilities accommodates viable business expansion alternatives, orderly development, and addresses limited public right-of-way parking availability; WHEREAS, the City finds it necessary to amend the BeII Gardens Municipal Code ("BGMC") to add language to permit and conditionally permit automobile storage in certain zones through proposed Ordinance No. 937 ("Ordinance"); WHEREAS, the proposed Ordinance would streamline review and processing of entitlement requests and ensure community compatibility to express the community's vision for long term resilient and sustainable development; WHEREAS, the proposed ordinance would implement Policy No. 3 of the General Plan's Land Use Element to promote compatible commercial development to emphasize commercial identity and enhance the appearance, potential economic vitality, and revitalization of commercial areas in the City since projects would be encouraged to invest in elegant solutions to effectively program private property space for reduced traffic;
WHEREAS, the proposed ordinance would implement Policy No. 5 of the General Plan's Land Use Element to promote the provision of an environment to stimulate local employment, property values, community stability, and the economic vitality of existing Exhibit 2 19

Resolution #PC 2023-06

Page 2 ends

Local businesses because codified subjective development standards streamline review of alternatives to reduce congested public rights -of -way and expand private enterprise, saving time and money;
WHEREAS, the Bell Gardens General Plan Circulation Element Policy M 2.6 and Program M 2.b that emphasizes the City's Commitment to place safety and reduction of collisions on high priority and states the City will assist applicants with demonstrating compliance with mobility policies would be promoted by ensuring automobile storage uses implement standards that accommodate business expansion, safe and shared use of the public right-of-way and existing neighborhood compatibility ; WHEREAS, pursuant to California Government Code Sections 65854 and 65090, the Planning Commission duly noticed, agendized, and conducted the public hearing on this matter on August 16, 2023;
WHEREAS, the Planning Commission considered all public comments received both before and during the public hearing, the presentation by City staff, the relevant staff report, and all other pertinent documents regarding the proposed Zoning Code Amendment No. 2023-062; and
WHEREAS, after the close of such public hearing, the Planning Commission adopted Planning Commission Resolution #2023-06 recommending to the City Council the approval of Zoning Code Amendment No 2023-062.

NOW, THEREFORE, THE PLANNING COMMISSION OF THE CITY OF BELL GARDENS HEREBY RESOLVES AND DETERMINES AS FOLLOWS:

SECTION 1. The recitals set forth above are hereby incorporated by this reference as if set forth in full herein.

SECTION 2. In recommending approval of Zoning Code Amendment No. 2023- 062 and adoption of Ordinance No. 937 the Planning Commission finds as follows:

The above recitals are true and correct and hereby incorporate them herein by this reference.
ii. Ordinance No. 937 serves the public health, safety, and welfare of the residents and businesses within the City by encouraging the innovative use of alternative options for automobile storage relative to automobile repair businesses and facilities.
iii. Ordinance No. 937 is consistent with the City's General Plan. iv. Ordinance No. 937 amending the BGMC presents no reasonably foreseeable risk to the public health and safety.

Exhibit 2 20

Resolution #PC 2023-06

Page 3 ends

SECTION 3. The Planning Commission hereby adopts this Resolution recommending to the City Council the approval of Zoning Code Amendment No. 2023- 062 and adoption of Ordinance No. 937.

SECTION 4. Action on Zoning Code Amendment No. 2023-062 recommending City Council adopt Ordinance No. 937, is exempt from the California Environmental Quality Act ("CEQA") pursuant the following provisions of the CEQA Guidelines: Section 15061(b)(3) because there is no possibility that it may have a significant effect upon the environment; and under Section 15378, this Ordinance is not a project under CEQA because it will not cause a direct physical change in the environment or a reasonably foreseeable indirect physical change in the environment because it does not authorize any specific activity.

SECTION 5. The Planning Commission of the City of Bell Gardens hereby transmits and recommends to the City Council approval of Zoning Code Amendment No. 2023-062 and adoption of Ordinance No. 937 amending the Bell Gardens Municipal Code (Zoning and Planning).

PASSED, APPROVED AND ADOPTED this 20th day of September 2023.

T6NY RIVE CHAIRPERSON
ATTEST:
{

ERIKA GUTIERREZ, PLANNING E ETARY
APPROVED AS TO FORM:

LLOYD PILCHEN

ASSISTANT CITY ATTORNEY
Exhibit 2 21

NOTICE OF PUBLIC HEARING
CONSIDERATION OF ADOPTION OF ORDINANCE NO. 937 AMENDING BELL GARDENS MUNICIPAL CODE TITLE 9 "ZONING AND PLANNING REGULATIONS"

TO EXPAND DEFINITIONS OF AUTOMOBILE BODY SHOP AND REPAIR USES AND

ADD PROVISIONS FOR AUTOMOBILE STORAGE
NOTICE IS HEREBY GIVEN, the City Council of the City of Bell Gardens will conduct a public hearing to consider the adoption of a resolution and approval of Ordinance No. 937 to clarify Chapter 9.04.010 "Definitions," Chapter 9.12.030 "Commercial Zones Permitted Land Use," Chapter 9.14.030 "Industrial Zones Permitted Land Use," and to add provisions for automobile storage in Chapter 9.28 "Automobile and Outdoor Storage." Copies of the proposed changes are available for review at Bell Gardens City Hall and on our website at https://www.bellgardens.org/government/city-departments/public- notifications.

DATE OF HEARING: Monday, October 9, 2023
TIME OF HEARING: 6:00 P.M., or as soon thereafter as possible.

ENVIRONMENTAL DETERMINATIONS: The proposed ordinance is exempt from the California Environmental Quality Act ("CEQA") (Pub. Res. Code § 21000 et seq.) under the common sense exemption set forth at California Code of Regulations, Title 14, § 15061(b)(3) ("CEQA Guidelines") because it can be seen with certainty that there is no possibility that the adoption of this proposed resolution recommending approval of an ordinance accommodating parking would have a significant effect on the environment and the proposed ordinance constitutes an activity not considered a project according to section 15060(c) (3) since there is no anticipation of a direct or reasonably foreseeable indirect physical change in the environment pursuant to section 15060(c)(2).

INVITATION TO BE HEARD/PUBLIC PARTICIPATION: The public hearing will be held before the City of Bell Gardens City Council on Monday, October 9, 2023, at 6:00 p.m.

The public may attend the meeting in person or may view the meeting online. The meeting will be recorded and live streamed on the City's website at https://www.bellgardeins.org/i-waint-to/watch-city-couincil-meetings . Public comments for the public hearing are limited to three (3) minutes per person. Members of the public can access and participate in the meetings as follows:

IN -PERSON: Members of the public can provide in -person comments at the podium in the Council Chamber. The Council Chamber will have seating available for members of the public to attend the meeting in -person, subject to capacity limits. Public comments for the public hearing are limited to three (3) minutes per speaker. Speakers who wish to address the City Council should do so by submitting a "Public Comment Card" by 6:00 p.m. for all other designated public comment periods as listed.

BY TELEPHONE: Phone Number: (669) 900-9128 Webinar ID: 813 3236 4343# Passcode: 2021# to address the City Council press *9 to raise your hand then *6 to unmute yourself when instructed.

Exhibit 3 22

VIRTUALLY LIVE: Members of the public may participate via Zoom by clicking here https://zoom.us/join and entering the Zoom Meeting ID: 813 3236 4343 Passcode:
2021 Comments may also be made via the Zoom app by using the "Raise Hand" feature when it is your turn to speak the host will unmute you. Comments will not be accepted in the Q and A Chat function of the Zoom app.

WRITTEN COMMENTS: Public comments may be emailed to
Publ'[email protected] or mailed to the City Clerk's Office. To ensure distribution to the members of the City Council prior to consideration of the agenda, please submit comments no later than one (1) hour prior to the meeting. Those comments, as well as any comments received after, will be distributed to the members of the City Council and will be part of the official public record of this meeting.

If requested, the agenda and backup materials will be made available in appropriate alternative formats to persons with a disability, as required by Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and the federal rules and regulations adopted in implementation thereof. Any person who requires a disability - related modification or accommodation, to observe and/or offer public comment may request such reasonable modification, accommodation, aid, or service by contacting the City Clerk's Office by telephone at (562) 806-7704 or via email to [email protected] no later than 72 -hours before the scheduled meeting.

The City Council staff report will be available in the City Clerk's Office and posted on the City's website at https://www.bellgardens.org/i-want-to/view-agendas 72 -hours prior to the meeting.

For more information, you may contact the City Clerk's Office located at 7100 Garfield Avenue, Bell Gardens, CA 90201 during regular business hours 7:30 a.m. to 6:00 p.m., Monday through Thursday at (562) 806-7704 or via email to [email protected].

Daisy Gomez
City Clerk
Posted: September 28, 2023
Bell Gardens City Hall
Bell Gardens John Anson Ford Park
Bell Gardens Veterans Park - Ross Hall Auditorium
Bell Gardens Department of Public Works
Daily Journal Corporation (Bell Gardens News Paper) — General Circulation Exhibit 3 23

CITY OF BELL GARDENS

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item 2.

TO:

FROM:

BY:

SUBJECT:

Honorable Mayor and City Council Members
Michael B. O'Kelly, City Manager
Daisy Gomez, City Clerk

GENERAL MOTION TO WAIVE FULL READING AND APPROVE ORDINANCES BY TITLE ONLY PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 36934 DATE: October 9, 2023
RECOMMENDATION:

It is staff's recommendation that the City Council approve a general motion to waive full reading and approve Ordinances by title only pursuant to California Government Code Section 36934.

BACKGROUND/DISCUSSION:

In order to expedite the conduct of business at Council meetings, California State Law (California Government Code Section 36934) allows Ordinances to be read by title if a majority of the Council supports the motion waiving the full reading. Most California cities adopt a standard motion at the beginning of each meeting in order to effectuate this waiver.

Since most of the Ordinances introduced and adopted consist of multiple pages of technical language, reading by title only allows the Council to eliminate the communication of redundant information and attend to other matters during the meetings. Otherwise, the entire Ordinance language will have to be read in full.

CONCLUSION:

Allowing ordinances to be read by title only, according to California State Law, will expedite the conduct of business at Council Meetings.

FISCAL IMPACT:

No fiscal impact.

APPROVED ELECTRONICALLY BY:

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item 3.

TO: Honorable Mayor and City Council Members
FROM: Michael B. O'Kelly, Executive Director
BY: Daisy Gomez, City Clerk
SUBJECT: APPROVAL MINUTES OF SEPTEMBER 25, 2023 CITY /SUCCESSORAGENCYJOINT

MEETINGS
DATE: October 9, 2023
RECOMMENDATION:

It is staff's recommendation that the City Council approve the minutes of the September 25, 2023 City/Successor Agency Joint Meeting.

BACKGROUND/DISCUSSION:

Every City/Successor Agency Joint Meeting the City Clerk documents the actions made by the Agency Members/City Council.

CONCLUSION:

If approved, the minutes of the City/Successor Agency Joint Meetings will be archived in the City Clerk's Office.

FISCAL IMPACT:

No fiscal impact.

ATTACHMENTS:

Exhibit 1 - Minutes of September 25, 2023
APPROVED ELECTRONICALLY BY:

CITY COUNCIL / SUCCESSOR AGENCY TO THE COMMUNITY

DEVELOPMENT COMMISSION

JOINT MEETING
MONDAY, SEPTEMBER25, 2023, 6:00 PM

MINUTES
LOCATION: CITY COUNCIL CHAMBERS, 7100 GARFIELD AVENUE, BELL GARDENS, CA90201 PUBLIC PARTICIPATION: The members of the public may address the City Council / Agency Members on any item listed on the agenda or on matters which are not listed on the agenda but are within the subject matter jurisdiction of the City Council / Successor Agency. Public comments are limited to three (3) minutes per person for each designated public comment period(s). Public comments for non - agenda items will be limited to a total of 30 minutes. Public comments can be made by any of the following ways:

BY TELEPHONE: Phone Number: (669)900-9128 Webinar ID: 813 3236 4343# Passcode: 2021# To address the City Council press *9 to raise your hand then *6 to unmute yourself when instructed.

WRITTEN COMMENTS: Public comments may be emailed to [email protected] or mailed to: City Clerk's Office, 7100 Garfield Ave., Bell Gardens, CA 90201. To ensure distribution to the members of the City Council / Agency Members prior to consideration of the agenda, please submit comments no later than one (1) hour prior to the meeting. Those comments, as well as any comments received after, will be distributed to the members of the City Council / Successor Agency and will be part of the official public record of this meeting.

For more information, you may contact the City Clerk's office during regular business hours 7:30 a.m. to 6:00 p.m., Monday through Thursday at (562) 806-7704.

Exhibit 1 26

CALL TO ORDER
The Council Members of the City of Bell Gardens City Council/Successor Agency held a Joint Regular meeting on September 25, 2023, in the Council Chambers, 7100 Garfield Avenue, BeII Gardens, CA with Mayor Francis de Leon Sanchez presiding. Mayor Francis de Leon Sanchez called the joint meeting to order at 6:05 p.m.

INVOCATION
The invocation was given by Gustavo Romo, Community Development Director.

PLEDGE OF ALLEGIANCE
The Pledge of Allegiance was led by Girl Scout Brownie Troop #2543.

ROLL CALL OF CITY COUNCIL MEMBERS / SUCCESSOR AGENCY TO THE COMMUNITY

DEVELOPMENT COMMISSION MEMBERS

Present:

Marco Barcena, Agency Member/Council Member
Gabriela Gomez, Agency Member/Council Member
Maria Pulido, Agency Member/Council Member
Jorgel Chavez, Vice Chair/Mayor Pro Tem
Francis De Leon Sanchez, Chair/Mayor

Absent:

None

PRESENTATIONS
• NATIONAL COMMUNITY PLANNING MONTH PROCLAMATION
Councilmember Maria Pulido read the certificate of recognition and presented it to the Community Development Department staff.
• NATIONAL BREAST CANCER AWARENESS MONTH
Mayor Frances de Leon Sanchez read the certificate of recognition. • DOMESTIC VIOLENCE AWARENESS MONTH
Councilmember Marco Barcena read the certificate of recognition and presented it to Norma Yoguez and Evelyn Casimiro, with SPIRITT Family Services.

PUBLIC COMMENTS ON NON -AGENDA ITEMS UNDER THE SUBJECT MATTER

JURISDICTION OF THE CITY COUNCIL / SUCCESSORAGENCY
City Clerk Daisy Gomez announced that there was one written comment received and distributed to the City Council.

Bruce Crow spoke regarding various topics.

Exhibit 1 27

Rogelio Rodriguez spoke regarding various topics.

Ruben Hoyos spoke regarding the "Ponte Las Pilas, Sela!" event.

PUBLIC COMMENTS ON AGENDA ITEMS ONLY
City Clerk Daisy Gomez announced that there were no written comments received.

Bruce Crow spoke regarding item numbers 7 and 17.

Rogelio Rodriguez spoke regarding item number 7.

CITY MANAGER'S REPORT
City Manager Michael O'Kelly provided a brief report.

CONSENT CALENDAR (Item Nos. 1 - 12)
All matters listed under the Consent Calendar are considered to be routine and can be acted on by one roll call vote. There will be no separate discussion of these items unless members of the City Council / Successor Agency request specific items to be removed from the Consent Calendar for separate action.

Items called for separate discussion will be heard as the next order of business.

A motion was made by Councilmember Marco Barcena, seconded by Councilmember Gabriela Gomez to approve Consent Calendar Item Nos. 1 - 12.

The motion carried 5-0 with the following vote for Item Nos. 1 - 12:

AYES: Barcena, Gomez, Pulido, Chavez, De Leon Sanchez
NOES: None
ABSENT: None
ABSTAIN: None
1 GENERAL MOTION TO WAIVE FULL READING AND APPROVE ORDINANCES BY TITLE ONLY PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 36934 In order to expedite the conduct of business at City Council meetings, California State Law (California Government Code Section 36934) allows Ordinances to be read by title if a majority of the legislative body supports the motion to waive the full reading.

Recommendation:

It is staff's recommendation that the City Council approve a general motion to waive full reading and approve Ordinances by title only pursuant to California Government Code Section 36934.

2. APPROVAL MINUTES OF SEPTEMBER 11, 2023 CLOSED SESSION AND CITY /

SUCCESSOR AGENCY JOINT MEETINGS
Approve the minutes of the September 11, 2023 Closed Session and City/Successor Agency Exhibit 1 28

Joint Meetings.

Recommendation:

It is staff's recommendation that the City Council approve the minutes of the September 11, 2023 Closed Session and City/Successor Agency Joint Meeting.

3. WARRANT REGISTERS AND WIRE TRANSFERS
In approving the action of receiving and filing the warrant registers, the official minutes of the Bell Gardens City Council should state that each individual member of the City Council is not voting on, influencing the outcome of, or participating in approving, accepting, receiving or filing any warrant which bears the name of the same council member, or pays for any costs or expenses, or otherwise benefits the same named council member. Each council member will not be participating, influencing or voting on any such warrant bearing their name or which benefits the same named council member, but with that exception is voting in favor of receiving and filing all other warrants contained in this report, unless otherwise noted on the record at the time of the approval of the action required by this report.

Recommendation:

It is staffs recommendation that the City Council receive and file the warrant registers, wire transfers, and net payrolls dated 08/24/23, 08/29/23 and 09/05/23.

4. WARRANT REGISTER SUCCESSOR AGENCY
In approving the action of receiving and filing the warrant registers, the official minutes of the Successor Agency should state that each individual member of the Successor Agency is not voting on, influencing the outcome of, or participating in approving, accepting, receiving or filing any warrant which bears the name of the same Successor Agency Member, or pays for any costs or expenses, or otherwise benefits the same named Successor Agency Member. Each Successor Agency Member will not be participating, influencing or voting on any such warrant bearing their name or which benefits the same named Successor Agency Member, but with that exception is voting in favor of receiving and filing all other warrants contained in this report, unless otherwise noted on the record at the time of the approval of the action required by this report.

Recommendation:

It is staff's recommendation that the Successor Agency Members receive and file the warrant register dated 08/29/23.

5. JULY 2023 TREASURER'S REPORT
The Treasurer's Report is a list of cash, investment portfolio and restricted bond cash held by the City.

Recommendation:

It is recommended that the City Council receive, approve, and file the July 2023 Treasurer's Report.

6. AUGUST 2023 TREASURER'S REPORT
The Treasurer's Report is a list of cash, investment portfolio and restricted bond cash held by the City.

Recommendation:

It is recommended that the City Council receive, approve, and file the August 2023 Treasurer's Exhibit 1 29

Report.
7 SECOND READING OF ORDINANCE NO. 938, EXCEPTIONS TO REQUIRED PARKING Second Reading of Ordinance No. 938 (Parking Exceptions) amending Title 9 (Zoning and Planning Regulations) of the Bell Gardens Municipal Code ("BGMC") to comply with required state legislation and the Bell Gardens General Plan.

Recommendation:

It is staff's recommendation that the City Council waive the full reading and adopt Ordinance No. 938 to comply with required state legislation and Bell Gardens General Plan.

Ordinance No. 938 was adopted.

8. CONSIDERATION OF A RESOLUTION AUTHORIZING ACCEPTANCE OF THE UNITED

STATES FEDERAL COMMUNICATIONS COMMISSION AFFORDABLE CONNECTIVITY

PROGRAM GRANT FUNDING
The Affordable Connectivity Program is a federal government program that helps ensure that eligible households can afford the broadband they need for work, school, healthcare, and more.

Recommendation:

It is staff's recommendation that the City Council by motion adopt a Resolution authorizing acceptance of the United States Federal Communications Commission Broadband Affordable Connectivity Program grant funding.

Resolution No. 2023-74 was approved.

9. ADOPTION OF RESOLUTION ACCEPTING FUNDING FROM THE UNITED WAY OF

GREATER LOS ANGELES EMERGENCY FOOD AND SHELTER PROGRAM (EFSP) GRANT
Adoption of a resolution accepting funding for the United Way Emergency Food and Shelter Program Grant.

Recommendation:

It is staff's recommendation that the City Council by motion adopt the attached resolution accepting funding for the United Way Emergency Food and Shelter Program (EFSP) grant.

Resolution No. 2023-75 was approved.

10. ADOPTION OF RESOLUTION ACCEPTING GRANT FUNDING FROM CALIFORNIA

PHYSICIANS' SERVICE D/B/A BLUE SHIELD OF CALIFORNIA PROMISE HEALTH PLAN
Adoption of a Resolution approving an agreement with Blue Shield of California Recommendation:

It is staff's recommendation that the City Council by motion:

1. Adopt the attached resolution approving an agreement, subject to City Attorney approval as to form, with Blue Shield of California.

Resolution No. 2023-76 was approved.

11. ADOPTION OF RESOLUTION ACCEPTING FUNDING FROM THE LA84 FOUNDATION Exhibit 1 30

Adopt a resolution accepting grant funds from the LA84 Foundation for a Learn to Swim Program.

Recommendation:

It is staff's recommendation that the City Council by motion:

1. Adopt the attached resolution approving an agreement with the LA84 Foundation.

Resolution No. 2023-77 was approved.

12. APPROVAL OF CONTRACT SERVICES AGREEMENT WITH BRIGHTVIEW GOLF MAINTENANCE, INC. FOR BELL GARDENS GOLF COURSE LANDSCAPE AND

MAINTENANCE SERVICES
Adoption of a Resolution and approval of a Contract Services Agreement with Brightview Golf Maintenance, Inc. for a three-year term with the option of two one-year extensions.

Recommendation:

It is staff's recommendation that the City Council by motion:

1. Adopt the attached resolution; and

2. Approve a Contract Services Agreement with Brightview Golf Maintenance, Inc. for the City of BeII Gardens Golf Course landscape and maintenance services for a three-year term with the option of two one-year extensions.

Resolution No. 2023-78 was approved.

DISCUSSION (Item Nos. 13 - 18)

13. LOCAL COMMISSIONS APPOINTMENT LIST
The Local Commissions Appointments List outlines the City of BeII Gardens Commissions and Commissioners. Per the BeII Gardens Municipal Code, City Commissions consist of BeII Gardens residents appointed by each member of the City Council. Council Members may remove commissioners during any regular City Council meeting and may appoint commissioners following 10 working days after the posting of the vacancy notice.

Recommendation:

It is staff's recommendation that the City Council review the Commissions Appointments List and by motion, remove commissioners and/or make appointments to the posted vacancies.

No action was taken.

14. CONSIDERATION OF A PROFESSIONAL SERVICES AGREEMENT WITH GOGOV FOR

THE CITY MOBILE APP
Adoption of resolution and award of professional services agreement with GOGov for the City mobile app.

Recommendation:

It is staff's recommendation that the City Council adopt the attached resolution and authorize the City Manager to execute a Professional Services Agreement with GOGov for the City mobile app, subject to approval by the City Attorney.

