Item F-1 Agenda Report — Beverly Hills City Council, July 15, 2025

AGENDA REPORT
Meeting Date: July 15, 2025
Item Number:

To: Honorable Mayor & City Council
From: Jeff S. Muir, Director of Finance
Michael D. Forbes, Director of Community Development
Andre Sahakian, Project Manager – Major Projects
Subject: RESOLUTIONS OF THE COUNCIL OF THE CITY OF BEVERLY HILLS :

A. OF INTENTION TO ESTABLISH COMMUNITY FACILITIES
DISTRICT NO. 2025-1 OF THE CITY OF BEVERLY HILLS (ONE
BEVERLY HILLS), DESIGNATE IMPROVEMENT AREA NO. 1 AND
NO. 2 THEREIN, AUTHORIZE THE LEVY OF SPECIAL TAXES TO

PAY THE COSTS OF ACQUIRING, CONSTRUCTING AND/OR

PROVIDING CERTAIN FACILITIES, SERVICES AND EXPENSES OF

THE DISTRICT AND PAY DEBT SERVICE ON BONDED

INDEBTEDNESS, SETTING A PUBLIC HEARING, AMENDING THE
CITY’S COMMUNITY FACILITIES DISTRICT GOALS AND POLICIES

AND MAKING A DETERMINATION THAT NO FURTHER

ENVIRONMENTAL REVIEW IS REQUIRED PURSUANT TO THE
CALIFORNIA ENVIRONMENTAL QUALITY ACT; AND
B. OF INTENTION TO INCUR BONDED INDEBTEDNESS WITHIN
EACH OF PROPOSED IMPROVEMENT AREA NOS. 1 AND 2 OF
PROPOSED COMMUNITY FACILITIES DISTRICT NO. 2025-1 OF

THE CITY OF BEVERLY HILLS (ONE BEVERLY HILLS) AND

MAKING A DETERMINATION THAT NO FURTHER

ENVIRONMENTAL REVIEW IS REQUIRED PURSUANT TO THE
CALIFORNIA ENVIRONMENTAL QUALITY ACT.

Attachments: 1. Resolution of the Council of the City of Beverly Hills of Intention to Establish Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills), Designate Improvement Area No. 1 and No. 2 Therein, Authorize the Levy of Special Taxes to Pay the Costs of Acquiring, Constructing and/or Providing Certain Facilities, Services and Expenses of the District and Pay Debt Service on Bonded Indebtedness, Setting F-1
Meeting Date: July 15, 2025

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a Public Hearing, Amending the City’s Community Facilities District Goals and Policies and Making a Determination That No Further Environmental Review is Required Pursuant to the California Environmental Quality Act

2. Resolution of the Council of the City of Beverly Hills of Intention to Incur Bonded Indebtedness within each of Proposed
Improvement Area Nos. 1 and 2 of Proposed Community
Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills) and Making a Determination That No Further Environmental Review is Required Pursuant to the California Environmental Quality Act

RECOMMENDATION
It is recommended that the City Council adopt the following resolutions:

1. Resolution of the Council of the City of Beverly Hills of Intention to Establish Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills), Designate Improvement Area No. 1 and No. 2 Therein, Authorize the Levy of Special Taxes to Pay the Costs of Acquiring, Constructing and/or Providing Certain Facilities, Services and Expenses of the District and Pay Debt Service on Bonded Indebtedness, Setting a Public Hearing, Amending the City’s Community Facilities District Goals and Policies and Making a Determination That No Further Environmental Review is Required Pursuant to the California Environmental Quality Act.

2. Resolution of the Council of the City of Beverly Hills of Intention to Incur Bonded Indebtedness within each of Proposed Improvement Area Nos. 1 and 2 of Proposed Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills) and Making a Determination That No Further Environmental Review is Required Pursuant to the California Environmental Quality Act.

INTRODUCTION
The One Beverly Hills project is a significant mixed-use luxury development encompassing residential, hotel, commercial, and public open space components. The developer, OWR Hotel Owner, LLC and BH Luxury Residences, LLC ("Developer"), has petitioned the City to form Community Facilities District No. 2025-1 ("CFD No. 2025-1" or “CFD”) to assist in financing certain public infrastructure improvements and ongoing maintenance services associated with the project. The Mello-Roos Community Facilities Act of 1982 permits local agencies like the City of Beverly Hills to establish CFDs to finance public improvements and services through the levy of special taxes only on properties benefiting from these improvements and services.

This staff report outlines the initial step in the CFD formation process: the adoption of Resolutions of Intention by the City Council. These resolutions will initiate formal proceedings, set a public hearing for community input, and allow for a landowner election on the formation of the CFD, the designation of Improvement Area Nos. 1 and 2 located therein, the levy of special taxes, and the authorization of bonded indebtedness. The City Council held an introductory study session on May 20, 2025, where general information Meeting Date: July 15, 2025

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about CFDs was presented by the City's Bond Counsel, Stradling Yocca Carlson & Rauth.

Today's action is to consider the formal initiation of the CFD as requested by the Developer.

The Developer has indicated that the formation of CFD No. 2025-1 is a critical and timesensitive component of their overall capital stack for the One Beverly Hills project. While the formation of the CFD is requested expeditiously, the actual issuance of any bonds by the CFD would occur at a later date, likely closer to project completion (anticipated around 2028) and would require separate future City Council approval.

A CFD is a legally distinct public entity governed by the City Council. Special taxes levied within a CFD are restricted in use to financing specific public facilities and services as outlined in the formation documents and the Mello Roos Act. CFD bonds are not debts of the City or its general fund; they are special limited obligations of the CFD secured solely by the special taxes collected from properties within the CFD. The City's last CFD formation was in 2002 for streetscape improvements the Business Triangle and the most recent CFD bond sale occurred in 2013 for which the City annually administers the special tax levy through bond maturity in 2028. It is important to note that the special taxes for CFD No. 2025-1 will only be levied on properties within the defined boundaries of the CFD; Beverly Hills taxpayers outside of these boundaries will be unaffected by the creation of this CFD.

In November 2024, the City Council approved a Reimbursement Agreement with Oasis BH, LLC. This agreement required the Developer to deposit funds with the City (initially $100,000) to cover all City costs associated with the CFD formation process, including consultant fees and staff time. These advances are reimbursable to the Developer from future CFD bond proceeds, if and when bonds are issued. If bonds are not issued, the City has no obligation to reimburse the Developer for expended costs.

The City’s CFD Goals and Policies were adopted by the City Council on December 10, 2001. Subsequent to such adoption, the Mello Roos Act was amended to require CFD Goals and Policies to describe the priority of services to be funded by a CFD. The attached amendment is intended to bring the City’s CFD Goals and Policies in compliance with the Mello Roos Act related to the financing of services by the proposed CFD.

DISCUSSION
The proposal before the City Council is to initiate proceedings for the formation of CFD No. 2025-1 (One Beverly Hills). This involves considering two Resolutions of Intention:

1. Resolution of Intention to Establish CFD No. 2025-1 and Levy Special Taxes (Attachment 1): This resolution formally declares the City Council's intent to:
• Establish CFD No. 2025-1: The proposed boundaries encompass the One Beverly Hills project site, as depicted on the CFD Boundary Map attached as Exhibit A to the resolution.
• Designate Improvement Areas: Two Improvement Areas (IAs) are proposed within the CFD as depicted on the CFD Boundary Map:
o Improvement Area No. 1: The parcels including the Beverly Hilton and conference center. The anticipated taxable square footage for IA1 is 455,534 sq. ft.

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o Improvement Area No. 2: The parcels including the condominium towers and the Aman hotel. The anticipated taxable square footage for IA2 is 1,222,322 sq. ft.
• Authorize Facilities and Services: The CFD would finance public capital facilities with a useful life of five years or more, and specified services. Exhibit B to the resolution details these, including but not limited to:
o Facilities: Roadway improvements, tunnels (Merv Griffin Way), parks (including publicly accessible botanical gardens), biking trails, storm drains and basins, water and wastewater facilities, utility infrastructure (wet and dry), bridges, and traffic signals.
o Services: Maintenance, repair, replacement, and cleaning of improvements within the Wilshire Blvd and Santa Monica Blvd rights-of-way, Merv Griffin Way, and the publicly accessible portions of the Botanical Gardens (including landscaping, irrigation, lighting, hardscape, and security services).
o Incidental Expenses: Costs for planning, design, engineering, CFD formation, bond issuance, and administration.
• Authorize Levy of Special Taxes: A special tax would be levied annually on parcels within each Improvement Area to pay for the authorized Facilities, Services, Incidental Expenses, and debt service on any bonds issued. The proposed Rate and Method of Apportionment (RMA) for IA1 (Exhibit C to Attachment 1,) and IA2 (Exhibit D to Attachment 1,) are attached to the resolution.

Key RMA provisions include:
o Taxes are based on Residential Square Footage and Non-Residential Square Footage.
o Fiscal Year 2025-26 Base Facilities Special Tax rates: $7.64 per NonResidential Square Foot and $15.23 per Residential Square Foot for both IAs.
o Fiscal Year 2025-26 Base Services Special Tax rates: $1.91 per NonResidential Square Foot and $3.81 per Residential Square Foot for both IAs.
o Annual escalation of 2% for Facilities Special Taxes. Services Special Taxes escalate by 2% annually prior to the Transition Year, and by a defined Escalator (CPI-based, capped at 5%) in and after the Transition Year.
o The Facilities Special Tax will be levied until the "Transition Year" (earlier of full bond repayment or FY 2071-72); Services Special Taxes may be levied in perpetuity.
o The special tax constitutes a lien on the property, with priority the same as ad valorem property taxes.
• Set Public Hearing: The resolution sets a date and time for a public hearing on August 19, 2025 at 7:00 p.m., at which the City Council will hear testimony regarding the CFD formation.
• Approve Amendment No. 1 to the CFD Goals and Policies to address the priority of services to be funded by the CFD.

2. Resolution of Intention to Incur Bonded Indebtedness (Attachment 2): This resolution declares the City Council's intent to authorize the issuance of bonds for each Improvement Area:
• Purpose of Bonds: To finance the eligible Facilities and Incidental Expenses (including bond issuance costs and reserve funds).

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• Maximum Bond Amount:
o Improvement Area No. 1: Not to exceed $100,000,000.
o Improvement Area No. 2: Not to exceed $450,000,000.
o Note: The total net proceeds for the project are anticipated by the developer to be approximately $250 million. The individual IA amounts and overall not-to-exceed authorization will be determined by the financing team to provide sufficient capacity at the time of issuance taking into account the potential for lower bond interest rates or more taxable square footage within the project.
• Bond Terms: Maximum interest rate not to exceed 12% per annum (or the legal maximum at time of issuance). Final bond maturity no later than in the 30th calendar year following its date of issuance.
• Security for Bonds: Bonds will be secured by the special taxes levied only on property within the respective Improvement Area.
• Set Public Hearing: This resolution will also set the same date and time for the public hearing as the resolution of intention to establish the CFD.

Landowner Election: As there are fewer than 12 registered voters within the proposed CFD boundaries (currently understood to be a single landowner, Oasis BH, LLC), the election to authorize the special taxes and bond issuance will be a landowner election.

Each landowner will have one vote per acre or portion thereof owned. A two-thirds (2/3) vote of the landowners is required for approval.

CFD Formation Team: The City has engaged a team of experienced consultants to assist with the CFD formation, all costs for which are covered by the Developer under the Reimbursement Agreement:
• Bond Counsel / Disclosure Counsel: Stradling Yocca Carlson & Rauth, LLP • Financial Advisor: Fieldman, Rolapp & Associates
• Special Tax Consultant: Goodwin Consulting Group, Inc. • Underwriter: Stifel, Nicolaus & Company, Incorporated Process Overview & Next Steps: If the City Council adopts the Resolutions of Intention today:

1. The City Clerk will publish and mail notices for a Public Hearing to be held on August 19, 2025 at 7:00 p.m. in the City Council Chambers.

2. At the Public Hearing, the City Council will hear testimony and consider the formation of the CFD, the RMAs, and the proposed bonded indebtedness.

3. Following the Public Hearing, the City Council may adopt Resolutions forming the CFD and declaring the necessity to incur bonded indebtedness by the CFD. Both Resolutions would call for a landowner election to be conducted.

4. If the election is successful, the City Council may adopt a Resolution certifying the election results and an Ordinance authorizing the levy of the special tax may be introduced and subsequently adopted. A Notice of Special Tax Lien may then be recorded against properties in the CFD.

5. Future City Council actions would be required to approve an Acquisition Agreement (detailing the terms for City acceptance/reimbursement of public facilities) and to authorize the actual issuance of any bond series.

Addressing Previous Council Discussion Points and City Potential Financial Liability: During the May 20, 2025, City Council Study Session, several important topics were raised regarding the City's potential liability and the nature of CFD financing.