Hailes Soto, Assistant to the City Manager provided a presentation.

A motion was made by Mayor Frances de Leon Sanchez, seconded by Councilmember Marco Barcena to approve Resolution No. 2023-79.

Exhibit 1 31

The motion carried 5-0 with the following vote:

AYES: Barcena, Gomez, Pulido, Chavez, De Leon Sanchez.

NOES: None
ABSENT: None
ABSTAIN: None

15. CONSIDERATION AND APPROVAL OF A RESOLUTION TO FORM THE SIDEWALK

VENDING AD HOC COMMITTEE AND MAKE APPOINTMENTS
Consider the adoption of a Resolution to form a new Sidewalk Vending Ad Hoc Committee and appointments for purpose of addressing current and future concerns associated with unpermitted sidewalk vending and compliance options.

Recommendation:

It is staff's recommendation that the City Council approve the attached resolution and appoint two Council members, subject to such direction as may be provided by the City Council.

Gustavo Romo, Director of Community Development, provided a presentation.

A motion was made by Mayor Francis De Leon Sanchez, seconded by Councilmember Marco Barcena to table this item. Resolution No. 2023-80 was not approved.

The motion carried 5-0 with the following vote:

AYES: Barcena, Gomez, Pulido, Chavez, De Leon Sanchez.

NOES: None
ABSENT: None
ABSTAIN: None

16. VACANT AND/OR ABANDONED PROPERTY INVENTORY
City Council directed inventory of all existing vacant/abandoned land and/or buildings for the purpose of determining if a registration program and/or tax measure is warranted.

Recommendation:

It is staff's recommendation that the City Council receive and file this report or provide staff with further direction.

Gustavo Romo, Director of Community Development, provided a presentation.

A motion was made by Mayor Pro Tem Jorgel Chavez, seconded by Mayor Frances de Leon Sanchez to bring back this item with a complete list of all vacant/partially vacant properties within five thousand square feet and identify the timeframe of when that parcel has been underdeveloped.

The motion carried 5-0 with the following vote:

AYES: Barcena, Gomez, Pulido, Chavez, De Leon Sanchez.

NOES: None
ABSENT: None
Exhibit 1 32

ABSTAIN: None

17. RENT STABILIZATION ORDINANCE COST OF SERVICES STUDY City Council -directed Cost Study to implement the City's new Rent Stabilization and Tenant Eviction Protections Ordinance, which was adopted in October of 2022. The Cost Study accounts for all costs associated with administering the ordinance, including staffing, rental registry fees, software, and legal.

Recommendation:

It is staffs recommendation that the City Council select one of the two cost options and associated rental registration fee proposed by the subject Cost Study, accept the Cost Study, and direct staff to move forward with the implementation of the rental registry, proposed staffing, and software solutions, which will result in a revised city fee schedule to be presented to the City Council for adoption at a future meeting as well as future position creations and budget allocations for personnel and software costs.

As a third option, the City Council may direct staff to proceed with the creation of a rent stabilization board as a component of the City's rent stabilization program, which would require an amendment to the Ordinance and an increase to the rental registration fees for either of the cost options selected.

Gustavo Romo, Director of Community Development, and Chu Thai, Partner of Revenue Cost Specialist (RCS), provided a presentation.

A motion was made by Councilmember Marco Barcena, seconded by Mayor Pro Tem Jorgel Chavez to approve the best practices staffing plan for an annual registry fee per unit of $156.

The motion carried 3-2 with the following vote:

AYES: Barcena, Gomez, Chavez.

NOES: Pulido, De Leon Sanchez.

ABSENT: None
ABSTAIN: None

18. INDOOR MURAL ARTWORK APPROVAL FOR VETERANS PARK ADMINISTRATION

BUILDING HALLWAY
Staff is looking for Council's approval for an indoor mural at the Bell Gardens Veterans Park Administration building.

Recommendation:

It is staff's recommendation that the City Council by motion select and approve an art concept for the indoor mural to be painted at Veterans Park Administration Building Hallway, subject to agreement from the Latino Equality Alliance that the City will not be held responsible for any damage to the mural, and that the City reserves the right to remove or modify the mural as it may deem necessary, at any time, without notice.

Elizabeth Nava, Director of Recreation Community Services, provided a presentation.

A motion was made by Councilmember Marco Barcena, seconded by Mayor Pro Tem Jorgel Chavez to Exhibit 1 33

approve option one (1) and return to Council with a final version.

The motion carried 5-0 with the following vote:

AYES: Barcena, Gomez, Pulido, Chavez, De Leon Sanchez.

NOES: None
ABSENT: None
ABSTAIN: None

CITY COUNCIL/ SUCCESSOR AGENCY MEMBER COMMENTS
Members of the Council and Successor Agency made community announcements and comments.

ADJOURNMENT
Mayor Francis de Leon Sanchez adjourned the meeting at 7:51 p.m.

Daisy Gomez, City Clerk
Agenda was posted on September 21, 2023.

Exhibit 1 34

CITY OF BELL GARDENS

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item4.

TO: Honorable Mayor and City Council Members
FROM: Michael B. O'Kelly, City Manager
BY: Manuel Carrillo, Director of Finance & Administrative Services SUBJECT: WARRANT REGISTERS AND WIRE TRANSFERS
DATE: October 9, 2023
RECOMMENDATION:

It is staff's recommendation that the City Council receive and file the warrant registers, wire transfers, and net payrolls dated 08/30/23, 09/07/23, 09/12/23 and 09/19/23.

BACKGROUND/DISCUSSION:

The attached warrant registers, wire transfers, and net payrolls are for 08/30/23, 09/07/23, 09/12/23 and 09/19/23.

The warrant registers, wire transfers, and net payrolls reflect the financial obligations of the City for the above referenced dates.

CONCLUSION:

If the recommendation to the City Council is approved, then the warrant registers, wire transfers, and net payrolls dated 08/30/23, 09/07/23, 09/12/23 and 09/19/23 will be received and filed.

FISCAL IMPACT:
e cransrer
Ire transfer
arrant re_ ester
nayrolP transfe
08/30/2
09/07/2
09/12/23 187391 187456
85 854
09/07/2
Total Vouche
arrant re Ister 09/12/23
arrant reglister 09/19/23
arrant reglster 09/19/23
arrant re sister 09/19/23
To ank
87457 - 18746
Total ank
87462 - 187566
Total Bank
87567- 18757
Total Voucher
87572 - 18757
$377 844.85
$286,444.41
164 6.93
$829,116.19
$538,745.16
6'7,861835
X18,53
1 ,537x18
X1,211,039.48
1,211,039.48
69,078
69,878.33
$50,015.49

7.18 Total Voucher $50,015 49
Grand Total Vouchers $2,716,631.83
35 ATTACHMENTS:

Exhibit 1- Warrant Register
APPROVED ELECTRONICALLY BY:

Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney and/or Susie Altamirano, Assistant City Attorney Manuel Carrillo, Director of Finance and Administrative Services

Voucher List
09/13/2023 5:15:37PM CITY OF BELL GARDENS
Bank code : common
Voucher
Date Vendor
Page: 1
Invoice PO # Description/Account Amount
1845 -WIRE 8/30/2023 005981 US BANK 2375258
1851 -WIRE 9/7/2023 003359 BANK OF THE WEST Ben593828
1852 -WIRE 9/7/2023 003358 BANK OF THE WEST Ben593832
1853 -WIRE 9/7/2023 001725 CALPERS Ben593830
1854 -WIRE 9/7/2023 009439 MASS MUTUAL Ben593834
187391 9/12/2023 007599 4IMPRINT, INC 11562800
187392 9/12/2023 008604 ACCOUNT 6746022400, U.S. BANK PARS Ben593818 187393 9/12/2023 000148 AMTECH ELEVATOR SERVICES 151401289669 187394 9/12/2023 010840 ANDRION, ALEAH 000000
187395 9/12/2023 010641 ARAMARK 2570194924
187396 9/12/2023 009752 ARTE PRINTING, SAEED RADMEHR 30198 187397 9/12/2023 000284 ASSOC., BELL GARDENS POLICE Ben593822 187398 9/12/2023 010690 AV GRAPHICS PS101698
WATER REF BONDS 04 PRINCIPAL
Total :

FEDERAL INCOME TAX: PAYMENT
Total :

STATE INCOME TAX: PAYMENT
Total :

P/R 09/07/23
MASS MUTUAL: PAYMENT
Total :

Total :

RCS DEPT PROMOTIONAL ITEMS
Total :

PARS: PAYMENT
Total :

PD ELEVATOR MAINT SEPT 2023
Total :

PD JAILER ACADEMY UNIFORM
Total :

RCS AQUATICS SRVCS
PD CITATION BOOKS QTY 77
Total :

Total :

NON -SWORN POA MEMBER -DUES.

Total :

COUNCIL BUS CARDS
377,844.85
377,844.85
90,046.43
90,046.43
28,449.08
28,449.08
143,748.86
143,748.86
24, 200.04
24,200.04
425.89
425.89
6,022.25
6,022.25
232.35
232.35
122.61
122.61

90.62 90.62
999.18
999.18
2,752.50
2,752.50

93.74 Exhibit 1 37

Voucher List
09/13/2023 5:15:37PM CITY OF BELL GARDENS
Bank code : common
Voucher
Date Vendor
Page: 2
Invoice PO # Description/Account Amount
187398 9/12/2023 010690 010690 AV GRAPHICS (Continued)
Total : 93.74
187399 9/12/2023 004626 BANKCARD CENTER 2050-AUG23 FA BACKCARD EXPENSES AUG202 29,259.79 Total : 29,259.79
187400 9/12/2023 009389 BRIGHTVIEW GOLF MAINTENANCE 8589273 05486 RCS GC MAINT SEPT 13,000.00 Total : 13,000.00
187401 9/12/2023 005910 BRIGHTVIEW LANDSCAPE SRVCS INC 8559750 05487 RCS SP CNTR LANDSCAPE SEPT 11 6,754.65 Total : 6,754.65
187402 9/12/2023 000313 BRITE WHITE, ELISEO RODRIGUEZ 25635 PD UNIT#240 TIRES,MOUNT, BALA 980.00 25636 PD UNIT #240 FRONT WHEEL,ALIG 370.00
Total : 1,350.00
187403 9/12/2023 001775 CALPERS FISCAL SERVICES DIV. 100000017250608 FA GASB 68 REPORTS/SCHEDULE 2,100.00 Total : 2,100.00
187404 9/12/2023 003938 CCAC 300002550 CCL CCAC MEMBER REGIST D.GOI 250.00 Total: 250.00
187405 9/12/2023 010839 CHAMO FRUIT, URBANO ANTILLON JR. 5866 RCS SR CTR FIESTAS PATRIAS 9/1 305.00 Total : 305.00
187406 9/12/2023 008611 CHAVEZ, JORGEL CCCA 2023FALLSUh CA CONTRACT CITIES 23 9/8-10 RE 682.68 Total : 682.68
187407 9/12/2023 009417 CINTAS CORPORATION 5167343455 PW FIRSTAID/MEDICA KIT SRVC P 814.33 Total : 814.33
187408 9/12/2023 010396 CURIEL, DOMINGO 09162023 05526 RCS FIESTAS PATRIAS LIVE MUSIC 4,000.00 Total : 4,000.00
187409 9/12/2023 010286 CWE 23339 05406 PW ADDITIONAL ENGINEERING SU 15,991.74 Total : 15,991.74
187410 9/12/2023 004588 DAILY JOURNAL CORPORATION 1124142401 CD PUBLICATIONS 945.00 B3724721 ORD SUMMARY REAR YARD REQ 215.00
Exhibit 1 38

Voucher List
09/13/2023 5:15:37PM CITY OF BELL GARDENS
Page: 3
Bank code : common
Voucher Date Vendor Invoice PO # Description/Account Amount 187410 9/12/2023 004588 004588 DAILY JOURNAL CORPORAL (Continued) Total : 1,160.00 187411 9/12/2023 004807 DAPEER,ROSENBLIT & LITVAK 21776 CD LEGAL MUNI CODE 7/2023 1,969.75 21777 PD LEGAL 7/2023 1,380.83
Total : 3,350.58
187412 9/12/2023 003917 DIAL COMMUNICATIONS 52669 PW 2 WAY RADIO CITY VEH 579.26 52716 PW SC 2201 2 WAY RADIO 607.59
52717 PW SC3 2 WAY VEH RADIO 607.59
52718 PW SC 4 2 WAY VEH RADIO 607.59
Total : 2,402.03
187413 9/12/2023 008668 DIAMOND CLEANING SERVICES, DORA G chbg08013 FA CLEANING SRVCS AUG 2023 100.00 Total : 100.00
187414 9/12/2023 008098 DIRECTV, INC. 057628772X230820 RCS GC SRVCS 8/19-9/18 101.24 Total : 101.24
187415 9/12/2023 000713 DOWNEY VENDORS 18743 CD COFFEE SUPPLIES 132.00 Total : 132.00
187416 9/12/2023 008258 ECOFERT, INC 5712 PW FIELD FERTIGATION AUG 724.00 Total: 724.00
187417 9/12/2023 000775 ENTENMANN ROVIN CO 017588IN PD RETIERED FLAT BADGE CHIEF 136.97 0175946IN PD DOME BADGE REPAIR OFC NE 49.97
Total : 186.94
187418 9/12/2023 006521 FRANCHISE TAX BOARD Ben593824 GARNISHMENT: PAYMENT 1,145.05 Total : 1,145.05
187419 9/12/2023 004594 FUN EXPRESS 72602774201 RCS SR CTR PRGM SUPPLIES 45.13 72602774202 RCS SR CTR OFFICE SUPPLIES 37.47
72604271601 RCS KARAOKE DAY EVENT 68.92
72604285401 RCS STAR PRGM 9/22 EVENT 136.50
742604279701 RCS FIESTAS PATRIAS 9/15 49.34
Total: 337.36
187420 9/12/2023 006112 GALLS LLC 025406750 PD UNIFORM OFC DIAZ 377.08 Exhibit 1 39

Voucher List
09/13/2023 5:15:37PM CITY OF BELL GARDENS
Page: 4
Bank code : common
Voucher
Date Vendor
Invoice PO # Description/Account Amount
187420 9/12/2023 006112 GALLS LLC (Continued)
025406761 PD UNIFORM OFFICER DIAZ 221.28
Total : 598.36
187421 9/12/2023 007015 HARRAHS RESORT SO. CALIFORNIA 854752 RCS SR REFUNDABL DEP FOR TR/ 600.00 Total : 600.00
187422 9/12/2023 007015 HARRAHS RESORT SO. CALIFORNIA 854889 RCS SR NONREFUNDABLE CASIN( 50.00 Total : 50.00
187423 9/12/2023 002607 HERC RENTALS INC. 33923528001 RCS SUMMER MOVIE #4 715.36 Total : 715.36
187424 9/12/2023 001025 HOME DEPOT 7513676 CD TAPE MEASURES 72.53 Total : 72.53
187425 9/12/2023 009566 HYDRO POINT DATA SYSTEMS INC. 146315 RCS RENEWAL SUBSCRIP SRVC 498.00 Total : 498.00
187426 9/12/2023 009579 J THAYER COMPANY LLC 16593960 PW OFC SUPPLIES 47.59 Total : 47.59
187427 9/12/2023 010284 JOHN L. HUNTER & ASSOC., INC. BG1 FPP12307 05407 PW ADDTL PROJ& CONST MANAGE 39,350.00 Total : 39,350.00
187428 9/12/2023 006145 LAN WAN ENTERPRISE, INC. 74396 05462 PD MAINT CONTRACT 8/21 -24TH 4,800.00 Total : 4,800.00
187429 9/12/2023 007252 LEAF 15235982 RCS HP L365 COPIER SYSTEM 388.97 Total : 388.97
187430 9/12/2023 010017 LEFTA SYSTEMS INV002223 PD ANNUAL SUBSCRIP SOTFWARE 2,057.15 Total : 2,057.15
187431 9/12/2023 001318 LOOMIS 13302865 FA ARMORED SRVCS SEPT 2023 239.95 Total : 239.95
187432 9/12/2023 009542 MARTINEZ AGUILAR, XIOMARA C. 1014518.002 RCS SHELTER DEP REFUND 8/26 125.00 Exhibit 1 40

Voucher List
09/13/2023 5:15:37PM CITY OF BELL GARDENS
Page: 5
Bank code : common
Voucher Date Vendor
Invoice PO # Description/Account Amount
187432 9/12/2023 009542 009542 MARTINEZAGUILAR, XIOMP (Continued) 187433 9/12/2023 006285 MARTINEZ, LAURA AUG2023
187434 9/12/2023 010759 MEAL KIT SUPPLY, LLC 38218
187435 9/12/2023 001491 MOBILE MINI INC. 9018655910
187436 9/12/2023 001552 NADA BUS INC. 51487
187437 9/12/2023 001562 NATIONAL CONSTRUCTION RENTALS 7115293 187438 9/12/2023 010576 ORTIZ, JOSE C. J082123
187439 9/12/2023 007668 PACIFIC TELEMANAGEMENT SRVCS 2109522LF 2110883
187440 9/12/2023 008044 PAL PROGRAM
Ben593820
187441 9/12/2023 006904 PIONEER MANUFACTURING COMPANY inv896880 187442 9/12/2023 007759 PLS, ARTURO H ADORNO,
Total : 125.00
TRNG MILEAGE REIM 8/24 -25TH 98.16
Total :: 98.16

RCS EFSP FOOD PANTRY MEALS
Total :

PD CONTRACT SRVCS 8/24-9/20
Total :
793.76
793.76

78.28 78.28
05527 RCS TRANSPORTAION FOR YOUTI 1,430.00
Total : 1,430.00
PD STRINGER POLE 8/17-9/13
Total :

42.45 42.45
RCS YTH SOFTBALL UPIRE 8/21-9/. 200.00
Total : 200.00

PD PUBLIC PAY TELEPHONE LATE

PD PUBLIC PAY TELEPHONE SEPT
Total :

8.59 85.87

94.46 PAL PROGRAM: PAYMENT 225.00
Total : 225.00
RCS SPRT CTR FIELD PAINT 751.91
Total : 751.91
020 05528 RCS FIESTAS PATRIAS SOUND AN( 9,000.00
Total : 9,000.00
187443 9/12/2023 010552 POLYGRAPH LLC, HEARD'S INVESTIGATI( 8235A PD POLYGRAPHS 4
8235B PD POLYGRAPHS 3
187444 9/12/2023 006189 PROFORCE LAW ENFORCEMENT 526867 526875
Total :
800.00
600.00
1,400.00
PD 9 TASER BATTERIES 946.08
PD TASER CARTRIDGES 963.43
Exhibit 1 41

Voucher List
09/13/2023 5:15:37PM CITY OF BELL GARDENS
Page: 6
Bank code : common
Voucher
187444
187445
187446
187447
187448
187449
187450
187451
Date Vendor
Invoice PO # Description/Account Amount
9/12/2023 006189 006189 PROFORCE LAW ENFORCE (Continued) 9/12/2023 009820 PROSEGUR SERVICES GROUP, INC. 680219
9/12/2023 008858 PULIDO, MARIA
ICASUMMER2023
9/12/2023 004661 QUILL CORPORATION 34061540
9/12/2023 007642 SKYLINE SAFETY & SUPPLY, PATRICIA SC 7811 9/12/2023 002105 SPARKLETTS 9232598090223
9/12/2023 000594 STATE DISBURSEMENT UNIT Ben593826
9/12/2023 002169 SUPER A FOODS 0935-082823
1394
5093
8714
8826
187452 9/12/2023 010634 ULINE, INC. 167521221
187453 9/12/2023 005879 UNITED SITE SERVICES INV01990415 187454 9/12/2023 010353 VARGAS CERVANTES, MIRIAM 014
187455 9/12/2023 006130 VERIZON WIRELESS 9942388739
Total : 1,909.51
RCS SPRTS CTR SEC 8/21 -27TH 1,599.92
Total : 1,599.92
ICA SUMMER SEMINAR 120.52
Total: 120.52
PD OFC SUPPLIES DEPT TONER 300.93
Total : 300.93

PW CUSTODIAL
CD WATER SRVC 8/23
GARNISHMENT: PAYMENT
452.13
Total : 452.13

92.39 Total : 92.39
1,005.22
Total : 1,005.22
RCS STAR KARAOKE EVENT 9/1
RCS STAR SUMMER LUAU FOOD 8,

RCS NYC AFTER SCHOOL SUPPLIE

RCS EMPLOYEE WELLNESS FAIR
RCS STAR LUAU EVENT 8/25
Total :

RCS STAR PRGM SCIENCE DAY 8/'
Total :

RCS PORTABLE RESTROOMS 9/14
Total :

RCS FIESTAS PATRIAS PATRIOTIC
Total :

CD CELL SRVC 7/20-8/19
Total :

17.05 87.53

51.64 9.89

88.65 254.76

68.12 68.12
159.10
159.10

31.35 31.35
203.85
203.85
Exhibit 1 42

Voucher List
09/13/2023 5:15:37PM CITY OF BELL GARDENS
Page: 7
Bank code : common
Voucher
Date Vendor
187456 9/12/2023 009769 WEINRICH, MICHAEL
71 Vouchers for bank code : common
TRANSFER 9!7/2023 BANK OF THE WEST
71 Vouchers in this report
Invoice PO # Description/Account Amount
AUG2023
P/R
PD TRNG MILEAGE REIM 85.67
Total : 85.67
Bank total : 829,116.19
NET PAYROLL 538,745.16
Total vouchers : 1,367,861.35
Exhibit 1 43

Voucher List
09/13/2023 5:26:09PM CITY OF BELL GARDENS
Page: 1
Bank code : common
Voucher Date Vendor
Invoice PO # Description/Account Amount
187457 9/12/2023 002092 GOLDEN STATE WATER COMPANY 57710200007-06142:

PW 6547 EASTERN
57710200007-07172: PW 6547 EASTERN
187458 9/12/2023 010748 QUESTAR SOLUTIONS, LLC, CIO BANK O1 5316366 187459 9/12/2023 002129 STANDARD INSURANCE CO. JUNE 2023 187460 9/12/2023 002129 STANDARD INSURANCE CO. MAY2023
187461 9/12/2023 002383 VORTEX INDUSTRIES INC. 031679552 Total :

71.27 71.27
142.54
PW 55 GALLONS BLUE DRUMS OIL 766.50
Total : 766.50
STANDARD LIFE & ADD 6/2023 8,410.11
Total : 8,410.11
STANDARD LIFE&ADD 5/2023 8,305.46
Total : 8,305.46

PW REPAIRS TO HORIZONTAL
Total :
5 Vouchers for bank code : common Bank total :
5 Vouchers in this report
912.57
912.57
18,537.18
Total vouchers : 18,537.18
Exhibit 1 44

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Bank code : common
Voucher
187462
Date Vendor
9/19/2023 000015 AY NURSERY
Invoice
174563
187463 9/19/2023 010275 ALADDIN LOCK & KEY, BENITO ROBERTC 33360 33370
187464 9/19/2023 000098 ALIN PARTY SUPPLY
187465 9/19/2023 000106 ALL CITY MANAGEMENT SERVICES
187466 9/19/2023 010693 ALVARADO, HUGO ISAIAS
187467 9/19/2023 010833 AMAZON CAPITAL SERVICES, INC.
187468
9/19/2023 002946 AMERICAN PLANNING ASSOCIATION
187469 9/19/2023 004556 AMERICAN WELDING, RAMIRO PACHECC 187470
9/19/2023 000148 AMTECH ELEVATOR SERVICES
187471 9/19/2023 000150 ANAYA'S SERVICE CENTER
187472 9/19/2023 000301 ANTHEM BLUE CROSS
PO #
Description/Account

PW TREE STAKES
Total :
05533 PW NEW -KEYS FOR FORD PARK S

PW REKEYED CYLINDER
Total :
532531 RCS STAR FIESTAS PATRIAS DECC
Total :
87108 05473 PW CROSSING GUARD AUG 6-23R
Total :
90523 PW TRAFFIC/SAFETY COMM MTG
Total :
1GJ7TQXVXFTP
1 PXVL77C6QNK
1X3TR/74R4QC
1 YXQFVGRT4XW
179674202310
15560
151401290116
38688
5982
000296051292
001540086G

RCS OFFICE SUPPLIES

RCS OFFICE SUPPLIES
RCS 9/16 FUN ZONE SUPPLIES
Total

CD APAANNUAUCHAPT/CAL MEME
Total :

PW BANNER POLES
Total :

PW MNTHLY SRVC FEE SEPT 2023
Total :

PW VEH REPAIR P171

PW VEH REPAIR VOLT BATTERY
Total :

RET HEALTH INS SEPT 23RD
FA HEALTH INS SEPT 2023
Page: 1
Amount
130.50
130.50
1,106.35
263.33
1,369.68

89.08 89.08
8,260.63
8,260.63
100.00
100.00

30.85 8.39

85.35 141.69
266.28
628.00
628.00
940.00
940.00
224.92
224.92
411.16
260.13
671.29
16, 023.41
205,305.44
Exhibit 1
45 187484
Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Bank code : common
Voucher
Date Vendor
Invoice
PO #
Description/Account
Page: 2
Amount
187472 9/19/2023 000301 000301 ANTHEM BLUE CROSS (Continued) 187473
9/19/2023 010641 ARAMARK
187474 9/19/2023 006800 ATHENS SERVICES
187475 9/19/2023 010231 BARRERA, CARLOS
187476 9/19/2023 010845 BAUTISTA, JARED
187477 9/19/2023 006666 BEITH, TORBEN
187478 9/19/2023 000302 BLUE DIAMOND MATERIALS
187479 9/19/2023 000313 BRITE WHITE, ELISEO RODRIGUEZ
187480 9/19/2023 008203 C.A.T. SPECIALTIES, INC
187481 9/19/2023 008114 CALIFORNIA CLEANING SUPPLIES
187482 9/19/2023 000452 CENTRAL BASIN MWD
187483 9/19/2023 001447 CHARTER COMMUNICATIONS
9/19/2023 001447 CHARTER COMMUNICATIONS
2570196965
923121115
90523
090723.1
20230912
3300787
25638
39347
39349
39481
39482
56679
BGJUL23
0689734091523
0672896091723

RCS AQUATICS SRVCS
Total : 221,328.85
Total :

90.62 90.62
05490 PW RESID TRASH SERVICE SEPT 307,879.22
Total : 307,879.22

PW TRAFFIC/SAFETY COMM SEPT
Total :
100.00
100.00
RCS 2ND PL BG SENIOR SCHOLAR 2,000.00
Total :
05460 PD ADMIN SUPP SRVCS 8/29-9/11/2
Total :

PW CONCRETE/ASPHALT DUMP FE
Total :

PW NEW TIRES SANDBLASTER UN
Total :

PW STAFF UNIFORMS

PW MOP BUCKETS
Total :

Total :

PW MNTHLY WATER SRVC JULY 2C
Total :

ITFDPK WIFI 9/15-10/14
Total :
2,000.00
1,595.00
1,595.00
400.00
400.00
260.49
260.49
998.29
992.25
992.25
992.25
3,975.04
606.32
606.32
121,562.81
121,562.81
1,150.00
1,150.00
IT PUBLIC WORKS WIFI 9/17/10/16 309.98
Exhibit 1 46

Voucher List
09/20/2023 12:06:54PM CITY OF BELL G ,' DENS
Page: 3
Bank code : common
Voucher
187484
187485
187486
187487
187488
187489
187490
187491
187492
187493
187494
Date Vendor
Invoice
9/19/2023 001447 001447 CHARTER COMMUNICATION (Continued) 9/19/2023 001447 CHARTER COMMUNICATIONS
9/19/2023 001447 CHARTER COMMUNICATIONS
9/19/2023 001447 CHARTER COMMUNICATIONS
9/19/2023 001447 CHARTER COMMUNICATIONS
9/19/2023 001447 CHARTER COMMUNICATIONS
9/19/2023 001447 CHARTER COMMUNICATIONS
9/19/2023 005654 CSULB FOUNDATION
9/19/2023 000659 DELTA DENTAL OF CALIFORNIA
0646155091523
06461140991423
0646130091523
0010037082523
0685153091723
3506081623
SEPT 2023
BE005660407
9/19/2023 000658 DELTA DENTAL INSURANCE COMPANY BE005657822 9/19/2023 003917 DIAL COMMUNICATIONS
PO #
Description/Account
IT YTH CNTR WIFI 9/15-10/14
Total :

Total :

IT SENIOR CNTR WIFI 9/14-10/13
Total :

IT VET PARK WIFI 9/15-10/14
Total :

PD CONTRACT SRVC 8/16-9/15
Total :

IT CITY HALL WIFI 9/17-10/16
CABLE SRVCS CH AUG 2023
Total :

Total :

PD TRNG MISCALCU REMAINING B
Total :

Total :

FA DENTAL INS SEPT 2023
FA DENTAL INS SEPT 2023
52649 PW 5 AIRTIME MT WILSON AUG20';
52709 PW 5 AIRTIME MT. WILSON
52724 PW 2 WAY RADIO INSTALL SC3
52725 PW 2 WAY RADIO INSTALLATION
Total :
187495 9/19/2023 010331 DIMEX PROFESSIONAL, ISRAEL HERNAN 1231 1232
1233
1234
RCS CFSC JANITORIAL SRVC 8/5-3
RCS FP JANITORIAL SRVCS 8/5-30'

RCS SPRT CNTR JANITORIAL SRVC
RCS SR CTR JANITOIRAL SRVCS 8
Amount
309.98
309.98
309.98
309.98
309.98
309.98
309.98
281.18
281.18
199.98
199.98
121.03
121.03
100.00
100.00
17,053.54
17,053.54
1,428.86
1,428.86
190.00
190.00
789.31
529.05
1,698.36
360.00
200.00
375.00
170.00
Exhibit 1
47 Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Page: 4
Bank code : common
Voucher
Date Vendor
Invoice PO # Description/Account Amount
187495 9/19/2023 010331 DIMEX PROFESSIONAL, ISRAEL HERNAN (Continued) 1235 RCS GC JANITORIAL SRVCS 8/5-30 170.00
1236 RCS NYC JANITORIAL SRVCS 8/5-3 170.00
Total : 1,445.00
187496 9/19/2023 008493 DUNN EDWARDS CORPORATION 2009A15976 05523 PW GRAFFITI PAINT AND SUPPLIE: 2,120.96 2009A16108 05523 PW GRAFFITI PAINT AND SUPPLIE: 198.05
Total : 2,319.01
187497 9/19/2023 008128 ECONOLITE SYSTEMS 41236 05509 PW TRAFFIC SIGNAL MAINT 10,805.75 41372 05509 PW EXTRAORD INSTALL RADAR SI 22,490.00
Total : 33,295.75
187498 9/19/2023 006944 ENTERPRISE FLEET MANAGEMENT FBN4842514 05461 PD MNTHLY LEASE PD& DETECTIV 2,833.83 Total : 2,833.83
187499 9/19/2023 006424 FERNANDO'S HARDWARE & LUMBER 473 PW CONCRETE MIX QTY 7 53.95 487 PW CONCRETE MIX QTY 3 23.12
91204 PW WATER FOUNTAIN REPAIR 12.11
91221 PW 35-90LBS CEMENT BAGS 269.73
Total : 358.91
187500 9/19/2023 004594 FUN EXPRESS 72613158901 RCS AFTERSCHOOL PRGM 72.39 Total : 72.39
187501 9/19/2023 006112 GALLS LLC 025515726 PD UNIFORM EXPLORER D.SANCI- 30.83 Total : 30.83
187502 9/19/2023 006100 GARCIA, MARIA DEL ROSARIO 190725 RCS AEROBICS CLASS VIDA SANA 920.00 Total : 920.00
187503 9/19/2023 009734 GOLD COAST K9, K-9 SERVICES LLC BGPD187 PD K9 FOOD 75.08 Total : 75.08
187504 9/19/2023 002092 GOLDEN STATE WATER COMPANY 21744100005-08282: PW 6221 FLORENCE AVE. 1,426.85 22744100003-08232: PW 8327 GARFIELD AVE. 336.69
24412200008-0823Z PW 8000 SCOUT IRRIG 62.26
31145100009-08232; PW 8000 SCOUT IRRIG 1,676.21
32916100004-08222: PW 8000 SCOUT 6 IRRIG 11,938.35
Exhibit 1 48

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Bank code : common
Voucher
Date Vendor
Invoice
187504 9/19/2023 002092 GOLDEN STATE WATER COMPANY (Continued) 40584200006-08182:
49226200001-08232:
49644100007-08232:
50744100004-08232:
52151200004-08222:
52744100000-08232:
56810300006-0822Z
56943418386-08212:
57319200002-08232:
59644100006-08252:
65551868949-07202:
65551868949-08172:
76132100009-08222:
80824200002-08222:
81145100004=08232
81916100001-08222:
84655100000-08172:
187505 9/19/2023 006097 GOLDEN WEST COLLEGE RCJTC
187506 9/19/2023 000938 GRAINGER
187507 9/19/2023 009785 GREENTECH LANDSCAPE INC.
187508 9/19/2023 010202 HEREDIA, DAVID E.
187509 9/19/2023 008072 HF & H CONSULTANTS, LLC
187510 9/19/2023 001025 HOME DEPOT
AUG2023
9809867261
56431
90523
9720465
005229/4023683
006485/3013922
008189/2081417
029364/1013934
Description/Account
Page: 5
Amount
PW 8323 GARFIELD 70.42
PW 8000 SCOUT BTHROOMS 1,199.39
PW CLARA ST/IN SIDEWK IRRIG 74.07
PW NEC AJAX& FLORENCE IRRIG 519.19
PW 5856 LUDELL ST 1 OF 2 241.02
PW GARFEILD AVE. & EASTERN Ab 277.58
PW 8341 EASTERN IRRIG 169.02
PW 6626 MARLOW 38.22
PW GAGE AVE.& SPECHT 206.67
PW EASTERN 5/O LIVE OAK IRRIG 230.84
PW 7800 SCOUT IRRIG 2,665.60
PW 7800 SCOUT IRRIG 2,627.17
PW 5856 LUDELL ST 2 OF 2 7.10
PW 8321 JABONERIA RD 274.92
PW 8327 GARFIELD AVE. 39.70
PW 8000 SCOUT IRRIG 7,609.32
PW 5619 CLARA ST IRRIG 188.77
Total: 31,879.36
PD TRNG SWAT 9/12 -23RD TUITIOls 702.00
Total : 702.00
05524 PW ELKAY DRINKING FOUNTAIN W 1,454.52
Total : 1,454.52
05510 PW CITYWIDE LANDSCAPE MAINZ 9,607.83
Total : 9,607.83
PW TRAFFIC/SAFETY COMM MTG : 100.00
Total : 100.00
05535 PW RESID WASTE CONSUL JULY 8,338.00
Total : 8,338.00
PW SM EQUIP /TOOLS 189.09
PW FACILITIES SUPPLIES 437.09
PW ST SUPPLIES 88.80
PW SUPPLIES 200.82
Exhibit 1 49

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Page: 6
Bank code : common
Voucher Date Vendor
187510
9/19/2023 001025 HOME DEPOT
Invoice PO # Description/Account Amount
(Continued)
030370/540313
030711/0013475
030915/0022897
187511 9/19/2023 008722 HOPE & FAITH MINISTRIES 1015119002 187512 9/19/2023 009818 IBE DIGITAL 458740
187513 9/19/2023 005177 INFRASTRUCTURE ENGINEERS 28710
28766
28767
28768
28775
28777
28778

PW SM EQUIP /TOOLS

PW STREET SUPPLIES

PW FACILITIES SUPPLIES
Total :

RCS SHELTER DEP REFUND 9/2
Total :
131.89
413.64
442.08
1,903.41
125.00
125.00
PD COPIER LEAST 8/15-9/14/23 336.71
Total : 336.71
CD PL&DEVT ENG FEES 7/31/23 1,192.00
05347 PW INDUSTRIAUCOMM FACILITIES 10,360.30
05298 PW FORD PARK MAINTENANCE YA 2,971.25
05353 PW VARIOUS RESID ST IMPROV Al 13,075.00
05299 PW ATP CYCLE 5 CITYWIDE COMP 3,067.50
05451 PW CITYWIDE STRIPING PROJECT 1,486.60
PW NPDES MANAGMNT PRGM AUC 84.00
Total : 32,236.65
187514 9/19/2023 008730 JHM SUPPLY 900373 PW IRRIG SUPPLIES PARTS 579.35 Total : 579.35
187515 9/19/2023 010284 JOHN L. HUNTER & ASSOC., INC. BG1 FPP12306 PW PROJ MANAGMNT CONST FDP 49,182.50 Total : 49,182.50
187516 9/19/2023 004019 KAISER FOUNDATION HEALTH PLAN SEPT 2023 FA HEALTH INS SEPT 122,501.35 Total : 122,501.35
187517 9/19/2023 009397 KRAMER, KELLEN 090723 PD TRNG MILEAGE REIM 9/6/23 74.61 Total : 74.61
187518 9/19/2023 010498 LACHER, DONALD CHISTOPHER BG2023006 05506 PD APPLICANT BACKGRND INVES" 1,150.00 BG2023008 05506 PD PD APPLICANT BACKGRND INV 1,150.00
Total : 2,300.00
187519 9/19/2023 006145 LAN WAN ENTERPRISE, INC. 74402 05462 PD MAINT 8/28 -31ST 4,800.00 Exhibit 1 50

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Bank code : common
Voucher
Date Vendor
Invoice
187519 9/19/2023 006145 006145 LAN WAN ENTERPRISE, INC (Continued) 187520 9/19/2023 008684 LGP EQUIPMENT RENTALS INC 128080 187521
9/19/2023 001695 LIBERTY UTILITIES CORP
PO # Description/Account
PW 6508 TOLER AVE.
128099 PW 5855 WATCHER ST
200006892000
200006892059-0830:
200006892125
187522 9/19/2023 010842 LOPEZ MONTELLANO, ELSA J. 1014208002 187523 9/19/2023 003249 LUBRANI, SAMANTHA L. CC23007
CC23008
187524 9/19/2023 006556 MAJESTIC TROPHY & AWARD 023712
187525 9/19/2023 010554 MEDICO HEALTHCARE LINEN SRVCS. 20876928 187526 9/19/2023 003123 MENDOZAS LAWNMOWER'S, ROSALINDF 4771 4772
4773
187527 9/19/2023 001474 MIDTOWN PLUMBING, INC. IN00060128 187528 9/19/2023 001491 MOBILE MINI INC. 9018704712
187529 9/19/2023 008796 MONROY, MONICA LISBETH 00019
187530 9/19/2023 001569 NATIONAL LEAGUE OF CITIES 183684 PW 6218 EASTERN AVE.

PW IRRIG GAGE/PERRY RD
PW 6662 LOVELAND ST
Total :

Total :

RCS SHELTER DEP REFUND 9/2
Total :

CCL CC MTG 7/24/23

CCL-CC MTGS AUGUST
Total :

PW PERPETUAL PLATE ENGRAVE[
Total :

PD JAIL UNIFORM/LINEN CLEANINI
Total :

PW NEW CHAINS FOR CHAINSAW:

PW EQUIPMENT REPAIRS

PW EQUIPMNT REPAIRS
Total :

PW DOWNSTAIRS RESTROOMS
Total :

PD CONTRACT SRVCS
Total :

RCS AUG BALLET FOLKLORICO
Total :

MEMBERSHIP DUES 9/23-8/2024
Page: 7
Amount
4,800.00
636.58
636.58
1,273.16
416.55
1,804.03
1,717.20
3,937.78
125.00
125.00
550.00
1,100.00
1,650.00

8.80 8.80

52.05 52.05

49.62 310.91
276.73
637.26
738.55
738.55
187.20
187.20
230.00
230.00
4,229.00
Exhibit 1 51

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Bank code : common
Voucher
Date Vendor Invoice
187530 9/19/2023 001569 001569 NATIONAL LEAGUE OF CITII (Continued) 187531
9/19/2023 001576 NATIONWIDE ENVIRONMENTAL SRVCS 33440
187532 9/19/2023 010561 NWESTCO,LLC
INV468796
187533 9/19/2023 002293 OF SO. CALIF., UNDERGRND SRVC ALER 23240485 820230053
187534 9/19/2023 004060 ORNELAS, GERARDO 080323 TRNG REIM! 187535 9/19/2023 001697 PARKHOUSE TIRE, INC. 1010942320 Description/Account
Total :
05474 PW STREET SWEEPING SEPT
Total :
187536 9/19/2023 007292 PARKING CO. OF AMERICA, PCAM,LLC INVM0017964 -05476 187537 9/19/2023 001707 PDQ RENTAL CENTER
187538 9/19/2023 010687 PEREZ, STEPHANIE
W16910
2023.8.9
187539 9/19/2023 010812 PLUMBING HEATING & NC, NORWALK LA 328574CHRIS 328577CHRIS
187540 9/19/2023 010841 POLICE ASSOC., LA COUNTY CANINE 09/25 -28TH 187541 9/19/2023 009820 PROSEGUR SERVICES GROUP, INC. 680738 187542 9/19/2023 004930 QUINN COMPANY WO370169497
PW AUG 2023 DO INSPECTION
Total :

PW CALIFORNIA STATE FEE REG C

PW UNDERGRND TICKET INSPAU(
Total :

PD -LODGING 3 NIGHTS OCT 5 -7TH
Total :

PW DISPOSAL/ENVIROMENTAL FEI
Total :

PW DIAL ARIDE
PW TOW HITCH FOR SC3
Total :

Total :

RCS SR CITIZEN COMM AUG MTG
Total :

PW EMERGENCY CALL OUT BGPD

PW EMERGENCY CALL OUT BGPD
Total :

PD TRNG ADV K9 9/25 -28TH
RCS SPRT GTR SEC 8/28-9/3
Total :

Total :
05544 PW REPAIR/SERVICES - EMERGEN
Page: 8
Amount
4,229.00
17, 737.46
17,737.46
120.00
120.00

41.25 92.25
133.50
632.70
632.70
129.50
129.50
73,469.01
73,469.01
283.84
283.84
100.00
100.00
243.00
223.00
466.00
400.00
400.00
1,599.92
1,599.92
5,814.28
Exhibit 1 52

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Page: 9
Bank code : common
Voucher Date Vendor
Invoice PO # Description/Account Amount
187542 9/19/2023 004930 004930 QUINN COMPANY (Continued) 187543 9/19/2023 000186 READYREFRESH BY NESTLE
03H0033108044
03H0033 108135
13H0022262984
Total : 5,814.28
PD WATER SRVC 7/11-8/10
PD WATER SRVC 7/11-8/10/23
PD WATER SRVC 7/21-8/20/23
Total :

75.11 75.11
115.01
265.23
187544 9/19/2023 003631 RELX, INC. 140988520230831 PD ADV SEARCHES SOFTWARE 50.50 Total: 50.50
187545 9/19/2023 010817 REVENUE & COST SPECIALIST, LLC 9159 05518 CD CONSUL RENT STABILIZATION 10,520.00 Total : 10,520.00
187546 9/19/2023 008332 RICARDO EXTERMINATOR 0138130 PW EXTERMIN SRVC 6662 LOVELP 170.00 0138131 PW EXTERMINATOR SRVC 6423 FL 100.00
0138133 PW EXTERMIN SRVC 8027 GARFIE 100.00
Total : 370.00
187547 9/19/2023 010685 RIVERA, DIANA
187548 9/19/2023 001885 ROADLINE PRODUCTS,INC
2023.8.9 RCS SR CITIZEN COMM AUG MTG 100.00
Total : 100.00
18408 PW T171 MAINT 964.69
18413 PW T171 MAINT 972.96
18756 PW OBL YELLOW STENCIL NEW 992.25
18757 PW 8 STNECIL NEW 981.23
19074 05511 PW FAST DRY YELLOW PAINT - 5 G 3,994.00
Total : 7,905.13
187549 9/19/2023 008637 ROBERTSON'S READY MIX LTD 315126 05539 PW PSI READY MIX CONCRETE 1,980.10 317152 05538 PW PSI READY MIX CONCRETE 1,368.35
Total : 3,348.45
187550 9/19/2023 005465 RPW SERVICES INC. 35867 PW INSPEC/TREAT GOPHERS BG , 462.00 Total : 462.00
187551 9/19/2023 010475 SANCHEZ FLORES, ANA M. 2023.8.9 RCS SR CITIZEN COMM AUG MTG 100.00 Total : 100.00
187552 9/19/2023 008861 SHARE CORPORATION 244183 PW CUSTODIAL SUPPLIES 1,022.17 Exhibit 1 53

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Page: 10
Bank code : common
Voucher Date Vendor
Invoice PO # Description/Account Amount
187552 9/19/2023 008861 008861 SHARE CORPORATION (Continued) 187553 9/19/2023 007642 SKYLINE SAFETY & SUPPLY, PATRICIA SC 7752 187554 9/19/2023 002063 SMART & FINAL
187555 9/19/2023 002088 SOCALGAS
567455
980200
03560611000-08282:
06477094269-08242:
09650638001-08282:
11300697007-08240:
12170673003-08232:
12560694098-08240:
13010672007-08292:
187556 9/19/2023 002087 SOUTHERN CALIFORNIA EDISON 600001511489-0905; 700020728641-0906:
700143043419-0817:
700173489897-0818;
700379113430-0817;
700394307872-0808:
700436447302-0818:
700443430692-0824:
187557 9/19/2023 007554 STEAMX,LLC, MIKE J. MANCE
187558 9/19/2023 002169 SUPER A FOODS
66590

PW LATEX GLOVES
Total :

Total :

RCS STAR FIESTAS PATRIAS 9/15

RCS SR CTR BIRTHDAY EVENT SU
Total :

PW 8327 GARFIELD AVE.