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• City's Financial Non-Liability for Bonds: Staff reaffirms that CFD bonds are special, limited obligations of the CFD, payable solely from the special taxes levied on property within the CFD. The City's General Fund is not liable for repayment of these bonds. Administrative expenses of the CFD are designed to be paid from special tax revenues or bond proceeds, prioritized over debt service. • Strength of Security and Taxpayer Base: While all investments carry some risk, Mello-Roos CFDs in well-established, high-value areas have historically demonstrated strong performance. For the One Beverly Hills CFD, several factors mitigate default risk:
o The underlying security for the special taxes is high-value real estate in a premier location. City policy requires a robust value-to-lien ratio (e.g., the value of property must exceed the bond indebtedness by a factor of 4-to-1 based on an appraisal at the time of bond issuance) before bonds can be issued, providing a substantial cushion. It is expected that the value to lien ratio will be well in excess of the City’s Goals and Policies at the time the bonds are issued.
o The bonds that are repaid from revenues on new development are not anticipated to be issued until the project (or the portion supporting the individual series of bonds) is substantially complete. By this time, individual condominium units are expected to be sold and commercial spaces occupied, diversifying the taxpayer base across numerous property owners rather than relying on a single developer. This broadens the base of taxpayers responsible for the special taxes and reduces or eliminates “development” risk.
• Process for Addressing Special Tax Delinquencies: Should a property owner within the CFD fail to pay their special taxes, the City's General Fund is not obligated to cover such shortfalls. The Mello-Roos Act and CFD bond documents establish specific remedies:
o Senior Lien & Foreclosure: The special tax constitutes a senior lien on the property, equivalent to general property tax liens. The City, on behalf of the CFD, will covenant to pursue judicial foreclosure against properties with significant delinquencies to recover unpaid amounts. o Debt Service Reserve Fund: A Reserve Fund, established with bond proceeds, will be available to cover temporary shortfalls in debt service payments to bondholders while delinquencies are addressed. The Reserve Fund is typically sized to fund one year of debt service. o Protection for Other Owners: The approved Rate and Method of Apportionment limits any increase in the special tax on residential parcels due to delinquencies on other parcels to no more than 10% above what would have otherwise been levied on an annual basis.
• No Impact on Taxpayers Not Within the CFD: It is crucial to underscore that the special taxes levied by CFD No. 2025-1 will only apply to properties within the defined boundaries of the CFD. Beverly Hills residents and businesses outside of the One Beverly Hills project site will not be subject to these special taxes, and their property taxes will not be affected by the formation or operation of this CFD.

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• Developer's Existing Obligations: The City's Bond Counsel and staff have noted that the CFD is a financing mechanism used extensively throughout the State for nearly all types of development projects. The scope of the One Beverly Hills project, including the developer's obligations to construct public improvements, is primarily governed by the existing Development Agreement and entitlement conditions. The proposed Acquisition Agreement will further detail the process for the City to accept complete public infrastructure that has been financed by the CFD. In response to the Council’s interest in ensuring the City's interests are protected and potential benefits are commensurate with any perceived risks or additional administrative effort, the Developer has agreed in principal to a $10 million contribution towards future public facilities improvements in conjunction with actual bond issuance.
• Transparency and Future Approvals: Staff is committed to a transparent process. Any future actions, such as the approval of an Acquisition Agreement or the actual issuance of bonds, will be brought before the City Council for separate consideration and approval.

ENVIRONMENTAL REVIEW
The Facilities to be funded by the CFD are part of the previously approved One Beverly Hills Overlay Specific Plan Project, for which a Supplemental Environmental Impact Report (known by State Clearinghouse Number 2020090048, and hereafter referred to as the “SEIR”) was prepared pursuant to the requirements of the California Environmental Quality Act (“CEQA”), and certified by the City Council by Resolution No. 21-R-13348 adopted on June 8, 2021. A Mitigation Monitoring and Reporting Plan was adopted and mitigation measures were adopted by the City Council and made binding on the Project.

Because the Facilities to be funded by the District are part of the approved Project, and are fully within the scope of the environmental analysis in the certified SEIR, no further environmental analysis is required at this time. Further, the formation of the CFD and the incurrence of bonded indebtedness as to the Incidental Expenses and Services does not constitute a project for CEQA purposes, because those components, although also covered within the scope of the SEIR, reflect the creation of government funding mechanisms or other government fiscal activities that do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.

FISCAL IMPACT
Pursuant to the Reimbursement Agreement approved by the City Council in November 2024, the Developer is responsible for depositing funds with the City to cover all costs associated with the formation of the CFD, including City staff time and consultant fees.

Therefore, there is no direct fiscal impact on the City's General Fund from the CFD formation process itself.

If the CFD is formed and bonds are issued, the bonds will be the sole responsibility of the CFD, secured by special taxes levied on property within the CFD. The City will not be obligated to pay the bonds. Ongoing administrative costs of the CFD are anticipated to be paid from special tax revenues. The Developer has agreed in principle to a $10 million contribution towards future public facilities improvements in conjunction with actual bond issuance.

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Jeff S. Muir
Director of Finance
Approved By
Attachment 1
B0785-0001\3124709v1.doc
RESOLUTION NO. 25-R-_____

RESOLUTION OF THE COUNCIL OF THE CITY OF BEVERLY

HILLS OF INTENTION TO ESTABLISH COMMUNITY
FACILITIES DISTRICT NO. 2025-1 OF THE CITY OF BEVERLY

HILLS (ONE BEVERLY HILLS), DESIGNATE IMPROVEMENT
AREA NO. 1 AND NO. 2 THEREIN, AUTHORIZE THE LEVY OF

SPECIAL TAXES TO PAY THE COSTS OF ACQUIRING,

CONSTRUCTING AND/OR PROVIDING CERTAIN FACILITIES,

SERVICES AND EXPENSES OF THE DISTRICT AND PAY DEBT

SERVICE ON BONDED INDEBTEDNESS, SETTING A PUBLIC
HEARING, AMENDING THE CITY’S COMMUNITY FACILITIES

DISTRICT GOALS AND POLICIES AND MAKING A

DETERMINATION THAT NO FURTHER ENVIRONMENTAL

REVIEW IS REQUIRED PURSUANT TO THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT
WHEREAS, the City of Beverly Hills (the “City”) received a petition signed by the owner of more than ten percent of the land within the boundaries of the territory which is proposed for inclusion in a proposed community facilities district, which petition meets the requirements of Sections 53318 and 53319 of the Government Code of the State of California; and WHEREAS, the City Council of the City (the “City Council”) desires to adopt this resolution of intention as provided in Section 53321 of the Government Code of the State of California to establish a community facilities district consisting of the territory depicted in Exhibit “A” hereto and incorporated herein by this reference which the City Council hereby determines shall be known as “Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” (“Community Facilities District No. 2025-1” or the “District”) pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, commencing with Section 53311 of the Government Code (the “Act”) to finance (1) the purchase, construction, modification, expansion, improvement or rehabilitation of certain real or other tangible property described in Exhibit “B” hereto and incorporated herein by this reference, including all furnishings, equipment and supplies related thereto (collectively, the “Facilities”), which Facilities have a useful life of five years or longer, (2) the incidental expenses Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 2 B0785-0001\3124709v1.doc
to be incurred in connection with financing the Facilities and forming and administering the District (the “Incidental Expenses”), and (3) maintaining, repairing, replacing, and/or cleaning the facilities described under the heading, “Types of Services To Be Financed By Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” in Exhibit “B” hereto (the “Services”); and
WHEREAS, in accordance with the request of the owner submitting the petition, the City Council has been asked to consider the formation of two improvement areas within proposed Community Facilities District No. 2025-1 with the boundaries depicted in Exhibit “A” to be known as “Improvement Area No. 1 of Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” and “Improvement Area No. 2 of Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” (individually an “Improvement Area” and together the “Improvement Areas”); and
WHEREAS, the City Council further intends to approve an estimate of the costs of the Facilities, the Services and the Incidental Expenses for the proposed Community Facilities District No. 2025-1; and
WHEREAS, it is the intention of the City Council to consider financing the Facilities, the Services and the Incidental Expenses through the formation of Community Facilities District No. 2025- 1, the designation of the Improvement Areas and the issuance of bonded indebtedness in an amount not to exceed $100,000,000 within proposed Improvement Area No. 1 and in an amount not to exceed $450,000,000 within proposed Improvement Area No. 2 and the levy of a special tax within each Improvement Area to pay for the Facilities, the Services and the Incidental Expenses and to pay debt service on the bonded indebtedness to be incurred by each Improvement Area, provided that the bond sales and special tax levies are approved at a separate election to be held within the boundaries of each proposed Improvement Area; and
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WHEREAS, the City Council desires to amend the City’s Local Public Agency Goals and Policies for Community Facilities Districts, dated December 10, 2001 (the “CFD Policies”) as depicted in Exhibit “E”; and
WHEREAS, the Facilities to be funded by the District are part of the previously approved One Beverly Hills Overlay Specific Plan Project, for which a Supplemental Environmental Impact Report (known by State Clearinghouse Number 2020090048, and hereafter referred to as the “SEIR”) was prepared pursuant to the requirements of the California Environmental Quality Act (“CEQA”), and certified by the City Council by Resolution No. 21-R-13348 adopted on June 8, 2021. A Mitigation Monitoring and Reporting Plan was adopted and mitigation measures were adopted by the City Council and made binding on the Project. Because the Facilities to be funded by the District are part of the approved Project, and are fully within the scope of the environmental analysis in the certified SEIR, no further environmental analysis is required at this time. Further, the formation of the District as to the Incidental Expenses and Services does not constitute a project for CEQA purposes, because those components, although also covered within the scope of the SEIR, reflect the creation of government funding mechanisms or other government fiscal activities that do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BEVERLY HILLS HEREBY FINDS, DETERMINES, RESOLVES, AND ORDERS AS FOLLOWS:

SECTION 1. The above recitals are true and correct.

SECTION 2. A community facilities district is proposed to be established under the terms of the Act with two separate improvement areas designated pursuant to Section 53350 of the Act. It is further proposed that the proposed boundaries of Community Facilities District No. 2025-1 and of each Improvement Area shall be those depicted on the map of proposed Community Facilities District No. 2025-1 attached as Exhibit “A” hereto and incorporated by reference herein, which boundaries shall, Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 4 B0785-0001\3124709v1.doc
upon recordation of the boundary map for proposed Community Facilities District No. 2025-1, include the entirety of any parcel subject to taxation by the District. The City Clerk is hereby directed to sign the original map of the proposed boundaries and record it with all proper endorsements thereon with the County Recorder of the County of Los Angeles within 15 days after the adoption of this resolution, all as required by Section 3111 of the Streets and Highways Code of the State of California.

SECTION 3. The name of the proposed community facilities district shall be “Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” and the two proposed Improvement Areas shall be designated as “Improvement Area No. 1 of Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” and “Improvement Area No. 2 of Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills).” SECTION 4. The Facilities proposed to be provided within Community Facilities District No. 2025-1 and to be financed, in part, by each Improvement Area are facilities as defined in the Act, which the City and the Metropolitan Water District of Southern California, with respect to certain water facilities, are authorized by law to construct, acquire, own and/or operate. The City Council hereby finds and determines that the description of the Facilities herein is sufficiently informative to allow taxpayers within the proposed District and each proposed Improvement Area to understand what the funds of each Improvement Area may be used to finance. The Incidental Expenses expected to be incurred include the costs of planning and designing the Facilities, the costs of forming the District and the costs of issuing bonds and levying and collecting a special tax within each proposed Improvement Area of the District. The Facilities (or real property interests in such Facilities) may be acquired, conveyed and/or dedicated from one or more of the property owners within the District as completed improvements or discrete components thereof or the construction thereof may be paid from bond or special tax proceeds.

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All or a portion of the Facilities (or real property interests in such Facilities) may be purchased with District funds as completed facilities pursuant to Section 53314.9 of the Act, or as discrete portions or phases pursuant to Section 53313.51 of the Act and may be constructed and/or acquired with District funds pursuant to Section 53316.2 of the Act. Any portion of the Facilities may be financed through a lease or lease-purchase arrangement if the District hereafter determines that such arrangement is of benefit to the District.

The Services proposed to be provided for the benefit of Community Facilities District No. 2025-1 and to be financed, in part, by each Improvement Area, are services as defined in and permitted to be financed pursuant to the Act, and this City Council finds and determines that the Services to be financed are in addition to those provided in the territory of the District at the present time and do not supplant services already available within the territory of the District. The City Council hereby finds and determines that the description of the Services herein is sufficiently informative to allow taxpayers within the proposed District and each proposed Improvement Area to understand what the funds of each Improvement Area may be used to finance.

SECTION 5. Except where funds are otherwise available, it is the intention of the City Council to levy annually in accordance with the procedures contained in the Act a special tax within each Improvement Area, secured by recordation of a continuing lien against all nonexempt real property within such Improvement Area, sufficient to pay for: (i) the portion of the Facilities, the Services and Incidental Expenses to be financed by such Improvement Area; and (ii) the principal and interest and other periodic costs on bonds or other indebtedness issued by such Improvement Area to finance the Facilities and Incidental Expenses, including the establishment and replenishment of any reserve funds deemed necessary by the District, and any remarketing, credit enhancement and liquidity facility fees (including such fees for instruments which serve as the basis of a reserve fund in lieu of cash). The rate and method of apportionment and manner of collection of the special tax for Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 6 B0785-0001\3124709v1.doc
Improvement Area No. 1 is described in detail in Exhibit “C” attached hereto, which Exhibit “C” is incorporated herein by this reference. Exhibit “C” allows each landowner within proposed Improvement Area No. 1 to estimate the maximum amount that may be levied against each parcel.