PW 8100 PARK LANE
PW 5856 LUDELL ST
PW 8110 PARK LANE
PW 6662 LOVELAND ST
PW 8000 PARK LANE
PW 7100 GARFIELD AVE
Total :

PW VARIOUS LOCATIONS
PW 8120 EASTERN AVE. PED

PW VARIOUS LOCATIONS
PW 8000 PK LANE UNIT A
PW 7907 EASTERN AVE.

PW 6722 CLARA ST
PW 6208 LOVELAND ST
PW 6515 SCOUT AVE PED

PW EQUIPMNT REPAIR
66696 PW EQUIP REPAIR FDPK
3109-090123
6114
6139
6140
6141
6143
Total :

Total :

RCS STORYTIME AT PK SUPPLIES
RCS NYC BAKING CLASS 9/7

RCS SUNDAE TREASURE HUNT SE

RCS KIDS COOKING MONTH OF SE

RCS FLOUR POWER SEPT
RCS VOLUNTEEN BEACH DAY 9/2
1,022.17
897.55
897.55
149.89
182.11
332.00

65.78 14.53

14.30 71.36

28.54 92.82
156.64
443.97
5,681.96

14.46 33,241.39
10,484.24

14.47 1,900.16
117.88

17.79 51,472.35
570.69
249.99
820.68

36.71 36.44

47.90 126.00

34.91 173.02
Exhibit 1 54

Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Page: 11
Bank code : common
Voucher
Date Vendor
187558 9/19/2023 002169 002169 SUPER A FOODS
187559 9/19/2023 006443 TOTAL EXTERMINATING INC.
187560 9/19/2023 002262 TRIANGLE SPORTS, INC
187561 9/19/2023 005879 UNITED SITE SERVICES
187562 9/19/2023 006130 VERIZON WIRELESS
187563 9/19/2023 010481 VICENCIO, EDGAR
187564 9/19/2023 002380 VISION SERVICE PLAN
187565 9/19/2023 002383 VORTEX INDUSTRIES INC.
187566 9/19/2023 002427 WHITTIER FERTILIZER
Invoice
(Continued)
89748
89749-090723
89750-090723
89751-090723
89752-090723
89754-090723
89755-090723
89756-090723
PO #
Description/Account
Total :

PW MNTHLY SRVC CH/BGPD SEPT

PW MNTHLY SRVC FDPK SPORTS
PW MNTHLY SRVC 7104 PERRY RC

PW MNTHLY SRVC AT PWS

PW MNTHLY SRVC AT SIERRA BLD,

PW MNTHLY SRVCS BGVP

PW MNTHLY SRVC AT NYC SEPT

PW MNTHLY SRVC CH/PD SEPT
Total :
42103 RCS YTH SOFTBALL AWARDS
42104 RCS SENIOR SOCCER AWARDS
42109 RCS SMALL FRY TBALL AWARDS
Total :
11413683842
9942768407
190723
818733186
818733189
031698661
402776
403330
PW SEWAGE TANK SRVC FDPK 8/:

Total :

PW MNTHLY SRVC FEES 7/24-8/23
Total :

RCS HIP HOP INSTRUCTOR SEPT
Total :

FA VISION INS SEPT 23
RET VISION INS SEPT 2023
Total :

PW PD ROLLING GATE EQUIPMEN'
Total :

PW TURF SEED PARKS

PW TURF SEED VETERANS PARK
Total :

Amount
454.98
195.00
100.00

70.00 50.00

60.00 125.00

98.00 170.00
868.00
767.81
676.71
972.36
2,416.88
579.95
579.95
1,132.34
1,132.34
870.00
870.00
5,610.20
2,056.03
7,666.23
785.00
785.00
562.28
415.09
977.37
105 Vouchers for bank code : common Bank total : 1,211,039.48 Exhibit 1
55 Voucher List
09/20/2023 12:06:54PM CITY OF BELL GARDENS
Page: 12
Bank code : common
Voucher Date Vendor Invoice PO # Description/Account Amount 105 Vouchers in this report
Total vouchers : 1,211,039.48

Voucher List
09/20/2023 12:56:29PM CITY OF BELL GARDENS
Bank code : common
Voucher
Date Vendor
Page: 1
Invoice PO # Description/Account Amount
187567 9/19/2023 008453 BLACK & WHITE EMERGENCY VEH 5184 05373 PD UNIT 279 EMERG VEH COMM E, 22,234.12 5185 05373 PD UNIT#280 EMERG VEH COMM E 22,234.12
5186 05373 PD UNIT 281 EMER VEH COMM EQI 21,335.03
Total : 65,803.27
187568 9/19/2023 003917 DIAL COMMUNICATIONS 52599 PW RADIO INSTALL UNIT G 2201 JI. 541.91 Total : 541.91
187569 9/19/2023 008637 ROBERTSON'S READY MIX LTD 281758 05541 PW PSI READY MIX CONCRETE 1,669.85 Total : 1,669.85
187570 9/19/2023 010848 SEIU 2015 101150800 RCS BGVP SENIOR CNTR 200.00 Total : 200.00
187571 9/19/2023 007642 SKYLINE SAFETY & SUPPLY, PATRICIA SC 7672 PW SAFETY LIGHTS/UTILITY CRE P 863.30 Total : 863.30
5 Vouchers for bank code : common Bank total : 69,078.33 5 Vouchers in this report
Total vouchers : 69,078.33
Exhibit 1 57

Voucher List
09/20/2023 4:41:58PM CITY OF BELL GARDENS
Page: 1
Bank code : common
Voucher
Date Vendor
187572 9/19/2023 001293 LIEBERT CASSIDY WHITMORE
187573 9/19/2023 009690 WEX BANK
2 Vouchers for bank code : common
2 Vouchers in this report
Invoice PO # Description/Account Amount
250614
250621
250623
PROFESSIONAL SRVCS THRU 8/31
PROFESSIONAL SRVCS THRU 8/31
PROFESSIONAL SRVCS THRU 8/31
Total :

43.50 4,977.50
1,530.64
6,551.64
91656812 FUEL EXPALL DEPTS 8/7-9/6 43,463.85
Total : 43,463.85
Bank total : 50,015.49
Total vouchers : 50,015.49
Exhibit 1 58

CITY OF BELL GARDENS

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item 5.

TO: Honorable Mayor and City Council Members
FROM: Michael B. O'Kelly, City Manager
BY: Manuel Carrillo, Director of Finance & Administrative Services SUBJECT: WARRANT REGISTER SUCCESSORAGENCY
DATE: October 9, 2023
RECOMMENDATION:

It is staff's recommendation that the Successor Agency Members receive and file the warrant registers dated 09/12/23 and 09/19/23.

BACKGROUND/DISCUSSION:

The attached warrant registers are for 09/12/23 and 09/19/23. The warrant registers reflect the obligation of the Successor Agency to the Community Development Commission (Successor Agency) for the above referenced date.

CONCLUSION:

If the recommendation to the Successor Agency Members is approved, then the warrant registers dated 09/12/23 and 09/19/23 will be received and filed.

FISCAL IMPACT:

Warrant register
Warrant registe
09/12/23
09/19/23
12934
Total Voucher
12935
$11,412.50
$11,412.50
$3,124.82
Total Voucher
3,124.82
Grand Total Voucher
ATTACHMENTS:

Exhibit 1- Warrant Register
4,537.32
APPROVED ELECTRONICALLY BY:

Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney and/or Susie Altamirano, Assistant City Attorney Manuel Carrillo, Director of Finance and Administrative Services 59 Voucher List
09/13/2023 5:43:08PM CITY OF BELL GARDENS
Bank code : cdcckg
Voucher Date Vendor
12934 9/12/2023 002624 US BANK
1 Vouchers for bank code : cdcckg
1 Vouchers in this report
Page: 1
Invoice PO # Description/Account Amount
6998160
6998161
7003358
FA 22/23 ADMIN FEE TARRB 14B
FA 22/23 ADMIN FEE TARRB 14C
FA 22/23 ADMIN FEE BGFA 2005
Total :
3,575.00
3,575.00
4,262.50
11,412.50
Bank total : 11,412.50
Total vouchers : 11,412.50
Exhibit 1 60

Voucher List
09/20/2023 1:03:37PM CITY OF BELL GARDENS
Page: 1
Bank code : cdcckg
Voucher
Date Vendor
12935
9/19/2023 000497 CITY OF BELL GARDENS
1 Vouchers for bank code : cdcckg
1 Vouchers in this report
Invoice PO # Description/Account Amount
JAN -JUNE 2023 FA BURK OIL REIM JAN -JUNE 2023
Total :
3,124.82
3,124.82
Bank total : 3,124.82
Total vouchers : 3,124.82
Exhibit 1 61

CITY OF BELL GARDENS

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item 6.

TO: Honorable Mayor and City Council Members
FROM: Michael B. O'Kelly, City Manager
BY: Manuel Carrillo, Director of Finance and Administrative Services Cathy R. Thompson, Interim Human Resources Manager
SUBJECT: CLAIM REJECTION
DATE: October 9, 2023
RECOMMENDATION:

The claimants, subject to certain exceptions, shall have up to six (6) months to file a court action subsequent to the City Council's rejection.

BACKGROUND/DISCUSSION:

The City Clerk's Office received the claims and City staff directed the claims to the City's general liability claims administrator Carl Warren & Company for processing, review, and investigation.

CONCLUSION:

After carefully reviewing and investigating the claims, Carl Warren & Company and City staff determined that the City is not liable for the claims and recommend rejection.

FISCAL IMPACT:

No fiscal impact.

APPROVED ELECTRONICALLY BY:

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item 7.

TO: Honorable Mayor and City Council Members
FROM: Michael B. O'Kelly, City Manager
BY: Gustavo Romo, Community Development Director
SUBJECT: A RESOLUTION APPROVING A REIMBURSEMENT AGREEMENT WITH THE

CALIFORNIA STATE WATER RESOURCES CONTROL BOARD
DATE: October 9, 2023
RECOMMENDATION:

It is staff's recommendation that the City Council:

2. Adopt a resolution authorizing the City Manager to execute a Reimbursement Agreement with SWRCB.

BACKGROUND/DISCUSSION:

On January 1, 2021, Senate Bill 158 ("SB 158") authorized the California Department of Toxic Substance Control ("DTSC") to implement a grant program known as the Equitable Community Revitalization Grant ("ECRG") to provide financial assistance to communities via reimbursable grants to investigate and clean brownfield sites.

Brownfields are properties that are contaminated, or thought to be contaminated, with hazardous waste, and are underutilized due to perceived remediation cost and liability concerns. Many brownfield sites are in the urban core, near transit, and often in underserved communities with housing and economic development needs due to availability of existing infrastructure and hazardous waste businesses operating in older and more established areas of the region, and implications of environmental justice issues. Cleaning up brownfield properties not only eliminates the threat to residents and neighborhoods from hazardous substances, but it also frees abandoned or underutilized land for productive reuse.

The ECRG is an unprecedented opportunity to address the historically disproportionate impacts to communities and to revitalize land for public benefit. On June 6, 2022, DTSC's Office of Brownfields used the ECRG to award the City of Bell Gardens ("City") an amount of $6,495,000.00 for the cleanup activities at the Subject Site.

On October 14, 2022, City Council adopted Resolution 2022-108 approving a Professional Services Agreement ("PSA") with WSP USA Environment & Infrastructure Inc. ("WSP") — formerly Woods Environment & Infrastructure Solutions, Inc. — for remediation consulting services for 5600-5636 Shull Street / Former Berk Oil Site funded by the ECRG. WSP was selected to identify data gaps in previous site investigation work and to develop a preliminary scope of work and budget to address each data gap identified, prepare a Remedial Action Plan ("RAP") to include refinement, planning, and design of the remedial actions, and conduct actions to comply with the California Environmental Quality Act ("CEQA") and grant reporting requirements.

The SWRCB was required to review the work of the consultant and ensure proposed mitigation would be in line with 63 the protocols and provisions established by the State as it relates to water quality. The ECRG agreement provides that the City as grantee will carry out ECRG activities in accordance with all applicable state and local laws and that DTSC will disburse the approved amount to the City. The SWRCB and partner agencies are charged with protecting California from the effects of chemical contamination. The SW RC investigates and/or remediates harm or threat to human health, safety, or the environment caused by existing or threatened surface of groundwater. In collaboration with DTSC, SWRCB will be acting as an oversight agency for the environmental cleanup activities at the Subject Site. The Porter -Cologne Water Quality Control Act (Section 13365) allows the SWRCB to recover reasonable expenses from the responsible party for overseeing cleanup of illegal discharges, contaminated properties, and other unregulated releases adversely affecting the State's waters. Invoices to date total $162,914.86 for work done from July 1, 2022 — June 30, 2023.

This Agreement will allow the ECRG to reimburse the City for all invoices submitted by the SCRCB to the City for review associated with the subject property clean-up.

CONCLUSION:

Approval of the Reimbursement Agreement with the SWRCB will allow the ECRG to reimburse the City for all invoices submitted by the SW RCB to the City for review associated with the subject property clean-up.

FISCAL IMPACT:

Invoices for the work done for the previous fiscal year totaled $162,914.86 and work has begun for the current fiscal year. The authority to use grant funds and be reimbursed for expenditures is anticipated to expire June 30, 2024.

There are sufficient funds from the ECRG to authorize payment of SWRCB invoices from Berk Oil account, 115- 4777-3927, and reimbursement from DTSC.

ATTACHMENTS:

Exhibit 1 - Resolution No. 2023-81
Exhibit 2 - SW RCB Consulting Services Reimbursement Agreement APPROVED ELECTRONICALLY BY:

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL

GARDENS, CALIFORNIA, APPROVING REIMBURSEMENT

AGREEMENT WITH STATE WATER REGIONAL CONTROL BOARD

FOR THE OVERSIGHT SERVICES OF THE REMEDITATION

ACTIVITIES AT THE FORMER BERK OIL AND PACIFIC METAL
CRAFT SITE LOCATED AT 5600-5636 SHULL STREET.

WHEREAS, the City of Bell Gardens ("City") required the State Water Regional Control Board ("State Water Board") to provide review and recommendations pertaining to the investigation and cleanup of the contaminated former Berk Oil and Pacific Metal Craft Property located at 5600-5636 Shull Street ("Subject Site"); and WHEREAS, in collaboration with California Department of Toxic Substance Control, the State Water Board will be acting as an oversight agency for the environmental cleanup activities at the Subject Site; and
WHEREAS, the State Water Board reviewed the work of the City's remediation consultant to ensure proposed mitigation would be in line with the protocols and provisions established by the State as it relates to water quality; and WHEREAS, the State Water Board investigated and/or remediates harm or threat to human health, safety, or the environment caused by existing or threatened surface of groundwater; and
WHEREAS, the Porter -Cologne Water Quality Control Act (Section 13365) allows the State Water Board to recover reasonable expenses from the responsible party for overseeing cleanup of illegal discharges, contaminated properties, and other unregulated releases adversely affecting the State's waters; and
WHEREAS, a reimbursement agreement will allow the City to be reimbursed for payment to the State Water Board.

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

SECTION 1. The City Council hereby finds and determines that the foregoing recitals are true and correct, constitute a material part of this Resolution, and therefore incorporate them herein in their entirety as part of the findings.

SECTION 2. The City Council of the City of Bell Gardens hereby approves the Reimbursement Agreement by and between the City of Bell Gardens and State Water Board.

SECTION 3. The City Council further authorizes and directs the City Manager to execute the Reimbursement Agreement on the City's behalf along with any other ancillary Exhibit 1 65

Resolution 2023-81
documents relating thereto, including any other documents consistent with and necessary to the implementation of the intent of the City Council as set forth in this Resolution.

SECTION 4. The approval of the Reimbursement Services Agreement is exempt from the California Environmental Quality Act ("CEQA") under the following provisions of the CEQA Guidelines: Section 15060(c)(3) because the activity is not a project.

SECTION 5. The City Clerk shall attest and certify to the passage and adoption of this Resolution and enter it into the book of original resolutions, and it shall become effective immediately upon its approval.

PASSED, APPROVED and ADOPTED this 9th day of October, 2023.

THE CITY OF BELL GARDENS
Francis De Leon, Mayor
APPROVED AS TO FORM: ATTEST:

Stephanie Vasquez
City Attorney
Daisy Gomez
City Clerk
[Signatures on the following page]
Exhibit 1
2643

Resolution 2023-81
I, , City Clerk of the City of Bell Gardens, hereby CERTIFY that City Council Resolution No. was adopted by the Bell Gardens City Council at a regular meeting of the City Council held on , and was approved and passed by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

Daisy Gomez
City Clerk
Exhibit 1
363

2023

REIMBURSEMENT AGREEMENT
(Engagement: Site Cleanup Program)
(Parties: State Water Resources Control Board and City of Bell Gardens) THIS REIMBURSEMENT AGREEMENT ("Agreement") is made and entered into this day of 2023 (hereinafter, the "Effective Date"), by and between the CITY OF BELL GARDENS, a municipal corporation (hereinafter, "City") and STATE WATER RESOURCES CONTROL BOARD (hereinafter, "State Water Board"). For purposes of this Agreement, the capitalized term "Parties" shall be a collective reference to City and State Water Board. The capitalized term "Party" may refer to either City or State Water Board interchangeably as reasonably appropriate.

RECITALS
WHEREAS, City required the State Water Board to provide review and recommendations pertaining to the investigation and cleanup of the contaminated former Berk Oil and Pacific Metal Craft Property located at 5600-5636 Shull Street ("Subject Site"); and
WHEREAS, in collaboration with California Department of Toxic Substance Control, the State Water Board will be acting as an oversight agency for the environmental cleanup activities at the Subject Site; and
WHEREAS, the State Water Board reviewed the work of the City's remediation consultant to ensure proposed mitigation would be in line with the protocols and provisions established by the State as it relates to water quality; and WHEREAS, the State Water Board investigated and/or remediates harm or threat to human health, safety, or the environment caused by existing or threatened surface of groundwater; and
WHEREAS, the Porter -Cologne Water Quality Control Act (Section 13365) allows the State Water Board to recover reasonable expenses from the responsible party for overseeing cleanup of illegal discharges, contaminated properties, and other unregulated releases adversely affecting the State's waters; and
WHEREAS, this Agreement will allow the City to be reimbursed for payment to the State Water Board.

NOW THEREFORE, in consideration of mutual covenants and conditions herein contained, the Parties agree as follows:

I .

ENGAGEMENT TERMS
1 1 SCOPE OF WORK: Subject to the terms and conditions of this Agreement, State Water Board provided the services required as an oversight agency as referenced 1 Exhibit 2 68

in that Final Collection Notice, Invoice No. SC -134851, Account No. 2040193, (hereinafter, the "Invoices") which is attached and incorporated hereto as "Exhibit A".

1.2 COMPENSATION: In consideration for the State Water Board's review associated with the Subject Site, City will reimburse State Water Board a lump sum payment of ONE HUNDRED SIXTY-TWO THOUSAND NINE HUNDRED
FOURTEEN DOLLARS AND EIGHTY-SIX CENT ($162,914.86) (the "Reimbursement Sum").

1.3 PAYMENT OF COMPENSATION: The Parties agree that the Reimbursement Sum will be paid in a single lump sum payment to State Water Board within sixty (60) days from the Effective Date of this Agreement.

II.

TERMINATION

2.1 TERMINATION WITHOUT CAUSE: Notwithstanding any other provision of this Agreement, either Party may terminate this Agreement at any time for convenience and without cause, provided that notice of such termination is made in writing issued not less than ninety (90) calendar days prior to the effective date of any such termination.

III.

MUTUAL RELEASE OF LIABILITY

3.1 State Water Board shall defend, indemnify and hold City and its directors, officers, employees, partners, contractors or agents, harmless from and against any and all claims, actions, causes of actions, demands, or liabilities of whatsoever kind and nature, including judgments, interest, reasonable attorneys' fees, and all other costs, fees, expenses, and charges to the extent that such claims arise out of, were caused by, or result from any breach of the performance of this Agreement or the negligence, gross negligence, or willful misconduct of State Water Board, its directors, officers, employees, partners, or agents.

3.2 State Water Board shall defend, indemnify and hold State Water Board and its directors, officers, employees, partners, or agents, harmless from and against any and all claims, actions, causes of actions, demands, or liabilities of whatsoever kind and nature, including judgments, interest, reasonable attorneys' fees, and all other costs, fees, expenses, and charges to the extent that such claims arise out of, were caused by, or result from any breach of the performance of this Agreement or the negligence, gross negligence, or willful misconduct of City, its directors, officers, employees, partners, or agents.

IV.

MISCELLANEOUS PROVISIONS

4.1 NOTICES: Notice given pursuant to this Agreement shall be served upon the person to be notified by personal service upon such party, or by the deposit of such 2 Exhibit 2 69

written notice in the care and custody of the United States Postal Service, postage prepaid, addressed as follows:

If to STATE WATER BOARD:

State Water Resources Control Board
SCP Program
P.O. Box 1888
Sacramento, CA 95812
If to CITY:

City of Bell Gardens
7100 S. Garfield Avenue
Bell Gardens, CA 90201
Attn: Director of Community
Development
Phone: 562-806-7700
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.

4.2 EVENT OF DEFAULT; BREACH OF AGREEMENT
A. In the event either Party fails to perform any duty, obligation, service, or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service, or task set forth under this Agreement), an event of default (hereinafter, "Event of Default") shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party (hereinafter referred to as a "Default Notice") which shall specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured. The Event of Default shall constitute a breach of this Agreement, if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.

B. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach.

No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

C. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights, and remedies otherwise imposed or available by law. In addition to any other remedies available to City at law or under this Agreement in the event of any breach of this Agreement, City, in its sole and absolute discretion, may also pursue any one or more of the following remedies:

Upon written notice to State Water Board, the City may immediately terminate this Agreement in whole or in part;
3 Exhibit 2 70

ii. Upon written notice to State Water Board, the City may extend the time of performance;
iii. The City or State Water Board may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for breach of the Agreement or to terminate the Agreement; or The City and/or State Water Board may exercise any other available and lawful right or remedy.