The rate and method of apportionment and manner of collection of the special tax for Improvement Area No. 2 is described in detail in Exhibit “D” attached hereto, which Exhibit “D” is incorporated herein by this reference. Exhibit “D” allows each landowner within proposed Improvement Area No. 2 to estimate the maximum amount that may be levied against each parcel. In the first year in which such special tax is levied in an Improvement Area, the levy shall include an amount sufficient to repay to the District all amounts, if any, transferred to the District pursuant to Section 53314 of the Act and interest thereon.

If special taxes of an Improvement Area which are levied for Facilities are levied against any parcel used for private residential purposes, (i) the maximum special tax rate shall be specified as a dollar amount which shall be calculated and established not later than the date on which the parcel is first subject to the special tax because of its use for private residential purposes and shall not be increased over time except that it may be increased by an amount not to exceed two percent (2%) per year to the extent permitted in the rate and method of apportionment of the special tax for such Improvement Area as set forth in Exhibit “C” or Exhibit “D,” as applicable, (ii) such special tax shall be levied until the earlier of (1) the first Fiscal Year in which the Administrator determines that the Transition Event (as such terms are defined in each rate and method of apportionment of the special tax for the Improvement Areas) occurred in the prior Fiscal Year, and (2) Fiscal Year 2071-72, and (iii) under no circumstances will such special tax levied against any such parcel used for private residential uses be increased as a consequence of delinquency or default by the owner or owners of any other parcel or parcels within such Improvement Area by more than ten percent (10%) above the Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 7 B0785-0001\3124709v1.doc
amount that would have been levied in that Fiscal Year in such Improvement Area had there never been any such delinquencies or defaults.

The special tax within each proposed Improvement Area is based on the expected costs of making the Facilities and Services available to the parcels in each Improvement Area. The City Council hereby determines that the proposed Facilities and Services are necessary to meet the increased demand placed upon the City and other local government agencies and the existing infrastructure in the City as a result of the development of the land proposed for inclusion in the District. The City Council hereby determines the rate and method of apportionment of the special tax applicable to each proposed Improvement Area as set forth in Exhibit “C” and Exhibit “D,” respectively, to be reasonable.

The special tax is apportioned to each parcel on the foregoing basis pursuant to Section 53325.3 of the Act and such special tax is not on or based upon the value or ownership of real property. In the event that a portion of the property within Community Facilities District No. 2025-1 shall become for any reason exempt, wholly or partially, from the levy of the special tax specified on Exhibit “C” or Exhibit “D,” respectively, the City Council shall, on behalf of Community Facilities District No. 2025-1, cause the levy to be increased, subject to the limitation of the maximum special tax for a parcel as set forth in Exhibit “C” or Exhibit “D,” respectively, to the extent necessary upon the remaining property within the applicable proposed Improvement Area which is not exempt in order to yield the special tax revenues required for the purposes described in this Section 5. The obligation to pay special taxes may be prepaid only as set forth in Section H of Exhibit “C” or Exhibit “D,” as applicable.

SECTION 6. A public hearing (the “Hearing”) on the proposed establishment of Community Facilities District No. 2025-1 and each Improvement Area and each rate and method of apportionment of the special tax and the bonded indebtedness proposed for each Improvement Area to finance the Facilities, the Services and the Incidental Expenses shall be held at 7:00 p.m., or as soon thereafter as practicable, on August 19, 2025, at the City Council Chambers, 455 North Rexford Drive, Beverly Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 8 B0785-0001\3124709v1.doc
Hills, California 90210. Should the City Council determine to form the District and designate the Improvement Areas, a special election will be held within each Improvement Area to authorize the issuance of bonds of such Improvement Area and the levy of a special tax within such Improvement Area in accordance with the procedures contained in Government Code Section 53326. If held, the proposed voting procedure at the elections will be a landowner vote with each landowner who is the owner of record of land within an Improvement Area at the close of the Hearing, or the authorized representative thereof, having one vote for each acre or portion thereof owned within the Improvement Area. Ballots for the special elections may be distributed by mail or by personal service.

SECTION 7. At the time and place set forth above for the Hearing, the City Council will receive testimony as to whether the proposed Community Facilities District No. 2025-1 and the proposed Improvement Areas shall be established and as to the method of apportionment of the special tax within each proposed Improvement Area and shall consider:
(a) if an ad valorem property tax is currently being levied on property within the proposed Community Facilities District No. 2025-1 for the exclusive purpose of paying principal of or interest on bonds, lease payments or other indebtedness incurred to finance construction of capital facilities; and
(b) if the capital facilities to be financed and constructed by Community Facilities District No. 2025-1 will provide the same services as were provided by the capital facilities mentioned in subsection (a); and
(c) if the City Council makes the findings specified in subsections (a) and (b) above, it will consider appropriate action to determine whether the total annual amount of ad valorem property tax revenue due from parcels within Community Facilities District No. 2025-1, for purposes of paying principal and interest on the debt identified in subsection (a) above, shall not be increased after the date on which Community Facilities District No. 2025-1 is established, or after a later date Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 9 B0785-0001\3124709v1.doc
determined by the City Council with the concurrence of the legislative body which levied the property tax in question.

SECTION 8. At the time and place set forth above for the Hearing, any interested person, including all persons owning lands or registered to vote within the proposed Community Facilities District No. 2025-1, may appear and be heard.

SECTION 9. Each District officer who is or will be responsible for providing the Facilities and the Services within the proposed Community Facilities District No. 2025-1, if it is established, is hereby directed to study the proposed District and, at or before the time of the above-mentioned Hearing, file a report with the City Council containing a brief description of the facilities and services by type which will in his or her opinion be required to meet adequately the needs of the proposed Community Facilities District No. 2025-1 and an estimate of the cost of providing those facilities and services, including the cost of environmental evaluations of such facilities and an estimate of the fair and reasonable cost of any Incidental Expenses to be incurred.

SECTION 10. The District may accept advances of funds or work-in-kind from any source, including, but not limited to, private persons or private entities, for any authorized purpose, including, but not limited to, paying any cost incurred in creating Community Facilities District No. 2025-1. The District may enter into an agreement with the person or entity advancing the funds or work-in-kind, to repay all or a portion of the funds advanced, or to reimburse the person or entity for the value, or cost, whichever is less, of the work-in-kind, as determined by the City Council, with or without interest.

SECTION 11. The City shall publish a notice (the “Notice”) of the Hearing pursuant to Section 6061 of the Government Code in a newspaper of general circulation published in the area of the proposed Community Facilities District No. 2025-1. Such publication shall be completed at least seven (7) days prior to the date of the Hearing. The City shall mail a copy of the Notice to each of the landowners within the boundaries of the District at least 15 days prior to the Hearing. The Notice shall Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 10 B0785-0001\3124709v1.doc
contain the text or a summary of this Resolution, the time and place of the Hearing, a statement that the testimony of all interested persons or taxpayers will be heard, a description of the protest rights of the registered voters and landowners in the proposed District and a description of the proposed voting procedure for the elections required by the Act.

SECTION 12. The reasonably expected maximum principal amount of the bonded indebtedness to be incurred by Improvement Area No. 1 is One Hundred Million Dollars ($100,000,000) and by Improvement Area No. 2 is Four Hundred Fifty Million Dollars ($450,000,000).

SECTION 13. Except to the extent limited in any bond resolution or trust indenture related to the issuance of bonds, the City Council hereby reserves to itself all rights and powers set forth in Section 53344.1 of the Act (relating to tenders in full or partial payment of special taxes).

SECTION 14. The CFD Policies as amended in the form presented in Exhibit “E” are hereby approved.

SECTION 15. This Resolution shall be effective upon its adoption.

SECTION 16. The City Clerk shall certify to the adoption of this Resolution and shall cause this Resolution and her certification to be entered in the Book of Resolutions of the Council of this City.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 11 B0785-0001\3124709v1.doc
Adopted:

SHARONA R. NAZARIAN, PSYD
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)

HUMA AHMED
City Clerk
APPROVED AS TO FORM: APPROVED AS TO CONTENT:

LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 A-1
B0785-0001\3124709v1.doc

EXHIBIT A

BOUNDARY MAP
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 B-1
B0785-0001\3124709v1.doc

EXHIBIT B
Types of Facilities To Be
Financed By
Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)
The proposed types of facilities and expenses to be financed by the District include:

The construction, purchase, modification, expansion, rehabilitation and/or improvement of certain roadways and roadway improvements, tunnels, parks, biking trails, storm drains and basins, water and wastewater facilities (including, without limitation, domestic and non-domestic water facilities, wells, pre-treatment basins, infiltration basins, reservoirs, pipelines, storm and sewer drains and related infrastructure and improvements), wet and dry utilities, bridges and pedestrian bridges, traffic signals, and related infrastructure improvements, both onsite and offsite, all appurtenances and appurtenant work in connection with the foregoing (including utility line relocations and electric, gas and cable utilities), and any real property interests in the foregoing (the “Facilities”), and the incidental expenses to be incurred, including:
a. The cost of engineering, planning and designing the Facilities; b. All costs, including all costs of the property owners petitioning for formation of the District and annexations to the District, associated with the creation of the District, the issuance of the bonds, the determination of the amount of special taxes to be levied and costs otherwise incurred in order to carry out the authorized purposes of the District; and c. Any other expenses incidental to the construction, acquisition, modification, rehabilitation, completion and inspection of the Facilities.

Types of Services To Be
Financed By
Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)
The proposed types of services to be financed by the District include:

Wilshire Blvd and Santa Monica Blvd Right of Way:

Maintenance, repair, replacement and cleaning of improvements within the public right of way including but not limited to roadway improvements (paving, curb and gutter, storm drain inlets and vaults, striping), sidewalks, street lighting and other electrical improvements, signage, landscaping, irrigation, hardscape and furniture, etc.

Merv Griffin Way (MGW):

Maintenance, repair, replacement and cleaning of MGW including but not limited to roadway improvements (paving, curb and gutter, storm drain inlets and vaults, striping), sidewalks, vertical walls, columns and other structural elements, ceiling finishes, lighting and other electrical Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 B-2
B0785-0001\3124709v1.doc
improvements, exhaust and ventilation systems, signage, landscaping, irrigation, hardscape and furniture, etc.

Publicly Accessible Botanical Gardens:

Maintenance, repair, replacement and cleaning of the publicly accessible portions of the Botanical Gardens including but not limited to landscaping, irrigation, storm drain inlets, grates and vaults, pathways, sidewalks and retaining walls, water elements, lighting, signage, gates and fencing, other hardscape including furniture, bridges, and seating areas, and security services.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 C-1
B0785-0001\3124709v1.doc

EXHIBIT C

RATE AND METHOD OF APPORTIONMENT FOR
COMMUNITY FACILITIES DISTRICT NO. 2025-1

OF THE CITY OF BEVERLY HILLS (ONE BEVERLY HILLS)
(IMPROVEMENT AREA NO. 1)
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 D-1
B0785-0001\3124709v1.doc

EXHIBIT D

RATE AND METHOD OF APPORTIONMENT FOR
COMMUNITY FACILITIES DISTRICT NO. 2025-1

OF THE CITY OF BEVERLY HILLS (ONE BEVERLY HILLS)
(IMPROVEMENT AREA NO. 2)
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 E-1
B0785-0001\3124709v1.doc

EXHIBIT E
AMENDMENT NO. 1 TO

LOCAL PUBLIC AGENCY GOALS AND POLICIES

FOR COMMUNITY FACILITIES DISTRICTS
The Local Agency Goals and Policies for Community Facilities Districts approved by the City Council on December 10, 2001, are hereby amended to include the following after the last paragraph of Section II:
“The City may finance any one or more of the types of services specified in Section 53313 of the Act. Priority for CFD financing shall be given to services provided by or directly benefiting the City and, if multiple services are to be financed, with no service having priority over another service; provided, however, the City has final determination as to any service’s eligibility for financing.” Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 A-1
B0785-0001\3124709v1.doc

EXHIBIT A

BOUNDARY MAP
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10

PROPOSED BOUNDARIES

BOOK OF COMMUNITY FACILITIES DISTRICTS, PAGE

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
(ONE BEVERLY HILLS)
-#'<I ---If
0 45' 9
0'
SCALE: 1 "=90'
NOTE:
0 LOWERLIMI
0 UPPERLIMI
LEGEND

ASSESSOR'S PARCEL LOT LINE
@ ASSESSOR'S MAP INDEX NUMBER
-- - -- CENTERLINE
■
■ IMPROVEMENT AREA NO. 1
j / / / / 11j IMPROVEMENT AREA NO. 2

RIGHT-OF-WAY LINE

LOWER LIM

REFERENCE IS HEREBY MADE TO THE MAPS AND DEEDS OF RECORD IN THE OFFICE OF THE

ASSESSOR OF THE COUNTY OF LOS ANGELES FOR THE DETAILED DESCRIPTION OF THE LINES AND DIMENSIONS OF ANY PARCELS SHOWN HEREON.