4.3 ACCOUNTING RECORDS: State Water Board shall maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement. City shall have the right to access and examine such records, without charge, during normal business hours. City shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

4.5 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, shall be in the part of any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.

4.6 ATTORNEY'S FEES: If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney's fees and all other costs of such action.

4.7 SUCCESSORS AND ASSIGNS: This Agreement shall be binding on the successors and assigns of the Parties.

4.8 NO THIRD -PARTY BENEFIT: There are no intended third -party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.

4.9 FURTHER ASSURANCES: Each Party covenants, on behalf of itself and its successors and assigns, to take all actions and do all things, and to execute, with acknowledgment or affidavit if required, any and all documents, instruments and writings as may be necessary or proper to achieve the purposes and objectives of the Agreement.

4.10 CONSTRUCTION OF AGREEMENT: This Agreement shall not be construed in favor of, or against, either Party but shall be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.
4 Exhibit 2 71

4.11 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

4.12 AMENDMENT; MODIFICATIONS: No amendment, modification or supplement of this Agreement shall be valid or binding unless executed in writing and signed by both Parties, subject to City Council approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver shall be void and invalid.

4.13 CAPTIONS: The captions of the various sections and subsections are for convenience and ease of reference only, and do not define, limits, augment, or describe the scope, content, or intent of this Agreement.

4.14 ENTIRE AGREEMENT: This Agreement shall constitute the entire, complete, final and exclusive expression of the parties with respect to the matters addressed herein and supersedes all other Agreements or understandings, whether oral or written, or entered into between City and State Water Board prior to the execution of this Agreement. No statements, representations or other Agreements, whether oral or written, made by any Party which are not embodied herein shall be valid or binding. No amendment, modification or supplement to this Agreement shall be valid and binding unless in writing and duly executed by the parties pursuant to Section 4.12, above.

4.15 COUNTERPARTS: This Agreement shall be executed in three (3) original counterparts each of which shall be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterpart shall be valid or binding unless made to all counterparts in conformity with Section 4.12, above. One fully executed original counterpart will be delivered to State Water Board and the remaining two original counterparts will be retained by City. (SIGNATURES ON NEXT PAGE)
5 Exhibit 2 72

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.

CITY OF BELL GARDENS: STATE WATER RESOURCES CONTROL
BOARD:

By: By:

Name: Name:

Title: Title:

Date: Date:

APPROVED AS TO FORM:

By:

Stephanie Vasquez, City Attorney
6 Exhibit 2 73

EXHIBIT "A"

INVOICES
7 Exhibit 2 74

Water Boards
August 2, 2023

CITY OF BELL GARDENS
Responsible Party No.: 667
Attn: Gustavo Romo
7100 GARFIELD AVE S
BELL GARDENS, CA 90201

FINAL COLLECTION NOTICE

GAVIN NEWSOM
n otti-I4Nort

YANA GARCIA
Ivor FOR
NVIflCNMENTAL RRUTE;TION
SITE CLEANUP PROGRAM: INVOICE NO. SC -134851, ACCOUNT NO. 2040193, FOR SITE ADDRESS: 5614 Shull Street
Per California Water Code section 13365, you were sent an invoice for oversight costs for the site listed above. In addition, you were sent a First Past Due Notice and a Second Past Due Notice regarding the above outstanding invoice. Our records indicate that payment has not been received.

If a ment for this invoice is not received b Se tember 2 2023 our invoice will be referred to a private collection acency for further collection action.

To ensure proper crediting of your account, include the invoice number on your check. If paying multiple invoices, all invoice numbers must be listed on your check. Additional payment options can be found at: https://www.waterboards.ca.gov/make_a_payment .

Mail payment to:

State Water Resources Control Board
Site Cleanup Program
PO Box 1888
Sacramento, CA 95812-1888
If you have any questions or need a copy of the original invoice, please contact us at [email protected] or (916) 341-5643.

Sincerely,
Site Cleanup Program
Division of Administrative Services
1001
Exhibit 2
ej kr,..:lv:d, PAVER 75

STATE WATER RESOURCES CONTROL BOARD

SITE CLEANUP PROGRAM

INVOICE FOR OVERSIGHT COSTS
FOR THE PERIOD ENDING: 12/31/22
Date: 02/01/2023
Account Number: 2040193
Regional Board: Los Angeles Region f, p� ,: '�- Invoice Number: SC -136151

CITY OF BELL GARDENS
Gustavo Romo
7100 GARFIELD AVE S
BELL GARDENS, CA 90201
Responsible Party #: 667
Past Due Amount
RECEIVED °
n APR 1 1 2023
Billing Period Charges: 10/01/22-12/31/22
Invoice Amount:

Site Location:

Former Berk Oil & Pacific Metal Craft
5614 Shull Street
Bell Gardens CA
$39,692.00
$33,821.01
** Itemized list of new charges on reverse or subsequent page(s) Visit https://www.waterboards.ca.gov/make_a_payment/ for additional payment methods. Payments may take two weeks to post to an account. For questions regarding invoices and payments, please contact the SCP Message Line at (916) 341-5643 or email [email protected]
The Porter -Cologne Water Quality Control Act (Section 13365) allows the Regional Water Quality Control Board to recover reasonable expenses from the responsible party for overseeing cleanup of illegal discharges, contaminated properties, and other unregulated releases adversely affecting the State's waters. When your slte was put in the cost recovery program, you received a letter explaining that the State Water Resources Control Board would bill you for the Regional Board's costs of cleanup oversight.

To request a detailed explanation of the hours expended by any Regional Board staff member on the reverse side, please contact Arthur Heath at (213) 576-6725. If there are disputed charges for activities which you cannot resolve with the program manager, you should discuss them with the Executive Officer of the Regional Board.

PAYMENT IS DUE IN 30 DAYS
Dr EeeE RETURN CHECK -IN CK-IN ENVELOPE PROVIDED
rte. -...r ...: i vftn aai
TO ENSURE PROPER CREDITING OF YOUR ACCOUNT: INCLUDE YOUR RESPONSIBLE PARTY NUMBER, ACCOUNT NUMBER AND INVOICE NUMBER ON YOUR CHECK. IF PAYING MULTIPLE INVOICES, ALL ACCOUNT NUMBERS MUST BE LISTED ON YOUR CHECK. MAKE CHECKS PAYABLE TO: SWRCB RP #: 667 Account Number: 2040193
SEND PAYMENTS TO:

Invoice Number: SC -136151 Invoice Amount: $33,821.01
Net Past Due Amount: $39,692.00
State Water Resources Control Board
SCP Program
P. O. Box 1888
Sacramento, CA 95812-1888
Total Due: $73,513.01
Enclosed:

Wk.()
Exhibit 2 76

STATE WATER RESOURCES CONTROL BOARD

SITE CLEANUP PROGRAM

INVOICE FOR OVERSIGHT COSTS
FOR THE PERIOD ENDING: 03/31/23
Date: 05/02/2023
Regional Board: Los Angeles Region
Account Number: 2040193
Invoice Number: SC -137457

CITY OF BELL GARDENS
Gustavo Romo
7100 GARFIELD AVE S
BELL GARDENS, CA 90201
Responsible Party #: 667 i.

Past Due Amount
Billing Period Charges: ©1/01/23-03/31/23
invoice Amount:

Site Location:

Former Berk Oil & Paciflc Metal Craft
5614 Shull Street
Bell Gardens CA
$73,513.01
$41,365.20
** Itemized list of new charges on reverse or subsequent page(s) Visit https://www.waterboards.ca.gov/make_a_payment/ for additional payment methods. Payments may take two weeks to post to an account. For questions regarding invoices and payments, please contact the SCP Message Line at (916) 341-5643 or email [email protected]
The Porter -Cologne Water Quality Control Act (Section 13365) allows the Regional Water Quality Control Board to recover reasonable expenses from the responsible party for overseeing cleanup of illegal discharges, contaminated properties, and other unregulated releases adversely affecting the State's waters. When your site was put in the cost recovery program, you received a letter explaining that the State Water Resources Control Board would bill you for the Regional Board's costs of cleanup oversight.

PAYMENT IS DUE IN 30 DAYS

PLEASE RETURN CHECK IN ENVELOPE PROVIDED
TO ENSURE PROPER CREDITING OF YOUR ACCOUNT:INCLUDE YOUR RESPONSIBLE PARTY NUMBER, ACCOUNT NUMBER AND INVOICE NUMBER ON YOUR CHECK. IF PAYING MULTIPLE INVOICES, ALL ACCOUNT NUMBERS MUST 8E LISTED ON YOUR CHECK. MAKE CHECKS PAYABLE TO: SWRCB RP #: 667 Account Number: 2040193 Invoice Number: SC -137457 Invoice Amount: $41,365.20 Net Past Due Amount: $73,513.01
SEND PAYMENTS TO:

State Water Resources Control Board
SCP Program
P. O. Box 1888
Sacramento, CA 95812-1888
Total Due: $114,878.21
Enclosed:
4-1,9345 .

Exhibit 2
77 STATE WATER RESOURCES CONTROL BOARD

SITE CLEANUP PROGRAM

INVOICE FOR OVERSIGHT COSTS
FOR THE PERIOD ENDING: 09/30/22
Date: 11/01/2022
Regional Board: Los Angeles Region

CITY OF BELL GARDENS
Gustavo Romo
7100 GARFIELD AVE S
BELL GARDENS, CA 90201
Responsible Party #: 667
Past Due Amount
Account Number: 2040193
Invoice Number: SC -134851
Site Location:

Former Berk Oil & Pacific Metal Craft
5614 Shull Street
BeII Gardens CA
Billing Period Charges: 07/01/22-09/30/22
Invoice Amount:
$0.00
$39,692.00
** Itemized list of new charges on reverse or subsequent page(s) Visit https://www.waterboards.ca.gov/make_a_payment/ for additional payment methods. Payments may take two weeks to post to an account. For questions regarding invoices and payments, please contact the SCP Message Line at (916) 341-5643 or email [email protected]
The Porter -Cologne Water Quality Control Act (Section 13365) allows the Regional Water Quality Control Board to recover reasonable expenses from the responsible party for overseeing cleanup of illegal discharges, contaminated properties, and other unregulated releases adversely affecting the State's waters. When your site was put in the cost recovery program, you received a letter explaining that the State Water Resources Control Board would bill you for the Regional Board's costs of cleanup oversight.

PAYMENT IS DUE IN 30 DAYS
PLEASE RETURN C-Ed's--C--K !N-ENvELOOPE PROVIDED
TO ENSURE PROPER CREDITING OF YOUR ACCOUNT: INCLUDE YOUR RESPONSIBLE PARTY NUMBER, ACCOUNT NUMBER AND INVOICE NUMBER ON YOUR CHECK. IF PAYING MULTIPLE INVOICES, ALL ACCOUNT NUMBERS MUST BE LISTED ON YOUR CHECK. MAKE CHECKS PAYABLE TO: SWRCB RP #: 667 Account Number: 2040193 Invoice Number:

SEND PAYMENTS TO:

State Water Resources Control Board
SCP Program
P. O. Box 1888
Sacramento, CA 95812-1888
SC -134851 Invoice Amount: $39,692.00
Net Past Due Amount: $0.00
Total Due:

Enclosed:
$39,692.00
$ 361, (1161
Exhibit 2 78

STATE WATER RESOURCES CONTROL BOARD

SITE CLEANUP PROGRAM

INVOICE FOR OVERSIGHT COSTS
FOR THE PERIOD ENDING: 06/30/23
Date: 08/15/2023
Regional Board: Los Angeles Region

CITY OF BELL GARDENS
Gustavo Romo
7100 GARFIELD AVE S
BELL GARDENS, CA 90201
Responsible Party #: 667
Past Due Amount
4"2
Account Number: 2040193
Invoice Number: SC -138904
Site Location:

Former Berk Oil & Pacific Metal Craft
5614 Shull Street
BeII Gardens CA
Billing Period Charges: 04/01/23-06/30/23
Invoice Amount:
$114,878.21
$48,036.65
** Itemized list of new charges on reverse or subsequent page(s) Visit https://www.waterboards.ca.gov/make_a_payment/ for additional payment methods. Payments may take two weeks to post to an account. For questions regarding invoices and payments, please contact the SCP Message Line at (916) 341-5643 or email [email protected]
The Porter -Cologne Water Quality Control Act (Section 13365) allows the Regional Water Quality Control Board to recover reasonable expenses from the responsible party for overseeing cleanup of illegal discharges, contaminated properties, and other unregulated releases adversely affecting the State's waters. When your site was put in the cost recovery program, you received a letter explaining that the State Water Resources Control Board would bill you for the Regional Board's costs of cleanup oversight.

PAYMENT IS DUE IN 30 DAYS

PLEASE RETURN CHECK IN ENVELOPE PROVIDED
TO ENSURE PROPER CREDITING OF YOUR ACCOUNT: INCLUDE YOUR RESPONSIBLE PARTY NUMBER, ACCOUNT NUMBER AND INVOICE NUMBER ON YOUR CHECK. IF PAYING MULTIPLE INVOICES, ALL ACCOUNT NUMBERS MUST BE LISTED ON YOUR CHECK. MAKE CHECKS PAYABLE TO: SWRCB RP #: 667 Account Number: 2040193 Invoice Number: SC -138904 SEND PAYMENTS TO:

State Water Resources Control Board
SCP Program
P. O. Box 1888
Sacramento, CA 95812-1888
Invoice Amount: $48,036.65
Net Past Due Amount: $114,878.21
Total Due: $162,914.86
Enclosed: $
Exhibit 2 79

CITY OF BELL GARDENS

OFFICE OF THE CITY MANAGER

AGENDA REPORT
Item 8.

TO:

FROM:

BY:

SUBJECT:

Honorable Mayor and City Council Members
Michael B. O'Kelly, City Manager
Gustavo Romo, Community Development Director

RESOLUTION APPROVING A SIXTH AMENDMENT TO THE BELL GARDENS

MARKETPLACE GROUND LEASE EXERCISING A FIRST EXTENSION OF THE LEASE TERM OPTION FORAN ADDITIONAL TEN (10) YEARS
DATE: October 9, 2023
RECOMMENDATION:

It is staffs recommendation that the City Council adopt a Resolution approving a Sixth Amendment to the Bell Gardens Marketplace Ground Lease between the City of Bell Gardens and Prime / FRIT Bell Gardens, LLC exercising a first extension of the lease term for an additional ten (10) years.

BACKGROUND/DISCUSSION:

Bell Gardens Marketplace Shopping Center is located at 6801 Eastern Avenue in the City of Bell Gardens and is comprised of 16 parcels with a combined area of approximately 167,815 square feet. The shopping center was constructed in 1990 and is home to over 20 retail and office businesses, including the anchor tenant, Food 4 Less supermarket.

The shopping center has been leased by Primestor Development for over 15 years, with an assignment to Prime / FRIT Bell Gardens LLC ("Lessee") on January 15, 2013. The lease agreement has an option to extend for an additional ten (10) years upon expiration. Lessee is exercising its first lease extension for an additional ten (10) -year term.

CONCLUSION:

Staff recommends approval of the Sixth Amendment to the Bell Gardens Marketplace Ground Lease.

FISCAL IMPACT:

None.

ATTACHMENTS:

Exhibit 1 - Resolution No. 2023-82
Exhibit 2 - Sixth Amendment with Exhibits
APPROVED ELECTRONICALLY BY:

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL

GARDENS, CALIFORNIA, APPROVING AND AUTHORIZING A SIXTH

AMENDMENT TO THE SHOPPING CENTER GROUND LEASE BY AND

BETWEEN THE CITY OF BELL GARDENS AND PRIME / FRIT BELL
GARDENS, LLC.

WHEREAS, the Bell Gardens Community Development Commission F/K/A The Bell Gardens Redevelopment Agency (the "Commission") and Bell Gardens Associates, a California general partnership entered into that certain Bell Gardens Shopping Center Ground Lease dated as of September 1, 1989; and
WHEREAS, the Ground Lease was amended by a First Amendment to Bell Gardens Shopping Center Ground Lease and Disposition and Development Agreement dated March 20, 1992, and was further amended by a Third Amendment to Shopping Center Ground Lease, dated March 19, 2002, and was further amended by a Fourth Amendment to Shopping Center Ground Lease, dated May 23, 2002, and was further amended by a Fifth Amendment to Shopping Center Ground Lease, dated September 25, 2006, and was assigned pursuant to an Assignment of Ground Lease, dated January 15, 2013 (all amendments and assignments referred to as "Ground Lease"); and WHEREAS, through full conveyance from the Commission to the City of Bell Gardens, through Grant Deed recorded on July 5, 2011, in the Official Records of Los Angeles County, California as Instrument No. 11-0903756, the City of Bell Gardens is the owner and lessor of that certain real property commonly known as Bell Gardens Shopping Center, located in Bell Gardens, California; and
WHEREAS, on November 27, 2012, the City of Bell Gardens and Prime / FRIT Bell Gardens, LLC ("Prime / FRIT") entered into the Ground Lease, through an assignment to Prime / FRIT from the previous lessee, Florence Eastern Marketplace, LLC; and
WHEREAS, the Ground Lease, as amended, allows for seven (7) additional extension periods of ten (10) years each; and
WHEREAS, the Ground Lease expired on September 1, 2023, and prior to the expiration, the Parties expressed their mutual intent to extend the Ground Lease with mutual sufficiency and acceptance, and notwithstanding the expiration, all Parties intend to be bound by the terms and conditions of the Ground Lease; and WHEREAS, a Sixth Amendment to the Ground Lease will extend the term to August 31, 2033, in the first extension period.

Exhibit 1 81

Resolution No. 2023-82
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Bell Gardens as follows:

SECTION 1. The City Council of the City of Bell Gardens hereby finds that the above recitals are true and correct and incorporated them herein by this reference.

SECTION 2. Based upon the above recitals, the staff report accompanying this Resolution and such other oral and written evidence, the City Council authorizes the City Manager to execute a Sixth Amendment to the Shopping Center Ground Lease with Prime / FRIT.

SECTION 3. The City Clerk shall attest and certify to the passage and adoption of this Resolution and enter it into the book of original resolutions, and it shall become effective immediately upon its approval.

PASSED, APPROVED, and ADOPTED this 9th day of October 2023.

THE CITY OF BELL GARDENS
Francis De Leon Sanchez,
Mayor
APPROVED AS TO FORM: ATTEST:

Stephanie Vasquez
City Attorney
Daisy Gomez
City Clerk
[Signatures on the following page]
2 of 3
Exhibit 1 82

Resolution No. 2023-82
I, , City Clerk of the City of Bell Gardens, hereby CERTIFY that City Council Resolution No. was adopted by the Bell Gardens City Council at a regular meeting of the City Council held on , and was approved and passed by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

Daisy Gomez
City Clerk
3 of 3
Exhibit 1 83

2023

SIXTH AMENDMENT TO BELL GARDENS

SHOPPING CENTER GROUND LEASE
(Parties: City of Bell Gardens and Prime / FRIT Bell Gardens, LLC)

THIS SIXTH AMENDMENT TO BELL GARDENS SHOPPING CENTER GROUND LEASE ("Sixth Amendment"), is made and entered into as of the date of last execution by both parties (the "Effective Date") by and between THE CITY OF BELL GARDENS, a municipal corporation (hereinafter "Landlord"), and PRIME / FRIT BELL GARDENS, LLC, a Delaware limited liability company (hereinafter, "Tenant"). For purposes of this Sixth Amendment, the capitalized term "Parties" shall be a collective reference to both Landlord and Tenant. The capitalized term "Party" may refer to either Landlord or Tenant interchangeably, as appropriate.

RECITALS
This Sixth Amendment is made and entered into with respect to the following facts:

WHEREAS, the Bell Gardens Community Development Commission f/k/a the Bell Gardens Redevelopment Agency (the "Commission") and Bell Gardens Associates, a California general partnership entered into that certain Bell Gardens Shopping Center Ground Lease dated as of September 1, 1989, as evidenced by that certain Memorandum of Lease by and between the Commission and Original Tenant and recorded on December 20, 1989 in the Official Records of Los Angeles County, California as Instrument No. 89-2048053, as amended by that certain First Amendment to Bell Gardens Shopping Center Ground Lease and Disposition and Development Agreement dated as of March 20, 1992, by and between the Commission and Original. Tenant, as assigned by that certain Trustee's Deed Upon Sale pursuant to the terms and provisions of that certain Deed of Trust executed by Original Tenant and Lennar Northeast XI Partners Limited Partnership, a Delaware limited partnership ("Lennar"), dated November 17, 1995 and recorded as Instrument No. 95-1899787, as assigned by that certain Assignment of Seller's Interest in Lease and Assumption Agreement by and between Lennar and HPBA II - Bell Gardens Associates LLC, a Delaware limited liability company ("HPBA"), as recorded August 13, 1997 as Instrument No. 97-1247115 as further amended by that certain unrecorded Second Amendment to Bell Gardens Shopping Center Ground Lease by and between the Commission and HPBA, as further assigned by that certain.

Assignment and Assumption of Seller's Interest in Ground Lease dated December 31, 1997 by and between HPBA and Burnham Pacific Operating Partnership, L.P. ("Burnham"), as further amended by that certain Lessor Consent and Estoppel Certificate and Amendment to Ground Lease dated as of March, 2000, by and between Landlord and Burnham, as further amended by that certain Third Amendment to Bell Gardens Shopping Center Ground Lease dated April 9, 2002 by and between the Commission and Burnham, as assigned by that certain Assignment and Assumption of Leases executed between Burnham and Florence Eastern Marketplace, LLC, dated April 9, 2002, and as Exhibit 2 84

further amended by that certain Fourth Amendment to Bell Gardens Shopping Center Ground Lease dated as of May 23, 2002, and as further amended by that certain unrecorded Fifth Amendment to Bell Gardens Shopping Center Ground Lease dated September 27, 2006 by and between the Commission and Florence Eastern Marketplace, LLC, (as amended and assigned, the "Ground Lease"); and WHEREAS, through full conveyance from Bell Gardens Community Development Commission f/k/a the Bell Gardens Redevelopment Agency (the "Commission") to Landlord, through Grant Deed recorded on July 5, 2011, in the Official Records of Los Angeles County, California as Instrument No. 11-0903756, Landlord is the owner and lessor of that certain real property commonly known as Bell Gardens Shopping Center, located in Bell Gardens, California and as more particularly described therein (the "Premises"); and
WHEREAS, Florence Eastern Marketplace, LLC assigned the Ground Lease to Tenant by and through that certain Assignment of Ground Lease executed between Florence Eastern Marketplace, LLC and Tenant, dated January 15, 2013, and recorded in the Official Records of Los Angeles County, California as Instrument No. 20130078498, and with consent of Landlord pursuant to the Lessor Consent and Estoppel Certificate (Bell Gardens Marketplace), dated November 27, 2012 (collectively referred to as the "Ground Lease"). The Ground Lease is incorporated by reference and attached hereto as Exhibit "A"; and
WHEREAS, prior to the expiration of the Ground Lease on September 1, 2023, the Parties expressed their mutual intent to extend the Ground Lease with mutual sufficiency and acceptance, and notwithstanding the expiration, all Parties intend to be bound by the terms and conditions of the Ground Lease as extended by this Sixth Amendment, as if the Sixth Amendment had been executed upon the initial September 1, 2023 expiration date; and
WHEREAS, between the September 1, 2023 expiration date of the Ground Lease and the execution date of this Sixth Amendment, the Parties have performed in compliance with the terms of the Ground Lease and intend all rights, responsibilities, and procedures set forth under the Ground Lease to have been in full force and effect during this interim period; and
WHEREAS, under the terms of Section 2.2 of the Ground Lease, and pursuant to the Third Amendment, Tenant had the option to extend the Ground Lease for seven (7) additional periods of ten (10) years each; and
WHEREAS, Tenant duly notified Landlord of Tenant's intent to exercise the first option to extend the Ground Lease for a period of ten years ("First Extension") to an expiration date of August 31, 2033, to Landlord's consent and satisfaction and with Landlord's waiver of any claim for breach caused by insufficiency of notice. 2 Exhibit 2 85

NOW, THEREFORE, in consideration of the mutual agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree as follows:

SECTION 1. The Parties agree that such First Extension shall be deemed to have become effective as of September 1, 2023, and that the performance of the Parties from September 1, 2023, to the execution date of this Sixth Amendment and beyond for the remainder of the Term, shall be governed by the terms and conditions of the Ground Lease by way of this Sixth Amendment.

SECTION 2. Section 2.1 (Term) of the Ground Lease is hereby amended in its entirety to state as follows:

The term of this Lease ("Term") shall begin on September 1, 1989 ("Effective Date"), and shall end at midnight on August 31, 2033, unless the Term of this Lease is sooner terminated or extended as provided for herein.

SECTION 3. Except as otherwise set forth in this Sixth Amendment, the Ground Lease shall remain binding, controlling, and in full force and effect. This Sixth Amendment, together with the Ground Lease, shall constitute the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed in all documents.

SECTION 4. The provisions of this Sixth Amendment shall be deemed a part of the Ground Lease and except, as otherwise provided under this Sixth Amendment, the Ground Lease and all provisions contained therein shall remain binding and enforceable.

In the event of any conflict or inconsistency between the provisions of this Sixth Amendment and the provisions of the Ground Lease, the provisions of this Sixth Amendment shall control, but only in so far as such provisions conflict with the Ground Lease and no further.

SECTION 5. This Amendment may be executed in any number of counterparts, provided each of the parties hereto executes at least one counterpart; each such counterpart hereof shall be deemed to be an original instrument, but all such counterparts together shall constitute but one Amendment. [Signatures on the following page]
3 Exhibit 2 86

IN WITNESS WHEREOF, the Parties hereto have caused this Sixth Amendment to be executed on the day and year first appearing above.

LANDLORD: TENANT:

CITY OF BELL GARDENS PRIME / FRIT BELL GARDENS, LLC
By: By:

Michael B. O'Kelly, City Manager
Date:

APPROVED AS TO FORM:

By:

Stephanie Vasquez, City Attorney
Date:
4 Name:

Title: _
Date:

Exhibit 2 87

EXHIBIT "A"

GROUND LEASE
5 Exhibit 2 88

FIFTH AMENDMENT TO BELL GARDENS

SHOPPING CENTER GROUND LEASE

THIS FIFTH AMENDMENT TO BELL GARDENS SHOPPING CENTER GROUND LEASE ("Amendment"), is made and entered into as of the date of last execution by both parties (the "Effective Date") by and between. BELL GARDENS COMMUNITY DEVELOPMENT COMMISSION F/K/A THE BELL GARDENS REDEVELOPMENT AGENCY, a public body corporate and politic (hereinafter "Landlord"), and FLORENCE EASTERN MARKETPLACE LLC, a Delaware limited liability company (hereinafter, "Tenant").

RECITALS:

A. Landlord and Be11 Gardens Associates, a California general partnership ("Original Tenant") entered into that certain Be11 Gardens Shopping Center Ground Lease dated as of September 1, 1989, as evidenced by that certain Memorandum of Lease by and between Landlord and Original Tenant and recorded on December 20, 1989 in the Official Records of Los Angeles County, California as Instrument No. 89-2048053, as amended by that certain First Amendment to Bell Gardens Shopping Center Ground Lease and Disposition and Development Agreement dated as of March 20, 1992, by and between Landlord and Original. Tenant, as assigned by that certain Trustee's Deed Upon Sale pursuant to the terms and provisions of that certain Deed of Trust executed by Original Tenant and Lennar Northeast XI Partners Limited Partnership, a Delaware limited partnership ("Lennar"), dated November 17, 1995 and recorded as Instrument No. 95-1899787, as assigned by that certain Assignment of Seller's Interest in Lease and Assumption Agreement by and between Lennar and HPBA II — Bell Gardens Associates LLC, a Delaware limited liability company ("HPBA"), as recorded August 13, 1997 as Instrument No. 97-1247115 as further amended by that certain unrecorded Second Amendment to Bell Gardens Shopping Center Ground Lease by and between Landlord and HPBA, as further assigned by that certain. Assignment and Assumption of Seller's Interest in Ground Lease dated December 31, 1997 by and between HPBA and Burnham Pacific Operating Partnership, L.P. ("Burnham"), as further amended by that certain Lessor Consent and Estoppel Certificate and Amendment to Ground Lease dated as of March, 2000, by and between Landlord and Burnham, as further amended by that certain Third Amendment to Be11 Gardens Shopping Center Ground Lease dated April 9, 2002 by and between Landlord and Burnham, as assigned by that certain Assignment and Assumption of Leases executed between Burnham and Tenant dated April 9, 2002, and as further amended by that certain Fourth Amendment to Be11 Gardens Shopping Center Ground Lease dated as of May 23, 2002 (as amended and assigned, the "Ground Lease"), which Ground Lease respects certain real property commonly known as Bell Gardens Shopping Center, located in Bell Gardens, California and as more particularly described therein (the "Premises"). Unless otherwise defined herein, each capitalized term used herein shall have the meaning ascribed thereto in the Ground Lease.

B. Landlord and Tenant desire to amend the Ground Lease, on the terms and subject to the conditions set forth below.

Exhibit 2 89

NOW, THEREFORE, in consideration of the foregoing premises, the mutual covenants and conditions contained herein, and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Landlord and Tenant hereby agree as follows:

1. Operation Period: Annual Minimum Rent and Annual Percentage Rent (a) Effective on the execution and delivery of this Amendment, the first paragraph of Section 3.2.1 of the Ground Lease, as heretofore amended by the Third Amendment to Ground Lease, is hereby deleted in its entirety and the following language is substituted in lieu thereof to read as follows:
`Section 3.2.1: Annual Minimum Rent: The Annual Minimum Rent payable for each Lease Year, or any portion thereof, during the Operation Period commencing April 1 2002, shall be $1,135,000.00, with such amount to be thereafter increased every five years on the first day of April of such year (e.g., April 1, 2007; April 1, 2012, etc.) (each, an "Adjustment Date") by the greater of (1) ten percent (10%) over the Annual Minimum Rent in effect as of the date immediately preceding the Adjustment Date, or (ii) the lesser of (x) the rate of increase in the total base rental (`Tenant Base Rental') paid by all of the tenants at the Leased Premises for the fifth (5th) year of the Measurement Period (as such term is defined below) over the Total Base Rental for the first (1St) year of the Measurement Period or (y) the rate of growth of the Leased Premises' Net Operating Income (as such term is defined below) for the fifth (5th) year of the Measurement Period over the Net Operating Income for the first (1St) year of the Measurement Period. For purposes hereof, "Measurement Period" shall mean the five (5) full calendar year period (commencing on a January 1 and ending on a December 31) immediately preceding an Adjustment Date; provided however, that because accounting information is not available for a portion of calendar year 2002, the parties agree that the first Measurement Period shall commence on January 1, 2001 and end on December 31, 2006, so that the comparison years for the first Adjustment shall be calendar years 2001 and 2006 (rather than 2002 and 2006). For example: (1) if over the first Measurement Period, the Tenant Base Rental increases by 15% and the Net Operating Income increases by 12% then the Annual Minimum Rent hereunder would increase as of the first Adjustment Date by 12%; (2) if over such first Measurement Period the Tenant Base Rental increases by 11% and Net Operating Income increases by 13%, then the Annual Minimum Rent hereunder would increase as of the first Adjustment Date by 11%; and (3) if over such first Measurement Period the Tenant Base Rental increases by 9% and Net Operating Income increases by 9%, the Annual Minimum Rent hereunder would increase as of the first Adjustment Date by 10%. Provided, however, that if during any such Measurement Period the rate of growth of Tenant Base Rental and Net Operating Income are both less than 10%, then for purposes of the subsequent Measurement Period, Tenant may "look back" to the previous Measurement Period so that the cumulative increase in Annual Minimum Rent does not exceed the actual growth in Tenant Base Rental and Net Operating Income for those two (2) Measurement Periods. As an example, if over the first Measurement Period, Tenant Base Rental and Net Operating Income growth were -2-
G,Directo6Merkelplace,Marketplace Filth Amendment 5-15-06 redline. WC Exhibit 2
90 both 0% (which resulted in an increase of 10% in Annual Minimum Rent in accordance with the formula set forth above), but during the next Measurement Period the lesser of the growth in Tenant Base Rental or Net Operating Income was 15%, then the adjustment of Annual Minimum Rent as of the second Adjustment Date would only be 10% as opposed to 15%. For purposes of this provision, the term Net Operating Income' shall mean the sum of Gross Annual Revenue (as herein defined) less Operating Expenses (as herein defined). `Gross Annual Revenues' shall include cash or in kind payments received by Tenant from all sources related to the ownership and operation of the Premises, including, but not limited to, the Tenant Base Rental, license income, concessions, forfeited deposits and proceeds of rental interruption insurance, but shall exclude any reimbursement by a tenant of capital improvements made specifically for such tenant's premises. `Operating Expenses' shall include all customary and usual costs of operating the Leased Premises, including, but not limited to, taxes, insurance, maintenance, utilities, promotion management fees and similar costs of operation, as well as the Annual Minimum Rent payable to Landlord by Tenant hereunder. The calculation of Operating Expenses shall exclude debt service of any kind, return of equity or capital costs (i.e., capital replacements, subsequent tenant improvements, leasing commissions or other costs that may be amortized or depreciated under the provisions of federal tax law). The State of Net Operating Income of the Premises for calendar year 2001, which has been approved and accepted by Landlord, is attached hereto as Exhibit A and is incorporated herein by this reference.

2. Other Terms Unmodified. Except as otherwise expressly set forth herein, all terms and conditions of the Ground Lease are ratified, and remain unchanged and in effect.

3. Counterparts. This Amendment may be executed in any number of counterparts, provided each of the parties hereto executes at least one counterpart; each such counterpart hereof shall be deemed to be an original instrument, but all such counterparts together shall constitute but one Amendment.
[remainder of page intentionally blank]
-3-
O:tDirectorWorkelrlacethlerketplece Fifth Amendment 5-15-04 redline.DOC Exhibit 2
91 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date.

LANDLORD:

BELL GARDENS COMMUNITY

DEVELOPMENT COMMISSION F/K/A THE

BELL GARDENS REDEVELOPMENT
AGENCY, a public body corporate and politic
APPROVED AS TO FORM:

Arnold AlvarezfGlasman, City Attorney
ALA
MARTA C r 4°, crr1 c t R.v
By:
a.,./
Name: _'/Ivy /7 - dj ", & t A-5
Title: 6/-7 011,4-0
Date: -27
TENANT:

FLORENCE EASTERN ! . TPLACE LLC
a Delaware limited liab pany
By:

Name:

Title: 41/btajeD
Date: 9- le it
-4-
O:�DircnoAMukelplacetAfukeMlece Filth AmenJmeM 5-15A6 reJline.DOC Exhibit 2
92 LESSOR CONSENT AND ESTOPPEL CERTIFICATE
THIS LESSOR CONSENT AND ESTOPPEL CERTIFICATE (the "Consent and Estoppel") is made as of this 2+h. day of 5cpt-e,— 2006 ("Effective Date"), by the BELL GARDENS COMMUNITY DEVELOPMENT COMMISSION, a public body corporate and politic, previously known as the BELL GARDENS REDEVELOPMENT AGENCY ("Ground Lessor" or "Lessor") to and for the benefit of Florence Eastern Marketplace LLC. its successor and assigns ("Assignee").

RECITALS
A. Ground Lessor is the owner of that certain real property described in Exhibit A attached hereto together with all easements appurtenant thereto, and commonly known as the Bell Gardens Shopping Center, which is located on that portion of Lot A Tract No. 3562 in the City of Bell Gardens (the "Site").

B. Ground Lessor and Bell Gardens Associates, a California general partnership ("Associates"), as lessee, entered into that certain Ground Lease, dated as of September 1, 1989 as amended pursuant to Amendments listed on Exhibit B attached hereto, restated, renewed, modified or supplemented from time to time, pursuant to which Associates leased the Site from Ground Lessor.

C. Ground Lessor and Associates, as Developer, entered into that certain Disposition and Development Agreement, dated as of May 23, 1988 ("DDA").

D. BELL GARDENS ASSOCIATES, LLC a California limited liability company ("Assignor") and Florence Eastern Marketplace LLC ("Assignee") will be entering into a certain Assignment and Assumption of Ground Lease, pursuant to which Assignor will assign the Ground Lease to Assignee.

NOW THEREFORE, Ground Lessor hereby states, certifies, confirms, acknowledges, represents, warrants and agrees as follows:

1. Consent. Ground Lessor hereby consents to the assignment referenced above, of Assignor's right, title and interest in the Ground Lease to Assignee and the corresponding acceptance thereof and assumption of the Assignor's obligations, terms, covenants, conditions and agreements made under the Ground Lease by Assignee subject to all the terms, covenants, conditions and agreements set forth in the Assignment and Assumption Agreement and provided that Assignor shall not default in the performance of its obligations, terms, covenants, conditions and agreements under the Ground Lease at any time prior to the Effective Date.

2. No Waiver. Ground Lessor's consent to the assignment of Assignor's right, title and interest in and to the Lease set forth herein shall not be construed as a waiver of Ground Lessor's right to reasonably refuse consent to any future proposed assignment nor as a waiver of any other rights which Ground Lessor has under the terms of the Ground Lease upon the occurrence of any proposed or purported future assignments of the Ground Lease. 1 Exhibit 2 93

3. Validity of Ground Lease. The Ground Lease is valid and in full force and effect, in accordance with its terms. The Ground Lease has not been surrendered, canceled, terminated or abandoned, whether in writing or pursuant to a purported oral surrender, cancellation, termination or abandonment.

4. Lease Amendment. The Ground Lease has not been supplemented, modified or amended (orally or in writing) other than as disclosed on Exhibit B attached hereto. Attached hereto as Exhibit B is a true and complete copy of the Ground Lease and all modifications, amendments and supplements thereto.

5. No Assignment of Lease by Ground Lessor. Ground Lessor is presently the lessor under the Lease and, except for pledging the Site for financing purposes, has not assigned its fee estate or any right, title or interest therein. Ground Lessor recognizes Assignor as lessee under the Lease, and Ground Lessor has not received notice of any assignment of the Lease by Assignor.

6. No Termination. Ground Lessor has not commenced any pending action or sent any presently effective notices to Assignor (or received any presently effective notices from Assignor) for the purpose of terminating the Lease. Lessor is not presently entitled to terminate the Lease.

7. No Defaults. Ground Lessor has not given any notice of default of Assignor, other than as to any default(s) that have been cured. Lessor is not presently aware of any fact or circumstance that, with the passage of time or the giving of notice, or both, would constitute a default under the Ground Lease or the DDA.

8. Rent. All rent and other current charges, if any, have been paid under the Lease through and including the rent payable for each rent payment period that includes the Effective Date. As of the Effective Date, no rent or any other payments are presently due under the Lease.

The Annual Minimum Rent as defined in Article 3 of the Lease currently is $1,135,000.00.

Ground Lessor has not exercised its rights under Section 3.2.2.6 of the Ground Lease to conduct an audit of the Records to determine if all sums due under the Ground Lease have been paid. At such a time as Ground Lessor conducts such an audit, a determination may be made about sums that may be due under the Ground Lease and remain unpaid. Ground Lessor does not waive any rights to such additional sums by entering into this Consent. Ground Lessor further agrees that the non-payment of such additional sums, if any, does not constitute an event of default under the Ground Lease unless and until Ground Lessor has made a demand for such payment and there has been a refusal to pay such sums pursuant to the terms of the Ground Lease.

9. Term. The primary term of the Ground Lease expires September 1, 2023; the Ground Lease provides seven (7) options to extend such term for additional periods of ten (10) years each which shall remain available to Ground Lessee and no days of Default have been accumulated by Ground Lessee pursuant to Section 2.2 of the Ground Lease. 2 Exhibit 2 94

10. Loan. The Loan secured by the Ground Lessee interest complies with the terms of the Ground Lease.

11. Easements. All easements now in effect comply with Section 4.2 of the Ground Lease.

12. Agency Loan. The Agency Loan (as defined in the Ground Lease) has been paid in full and cancelled.

13. Assignee's Improvement Obligations. In consideration of Ground Lessor's consent to the assignment of the Ground Lease to the Assignee, the Assignee shall perform or cause to be performed certain improvements ("Assignee's Improvements") to the Leased Premises as more particularly defined herein. The Assignee's Improvements shall include some, but not necessarily all of the following: improved stonework to the buildings and structures, new paint to the buildings and structures, improvements to the existing parking facilities, or improvements to the landscaping at and around the Leased Premises, as determined by Assignee.

Assignee may hereafter propose other types of improvements that would constitute an Assignee Improvement by delivering written notice thereof to Lessor (an "Improvement Proposal"), which Improvement Proposal shall be subject to Lessor's consent, which consent shall not be unreasonably withheld or denied. In the event that Lessor does not respond to Assignee's Improvement Proposal within ten (10) days after receipt thereof, Lessor shall be deemed to have approved such Improvement Proposal. The cost of the Assignee's Improvements in the aggregate shall not be less than Two Hundred Fifty Thousand Dollars ($250,000.00) ("Assignee's Improvement Contribution"). Assignee shall provide copies of contracts and/or receipts for the work constituting Assignee's Improvements to the City's Community Development Director or his designee. Assignee's Improvements shall be constructed in compliance with all applicable local, state and federal codes, laws, ordinances and regulations.

Assignee intends to make more substantial improvements ("Major Improvements") in lieu of the Assignee Improvement Contribution provided solely if Assignee is able to relocate and or replace some of the current tenants of the Shopping Center with other tenants which have National or Regional brand -name recognition and which might help create more commercial activity at the Shopping Center. Ground Lessor and Assignee agree that such a change in the tenancy would be in the best interest of the Assignee and the Ground Lessor and both parties understand that in order to achieve this, a significant amount of time, money and other resources will be required. Cooperation from a few of the current Shopping Center tenants would be required and Ground Lessor acknowledges that such tenants may ultimately be unwilling to cooperate in order to effectuate such changes in the tenancy and/or the Shopping Center. The exact nature and extent of the Major Improvements shall be presented to Ground Lessor in writing ("Major Improvements Proposal") and shall be subject to Ground Lessor's consent, which consent shall not be unreasonably withheld or denied. Assignee shall have a period of twelve (12) months from the date of the Assignee actually taking title to the Ground Lessee's interest in and to the Ground Lease (the "12 Month Period") to construct or cause to be constructed the Assignee's Improvements or Major Improvements. In the event that Assignee fails to perform or cause to be performed either the Major Improvements or the Assignee's 3 Exhibit 2 95

Improvements to the full extent of the Assignee's Improvement Contribution amount, the Assignee shall pay to the Lessor a penalty equal to a) $250,000.00 less b) the amount actually expended by Assignee for Assignee's Improvements or Major Improvements during the 12 Month Period as and for the breach of terms of this Paragraph 2 ("Assignee's Penalty"), as Lessor's sole and exclusive remedy for such breach. The payment of Assignee's Penalty, if due, shall be paid to Lessor within thirty (30) days after expiration of the 12 Month Period. The Assignee's Penalty shall be in addition to any other damages, causes of action, or other available remedies afforded to the Lessor pursuant to the terms of the Ground Lease or available at law or equity for any other breach by the Assignee to the terms of the Ground Lease.

14. Defined Terms. All items not defined in this Consent shall have the same meaning ascribed to them in the Ground Lease.

15. Due Authorization, Execution, and Delivery. Ground Lessor is duly authorized to execute this Consent and Estoppel, and this Consent and Estoppel has been duly executed and delivered by Ground Lessor. No consent by any court, agency, bureau or other third party, governmental or non -governmental (other than any such consents that have been actually obtained), is required for Ground Lessor to execute and deliver this Consent and Estoppel.

16. Governing Law. This Consent and Estoppel Certificate shall in all respects be governed by, and construed in accordance with, the laws of the State of California. [END OF TEXT. SIGNATURES APPEAR ON FOLLOWING PAGES]
4 Exhibit 2 96

IN WITNESS WHEREOF, Ground Lessor has executed and delivered this Consent and Estoppel as of the Effective Date.
"Ground Lessor"
�2.

BELL GARDENS COMMUNITY

DEVELOPMENT COMMISSION
By: John Ornelas, Executive Director
By: Gilbert Livas, Community Development
Director
"Lessee/Assignee"
By:

APPROVED AS TO FORM:

Arnold Alvarez-G/lasman, City Attorney
ATTEST:

Marta Zer'eno, City Clerk
5 Exhibit 2 97

EXHIBIT A
The land referred to in this policy is situated in the State of California, County of Los Angeles, and is described as follows:

Parcels 1 thru 15 inclusive of Parcel Map No. 20044 in the City of Bell Gardens, County of Los Angeles, State of California, as recorded in Book 244, Pages 18 through 23 inclusive of Parcel Maps, in the Office of the County Recorder of said county.

Except therefrom all oil, gases, minerals and hydrocarbon substances in and under said land as reserved in various deeds of record, one of them being registered on June 14, 1945 as Document No. 10090-N of Torrens.

Also except therefrom any and all oil, gases, minerals and hydrocarbons rights previously reserved in deeds.
6 Exhibit 2 98

THIRD AMENDMENT TO BELL GARDENS

SHOPPING CENTER GROUND LEASE

THIS THIRD AMENDMENT TO BELL GARDENS SHOPPING CENTER GROUND LEASE ("Amendment"), is made and entered into as of March 19, 2002, by and between BELL

GARDENS COMMUNITY DEVELOPMENT COMMISSION F/K/A THE BELL GARDENS REDEVELOPMENT AGENCY, a public body corporate and politic (hereinafter "Landlord"), and BURNHAM PACIFIC OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (hereinafter, "Tenant").