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA

NO LOWER LIMIT
UPPER LIMIT= 280.33'
/
/

WILSHIRE ------,-- -BOULEVARD -
(PUBLIC STREET)

NO LOWER
@
LIMIT
UPPER LIMIT= 278.00'

NO LOWER LIMIT
UPPER LIMIT= 279.00'

NO LOWER LIMIT
UPPER LIMIT= 265.80'
/
� /
��-

NOTAPARTI

VICINITY MAP
(NOT TO SCALE)
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 1
MAP

INDEX ASSESSOR'S PARCEL ND,
ND.
13 4327-028-013
14 4327-028-014
15 4327-028-015
18 4327-028-018
19 4327-028-019
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 2
MAP
It-lDEX ASSESSOR'S PARCEL ND,
ND.
3 4327-028-003
�y�/
t,.. �9.lY,
�Ct_?}:,"'"
�o ✓, '/0
�,J
.,
��/ �
16 4327-028-016
C:;�

CLERK'S MAP STATEMENT
FILED IN THE OFFICE OF THE CITY CLERK OF THE CITY OF BEVERLY HILLS THIS __ DAY OF ---� 2025.

HUMA AHMED, CITY CLERK

CLERK'S MAP STATEMENT

I HEREBY CERTIFY THAT THE WITHIN MAP SHOWING PROPOSED BOUNDARIES OF CITY OF BEVERLY HILLS COMMUNITY FACILITIES DISTRICT NO. 2025-1 (ONE BEVERLY

HILLS), COUNTY OF LOS ANGLES, STATE OF CALIFORNIA, WAS APPROVED BY THE CITY

COUNCIL OF THE CITY OF BEVERLY HILLS, AT A MEETING THEREOF, HELD ON THE DAY OF ____ _, 2025, BY ITS RESOLUTION NO. _____ .

HUMA AHMED, CITY CLERK

COUNTY RECORDER'S FILING STATEMENT
FILED THIS __ DAY OF ___ _, 2025, AT THE HOUR OF __ O'CLOCK _.M., IN BOOK __ OF MAPS OF ASSESSMENT AND COMMUNITY FACILITIES DISTRICTS AT PAGE __ IN THE OFFICE OF THE COUNTY RECORDER IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA.

DEAN C. LOGAN, COUNTY RECORDER, COUNTY OF LOS ANGELES
SHEET 1 OF 6 SHEETS
A-2
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 0 45' 9
0'
SCALE: 1 "=90'

PROPOSED BOUNDARIES

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
I
(ONE BEVERLY HILLS)

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA
----WILSHIRE BOULEVARD --

NO LOWER LIMIT
UPPER LIMIT= 280.33'
(PUBLIC STREET)

NO LOWER LIMIT
UPPER LIMIT= 278.00'

NOTA PART

BOOK OF COMMUNITY FACILITIES DISTRICTS, PAGE
�
��
-��
NOTE:

LEGEND

ASSESSOR'S PARCEL LOT LINE
@ ASSESSOR'S MAP INDEX NUMBER
-- - -- CENTERLINE
■
■ IMPROVEMENT AREA NO. 1
j / / / / 11j IMPROVEMENT AREA NO. 2

RIGHT-OF-WAY LINE

NO LOWER LIMIT
NO UPPER LIMIT L®

REFERENCE IS HEREBY MADE TO THE MAPS AND DEEDS OF RECORD IN THE OFFICE OF THE

ASSESSOR OF THE COUNTY OF LOS ANGELES FOR THE DETAILED DESCRIPTION OF THE LINES AND DIMENSIONS OF ANY PARCELS SHOWN HEREON.
/
/

NO LOWER LIMIT
UPPER LIMIT= 279.00'
/
LOWER LIMIT= 265.80'
UPPER LIMIT= 270.33'
o-v'
�<o �'\'\
s�
�a
� � / 1_<?
'0
c.,�,
PARCELS \./ITHIN IMPROVEMENT
AREA ND. 1
MAP
INDEX
ND.
13 14
15 18
19 ASSESSOR'S PARCEL ND.
4327-028-013
4327-028-014
4327-028-015
4327-028-018
4327-028-019
PARCELS \./ITHIN IMPROVEMENT
AREA ND. 2
MAP
INDEX
ND,
3 16

ASSESSOR'S PARCEL ND,
4327-028-003
4327-028-016
SHEET 2 OF 6 SHEETS
A-3
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10

PROPOSED BOUNDARIES

BOOK OF COMMUNITY FACILITIES DISTRICTS, PAGE

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
0 45' 9
0'
SCALE: 1 "=90'
NOTE:

LEGEND

ASSESSOR'S PARCEL LOT LINE
@ ASSESSOR'S MAP INDEX NUMBER
-- - -- CENTERLINE
■
■ IMPROVEMENT AREA NO. 1
j / / / / 11j IMPROVEMENT AREA NO. 2

RIGHT-OF-WAY LINE

LOWER LIMIT

R LIMIT
6 REFERENCE IS HEREBY MADE TO THE MAPS AND DEEDS OF RECORD IN THE OFFICE OF THE

ASSESSOR OF THE COUNTY OF LOS ANGELES FOR THE DETAILED DESCRIPTION OF THE LINES AND DIMENSIONS OF ANY PARCELS SHOWN HEREON.

I
/
(ONE BEVERLY HILLS)

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA

NO LOWER LIMIT
UPPER LIMIT= 280.33'
/
/

WILSHIRE --- BOULEVARD
(PUBLIC STREET)

NO LOWER LIMIT
UPPER LIMIT= 278.00'

NO LOWER LIMIT
UPPER LIMIT= 279.00'
LOWER LIMIT= 270.33'
UPPER LIMIT= 272.97'
�
��
0'0
v
/ �
"'
�G �
�"-a �
-t-��-�
'0
�
c.:,�
/

NOT APARTI
-
/
PARCELS \./ITHIN IMPROVEMENT
AREA ND. 1
MAP
INDEX
ND.
13 14
15 18
19 ASSESSOR'S PARCEL ND.
4327-028-013
4327-028-014
4327-028-015
4327-028-018
4327-028-019
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 2
MAP
INDEX
ND.
3 16
ASSESSOR'S PARCEL ND.
4327-028-003
4327-028-016
SHEET 3 OF 6 SHEETS
A-4
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10

PROPOSED BOUNDARIES

BOOK OF COMMUNITY FACILITIES DISTRICTS, PAGE

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
0 45' 9
0'
SCALE: 1 "=90'
NOTE:

NO LOWER LI
LEGEND

ASSESSOR'S PARCEL LOT LINE
@ ASSESSOR'S MAP INDEX NUMBER
-- - -- CENTERLINE
■
■ IMPROVEMENT AREA NO. 1
j / / / / 11j IMPROVEMENT AREA NO. 2

RIGHT-OF-WAY LINE

NO LOWER LIMIT
NO UPPER LIMIT L®

REFERENCE IS HEREBY MADE TO THE MAPS AND DEEDS OF RECORD IN THE OFFICE OF THE

ASSESSOR OF THE COUNTY OF LOS ANGELES FOR THE DETAILED DESCRIPTION OF THE LINES AND DIMENSIONS OF ANY PARCELS SHOWN HEREON.
/
(ONE BEVERLY HILLS)

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA

NO LOWER LIMIT
UPPER LIMIT= 280.33'
/

WILSHIRE BOULEVARD
-- ---- (PUBLIC STREET)

NO LOWER LIMIT
UPPER LIMIT= 278.00'
LOWER LIMIT= 272.97'
UPPER LIMIT= 278.00'
V
��
...,_<o�
�\..)%�
<,,,
<,,;
,

NO LOWER LIMIT
UPPER LIMIT= 279.00'
/
�a -<.<ov" ✓
�v�
-:s
��/
/
/
/

NOTAPARTI
-
PARCELS \./ITHIN IMPROVEMENT
AREA ND. 1
MAP
INDEX
ND.
13 14
15 18
19 ASSESSOR'S PARCEL ND.
4327-028-013
4327-028-014
4327-028-015
4327-028-018
4327-028-019
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 2
MAP
INDEX
ND.
3 16
ASSESSOR'S PARCEL ND.
4327-028-003
4327-028-016
SHEET 4 OF 6 SHEETS
A-5
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10

PROPOSED BOUNDARIES

BOOK OF COMMUNITY FACILITIES DISTRICTS, PAGE

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
0 45' 9
0'
SCALE: 1 "=90'
NOTE:

LEGEND

ASSESSOR'S PARCEL LOT LINE
@ ASSESSOR'S MAP INDEX NUMBER
-- - -- CENTERLINE
■
■ IMPROVEMENT AREA NO. 1
j / / / / 11j IMPROVEMENT AREA NO. 2

RIGHT-OF-WAY LINE

NO LOWER LIMIT
NO UPPER LIMIT L®

REFERENCE IS HEREBY MADE TO THE MAPS AND DEEDS OF RECORD IN THE OFFICE OF THE

ASSESSOR OF THE COUNTY OF LOS ANGELES FOR THE DETAILED DESCRIPTION OF THE LINES AND DIMENSIONS OF ANY PARCELS SHOWN HEREON.
/
(ONE BEVERLY HILLS)

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA

NO LOWER LIMIT
UPPER LIMIT= 280.33'
/

WILSHIRE --BOULEVARD ----
(PUBLIC STREET)
LOWER LIMIT= 278.00'
NO UPPER LIMIT LOWER LIMIT= 278.00'
UPPER LIMIT= 279.63'
��/ r-,.
<oo'J'i
�
� (; c/
�<,.,_¢'
� C,
��

NO LOWER LIMIT
UPPER LIMIT= 279.00'
C:,�-/ 7

NOT APART
-
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 1
MAP
INDEX
ND.
7 9
13 14
19 ASSESSOR'S PARCEL ND.
4327-028-007
4327-028-009
4327-028-013
4327-028-014
4327-028-019
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 2
MAP
INDEX
ND,
3 16
ASSESSOR'S PARCEL ND.
4327-028-003
4327-028-016
SHEET 5 OF 6 SHEETS
A-6
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10

PROPOSED BOUNDARIES

BOOK OF COMMUNITY FACILITIES DISTRICTS, PAGE

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
0 45' 9
0'
SCALE: 1 "=90'
NOTE:
d

NO LOWER LIMIT
"°/"'"""
LEGEND
ASSESSOR"S PARCEL LOT LINE
@ ASSESSOR'S MAP INDEX NUMBER
-- - -- CENTERLINE
■
■ IMPROVEMENT AREA NO. 1
j / / / / 11j IMPROVEMENT AREA NO. 2

RIGHT-OF-WAY LINE

NO LOWER LIMIT

NO UPPER LIMIT
L®

REFERENCE IS HEREBY MADE TO THE MAPS AND DEEDS OF RECORD IN THE OFFICE OF THE

ASSESSOR OF THE COUNTY OF LOS ANGELES FOR THE DETAILED DESCRIPTION OF THE LINES AND DIMENSIONS OF ANY PARCELS SHOWN HEREON.
/
(ONE BEVERLY HILLS)

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA
LOWER LIMIT = 280.33'

NO UPPER LIMIT
/

WILSHIRE BOULEVARD
LOWER LIMIT = 278.00'

NO UPPER LIMIT
LOWER LIMIT= 279.00'

NO UPPER LIMIT
-- ----
(PUBLIC STREET)
LOWER LIMIT= 279.63'

NO UPPER LIMIT
�
��
o-0
v
"h....<o «..,
�u�<v<,;
�OD'v,
��/ �
'5
��
/

NOTAPARTI
-
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 1
MAP
INDEX
ND.
5 6
7 9
19 ASSESSOR'S PARCEL ND,
4327-028-005
4327-028-006
4327-028-007
4327-028-009
4327-028-019
PARCELS \./ITHIN IMPROVEMENT
AREA ND, 2
MAP
INDEX
ND.
3 16

ASSESSOR'S PARCEL ND,
4327-028-003
4327-028-016
SHEET 6 OF 6 SHEETS
A-7
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 B-1
B0785-0001\3124709v1.doc

Types of Services To Be
Financed By
Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)
The proposed types of services to be financed by the District include:

Wilshire Blvd and Santa Monica Blvd Right of Way:

Merv Griffin Way (MGW):

Publicly Accessible Botanical Gardens:

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 C-1
B0785-0001\3124709v1.doc

EXHIBIT C

RATE AND METHOD OF APPORTIONMENT FOR
COMMUNITY FACILITIES DISTRICT NO. 2025-1

OF THE CITY OF BEVERLY HILLS (ONE BEVERLY HILLS)
(IMPROVEMENT AREA NO. 1)
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-2 May 15, 2025
IMPROVEMENT AREA NO. 1

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
(ONE BEVERLY HILLS)

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
A Special Tax applicable to each Taxable Parcel in Improvement Area No. 1 of the City of Beverly Hills Community Facilities District No. 2025-1 (One Beverly Hills) shall be levied and collected according to the tax liability determined by the City Council through the application of the appropriate amount or rate for Taxable Parcels, as described below. All property in Improvement Area No. 1, unless exempted by law or by the provisions of Section G below, shall be taxed for the purposes, to the extent, and in the manner herein provided, including property subsequently annexed to Improvement Area No. 1 unless a separate Rate and Method of Apportionment is adopted for the annexation area.

A. DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Act” means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, (commencing with Section 53311), Part 1, Division 2 of Title 5 of the Government Code of the State of California.
“Administrative Expenses” means any or all of the following: the fees and expenses of any fiscal agent or trustee (including any fees or expenses of its counsel) employed in connection with any Bonds, and the expenses of the City in carrying out its duties with respect to Improvement Area No. 1, the CFD, and the Bonds, including, but not limited to, the levy and collection of the Special Tax, the fees and expenses of its counsel, charges levied by the County in connection with the levy and collection of Special Taxes, costs related to property owner inquiries regarding the Special Tax, costs associated with appeals or requests for interpretation associated with the Special Tax and this RMA, amounts needed to pay rebate to the federal government with respect to Bonds, costs associated with complying with continuing disclosure requirements for the City and any major property owners or other obligated parties, costs associated with foreclosure and collection of delinquent Special Taxes, and all other costs and expenses of the City and County in any way related to the establishment or administration of Improvement Area No. 1 and the CFD. “Administrator” shall mean the person or firm designated by the City to administer the Special Tax according to this RMA.
“Airspace Parcel” means a parcel with an assigned Assessor’s Parcel number that constitutes vertical space of an underlying land parcel.
“Assessor’s Parcel” or “Parcel” means a lot or parcel, including an Airspace Parcel, shown on an Assessor’s Parcel Map with an assigned Assessor’s Parcel number. “Assessor’s Parcel Map” means an official map of the County Assessor designating Parcels by Assessor’s Parcel number.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-3 May 15, 2025
“Authorized Facilities” means the public facilities authorized to be financed, in whole or in part, by the CFD.
“Authorized Services” means the services authorized by the Act to be funded, in whole or in part, by the CFD.
“Base Facilities Special Tax” means the Facilities Special Tax per square foot that is used to calculate the Maximum Facilities Special Tax for Taxable Parcels pursuant to Sections C and D of this RMA.
“Base Services Special Tax” means the Services Special Tax per square foot that is used to calculate the Maximum Services Special Tax for Taxable Parcels pursuant to Sections C and D of this RMA.
“Base Special Tax” means, prior to the Transition Year, the Base Facilities Special Tax and, in and after the Transition Year, the Base Services Special Tax. “Bonds” means bonds or other debt (as defined in the Act), whether in one or more series, secured by the Facilities Special Tax and issued or assumed by or for Improvement Area No. 1 to fund Authorized Facilities.
“Building Permit” means a permit that allows for vertical construction of a building or buildings, which shall not include a separate permit issued for construction of the foundation thereof. “Certificate of Occupancy” means the first certificate, including any temporary certificate of occupancy, issued by the City to confirm that a building or a portion of a building has met all of the building codes and can be occupied for residential and/or non-residential use. “CFD” means the City of Beverly Hills Community Facilities District No. 2025-1 (One Beverly Hills).
“CFD Formation” means the date on which the Resolution of Formation to form the CFD was adopted by the City Council.
“City” means the City of Beverly Hills.
“City Council” means the City Council of the City of Beverly Hills. “County” means the County of Los Angeles.
“Developer” means Cain Development LLC and its successors and assigns. “Escalator” means the lesser of the following: (i) the annual increase, if any, in the Consumer Price Index (CPI) for All Urban Consumers in the Los Angeles-Long Beach-Anaheim region published by the Bureau of Labor Statistics of the United States Department of Labor, or, if such index is no longer published, a similar escalator that is determined by the City to be appropriate, and (ii) five percent (5%).

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-4 May 15, 2025
“Expected Land Uses” means the Residential Square Footage and Non-Residential Square Footage expected within Improvement Area No. 1 at CFD Formation, as identified in Attachment 1 of this RMA. Pursuant to Section D of this RMA, the Administrator will continually update Attachment 1 to reflect Expected Land Uses on Successor Parcels and Expected Land Uses after Land Use Changes. Such update shall be maintained internally by the Administrator and shall not require recordation of an amended RMA.
“Expected Maximum Facilities Special Tax Revenues” means the aggregate Facilities Special Tax that can be levied based on application of the Base Facilities Special Tax to the Expected Land Uses. The Expected Maximum Facilities Special Tax Revenues at CFD Formation are shown in Attachment 1 and may be revised pursuant to Sections D and H below. “Facilities Special Tax” means a special tax levied in any Fiscal Year to pay the Facilities Special Tax Requirement.
“Facilities Special Tax Requirement” means the amount necessary in any Fiscal Year to: (i) pay principal and interest on Bonds that are due in the calendar year that begins in such Fiscal Year; (ii) pay periodic costs on the Bonds, including but not limited to, credit enhancement, liquidity support and rebate payments on the Bonds; (iii) replenish reserve funds created for the Bonds under the Indenture to the extent such replenishment has not been included in the computation of the Special Tax Requirement in a previous Fiscal Year; (iv) cure any delinquencies in the payment of principal or interest on Bonds which have occurred in the prior Fiscal Year or, based on prior delinquencies, are expected to occur in the current Fiscal Year; and (v) pay Administrative Expenses. The amounts referred to in clauses (i), (ii) and (iii) of this definition of Facilities Special Tax Requirement may be reduced in any Fiscal Year by: (a) interest earnings on or surplus balances in funds and accounts for the Bonds to the extent that such earnings or balances are available to apply against such costs pursuant to the Indenture; (b) in the sole and absolute discretion of the City, proceeds received by the CFD from the collection of penalties associated with delinquent Facilities Special Taxes; and (c) any other revenues available to pay such costs, each as determined in the sole discretion of the City.
“First Bond Sale” means issuance of the first series of Bonds secured, in whole or in part, by Facilities Special Taxes levied and collected from Taxable Parcels in Improvement Area No. 1. “Fiscal Year” means the period starting July 1 and ending on the following June 30. “Improvement Area No. 1” means Improvement Area No. 1 of the CFD. “Indenture” means the bond indenture, fiscal agent agreement, trust agreement, resolution or other instrument pursuant to which Bonds are issued, as modified, amended, and/or supplemented from time to time, and any instrument replacing or supplementing the same. “Initial Facilities Special Tax” means, upon subdivision of an Original Parcel, the Facilities Special Tax estimated for each Successor Parcel by multiplying the Residential Square Footage or Non-Residential Square Footage on the Successor Parcel by the applicable Base Facilities Special Tax.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-5 May 15, 2025
“Land Use” means, individually, Residential Square Footage or Non-Residential Square Footage. “Land Use Change” means a change to the Expected Land Uses after CFD Formation. “Maximum Facilities Special Tax” means the greatest amount of Facilities Special Tax that can be levied on a Parcel in any Fiscal Year as determined in accordance with Sections C and D below. “Maximum Services Special Tax” means the greatest amount of Services Special Tax that can be levied on a Parcel in any Fiscal Year, as determined in accordance with Sections C and D below. “Maximum Special Tax” means, prior to the Transition Year, the Maximum Facilities Special Tax and, in and after the Transition Year, the Maximum Services Special Tax. “Non-Residential Square Footage” or “Non-Residential Square Foot” means net leasable and net saleable square footage within a building that is: (i) used or expected to be used for commercial, retail, office, industrial, or hotel uses; (ii) is not Residential Square Footage, Public Square Footage, Owners Association Square Footage, or Parking Square Footage; and (iii) does not fall within the exemptions set forth in Section G below. The City, in coordination with the Administrator, shall make the final determination as to the amount of Non-Residential Square Footage on a Parcel within Improvement Area No. 1. Non-Residential Square Foot means a single square-foot unit of Non-Residential Square Footage.
“Original Parcel” means an Assessor’s Parcel in Improvement Area No. 1 at the time of CFD Formation or added to Improvement Area No. 1 upon annexation, as identified in Attachment 1 (which shall be updated after each annexation). A Successor Parcel that is being further subdivided shall also be considered an Original Parcel for purposes of determining the Maximum Special Tax pursuant to Section C below.
“Owners Association” means a homeowners association or property owners association that provides services to, and collects assessments, fees, dues, or charges from, property within Improvement Area No. 1.
“Owners Association Square Footage” means, within any building in Improvement Area No. 1, square footage that is owned in fee or by easement by an Owners Association, not including any such property that is located directly under a residential unit or structure. Notwithstanding the foregoing, if, in any Fiscal Year, square footage that had been taxed as Residential Square Footage or Non-Residential Square Footage in the prior year becomes Owners Association Square Footage, such square footage shall continue to be taxed as Residential Square Footage or Non-Residential Square Footage, as applicable, unless and until the Administrator determines that such square footage can be exempted from the Special Tax without reducing debt service coverage below Required Coverage.
“Parking Square Footage” means any square footage in a building that is reserved solely for parking uses, as determined by the City and the Administrator. “Proportionately” means that the ratio of the actual Special Tax levied in any Fiscal Year to the Maximum Special Tax authorized to be levied in that Fiscal Year is equal for all Taxable Parcels.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-6 May 15, 2025
“Public Square Footage” means, within any building in Improvement Area No. 1, square footage that is owned in fee or by easement by the City, County, federal government, State of California, or other public agency. Notwithstanding the foregoing, if, in any Fiscal Year, square footage that had been taxed as Residential Square Footage or Non-Residential Square Footage in the prior year becomes Public Square Footage, such square footage shall continue to be taxed as Residential Square Footage or Non-Residential Square Footage, as applicable, unless and until the Administrator determines that such square footage can be exempted from the Special Tax without reducing debt service coverage below Required Coverage. “Required Coverage” means the amount by which the Expected Maximum Facilities Special Tax Revenues must exceed the Bond debt service and priority Administrative Expenses (if any), as set forth in the Indenture, Certificate of Special Tax Consultant, or other formation or bond document that identifies the minimum required debt service coverage. “Residential Square Footage” or “Residential Square Foot” means the square footage of living area of a residential unit as reflected on a condominium plan, Building Permit, Certificate of Occupancy, or as otherwise provided by the Developer or the City. The City, in coordination with the Administrator, shall make the final determination as to the amount of Residential Square Footage on a Parcel within Improvement Area No. 1. Residential Square Foot means a single square-foot unit of Residential Square Footage.
“RMA” means this Rate and Method of Apportionment of Special Tax. “Services Special Tax” means a special tax levied in any Fiscal Year on Taxable Parcels in the CFD to pay the Services Special Tax Requirement.
“Services Special Tax Requirement” means the amount of revenue needed in any Fiscal Year to pay for: (i) Authorized Services, (ii) Administrative Expenses, and (iii) amounts needed to cure delinquencies in the payment of Services Special Taxes which have occurred in the prior Fiscal Year. In any Fiscal Year, the Services Special Tax Requirement shall be reduced by surplus amounts available (as determined by the City) from the levy of the Services Special Tax in prior Fiscal Years, including revenues from collection of delinquent Services Special Taxes and associated penalties and interest.
“Special Tax” means, prior to the Transition Year, the Facilities Special Tax and, in and after the Transition Year, the Services Special Tax.
“Special Tax Requirement” means, prior to the Transition Year, the Facilities Special Tax Requirement and, in and after the Transition Year, the Services Special Tax Requirement. “Successor Parcel” means a Taxable Parcel created by subdivision or reconfiguration of an Original Parcel on which construction of Residential Square Footage and/or Non-Residential Square Footage is permitted.
“Taxable Parcel” means any Parcel that is not exempt from the Special Tax pursuant to law or Section G below.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-7 May 15, 2025
“Tentative Map” means a tentative map or substantial conformance exhibit for property in Improvement Area No. 1, including any adjustments or amendments thereto. “Transition Event” shall be deemed to have occurred when the Administrator determines that the following events have taken place: (i) all Bonds secured by the levy and collection of Facilities Special Taxes in the CFD have been fully repaid, or there are sufficient revenues available to fully repay the Bonds in funds and accounts that, pursuant to the Indenture, will require such revenues to be applied to repay the Bonds; (ii) all Administrative Expenses from prior Fiscal Years have been paid or reimbursed to the City; and (iii) there are no other Authorized Facilities that the City intends to fund with Bonds and Facilities Special Taxes. “Transition Year” means the earlier of (i) the first Fiscal Year in which the Administrator determines that the Transition Event occurred in the prior Fiscal Year, and (ii) Fiscal Year 2071-

72. B. DATA FOR ADMINISTRATION OF THE SPECIAL TAX
Each Fiscal Year, the Administrator shall: (i) identify the current Assessor’s Parcel numbers for all Taxable Parcels in Improvement Area No. 1; (ii) determine the Residential Square Footage and/or Non-Residential Square Footage on each Taxable Parcel; (iii) determine if the Transition Event occurred in the prior Fiscal Year; and (iv) determine the Special Tax Requirement for the Fiscal Year. In addition, the Administrator shall, on an ongoing basis, monitor the Tentative Map, final maps, condominium plans, Certificates of Occupancy, and Building Permits to determine if there are any proposed Land Use Changes that would change the Expected Maximum Facilities Special Tax Revenues. If the Expected Maximum Facilities Special Tax Revenues will be revised pursuant to a proposed Land Use Change, the Administrator shall apply Section D.2 below.

If, in any Fiscal Year, there is a question as to the Residential Square Footage or Non-Residential Square Footage on a Taxable Parcel, the City and the Administrator shall work with the Developer to make the final determination, and such determination shall be conclusive and binding.

In any Fiscal Year, if it is determined that: (i) a parcel map for property in Improvement Area No. 1 was recorded after January 1 of the prior Fiscal Year (or any other date after which the Assessor will not incorporate the newly-created Parcels into the then current tax roll), (ii) because of the date the parcel map was recorded, the Assessor does not yet recognize the new Parcels created by the parcel map, and (iii) one or more of the newly-created Parcels has a different Land Use than other Parcels created by the subdivision, the Administrator shall calculate the Special Taxes for the property affected by recordation of the parcel map by determining the Special Taxes that apply separately to square footage within each Land Use, then applying the sum of the individual Special Taxes to the Parcel that was subdivided by recordation of the parcel map.

C. MAXIMUM SPECIAL TAX
The Administrator shall use the procedures set forth below to calculate the Maximum Special Tax for each Taxable Parcel in Improvement Area No. 1 in each Fiscal Year.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-8 May 15, 2025

1. Facilities Special Tax on Original Parcels
The Maximum Facilities Special Tax for each Original Parcel in Improvement Area No. 1 is identified in Attachment 1 to this RMA. These Maximum Facilities Special Taxes: (i) were determined based on application of the Base Facilities Special Taxes shown in Table 1 below to the Expected Land Uses on each Original Parcel; (ii) will escalate pursuant to Section D.1 herein, (iii) may be adjusted pursuant to Section D.5 below; and (iv) will apply until the Transition Year, at which point the Facilities Special Tax shall no longer be levied. Attachment 1 will be updated by the Administrator as needed to reflect adjustments to the Maximum Facilities Special Tax assigned to each Original Parcel, to identify the Maximum Facilities Special Tax for Successor Parcels, and to identify Original Parcels added to Improvement Area No. 1 due to annexations and subdivisions.

Table 1
Improvement Area No. 1
Base Facilities Special Tax
Land Use
Base Facilities Special Tax
Fiscal Year 2025-26 *
Non-Residential Square Footage $7.64 per Non-Residential Square Foot Residential Square Footage $15.23 per Residential Square Foot * Beginning July 1, 2026 and each July 1 thereafter, the dollar amounts shown above shall be escalated as set forth in Section D.1a.

2. Facilities Special Tax on Successor Parcels
Upon subdivision of an Original Parcel in Improvement Area No. 1, the Administrator shall apply the following steps to assign a Maximum Facilities Special Tax to the Successor Parcels created by the subdivision:

Step 1. In coordination with the City and the Developer, determine the Residential Square Footage and Non-Residential Square Footage on each Successor Parcel.

Step 2. Multiply the Base Facilities Special Tax for each Land Use by the square footage of each Land Use on each Successor Parcel to determine the Initial Facilities Special Tax for the Successor Parcel.

Step 3. Sum the Initial Facilities Special Taxes determined in Step 2 for all Successor Parcels created by the subdivision and compare this sum to the Expected Maximum Facilities Special Tax Revenues for the Original Parcel before it subdivided. If the sum of the Initial Facilities Special Taxes is greater than or equal to the Expected Maximum Facilities Special Tax Revenues for the Original Parcel, then the Initial Facilities Special Tax determined for each Successor Parcel in Step 2 shall be the Maximum Facilities Special Tax for each Successor Parcel, which amount shall escalate pursuant to Section D.1 herein.

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If the sum of the Initial Facilities Special Taxes for the Successor Parcels is less than the Expected Maximum Facilities Special Tax Revenues for the Original Parcel, then the Administrator shall determine the applicable step below to determine the Maximum Facilities Special Tax for each Successor Parcel:

3.a. If the First Bond Sale has not yet occurred, then the Initial Facilities Special Tax for each Successor Parcel shall be the Maximum Facilities Special Tax for each Successor Parcel, which amount shall escalate in each future Fiscal Year pursuant to Section D.1 below; or

3.b. If the First Bond Sale has occurred but the reduction in Expected Maximum Facilities Special Tax Revenues that would result if the Initial Facilities Special Tax for each Successor Parcel is assigned as the Maximum Facilities Special Tax for each Successor Parcel does not reduce debt service coverage on outstanding Bonds below Required Coverage, then the Initial Facilities Special Tax for each Successor Parcel shall be the Maximum Facilities Special Tax for each Successor Parcel, which amount shall escalate in each future Fiscal Year pursuant to Section D.1 below; or

3.c. If the First Bond Sale has occurred and, by assigning the Initial Facilities Special Tax for each Successor Parcel as the Maximum Facilities Special Tax for each Parcel, the reduction in Expected Maximum Facilities Special Tax Revenues would reduce debt service coverage on outstanding Bonds below Required Coverage, then one of the following shall occur:

3.c(1). A prepayment is made in an amount that will ensure that the reduced Expected Maximum Facilities Special Tax Revenues are sufficient to provide Required Coverage, as determined pursuant to Section H.2 below. Such prepayment must be made within 30 days from the date a prepayment estimate is provided, or

3.c(2). If a prepayment is not received within 30 days after the prepayment estimate is provided, the Initial Facilities Special Tax for each Successor Parcel shall be increased proportionately until the Expected Maximum Facilities Special Tax Revenues are sufficient to maintain Required Coverage.

Pursuant to this Section C.2, the Administrator will continually update Attachment 1 to reflect the current Original Parcels, Successor Parcels, and Expected Maximum Facilities Special Tax Revenues within Improvement Area No. 1. Such updates shall be maintained internally by the Administrator and shall not require recordation of an amended RMA.

3. Services Special Tax on Taxable Parcels
In and after the Transition Year, a Services Special Tax shall be levied on all Taxable Parcels in Improvement Area No. 1. The Maximum Services Special Tax for each Taxable Parcel in and after the Transition Year shall be determined by applying the Base Services Special Tax rates in Table 2 below to the Residential Square Footage and Non-Residential Square Footage on each Taxable Parcel, as determined by the City and the Administrator.

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Table 2
Improvement Area No. 1
Base Services Special Tax
Land Use
Base Services Special Tax
Fiscal Year 2025-26 *
Non-Residential Square Footage $1.91 per Non-Residential Square Foot Residential Square Footage $3.81 per Residential Square Foot * Beginning July 1, 2026 and each July 1 thereafter, the dollar amounts shown above shall be escalated as set forth in Section D.1b.

D. CHANGES TO THE MAXIMUM SPECIAL TAX

1. Annual Escalation of Special Tax
1a. Facilities Special Tax
Beginning July 1, 2026 and each July 1 thereafter, the Base Facilities Special Tax rates identified in Section C.1 and the Maximum Facilities Special Tax assigned to each Taxable Parcel in Improvement Area No. 1 shall escalate by two percent (2%) of the amount in effect in the prior Fiscal Year.
1b. Services Special Tax
The Base Services Special Tax rates identified in Section C.3 are applicable for Fiscal Year 2025-26. Beginning July 1, 2026 and each July 1 thereafter prior to the Transition Year, the Base Services Special Tax shall escalate by two percent (2%) of the amount in effect in the prior Fiscal Year. In and after the Transition Year, the Base Services Special Tax shall be adjusted annually by the Escalator.

2. Changes in Land Use on a Taxable Parcel
If a Building Permit is issued to increase the Residential Square Footage or Non-Residential Square Footage on any Taxable Parcel, the Administrator shall, in the first Fiscal Year after the final building permit inspection has been conducted in association with such increase, work with the City to recalculate (i) the Residential Square Footage or Non-Residential Square Footage on the Taxable Parcel, and (ii) the Maximum Special Tax for the Taxable Parcel based on the increased square footage.

If square footage that had been taxed as Residential Square Footage or Non-Residential Square Footage in a prior Fiscal Year is rezoned or otherwise changes Land Use, the Administrator shall apply the steps in Section C.2 above to determine the Maximum Facilities Special Tax for the Parcel based on the new Land Use. For such calculation, the “Initial Facilities Special Tax” shall be the amount that would apply to the Parcel after the change in Land Use. Under no circumstances shall the Maximum Facilities Special Tax on any Taxable Parcel be reduced, regardless of changes in Land Use or square footage on the Parcel, including reductions in square footage that may occur due to demolition, fire, water damage, or acts of God. All Maximum Facilities Special Taxes determined pursuant to this Section D.2 shall be escalated pursuant to Section D.1.

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The duties imposed on the Administrator pursuant to this Section D to review Land Use Changes are intended only to facilitate the administration of the Special Tax and to better assure the sufficiency of tax capacity to pay debt service on Bonds. Such duties are not intended to give any developer, subdivider, or owner of property the right to receive notice of the potential impact of land use changes on the Special Tax applicable to a Parcel; and each developer, subdivider, or owner of property whose property is the subject of a land use change shall be responsible for understanding the impact thereof on the Special Tax applicable to such property.

3. Partial Prepayment of Facilities Special Tax
If a Taxable Parcel makes a partial prepayment of the Facilities Special Tax pursuant to Section H below, the Administrator shall recalculate the Maximum Facilities Special Tax for the Taxable Parcel to account for such prepayment. In addition, the Administrator shall update Attachment 1 to reflect the prepayment and the revised Expected Maximum Facilities Special Tax Revenues for Improvement Area No. 1. After the prepayment has been received, the application of Sections C, D and H of this RMA shall be based on the adjusted Expected Maximum Facilities Special Tax Revenues after the prepayment.

4. Conversion of Parking Square Footage, Public Square Footage or Owners Association Square Footage
If, in any Fiscal Year, Parking Square Footage, Public Square Footage or Owners Association Square Footage is converted to a residential or non-residential use, such square footage shall be subject to the levy of the Special Tax. The Maximum Special Tax for each such Parcel shall be determined based on the applicable Base Special Tax for the Parcel, as determined by the Administrator. The Administrator shall update Attachment 1 to reflect the conversion and the revised Expected Maximum Facilities Special Tax Revenues for Improvement Area No. 1.

5. Adjustments to Maximum Facilities Special Taxes Prior to the First Bond Sale Prior to the First Bond Sale, the Base Facilities Special Tax set forth in Table 1 for Residential Square Footage and/or Non-Residential Square Footage may be reduced, and the corresponding Maximum Facilities Special Taxes assigned to each Original Parcel in Attachment 1 shall also be reduced based on applying the reduced Base Facilities Special Tax(es) to the Expected Land Uses on each Original Parcel. If the Base Facilities Special Tax is reduced for both Residential Square Footage and Non-Residential Square Footage, the reductions are not required to be proportional.

Prior to the First Bond Issue, the Expected Land Uses and corresponding Maximum Facilities Special Tax may also be reallocated among the Original Parcels. All adjustments permitted pursuant to this Section D.5 shall be made without a vote of the qualified CFD electors if the Developer makes a request for the adjustments and the City agrees that the adjustments are consistent with City policy. Any such adjustment shall occur at least 30 days prior to the First Bond Sale.

Upon a reduction of the Base Facilities Special Tax for any Land Use, the Base Services Special Tax rate for that Land Use for Fiscal Year 2025-26 shall be reduced to twenty-five percent (25%) of the reduced Base Facilities Special Tax rates. If the Base Facilities Special Tax for one or more Land Use Categories is reduced pursuant to this Section D.5, such reduction shall be reflected in an Amended Notice of Special Tax Lien, which the Administrator shall cause to be recorded. All Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-12 May 15, 2025
Maximum Special Taxes determined pursuant to this Section D.5 shall be escalated pursuant to Section D.1 and shall be reflected by the Administrator in an updated Attachment 1.

E. METHOD OF LEVY OF THE SPECIAL TAX`
Each Fiscal Year, the Administrator shall determine the Special Tax Requirement to be collected in that Fiscal Year. The Special Tax shall then be levied Proportionately on each Taxable Parcel up to 100% of the Maximum Special Tax for each Taxable Parcel until the amount levied is equal to the Special Tax Requirement.

F. MANNER OF COLLECTION OF SPECIAL TAX
The Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that partial prepayments of the Facilities Special Tax are permitted as set forth in Section H below and provided further that the City may directly bill the Special Tax, may collect Special Taxes at a different time or in a different manner, and may collect delinquent Special Taxes through foreclosure or other available methods.

The Facilities Special Tax shall be levied and collected until the Fiscal Year prior to the Transition Year, although the City may still pursue collection of delinquent Facilities Special Taxes that have not been collected prior to the Transition Year. In and after the Transition Year, the Services Special Tax may be levied and collected in perpetuity.

Under no circumstances may the Special Tax on a Taxable Parcel in residential use be increased in any Fiscal Year as a consequence of delinquency or default in payment of the Special Tax levied on another Parcel or Parcels by more than ten percent (10%) above the amount that would have been levied in that Fiscal Year had there never been any such delinquencies or defaults.

G. EXEMPTIONS
Notwithstanding any other provision of this RMA, no Special Tax shall be levied in any Fiscal Year on the following:
(1) Public Square Footage
(2) Owners Association Square Footage
(3) Parking Square Footage
(4) Square footage in buildings located within botanical gardens or public open space areas, including restroom structures, dining pavilions, storage facilities, etc. (5) Square footage used for security booths or emergency command centers (6) Square footage within residential buildings that is not part of the leasable or saleable square footage within the building
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H. PARTIAL PREPAYMENT OF FACILITIES SPECIAL TAX
The following definitions apply to this Section H:
“Improvement Fund” means the account (regardless of its name) identified in the Indenture to hold funds which are available to acquire or construct Authorized Facilities. “Outstanding Bonds” means all Previously Issued Bonds which remain outstanding, with the following exception: if a Facilities Special Tax has been levied against, or already paid by, an Assessor’s Parcel making a prepayment, and a portion of the Facilities Special Tax will be used to pay a portion of the next principal payment on the Bonds that remain outstanding (as determined by the Administrator), that next principal payment shall be subtracted from the total Bond principal that remains outstanding, and the difference shall be used as the amount of Outstanding Bonds for purposes of this prepayment formula. “Previously Issued Bonds” means all Bonds that have been issued prior to the date of prepayment.
“Public Facilities Requirement” means (i) $51 million in 2025 dollars, which shall increase on January 1, 2026, and on each January 1 thereafter by 2% of the amount in effect in the prior year, or (ii) such other number as shall be determined by the Administrator to be an appropriate estimate of the net construction proceeds that will be generated from all Bonds that have been or are expected to be issued on behalf of Improvement Area No. 1. “Remaining Facilities Costs” means the Public Facilities Requirements, minus public facility costs funded by Previously Issued Bonds, Facilities Special Taxes, or prior prepayments.