RECITALS:

A. Landlord and Bell Gardens Associates, a California general partnership ("Original Tenant") entered into that certain Bell Gardens Shopping Center Ground Lease dated as of September 1, 1989, as evidenced by that certain Memorandum of Lease by and between Landlord and Original Tenant and recorded on December 20, 1989 in the Official Records of Los Angeles County, California as Instrument No. 89-2048053, as amended by that certain First Amendment to Bell Gardens Shopping Center Ground Lease and Disposition and Development Agreement dated as of March 20, 1992, by and between Landlord and Original Tenant, as assigned by that certain Assignment of Seller's Interest in Lease and Assumption Agreement dated by and between Original Tenant and HPBA II - Bell Gardens Associates, L.L.C. ("HPBA"), as further amended by that certain Second Amendment to Bell Gardens Shopping Center Ground Lease dated as of , 1997, by and between Landlord and HPBA, and as further assigned by that certain Assignment and Assumption of Seller's Interest in Ground Lease dated December 31, 1997 by and between HPBA and Tenant, as further amended by that certain Lessor Consent and Estoppel Certificate and Amendment to Ground Lease dated as of March _, 2000, by and between Landlord and Tenant (as amended and assigned, the "Ground Lease"), which Ground Lease respects certain real property commonly known as Bell Gardens Shopping Center, located in Bell Gardens, California and as more particularly described therein (the "Premises"). Unless otherwise defined herein, each capitalized term used herein shall have the meaning ascribed thereto in the Ground Lease.

B. Landlord and Tenant desire to amend the Ground Lease, on the terms and subject to the conditions set forth below.

1. Operation Period: Annual Minimum Rent and Annual Percentage Rent. (a) Effective on the execution and delivery of this Amendment, the first paragraph of Section 3.2.1 of the Ground Lease is hereby deleted in its entirety and the following language is substituted in lieu thereof to read as follows:

I)allas4 553859 v 4, 46405.00003
Exhibit 2 99

'Section 3.2A: Annual Minimum Rent. The Annual Minimum Rent payable for each Lease Year, or any portion thereof, during the Operation Period shall be $1,135,000.00, with such amount to be thereafter increased every five years on the first day of April of such year (e.g., April 1, 2007; April 1, 2012, etc.) by the greater of (i) ten percent (10%) over the annual amount for the then ending 5 -year period or (ii) the lesser of (x) the rate of increase in the total base rental ('Tenant Base Rental') paid by all of the tenants at the Leased Premises for the then ending 5 -year period or (y) the rate of growth of the Leased Premises' Net Operating Income (as such term is herein defined) for the then ending 5 -year period. For example: (1) if over a 5 -year period the Tenant Base Rental increases by 15% and the Net Operating Income increases by 12% then the Annual Minimum Rent hereunder would increase by 12%; (2) if over a 5 -year period the Tenant Base Rental increases by 11% and Net Operating Income increases by 13%, then the Annual Minimum Rent hereunder would increase by 11%; and (3) if over a 5 -year period the Tenant Base Rental increasesby 8% and Net Operating Income increases by 9%, the Annual Minimum Rent hereunder would increase by 10%. Provided, however, that if during any 5 -year period the rate of growth of Tenant Base Rental and Net Operating Income are both less than 10%, then for purposes of the subsequent 5 -year period Tenant may "look back" to the earlier 5 -year period so that the cumulative increase in Annual Minimum Rent does not exceed the actual growth in Tenant Base Rental and Net Operating Income for that 10 -year period. As an example, if over the initial 5 -year period Tenant Base Rental and Net Operating Income growth were both 0% (which resulted in an increase of 10% in Annual Minimum Rent in accordance with the formula set forth above), but during the next 5 -year period the lesser of the growth in Tenant Base Rental or Net Operating Income was 15%, then the second escalation for the 11th year of the Lease Term would only be 10% as opposed to 15%. For purposes of this provision, the term Net Operating Income' shall mean the sum of Crross Annual Revenue (as herein defined) less Operating Expenses (as herein defined). 'Gross Annual Revenues' shall include cash or in kind payments received by Tenant from all sources related to the ownership and operation of the Premises, including, but not limited to, the Tenant Base Rental, license income, concessions, forfeited deposits and proceeds of rental interruption insurance, but shall exclude any reimbursement by a tenant of capital improvements made specifically for such tenant's premises.

Operating Expenses' shall include all customary and usual costs of operating the Leased Premises, including, but not limited to, taxes, insurance, maintenance, utilities,'promotion, management fees and similar costs of operation, as well as the Annual Minimum Rent payable to Landlord by Tenant hereunder. The calculation of Operating Expenses shall exclude debt service of any kind, return of equity or capital costs (i.e., capital replacements, subsequent tenant improvements, leasing commissions or other costs that may be amortized or depreciated under the provisions of federal tax law).'
(b) Following the execution and delivery of this Amendment, Section 3.2.2 of the Ground Leas•
e (and all subsections of Section 3.2.2 of the Ground Lease) regarding Annual Percentage Rent is hereby deleted in its entirety. Accordingly, all other references in the Ground Lease to Annual Percentage Rent are hereby deleted in their entirety.

Dallas4 553859 v 4, 46405,00003
Exhibit 2
100 2

2. Option to Purchase. Following the execution and delivery of this Amendment, Tenant shall no longer have the option to purchase the fee title to the Leased Premises as set forth in Section 16.19 of the Ground Lease, and such section is hereby deleted in its entirety.

3. Maintenance of the Premises. Following the execution and delivery of this Amendment and as a clarification to Section 6.2 of the Ground Lease, Tenant covenants to maintain the Premises in a manner consistent with the maintenance standards of other first-class shopping centers in comparable markets.

4. Options to Extend. Following the execution and delivery of this Amendment, Section 2.2 of the Ground Lease is hereby amended to provided that Tenant shall have the option to extend the original term of the Ground Lease for "seven (7) additional periods of ten years each" as opposed to "six (6) additional periods of ten years each". All other terms and provisions of Section 2.2 shall remain as originally set forth therein.

5. Tenant Participation in Condemnation Proceedings. Following the execution and delivery of this Amendment, Section 12.3 of the Ground Lease is hereby amended to add the following sentence directly after the first sentence therein: "In the event of a Total Taking or Substantial Taking, Tenant shall have the right to participate in any condemnation proceedings relating thereto as a party in interest, subject to applicable law." All other terms and provisions of Section 12.3 shall remain as originally set forth therein.

6. Other Terms Unmodified. Except as otherwise expressly set forth herein, all terms and conditions of the Ground Lease are ratified, and remain unchanged and in effect.

7. Counterparts. This Amendment may be executed in any number of counterparts, provided each of the parties hereto executes at least one counterpart; each such counterpart hereof shall be deemed to be an original instrument, but all such counterparts together shall constitute but one Amendment.
[remainder of page intentionally blank]
Dallas4 553659 v 4, 46405.00003
Exhibit 2
3 101

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

LANDLORD:

BELL GARDENS COMMUNITY

DEVELOPMENT COMMISSION F/K/A THE BELL

GARDENS REDEVELOPMENT AGENCY,
a public body corporate and politic
By:

Nam
Title:

TENANT:
r,e4� 4etEs'

BURNHAM PACIFIC OPERATING
PARTNERSHIP, L.P., a Delaware limited partnership
By: Burnham Pacific Properties, Inc.,
its general partner
By:

Name:

Title:

APPROVED AS TO FORM:

LEAL & OLIVAS
►A. 1
Juan Ca ez, Commission Counsel
Dallas4 553859 v 4, 46405.00003
Exhibit 2 102 4

GROUND LESSOR ESTOPPEL CERTIFICATE
JULY 30, 1997
Deutsche Bank AG, New York Branch
31 West 52nd Street
New York, NY 10019
HPBA II - Bell Gardens Associates, L.L.C.
c/o Summit Commercial Properties, Inc.
300 Continental Blvd, Suite 565
El Segundo, CA 90245
Attention: Mr. Jack Mahoney
Subject: Bell Gardens Ground Lease dated as of September 1, 1989 by and between the Bell Gardens Redevelopment Agency, as lessor, and Bell Gardens Associates, a California general partnership, as lessee ("Ground Lessee"), as amended by First Amendment to Bell Gardens Shopping Center Ground Lease and Disposition and Development Agreement dated as of March 20, 1992 (as so amended, the "Ground Lease"), with respect to the premises commonly known as "Bell Gardens Shopping Center" (the "Property").

Gentlemen:

The undersigned ("Ground Lessor") understands that (I) HPBA II - Bell Gardens Associates, L.L.C. ("Buyer"), shall be acquiring the leasehold interest under the Ground Lease, and (ii) Deutsche Bank AG, New York Branch ("Lender") shall be making a loan (the "Loan") to Buyer in connection with such acquisition. Ground Lessor hereby acknowledges that, as collateral security for the Loan, Buyer has or will mortgage, transfer and assign to Lender all of Buyer's right, title and interest in and to the Ground Lease pursuant to a certain First Deed of Trust, Assignment of Rents, Fixture Filing and Security Agreement (the "Deed of Trust").

In connection therewith, Ground Lessor hereby acknowledges and agrees as follows:

1. The Ground Lease has not been amended, modified, assigned or extended, and no mortgages or deeds of trust currently encumber the Ground Lessor's fee interest in the Property except as follows: First Amendment to Bell Gardens Shopping Center Ground Lease and Disposition and Development Agreement dated as of March 20, 1992, by and among Ground Lessor and BeII Gardens Associates, a California general partnership, and Memorandum of Lease recorded on December 20, 1989 in the Official Records of Los Angeles County, California as Instrument No. 89-2048053.

2. The Ground Lease does not contain any options to purchase, rights of first refusal to purchase or any similar provisions regarding Ground Lessor's acquisition of Ground Lessee's interest in the Property. Except as set forth in Section 16.19 of the Ground Lease, the Ground Lease does not contain any options to purchase, rights of first refusal to purchase Exhibit 2
103

Estoppel Certificate
July 30, 1997

Page 2 ends

or any similar provisions regarding Ground Lessee's acquisition of Ground Lessor's interest in the Property.

3. The initial term of the Ground Lease commenced on September 1, 1989 and will terminate on September 1, 2023, subject to Ground Lessee's option to extend the term for six (6) additional periods of ten (10) years each. Annual rent during each option period shall increase commencing on September 1, 2023, and on every fifth anniversary of such date thereafter by an amount equal to the cumulative total resulting from a four percent (4%) per year increase since the last such increase.

4. The current monthly rent payment under the Ground Lease is SEVENTY

THREE THOUSAND SIX HUNDRED EIGHTY THREE DOLLARS AND NO CENTS ($73,683.00.) No advance rents have been prepaid. In addition to the monthly rent payments, percentage rent is payable on a quarterly basis. As of the date of execution of their Estoppel Certificate, the following sums are due and payable under the terms of the Ground Lease or the Disposition and Development Agreement:
a. As of August 5, 1997, the sum of FIVE HUNDRED SIXTEEN THOUSAND FIVE HUNDRED FIFTY EIGHT AND TWENTY-THREE CENTS ($516,558.23) and as for past due rent and other charges.
b. As of June 30, 1997, the sum of ONE MILLION THREE HUNDRED

FIFTY THREE THOUSAND TWO HUNDRED SIXTY-SEVEN DOLLARS AND NO CENTS ($1,353,267.00) which consists of the Agency's Loan, as defined in Section 5.7 of the Ground Lease and Section 6.6 of the Disposition and Development Agreement, plus accrued interest at the annual rate of six percent (6%). Daily interest will continue to accumulate at the stated rate until said sum is paid in full. Upon payment to Ground Lessor of $1,353,267 plus interest at the annual rate of six percent (6%) from June 30, 1997 through the date of such payment, the Agency's Loan shall be deemed paid in full and discharged, and no other sums shall be or become payable in connection with the Agency's Loan.

5. Except for the obligations set forth in paragraph 4, above, Ground Lessee's obligations under that certain Disposition and Development Agreement dated as of May 23, 1988 by and between the undersigned and Ground Lessee (as successor -in -interest to Hopkins Development Co., L.P., a Delaware limited partnership) have been satisfied in full.

Ground Lessee's construction and development obligations under the Ground Lease, including, but not limited to, the obligations set forth in Exhibit "C" to the Ground Lease entitled "Scope of Development," and Exhibit "D" to the Ground Lease entitled "Schedule of Performance," have been satisfied in full. The Property is in full compliance with that certain Site Plan attached to the Ground Lease as Exhibit "B". Grounds Lessee and the Property are in full compliance with all of the measures set forth in Exhibit "H" to the Ground Lease entitled "Mitigating Measures." The 'Cessation Event' has occurred and the 'Sales Tax Payment' is no longer required under Section 9.30 of the Disposition and Development Agreement. Section

9.30 of the Disposition and Development Agreement is no longer of any force and effect.

Exhibit 2
104

Estoppel Certificate
July 30, 1997

Page 3 ends

6. The Certificate of Completion referenced in Section 7.2 of the Ground Lease and Section 6.5 of the Disposition and Development Agreement has heretofore been issued.

7. The acquisition by Buyer and the imposition of the Deed of Trust as a lien, junior to the Ground Lessor's interest in the underline fee, on the leasehold interest under the Ground Lease does not constitute a default under the Ground Lease, and the undersigned hereby consents thereto provided all sums set forth in paragraph 4, above, are paid in full prior to the acquisition by Buyer.

8. The Disposition and Development Agreement has been terminated and is of no force and effect, except as expressly provided in Section 7.5 of the Disposition and Development Agreement.

9. The Ground Lease is in full force and effect, and to the best of Ground Lessor's knowledge, Ground Lessor has no existing claims, defenses or offsets under the Ground Lease against Buyer, as lessee under the Ground Lease, no uncured default exists under the Ground Lease, and no event has occurred that would, except for the lapse of time, the giving of notice or both, constitute a default under the Ground Lease except for the monetary defaults set forth in paragraph 4, above.

10. The Ground Lessor's approval rights over any Leasehold Mortgage under Section 7.2 of the Ground Lease are limited to the matters expressly described in clauses (a) through (e) of said Section 7.2.

11. Ground Lessor will deliver to Lender at the address listed above, or at any address delivered in wiring to Ground Lessor by Lender, a copy of all default notices Ground Lessor delivers to or receives from Buyer.

The statements contained herein are made for the purposes of inducing (I) Buyer to acquire the leasehold interest under the Ground Lease, and (ii) Lender to make the Loan, and may be relied upon for such purpose by Buyer, Lender and their respective successors and assigns. Nothing contained in this document amends or supersedes the provisions of the Ground Lease. In the event of conflict between the provisions of this document and the Ground Lease, the provisions of the Ground Lease shall control.

Very Truly Yours,
THE BELL GARDENS REDEVELOPMENT AGENCY, a
public body c•rporate and public
By:

Nabar Enrique a Inez
Executive Director
Exhibit 2
105

07/30/97 WED 22:03 FAX 648 7251

SUMMIT COMM

LEASE TBIS SECOND AMENDMENT TO BELL GARDEN SHOPPING CENTER GROUND1997, by and Amtm�mt )• is made and entered into as of etween BELL GARDENS REDEVELOPMENT AGENCY a public body
corporate and politic (hereinaft rd"), and HFBA II -
ASSOCIATES, L.L.C., a Delaware limited liability company (h� Tenant 8ECLtALA
A. Landlord and Bell Glens Associates, a California general ("Original Tenant") entered into that certain Bell Gardens Shopping partnership dated as of September I, 1989, as amended by that
. oPP�$ Center Ground Lease
Shopping Center Ground Lta:se eta First Amendment � Bell Garden March �. 1992, by and
� • tuod Disposition and Development � �� as of
teen Landlord and Original Tenant, and that certain
Memorandum of Lease by and between Landlord and Original December 20, 1989 in the Official Records of Los Tgoaat and recorded on Records") as Instrument No. 89-204853, Angeles County, California (the �0�� Seller's Interest in Lease and and as assigned by that coin Assignment of Original Tenant and T Assumption Agreement of even date herewith by Tenant (as amended and assigned, the "Ground Lease), and between Lease respects certain ,� property. commonly l�wu as Bell Shopping ")i which Ground
located in Bell Gardens, California and as more particularly Gaie described Serein (the Center.
"Premises"). Unless otherwise defined herein, each capitalized therein the weaning ascribed thereto in the Ground IPge. term used herein shall have B. Landlord and Tenant desire CO amend the Ground tea
subject to the conditions set forth below. qe, on the reline and NOW, THEREFORE, in consideration of the foregoing premises, the mutual covenants and conditions contained herein, and other
receipt and adequacy of which are good and valuable consideration, the as follows: hereby aclmoarledged. Landlord and Tenant hereby agree con 1. II� ions Lioensac nd Subleam Notes' fag to
in co the Ground Lease, including, without limitation,anything p y� o set forth
Section 8.2 of the Ground Lease, Landlord and Tenant hereby a m entitled at any time to enter into licenses, subleases and that Tenant sra be "Subleases") of any contiguous space at the Remises on its (collectively, en
thousand (15,000) square feet without the necessity of flu o not more � sn
thereto; provided. however, that is no event shall Tenant obtaining landlord's consent the sublessee thereunder engages in caret into any Sublease in which in sublessee
with S any of the activities which are prohibited at the Premises Section 7 of that certain Declaration of Covenants, Conditions and •
770651_!

1. Exhibit 2
106

• 07/30/97 WED 22:04 FAX 648 7251

SUMMIT COMM
PAGE 3.,q
Establishment of Restrictions and Grants of
recorded in the Official Records a �talis dated as of September 1, 1989 and 'Instrument No. 89-2048054.

2. a to t �
of the Ground Lease to Tenant. Landlord hereby consents to the assignment

3. Qber____Terins Litaggdifiecl. E tcept as otherwise
terms and conditions of the Ground Lease exp sly set forth herein, all are ratified, and ' mtnain unchanged and in effect.

4. cluaram. This Amendment may be wed is any cotmterpsres, provided each of the parties hereto executes at least one her of counterpart hereof shall be deemed m be an original instrument, but all such counterpartscounterpart; such
together shall aonstinare but one Amendment.

IN WITNESS WHEREOF, the parties hereto have executed this date first above written. Agreement as of the
BELL GARDENS REDEVELOPMENT AGENCY.
a public body corporate and politic
By:

Name:

Tide:
7f30/17
[SIGNATURE BLOCK CONTINUED ON NEXT PAGE]

2. Exhibit 2
107

1.tiSTAMERICAN TITLE COMPMY OF LA.
"SUBDIVISION" . •

RECORDING REQUESTED BY, AND
WHEN RECORDED MAIL TO:

Brown, Winfield & Canzoneri, Inc.
300 S. Grand Ave, Suite 1500
Los Angeles, California 90071
Attn: Steven Abram, Esq.
92- 9342'7 L RECORos
RECD J 01N OffiCIoFFicF

RECON E S COUNT
O

LOS ANG

CALIFORNIA
tMN. 4 P.M. MAY 221992
31 PAST.

SPACE ABOVE FOR RECORDER'S USE

FIRST AMENDMENT TO BELL GARDENS SHOPPING CENTER GROUND LEASE

AND DISPOSITION AND DEVELOPMENT AGREEMENT
This First Amendment ("First Amendment") to Bell Gardens Shopping Center Ground Lease and Disposition and Development Agreement is dated for identification purposes as of March 20, 1992, and is entered into by and between the following
(collectively, the "Parties"): THE BELL GARDENS REDEVELOPMENT AGENCY, a public body corporate and politic ("Landlord"), and BELL GARDENS ASSOCIATES, a California general partnership ("Tenant").

This First Amendment is made and entered into with reference to the following facts:

RECITALS
A. The Parties have previously entered into that certain Bell Gardens Shopping Center Ground Lease, dated for identification purposes as of September 1, 1989 (the "Ground Lease"), a memorandum of which was recorded in the Official Records of Los Angeles County, California, on December 20, 1989 as Instrument No. 89- 2048053. The Ground Lease covers that certain real property in the County of Los Angeles, State of California legally described on Exhibit "1" attached hereto, together with all buildings, structures, improvements and fixtures now or hereafter erected thereon ("Shopping Center").

B. All of the property subject to the Ground Lease is also subject to that certain Disposition and Development Agreement dated as of May 23, 1988 for identification purposes ("DDA") entered into by and between Landlord and Hopkins Development Co., L.P., a Delaware limited partnership ("Hopkins"). Tenant acquired Hopkins' rights and obligations under the DDA by means of that certain Assignment and Assumption of Disposition and Development Agreement and Consent of Agency, dated as of September 1, 1989, and recorded in the Official Records of Los Angeles County, California on December 20, 1989 as Instrument No. 89-2048052.

C. Pursuant to Section 5.7 of the Ground Lease and Section

6.6 of the DDA, Landlord has made a loan to Tenant in the current outstanding principal amount of Nine Hundred Thousand Dollars ($900,000) ("Agency's Loan"). Both the Ground Lease and the DDA 1:\DOCS\SEC\ABRAM\0580AABG.ALG
—1-
05/21/92-1
Exhibit 2 108

provide that until the entire outstanding balance of the Agency's Loan, with interest as provided therein, is repaid in full, the Agency is entitled to participate in any Net Sale Proceeds and Net Refinancing Proceeds (the "Agency Participation") as more particularly described in the Ground Lease and the DDA.

D. The Chase Manhattan Bank, N.A., a national banking
association ("Chase"), has, as of the date of this First Amendment, advanced Ten Million Four Hundred Seventy -Eight Thousand Five Hundred and Twenty -Two Dollars ($10,478,522) to Tenant pursuant to a loan ("Project Loan") made to Tenant by Chase. The terms of the Project Loan provide for a maximum principal amount outstanding of Eleven Million Eight Hundred Ninety -Six Thousand Dollars ($11,896,000). The DDA and Ground Lease require that the proceeds of the Project Loan are to be used by Tenant to fund construction of the Improvements on the Leased Premises and related costs and for no other purposes. The Project Loan is secured by, inter alia, that certain Leasehold Deed of Trust, Assignment of Rents and Security Agreement dated September 29, 1989, and recorded on December 20, 1989, as instrument No. 89-2048055 of the Official Records of Los Angeles County, California ("First Trust Deed").

Tenant and Chase have executed, delivered and recorded, or intend in the next. several weeks to execute, deliver and record that certain First Modification to Leasehold Deed of Trust, Assignment of Rents and Security Agreement dated as of February 28, 1992 ("First Trust Deed Modification").

E. Tenant is currently in default of its obligations under the Ground Lease, the DDA and the Project Loan.

F. Chase and Tenant are considering restructuring the
Project Loan and other financings in effect between Chase and entities affiliated with Tenant. The proposed refinancing would involve (i) additional advances by Chase to Tenant under the Project Loan, a portion of which are to be used by Tenant to fund costs and obligations of affiliates of Tenant in connection with other projects, and (ii) the recordation against the Leased Premises by Chase of (x) a second leasehold deed of trust (the "Second Trust Deed") as additional security for the obligations of San Pablo Associates ("San Pablo"), an affiliate of Tenant, to Chase under a revolving construction loan (maximum principal amount outstanding not to exceed $15,226,275.19) made by Chase to San Pablo in connection with that certain shopping center project constructed and operated by San Pablo and located in the City of San Pablo, Contra Costa County, California, and (y) a third leasehold deed of trust (the "Third Trust Deed") as additional security for a $700,000 operating loan made by Chase to Tenant.

G. The discharge ("Discharge") of petroleum from gasoline tanks which were previously located under that portion of the Leased Premises depicted on the Site Plan as Pad "A" ("Pad A") has been discovered under Pad A.

I:\DOCS\SEC\ABRAM\0580AABG.ALG
—2— 05/21/92-1
Exhibit 2
109 92_ .93642

H. The Parties wish to amend the Ground Lease and the DDA, as provided hereinbelow, to (i) permit the advance of funds to Tenant under' the Project Loan for certain limited expenditures other than the construction of the Improvements on the Leased Premises, (ii) permit recordation of the First Trust Deed Modification, Second Trust Deed and Third Trust Deed, (iii) provide certain limited exceptions to Tenant's obligation to pay Landlord a percentage of the Net Sale Proceeds and the Net Refinancing Proceeds which may accrue in connection with the execution, delivery and recordation of the First Trust Deed Modification, Second Trust Deed and the Third Trust Deed and certain other permitted transfers and refinancings as expressly specified hereinbelow, (iv) provide for the implementation of certain specified soil remediation measures on Pad A, (v) reflect the agreement between the Parties respecting Tenant's obligation to pay rent on Pad A in light of the remediation work to be performed as provided in (iv) above, and (vi) provide a schedule for payment by Tenant of all due and unpaid Rent under the Ground Lease.

NOW, THEREFORE, for valuable consideration, the receipt of which is hereby acknowledged, the Parties hereby supplement and amend the Ground Lease and the DDA as provided hereinbelow.

AGREEMENT

1. Consent to First Trust Deed Modification, Second Trust Deed and Third Trust Deed; Landlord's Priority. Landlord hereby consents to recordation of the First Trust Deed Modification, the Second Trust Deed and the Third Trust Deed, on the condition that:
(i) each such instrument shall expressly acknowledge that it encumbers only the Tenant'sinterest under the Ground Lease and does not encumber or constitute any sort of lien upon Landlord's fee interest in the Leased Premises, and each such instrument shall further expressly acknowledge that Chase's rights under such instrument are subject to the terms of the Ground Lease and the DDA, as amended by this First Amendment, including without limitation Landlord's rights thereunder to receive the Agency Participation, and (ii) Landlord shall have received a letter from Chase executed by an authorized representative of Chase (x) consenting to this First Amendment and acknowledging each of the above matters, and (y) representing to Landlord the "Sale Deduction Amount" (as defined in Section 3 below) as of the date of this First Amendment. Reference is hereby made to that certain Collateral Assignment of Development and Disposition Agreement dated as of September 29, 1989 (the "DDA Assignment") made by Tenant to Chase pursuant to which Tenant collaterally assigned to Chase all of its right, title and interest in and to the DDA as additional security for the Project Loan. Landlord consented to the DDA Assignment pursuant to the Consent and Agreement dated September 7, 1989 (the "Agency Consent"). Landlord hereby reaffirms its consent to Tenant's collateral assignment of the DDA, as amended by this First Amendment, to Chase as additional security I:\DOCS\SEC\ABRAM\0580AABG.ALG —3-
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for the Project Loan subject to the terms and conditions set forth in the Agency Consent excepting Sections ld and le thereof.

Landlord hereby further consents to Tenant's collateral assignment of the DDA, as amended by this First Amendment, to Chase as additional security for the obligations of Tenant secured by the Second. Trust Deed and the Third Trust Deed, subject to the terms and conditions set forth in the Agency Consent excepting Sections ld and le thereof.

2. Exempt Transfers. Notwithstanding the provisions of
Section 5.7 of the Ground Lease and Section 6.6 of the DDA, Tenant shall not be obligated to pay to Landlord any portion of any Net Sale Proceeds or Net Refinancing Proceeds which result from the following transfers and refinancings ("Exempt Transfers"):
(a) execution, delivery and recordation of the First
Trust Deed Modification;
(b) execution, delivery and recordation of the Second
Trust Deed;
(c) execution, delivery and recordation of the Third
Trust Deed; and
(d) the transfer to Chase or any wholly -owned subsidiary of Chase of Tenant's rights and interest under the Ground Lease, as amended by this First Amendment, by reason of any judicial or non - judicial foreclosure of the First Trust Deed (as amended by the First Trust Deed Modification if and when the same is executed, delivered and recorded), the Second Trust Deed or the Third Trust Deed, or pursuant to any bona fide deed -in -lieu executed by Tenant and delivered to Chase or any wholly -owned subsidiary of Chase in connection with the loans secured by the above -referenced Trust Deeds.

3. Non -Exempt Sale. For purposes of Section 5.7.3(c) of the Ground Lease and the first paragraph of Section 6.6.3(c) of the DDA, the phrase "financing secured by the Leased Premises" and the phrase "financing secured by the Site" shall be deemed not to refer to any of the following:
(a) any amounts, obligations or monies secured by the First Trust Deed, as may be amended by the First Trust Deed Modification, to the extent that the proceeds of such funds are not used for the construction of the initial Improvements within the Shopping Center;
(b) any amounts, obligations or monies secured by the Second Trust Deed; or
(c) any amounts, obligations or monies secured by the Third Trust Deed.

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Tenant hereby represents and warrants to Landlord that as of the date of this First Amendment the outstanding principal balance of the loan secured by the First Trust Deed is Ten Million Four Hundred Seventy -Eight Thousand Five Hundred and Twenty -Two Dollars ($10,478,522) (the "Sale Deduction Amount"), and the entire amount of such loan has been applied to project costs incurred in connection with construction of the initial Improvements within the Shopping Center. The only additional advances contemplated by the parties with respect to construction of the initial Improvements within the Shopping Center after the date of this First Amendment are: (i) advances used to construct additional tenant improvements within certain space within the Shopping Center which has yet to be occupied and the construction of the Improvements to be located on Pad A, (ii) advances used to pay certain outstanding mechanics' liens recorded against the Shopping Center or Tenant's interest therein by contractors and/or subcontractors performing improvement work on the Shopping Center, which advances may be up to the amount of Three Hundred and Seventy Five Thousand Dollars ($375,000), and (iii) advances to be used to cure delinquent interest payments in the loan secured by the First Trust Deed, which are in the approximate amount of Five Hundred and Twenty Five Thousand Dollars ($525,000). Tenant recognizes and agrees that the advances described in (iii) in the preceding sentence are not funds used in construction of the Improvements within the Shopping Center and will not constitute a deduction from gross sale proceeds or gross refinancing proceeds for purposes of calculating the Agency Participation. Landlord agrees not to unreasonably withhold its consent to any further modification of the First Trust Deed required by Chase to secure reasonable advances to be made by Chase to fund construction of the Improvements to be located on Pad A.

4. Non -Exempt Refinancing. Notwithstanding any definition in the Ground Lease to the contrary, the term "Leasehold Mortgage" as used in Section 5.7.3(h) of the Ground Lease and Section

6.6.3(h) of the DDA shall be deemed not to refer to any of the following:
(a) any amounts, obligations or monies secured by the First Trust Deed, as it may be amended by the First Trust Deed Modification, to the extent that the proceeds of such funds are not used for the construction of the initial Improvements within the Shopping Center;
(b) any amounts, obligations or monies secured by the Second Trust Deed; or
(c) any amounts, obligations or monies secured by the Third Trust Deed.

This paragraph 4 affects the term "Leasehold Mortgage" only as it is used in Section 5.7.3(h) of the Ground Lease and Section

6.6.3(h) of the DDA, and shall not affect the meaning of the term I:\DOCS\SEC\ABRAM\0580AABG.ALH -5— 05/21/92-1
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"Leasehold Mortgage" as such term is used elsewhere in the Ground Lease or the DDA.

5. Carry -Forward of Chase Financing. Upon a sale or
refinancing by Chase or any wholly -owned subsidiary of Chase following any Exempt Transfer described in Section 2(d) hereof, Chase or such wholly -owned subsidiary, as Tenant, shall be entitled to deduct an amount equal to the Total Project Loan (as hereinafter defined) for purposes of computing "Net Sale Proceeds" or "Net Refinancing Proceeds" in lieu of the amounts specified in Sections

5.7.3 (c) (1) and 5.7.3 (h) (ii) (A) of the Ground Lease and Sections

6.6.3(c) (1) and 6.6.3(h) (2) (A) of the DDA, inasmuch as the First Trust Deed (as amended by the First Trust Deed Modification) may have been satisfied or otherwise deemed to have been discharged by virtue of any Exempt Transfer described in Section 2(d) hereof. As used herein, "Total Project Loan" shall mean the Sale Deduction Amount plus the sum of the advances described in clauses (i) and (ii) of the next to last sentence of Section 3 hereof. "Total Project Loan" shall not include any advances made pursuant to clause (iii) of the next to last sentence of Section 3 hereof.

6. Payment re Delinquent Rent and Interest. /Upon the
earlier of: (i) recordation of the First Trust Deed Mod fication, Second Trust Deed and/or the Third Trust Deed, or (ii) June i, 1992, Tenant shall pay to Landlord the amount of Forty -Two Thousand Three Hundred and Forty -Three Dollars and Thirty -Five Cents ($42,343.35) (the "Delinquency Amount"), which Landlord shall accept as payment in full for all due and unpaid Annual Minimum Rent and Annual Percentage Rent ("Unpaid Rent") and interest on delinquent Unpaid Rent which is due under the Ground Lease as of May 31, 1992 ("Reference Date"). The Delinquency Amount includes (i) Annual Percentage Rent due as of the Reference Date, in the amount of $18,104, and (ii) Annual Minimum Rent due for Pad A as of the Reference Date, in the stipulated amount of Eighteen Thousand Four Hundred Twenty Dollars and Eighty -Five Cents ($18,420.85).

Nothing in this paragraph shall be deemed to waive or otherwise affect Landlord's right to collect Rent, interest on delinquent Rent, or other obligations accruing or payable after the Reference Date. The Delinquency Amount does not include late charges owing pursuant to Section 3.3 of the Ground Lease as of the Reference Date.

7. Payment re Late Charges. Landlord and Tenant agree that the amount of unpaid and accrued late charges owing pursuant to Section 3.3 of the Ground Lease is Forty -Four Thousand Three Hundred and Fifty -Nine Dollars ($44,359.) (the "Late Charge Obligation") as of the Reference Date. Tenant shall satisfy the Late Charge Obligation by payment to Landlord, in eighteen equal monthly installments, due on the first day of each month, commencing on June 1, 1992; provided, that if any such monthly installment or other payment of Rent required under the Ground Lease, as amended, is not paid when due, then the entire unpaid I:\DOCS\SEC\ABRAM\0580AABG.ALG
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balance of the Late Charge Obligation shall become immediately due and payable and the failure to pay the same shall constitute an Event of Default under the Ground Lease. Nothing in this paragraph shall be deemed to waive or otherwise affect Landlord's right to collect late charges accruing after the Reference Date.

8. Pad A Releases. Except as to the payments specified in paragraphs 5 and 6 above, Landlord hereby releases Tenant from any obligation to pay any Unpaid Rent, interest or late charges accruing prior to the Reference Date with respect to Pad A. Except with respect to Landlord's obligations under paragraph 9 hereinbelow, Tenant hereby releases Landlord from any Losses and Liabilities which may have arisen or which may arise from or relate to (i) the condition of Pad A, or (ii) construction or remediation activities on Pad A undertaken prior to the date hereof. The foregoing releases shall apply to both known and unknown obligations, and known and unknown Losses and Liabilities with respect to the Pad A obligations described above, and, with respect to these specific releases (but not other matters), the Parties hereby waive the application, if any, of Section 1542 of the California Civil Code which provides:

A general release does not extend to claims which the
creditor does not now or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the
debtor.

9. Soil Remediation on Pad A. Landlord shall at no cost to Tenant install or cause to be installed on Pad A a vapor extraction system ("VES") of a type and scope which substantially conforms to the VES detailed in that certain document entitled "Notice Inviting Bids for Soil Remediation Using Vapor Extraction System at Former Thrifty Oil Site in the City of Bell Gardens -- Fiscal Year 1992," prepared for Tenant by The Earth Technology Corporation and presented to Landlord in January, 1992("Notice Inviting Bids"), as such Notice Inviting Bids may be amended from time to time with the mutual consent of the Parties, which consent shall not be unreasonably withheld. Landlord shall be responsible for all costs of installation and maintenance of the VES, and shall cause the VES to be operated until such time as Landlord's environmental consultant certifies that the necessary state and federal agencies no longer require such operation in connection with remediation of Pad A. Tenant shall cooperate reasonably in allowing access to Landlord and its agents for the purpose of installing and maintaining the VES. Except as expressly provided above, Tenant acknowledges that it has accepted possession of the Leased Premises (including Pad A) in accordance with and subject to the provisions of the Ground Lease and the DDA, including without limitation Section 2.3 of the Ground Lease and Section 1.2.2 of the. DDA.

10. Rent Holiday for Pad A. No Annual Minimum Rent shall I:\DOCS\SEC\ABRAM\0580AABG.AL-G
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accrue with respect to Pad A ("Pad A Rent Holiday") for the period ("Pad A Rent Holiday Period") commencing upon the date of this First Amendment and ending on the date ("Lapse Date") which is six months following the date on which installation of the VES is certified as complete by Landlord's Environmental Consultant.

Provided, however, that in the event that Tenant demonstrates, to Landlord's reasonable satisfaction, that notwithstanding the installation of the VES, Tenant remains unable to secure, because of the presence of the contaminants being remediated by the VES, the permits necessary to legally permit it to proceed with the construction of the Improvements required to be installed by Tenant on Pad A (the "Required Permits"), the Pad A Rent Holiday Period shall continue beyond the Lapse Date until the earlier of (i) the date on which Tenant secures the Required Permits, or (ii) the date which is six months following the date on which Landlord's environmental consultant certifies (the "Certification") that the soil remediation on Pad A for which the VES was installed (the "Remediation") has been completed. Landlord shall, upon Landlord's receipt of the Certification, deliver written notice (the "Completion Notice") to Tenant stating that the Remediation has been completed, together with a copy of the Certification. The Remediation shall be conclusively deemed to have been accomplished unless Tenant, in its reasonable discretion, determines that the Remediation has not been completed and delivers written notice (the "Contest Notice") to Landlord contesting the Certification within fourteen (14) calendar days following delivery of the Completion Notice. Such Contest Notice shall specify the grounds upon which Tenant objects to the Completion Notice and the Certification.

In the event Tenant delivers the Contest Notice, Landlord may elect to either (i) perform further Remediation on Pad A in which event Annual Minimum Rent for Pad A shall continue to be waived until delivery of a new Certification and Completion Notice pursuant to the procedure set forth in the preceding paragraph, or, (ii) submit the determination of whether the Remediation has been completed to a judicial reference proceeding conducted pursuant to Section 638 et. seq. of the California Code of Civil Procedure (or such successor statute or amendment thereto as may hereafter be enacted). Landlord and Tenant agree that such reference shall be maintained in Los Angeles County and that the Superior Court of the State of California for Los Angeles County shall have personal jurisdiction over it in any such action or proceeding. Such reference shall be ordered by said Court to any member of the Los Angeles County trial panel of retired judges, promptly upon commencement of such action or proceeding, by agreement of Landlord and Tenant or (failing such agreement) upon motion brought by either of the Parties. The prevailing party in any such proceeding, including appeal, shall be entitled to its reasonable legal fees and costs incurred in respect thereto. During the pendency of any judicial reference action and any appeal therefrom respecting whether the Remediation of Pad A has been completed, Tenant shall not be obligated to pay to Landlord Annual Minimum I:\DOCS\SEC\ABRAM\0580AABG.ALG
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Rent for Pad A but shall instead pay into an escrow account (the "Escrow") established by Landlord with a title company or independent escrow holder selected by Landlord, all Annual Minimum Rent which would be owing Landlord with respect to Pad A if a Contest Notice had not been delivered by Tenant to Landlord. The Annual Minimum Rent held in the Escrow shall earn interest and all amounts deposited in Escrow, including interest, shall be immediately disbursed to Landlord or Tenant as determined by the reference judge following conclusion of that proceeding and any appeal therefrom.

11. Resumption of Pad A Rent Obligation. From and after the expiration of the Pad A Rent Holiday Period, Rent (including Annual Minimum Rent, Annual Percentage Rent, late charges and interest) shall accrue with respect to Pad A at the rates specified in the Ground Lease. The timing of periodic increases and adjustments in Rent for Pad A shall not be affected by the Pad A Rent Holiday Period, and shall occur at the time they would have occurred in the absence of the Pad A Rent Holiday. The Pad A Rent Holiday shall apply only to Annual Minimum Rent, and shall not apply to other sums required to be paid by Tenant as additional Rent pursuant to provisions of the Ground Lease, including without limitation the provisions of Sections 5.3, 9.1, 9.7 and 13.3 of the Ground Lease.

12. Schedule of Performance for Pad A Improvements. Tenant shall without cost to Landlord construct certain restaurant and related Improvements as described in the Ground Lease and the DDA on and around Pad A within the times specified on the Supplemental Schedule of Performance attached hereto as Exhibit "2", which Exhibit supplements the Schedule of Performance attached as Exhibit "D" to the Ground Lease. The failure to timely commence and complete these Improvements shall constitute an Event of Default under the Ground Lease and the DDA .

13. Reaffirmation of Ground Lease and DDA; Conflicting Terms.

Except to the extent such terms and provisions are modified by this First Amendment, the terms and provisions of the Ground Lease and of the DDA are hereby reaffirmed by Landlord and Tenant, including without limitation the restrictions on Tenant's right to transfer and assign its interest thereunder. The conditional approval given in paragraph 1 hereinabove to certain loans and transfers shall not constitute a waiver of any such restrictions, and shall not constitute approval of any loans or transfers other than those contemplated by the form of First Trust Deed Modification, Second Trust Deed, Third Trust Deed and related loan documentation provided by Chase and Tenant to Landlord prior to the date hereof.

In the event any term or provision hereof is inconsistent with a term or provision of the Ground Lease or of the DDA, the term or provision hereof shall govern.

14. Confirmation of Agency's Loan Outstanding. Tenant and the Agency hereby confirm that, as of the Reference Date, the total I:\DOCS\SEC\ABRAM\0580AABG.ACG
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principal and accrued interest outstanding on the Agency's Loan is Nine Hundred Ninety -Three Thousand Four Hundred and Thirty -Five Dollars and Thirty -Six Cents ($993,435.36).

15. Incorporation of Exhibits. The exhibits attached to this First Amendment are hereby incorporated by reference into the body of this First Amendment as if set forth in full herein.

16. Incorporation of Defined Terms. Unless otherwise defined in this First Amendment, all defined terms herein shall have the definitions assigned to them in the Ground Lease, which definitions are hereby incorporated into this First Amendment to the extent they are not inconsistent with the terms hereof.

17. Incorporation of First Amendment into Ground Lease. The provisions hereof are hereby incorporated into the Ground Lease.

Except to the extent that such provisions of the Ground Lease are amended by this First Amendment, the terms and provisions hereof shall be subject to the notice, default, cure, remedy and .other provisions of the Ground Lease.

18. Guaranty of Lease. Concurrently with its execution of this First Amendment, and as a condition precedent to the effectiveness thereof, Tenant shall secure and deliver to Landlord an executed Consent to Amendment and Affirmation of Guaranty in the form attached hereto as Exhibit "3".

19. Recordation. Upon the execution and delivery of this First Amendment by Landlord and Tenant, Landlord shall cause this First Amendment to be recorded in the Official Records of Los Angeles County, California.

20. Counterparts. This Agreement may be executed in
counterparts, each of which shall constitute an original document, and all of which together shall constitute one and the same instrument. In the event of counterpart execution, all original signature pages may be attached to one original text for purposes of recordation.

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IN WITNESS WHEREOF, the Parties have executed this First Amendment as of the date first above written.

TENANT:

BELL GARDENS ASSOCIATES,
a California general partnership
By: HOPKINS DEVELOPMENT COMPANY, L.P.,
a Delaware limited partnership
General Partner
By: STEPHEN HOPKINS DEVELOPMENT

COMPANY OF NEWPORT BEACH,
a California corporation,
General Partner
By:

By:

Ste h h C. Hopkins,
Pre dent
hn D. Hopkins,
ice President
Thomas D. Lenny, an individual,
General Partner
LANDLORD:

ATTEST: BELL GARDENS REDEVELOPMENT AGENCY
By:

William Vasquez,
Agency Secretary Executive Director
APPROVED AS TO FORM:

BROWN, WINFIELD & CANZONERI, INC.

Landlord Attorney
By:

Dennis Roy, Esq.

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IN WITNESS WHEREOF, the Parties have executed this First Amendment as of the date first above written.

TENANT:

BELL GARDENS ASSOCIATES,
a California general partnership
By: HOPKINS DEVELOPMENT COMPANY, L.P.,
a Delaware limited partnership
General Partner
By: STEPHEN HOPKINS DEVELOPMENT

COMPANY OF NEWPORT BEACH,
a California corporation,
General Partner
By:

Stephen C. Hopkins,
President
By:

John D. Hopkins,
Vice President
By:

Thomas D. Lenny, an individual,
General Partner
LANDLORD:

ATTEST: BELL GARDENS REDEVELOPMENT AGENCY
°A±an-("o. BY:

Agency Secretary
illiam Vasquez
Executive Direct
APPROVED AS TO FORM:

BROWN, WINFIELD & CANZONERI, INC.

Landlord Attorney
By:

Den
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I:\DOCS\SEC\ABRAM\0580AABG.ALG

STATE OF CALIFORNIA
SS.

COUNTY OF

HOPKINS DEVELOPMENT
COMPANY, L.P.

On 1;L 91i 1992, before me, ro r (a � 7i1mp�f r�Ct� a
Notary Public, personally appeared Stephen . Hopkins, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity on behalf of which the person acted, executed the instrument.