1. Partial Prepayment of Facilities Special Tax on an Individual Parcel A property owner may prepay up to 75% of the Facilities Special Tax obligation applicable to a Parcel, provided that a prepayment may be made only if there are no delinquent Facilities Special Taxes with respect to such Parcel at the time of prepayment. An owner of a Parcel intending to prepay a portion of the Facilities Special Tax obligation shall provide the City with (i) written notice of intent to prepay, which shall identify the percentage of the Maximum Facilities Special Tax that is to be prepaid, (ii) payment of fees established by the City to process the prepayment request, and (iii) written evidence that there are no delinquent Facilities Special Taxes against the Parcel. Within 30 days of receipt of such written notice, the City or its designee shall notify such owner of the prepayment amount for such Parcel. Prepayment must be made not less than 50 days prior to any redemption date for Bonds to be redeemed with the proceeds of such prepaid Facilities Special Taxes. Under no circumstance shall a prepayment be allowed that would reduce debt service coverage below Required Coverage.

The Prepayment Amount shall be calculated as follows: (capitalized terms as defined below):

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Bond Redemption Amount
Plus Remaining Facilities Amount
plus Redemption Premium
plus Defeasance Requirement
plus Administrative Fees and Expenses
less Reserve Fund Credit
equals Prepayment Amount
As of the proposed date of prepayment, the Prepayment Amount shall be determined by application of the following steps:

Step 1. Determine the Maximum Facilities Special Tax for the Parcel based on Expected Land Uses for the Parcel at the time the prepayment is calculated.

Step 2. Divide the Maximum Facilities Special Tax computed pursuant to Step 1 by the Expected Maximum Facilities Special Tax Revenues at the time of the prepayment calculation.

Step 3. Multiply the quotient computed in Step 2 by the percentage of the Maximum Facilities Special Tax that the property owner wants to prepay, which percentage shall not exceed 75%.

Step 4. Multiply the quotient computed pursuant to Step 3 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the “Bond Redemption Amount”).

Step 5. Compute the current Remaining Facilities Costs (if any).

Step 6. Multiply the quotient computed pursuant to Step 3 by the amount determined pursuant to Step 5 to compute the amount of Remaining Facilities Costs to be prepaid (the “Remaining Facilities Amount”).

Step 7. Multiply the Bond Redemption Amount computed pursuant to Step 4 by the applicable redemption premium as shown in the Indenture, if any, on the Outstanding Bonds to be redeemed (the “Redemption Premium”).

Step 8. Compute the amount needed to pay interest on the Bond Redemption Amount starting with the last Bond interest payment date on which interest has been or will be paid by Facilities Special Taxes already levied until the earliest redemption date for the Outstanding Bonds. If Bonds are callable at, or prior to, the last Bond interest payment date on which interest has been or will be paid by Facilities Special Taxes already levied, Steps 8, 9 and 10 of this prepayment formula will not apply.

Step 9. Compute the amount of interest the City reasonably expects to derive from reinvestment of the Bond Redemption Amount plus the Redemption Premium from the first Bond interest payment date after which the prepayment has been received until the redemption date for the Outstanding Bonds.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-15 May 15, 2025
Step 10. Subtract the amount computed pursuant to Step 9 from the amount computed pursuant to Step 8 (the “Defeasance Requirement”).

Step 11. The administrative fees and expenses associated with the prepayment will be determined by the Administrator and include the costs of computing the prepayment, redeeming Bonds and recording any notices to evidence the prepayment and the redemption (the “Administrative Fees and Expenses”).

Step 12. If, at the time the prepayment is calculated, the reserve fund is greater than or equal to the reserve requirement, and to the extent so provided in the Indenture, a reserve fund credit shall be calculated as a reduction in the applicable reserve fund for the Outstanding Bonds to be redeemed pursuant to the prepayment (the “Reserve Fund Credit”).

Step 13. The Facilities Special Tax prepayment is equal to the sum of the amounts computed pursuant to Steps 4, 6, 7, 10, and 11, less the amount computed pursuant to Step 12 (the “Prepayment Amount”).

Step 14. From the Prepayment Amount, the amounts computed pursuant to Steps 4, 7, and 10 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds (including the payment of any accrued interest). The amount computed pursuant to Step 6 shall be deposited into the Improvement Fund. The amount computed pursuant to Step 11 shall be retained in the account or fund that is established to pay Administrative Expenses of the CFD.

Once a partial prepayment has been received, an Amendment to Notice of Special Tax Lien shall be recorded against the Parcel to reflect the reduced Special Tax lien for the Parcel, which shall be equal to the portion of the Maximum Facilities Special Tax that was not prepaid, and the Administrator shall update Attachment 1 to show the revised Expected Maximum Facilities Special Tax Revenues. However, an Amendment to Notice of Special Tax Lien shall not be recorded until all Facilities Special Taxes levied on the Parcel in the current or prior Fiscal Years have been collected.

2. Prepayment to Maintain Required Coverage per RMA Section C.2 If a prepayment is being made to maintain Required Coverage pursuant to Section C.2 of this RMA, the Prepayment Amount shall be determined by application of the following steps:

Step 1. Compute the difference between the amount of Expected Maximum Facilities Special Tax Revenues needed to maintain Required Coverage and the Expected Maximum Facilities Special Tax Revenues determined when applying Step 3 in Section C.2, and use this amount for purposes of this Step

1. Step 2. Divide the amount computed pursuant to Step 1 by the Expected Maximum Facilities Special Tax Revenues at the time of the prepayment calculation.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-16 May 15, 2025
Step 3. Multiply the quotient computed pursuant to Step 2 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the “Bond Redemption Amount”).

Step 4. Multiply the Bond Redemption Amount computed pursuant to Step 3 by the applicable redemption premium as shown in the Indenture, if any, on the Outstanding Bonds to be redeemed (the “Redemption Premium”).

Step 5. Compute the amount needed to pay interest on the Bond Redemption Amount starting with the last Bond interest payment date on which interest has been or will be paid by Facilities Special Taxes already levied until the earliest redemption date for the Outstanding Bonds. If Bonds are callable at, or prior to, the last Bond interest payment date on which interest has been or will be paid by Facilities Special Taxes already levied, Steps 5, 6 and 7 of this prepayment formula will not apply.

Step 6. Compute the amount of interest the City reasonably expects to derive from reinvestment of the Bond Redemption Amount plus the Redemption Premium from the first Bond interest payment date after which the prepayment has been received until the redemption date for the Outstanding Bonds.

Step 7. Subtract the amount computed pursuant to Step 6 from the amount computed pursuant to Step 5 (the “Defeasance Requirement”).

Step 8. The administrative fees and expenses associated with the prepayment will be determined by the Administrator and include the costs of computing the prepayment, and redeeming Bonds (the “Administrative Fees and Expenses”).

Step 9. If, at the time the prepayment is calculated, the reserve fund is greater than or equal to the reserve requirement, and to the extent so provided in the Indenture, a reserve fund credit shall be calculated as a reduction in the applicable reserve fund for the Outstanding Bonds to be redeemed pursuant to the prepayment (the “Reserve Fund Credit”).

Step 10. The Facilities Special Tax prepayment is equal to the sum of the amounts computed pursuant to Steps 3, 4, 7, and 8, less the amount computed pursuant to Step 9 (the “Prepayment Amount”).

Step 11. From the Prepayment Amount, the amounts computed pursuant to Steps 3, 4, and 7 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds (including the payment of any accrued interest). The amount computed pursuant to Step 8 shall be retained in the account or fund that is established to pay Administrative Expenses of the CFD.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 1 C-17 May 15, 2025

3. Maintaining Required Coverage
Notwithstanding the foregoing, if at any point in time the Administrator determines that the Maximum Facilities Special Tax revenue that could be collected from Taxable Parcels that remain subject to the Facilities Special Tax after the proposed prepayment would be less than Required Coverage on Bonds that will remain outstanding after defeasance or redemption of Bonds from proceeds of the estimated prepayment, the amount of the prepayment shall be increased until the amount of Bonds defeased or redeemed is sufficient to reduce remaining annual debt service to a point at which Required Coverage is maintained.

I. INTERPRETATION OF RMA
The City reserves the right to make minor administrative and technical changes to this document that do not materially affect the rate and method of apportioning the Special Tax. In addition, the interpretation and application of any section of this document shall be left to the City’s discretion.

Interpretations may be made by the City by resolution of the City Council for purposes of clarifying any vagueness or ambiguity in this RMA.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 ATTACHMENT 1
City of Beverly Hills
Community Facilities District No. 2025-1
(One Beverly Hills)
Improvement Area No. 1
Expected Land Uses and Expected Maximum Facilities Special Tax Revenues Assessor’s
Parcel
Number
Expected
Land Use
Expected
Square Footage
Maximum
Facilities
Special Tax
(FY 2025-26)*
4327-028-005 Non-Residential Square Footage 40,986 Square Feet $313,133 4327-028-006 Non-Residential Square Footage 16,790 Square Feet $128,276 4327-028-007 Non-Residential Square Footage 4,569 Square Feet $34,907 4327-028-009 N/A 0 Square Feet $0
4327-028-013 N/A 0 Square Feet $0
4327-028-014 Non-Residential Square Footage 19,648 Square Feet $150,111 4327-028-015 N/A 0 Square Feet $0
4327-028-018 Non-Residential Square Footage 410 Square Feet $3,132 4327-028-019 Non-Residential Square Footage 373,131 Square Feet $2,850,721 4327-028-020 N/A 0 Square Feet $0
Expected Maximum Facilities Special Tax Revenues $3,480,280 * Beginning July 1, 2026 and each July 1 thereafter, the dollar amounts shown above shall be escalated as set forth in Section D.1.

C-18
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 D-1
B0785-0001\3124709v1.doc

EXHIBIT D

RATE AND METHOD OF APPORTIONMENT FOR
COMMUNITY FACILITIES DISTRICT NO. 2025-1

OF THE CITY OF BEVERLY HILLS (ONE BEVERLY HILLS)
(IMPROVEMENT AREA NO. 2)
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-2 May 15, 2025
IMPROVEMENT AREA NO. 2

CITY OF BEVERLY HILLS
COMMUNITY FACILITIES DISTRICT NO. 2025-1
(ONE BEVERLY HILLS)

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
A Special Tax applicable to each Taxable Parcel in Improvement Area No. 2 of the City of Beverly Hills Community Facilities District No. 2025-1 (One Beverly Hills) shall be levied and collected according to the tax liability determined by the City Council through the application of the appropriate amount or rate for Taxable Parcels, as described below. All property in Improvement Area No. 2, unless exempted by law or by the provisions of Section G below, shall be taxed for the purposes, to the extent, and in the manner herein provided, including property subsequently annexed to Improvement Area No. 2 unless a separate Rate and Method of Apportionment is adopted for the annexation area.

A. DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Act” means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, (commencing with Section 53311), Part 1, Division 2 of Title 5 of the Government Code of the State of California.
“Administrative Expenses” means any or all of the following: the fees and expenses of any fiscal agent or trustee (including any fees or expenses of its counsel) employed in connection with any Bonds, and the expenses of the City in carrying out its duties with respect to Improvement Area No. 2, the CFD, and the Bonds, including, but not limited to, the levy and collection of the Special Tax, the fees and expenses of its counsel, charges levied by the County in connection with the levy and collection of Special Taxes, costs related to property owner inquiries regarding the Special Tax, costs associated with appeals or requests for interpretation associated with the Special Tax and this RMA, amounts needed to pay rebate to the federal government with respect to Bonds, costs associated with complying with continuing disclosure requirements for the City and any major property owners or other obligated parties, costs associated with foreclosure and collection of delinquent Special Taxes, and all other costs and expenses of the City and County in any way related to the establishment or administration of Improvement Area No. 2 and the CFD. “Administrator” shall mean the person or firm designated by the City to administer the Special Tax according to this RMA.
“Airspace Parcel” means a parcel with an assigned Assessor’s Parcel number that constitutes vertical space of an underlying land parcel.
“Assessor’s Parcel” or “Parcel” means a lot or parcel, including an Airspace Parcel, shown on an Assessor’s Parcel Map with an assigned Assessor’s Parcel number. “Assessor’s Parcel Map” means an official map of the County Assessor designating Parcels by Assessor’s Parcel number.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-3 May 15, 2025
“Authorized Facilities” means the public facilities authorized to be financed, in whole or in part, by the CFD.
“Authorized Services” means the services authorized by the Act to be funded, in whole or in part, by the CFD.
“Base Facilities Special Tax” means the Facilities Special Tax per square foot that is used to calculate the Maximum Facilities Special Tax for Taxable Parcels pursuant to Sections C and D of this RMA.
“Base Services Special Tax” means the Services Special Tax per square foot that is used to calculate the Maximum Services Special Tax for Taxable Parcels pursuant to Sections C and D of this RMA.
“Base Special Tax” means, prior to the Transition Year, the Base Facilities Special Tax and, in and after the Transition Year, the Base Services Special Tax. “Bonds” means bonds or other debt (as defined in the Act), whether in one or more series, secured by the Facilities Special Tax and issued or assumed by or for Improvement Area No. 2 to fund Authorized Facilities.
“Building Permit” means a permit that allows for vertical construction of a building or buildings, which shall not include a separate permit issued for construction of the foundation thereof. “Capitalized Interest” means funds in any capitalized interest account available to pay debt service on Bonds.
“Certificate of Occupancy” means a certificate of occupancy, including any temporary certificate of occupancy, issued by the City to confirm that an individual residential unit or non-residential suite has met all of the building codes and can be occupied for residential or non-residential use. “CFD” means the City of Beverly Hills Community Facilities District No. 2025-1 (One Beverly Hills).
“CFD Formation” means the date on which the Resolution of Formation to form the CFD was adopted by the City Council.
“City” means the City of Beverly Hills.
“City Council” means the City Council of the City of Beverly Hills. “County” means the County of Los Angeles.
“Developed Property” means, in any Fiscal Year, all Taxable Parcels for which a Certificate of Occupancy was issued prior to June 1 of the preceding Fiscal Year, as determined by the Administrator in coordination with the City.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-4 May 15, 2025
“Developer” means Cain Development LLC and its successors and assigns. “Development Class” means, individually, Developed Property and Undeveloped Property. “Escalator” means the lesser of the following: (i) the annual increase, if any, in the Consumer Price Index (CPI) for All Urban Consumers in the Los Angeles-Long Beach-Anaheim region published by the Bureau of Labor Statistics of the United States Department of Labor, or, if such index is no longer published, a similar escalator that is determined by the City to be appropriate, and (ii) five percent (5%).
“Expected Land Uses” means the Residential Square Footage and Non-Residential Square Footage expected within Improvement Area No. 2 at CFD Formation, as identified in Attachment 1 of this RMA. Pursuant to Section D of this RMA, the Administrator will continually update Attachment 1 to reflect Expected Land Uses on Original Parcels and/or Successor Parcels and Expected Land Uses after Land Use Changes. Such update shall be maintained internally by the Administrator and shall not require recordation of an amended RMA. “Expected Maximum Facilities Special Tax Revenues” means the aggregate Facilities Special Tax that can be levied based on application of the Base Facilities Special Tax to the Expected Land Uses. The Expected Maximum Facilities Special Tax Revenues at CFD Formation are shown in Attachment 1 and may be revised pursuant to Sections D and H below. “Facilities Special Tax” means a special tax levied in any Fiscal Year to pay the Facilities Special Tax Requirement.
“Facilities Special Tax Requirement” means the amount necessary in any Fiscal Year to: (i) pay principal and interest on Bonds that are due in the calendar year that begins in such Fiscal Year; (ii) pay periodic costs on the Bonds, including but not limited to, credit enhancement, liquidity support and rebate payments on the Bonds; (iii) replenish reserve funds created for the Bonds under the Indenture to the extent such replenishment has not been included in the computation of the Special Tax Requirement in a previous Fiscal Year; (iv) cure any delinquencies in the payment of principal or interest on Bonds which have occurred in the prior Fiscal Year or are expected to occur in the current Fiscal Year; (v) pay Administrative Expenses; and (vi) pay directly for Authorized Facilities, so long as such levy under this clause (vi) does not increase the Facilities Special Tax levied on Undeveloped Property. The amounts referred to in clauses (i), (ii) and (iii) of this definition of Facilities Special Tax Requirement may be reduced in any Fiscal Year by: (a) interest earnings on or surplus balances in funds and accounts for the Bonds to the extent that such earnings or balances are available to apply against such costs pursuant to the Indenture; (b) in the sole and absolute discretion of the City, proceeds received by the CFD from the collection of penalties associated with delinquent Facilities Special Taxes; and (c) any other revenues available to pay such costs, each as determined in the sole discretion of the City. “First Bond Sale” means issuance of the first series of Bonds secured, in whole or in part, by Facilities Special Taxes levied and collected from Taxable Parcels in Improvement Area No. 2. “Fiscal Year” means the period starting July 1 and ending on the following June 30.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-5 May 15, 2025
“Improvement Area No. 2” means Improvement Area No. 2 of the CFD. “Indenture” means the bond indenture, fiscal agent agreement, trust agreement, resolution or other instrument pursuant to which Bonds are issued, as modified, amended, and/or supplemented from time to time, and any instrument replacing or supplementing the same. “Initial Facilities Special Tax” means, upon subdivision of an Original Parcel, the Facilities Special Tax estimated for each Successor Parcel by multiplying the Residential Square Footage or Non-Residential Square Footage on the Successor Parcel by the applicable Base Facilities Special Tax.
“Land Use” means, individually, Residential Square Footage or Non-Residential Square Footage. “Land Use Change” means a change to the Expected Land Uses after CFD Formation. “Maximum Facilities Special Tax” means the greatest amount of Facilities Special Tax that can be levied on a Parcel in any Fiscal Year as determined in accordance with Sections C and D below. “Maximum Services Special Tax” means the greatest amount of Services Special Tax that can be levied on a Parcel in any Fiscal Year, as determined in accordance with Sections C and D below. “Maximum Special Tax” means, prior to the Transition Year, the Maximum Facilities Special Tax and, in and after the Transition Year, the Maximum Services Special Tax. “Non-Residential Square Footage” or “Non-Residential Square Foot” means net leasable and net saleable square footage within a building that is: (i) used or expected to be used for commercial, retail, office, industrial, or hotel uses; (ii) is not Residential Square Footage, Public Square Footage, Owners Association Square Footage, or Parking Square Footage; and (iii) does not fall within the exemptions set forth in Section G below. The City, in coordination with the Administrator, shall make the final determination as to the amount of Non-Residential Square Footage on a Parcel within Improvement Area No. 2. Non-Residential Square Foot means a single square-foot unit of Non-Residential Square Footage.
“Original Parcel” means an Assessor’s Parcel in Improvement Area No. 2 at the time of CFD Formation or added to Improvement Area No. 2 upon annexation, as identified in Attachment 1 (which shall be updated after each annexation). A Successor Parcel that is being further subdivided shall also be considered an Original Parcel for purposes of determining the Maximum Special Tax pursuant to Section C below.
“Owners Association” means a homeowners association or property owners association that provides services to, and collects assessments, fees, dues, or charges from, property within Improvement Area No. 2.
“Owners Association Square Footage” means, within any building in Improvement Area No. 2, square footage that is owned in fee or by easement by an Owners Association, not including any such property that is located directly under a residential unit or structure. Notwithstanding the foregoing, if, in any Fiscal Year, square footage that had been taxed as Residential Square Footage Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-6 May 15, 2025
or Non-Residential Square Footage in the prior year becomes Owners Association Square Footage, such square footage shall continue to be taxed as Residential Square Footage or Non-Residential Square Footage, as applicable, unless and until the Administrator determines that such square footage can be exempted from the Special Tax without reducing debt service coverage below Required Coverage.
“Parking Square Footage” means any square footage in a building that is reserved solely for parking uses, as determined by the City and the Administrator. “Proportionately” means, for each Development Class, that the ratio of the actual Special Tax levied in any Fiscal Year to the Maximum Special Tax authorized to be levied in that Fiscal Year is equal for all Taxable Parcels assigned to the Development Class. “Public Square Footage” means, within any building in Improvement Area No. 2, square footage that is owned in fee or by easement by the City, County, federal government, State of California, or other public agency. Notwithstanding the foregoing, if, in any Fiscal Year, square footage that had been taxed as Residential Square Footage or Non-Residential Square Footage in the prior year becomes Public Square Footage, such square footage shall continue to be taxed as Residential Square Footage or Non-Residential Square Footage, as applicable, unless and until the Administrator determines that such square footage can be exempted from the Special Tax without reducing debt service coverage below Required Coverage. “Required Coverage” means the amount by which the Expected Maximum Facilities Special Tax Revenues must exceed the Bond debt service and priority Administrative Expenses (if any), as set forth in the Indenture, Certificate of Special Tax Consultant, or other formation or bond document that identifies the minimum required debt service coverage. “Residential Square Footage” or “Residential Square Foot” means the square footage of living area of a residential unit as reflected on a condominium plan, Building Permit, Certificate of Occupancy, or as otherwise provided by the Developer or the City. The City, in coordination with the Administrator, shall make the final determination as to the amount of Residential Square Footage on a Parcel within Improvement Area No. 2. Residential Square Foot means a single square-foot unit of Residential Square Footage.
“RMA” means this Rate and Method of Apportionment of Special Tax. “Services Special Tax” means a special tax levied in any Fiscal Year on Taxable Parcels in the CFD to pay the Services Special Tax Requirement.
“Services Special Tax Requirement” means the amount of revenue needed in any Fiscal Year to pay for: (i) Authorized Services, (ii) Administrative Expenses, and (iii) amounts needed to cure delinquencies in the payment of Services Special Taxes which have occurred in the prior Fiscal Year. In any Fiscal Year, the Services Special Tax Requirement shall be reduced by surplus amounts available (as determined by the City) from the levy of the Services Special Tax in prior Fiscal Years, including revenues from collection of delinquent Services Special Taxes and associated penalties and interest.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-7 May 15, 2025
“Special Tax” means, prior to the Transition Year, the Facilities Special Tax and, in and after the Transition Year, the Services Special Tax.
“Special Tax Requirement” means, prior to the Transition Year, the Facilities Special Tax Requirement and, in and after the Transition Year, the Services Special Tax Requirement. “Successor Parcel” means a Taxable Parcel created by subdivision or reconfiguration of an Original Parcel on which construction of Residential Square Footage and/or Non-Residential Square Footage is permitted.
“Taxable Parcel” means any Parcel that is not exempt from the Special Tax pursuant to law or Section G below.
“Tentative Map” means a tentative map or substantial conformance exhibit for property in Improvement Area No. 2, including any adjustments or amendments thereto. “Transition Event” shall be deemed to have occurred when the Administrator determines that the following events have taken place: (i) all Bonds secured by the levy and collection of Facilities Special Taxes in the CFD have been fully repaid, or there are sufficient revenues available to fully repay the Bonds in funds and accounts that, pursuant to the Indenture, will require such revenues to be applied to repay the Bonds; (ii) all Administrative Expenses from prior Fiscal Years have been paid or reimbursed to the City; and (iii) there are no other Authorized Facilities that the City intends to fund with Bonds and Facilities Special Taxes. “Transition Year” means the earlier of (i) the first Fiscal Year in which the Administrator determines that the Transition Event occurred in the prior Fiscal Year, and (ii) Fiscal Year 2071-

72. “Undeveloped Property” means, in any Fiscal Year, all Taxable Parcels that are not Developed Property as defined herein.

B. DATA FOR ADMINISTRATION OF THE SPECIAL TAX
Each Fiscal Year, the Administrator shall: (i) identify the current Assessor’s Parcel numbers for all Taxable Parcels in Improvement Area No. 2; (ii) assign each Taxable Parcel to the appropriate Development Class; (iii) for Developed Property, confirm the Residential Square Footage and/or Non-Residential Square Footage on each Taxable Parcel; (iv) determine if the Transition Event occurred in the prior Fiscal Year; and (v) determine the Special Tax Requirement for the Fiscal Year. In addition, the Administrator shall, on an ongoing basis, monitor the Tentative Map, final maps, condominium plans, Certificates of Occupancy, and Building Permits to determine if there are any proposed Land Use Changes that would change the Expected Maximum Facilities Special Tax Revenues. If the Expected Maximum Facilities Special Tax Revenues will be revised pursuant to a proposed Land Use Change, the Administrator shall apply Section D.2 below.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-8 May 15, 2025
In any Fiscal Year, if it is determined that: (i) a parcel map for property in Improvement Area No. 2 was recorded after January 1 of the prior Fiscal Year (or any other date after which the Assessor will not incorporate the newly-created Parcels into the then current tax roll), (ii) because of the date the parcel map was recorded, the Assessor does not yet recognize the new Parcels created by the parcel map, and (iii) one or more of the newly-created Parcels is in a different Development Class or has a different Land Use than other Parcels created by the subdivision, the Administrator shall calculate the Special Taxes for the property affected by recordation of the parcel map by determining the Special Taxes that apply separately to Parcels within each Development Class and square footage within each Land Use, then applying the sum of the individual Special Taxes to the Parcel that was subdivided by recordation of the parcel map.

C. MAXIMUM SPECIAL TAX
The Administrator shall use the procedures set forth below to calculate the Maximum Special Tax for each Taxable Parcel in Improvement Area No. 2 in each Fiscal Year.

1. Facilities Special Tax on Original Parcels
The Maximum Facilities Special Tax for each Original Parcel in Improvement Area No. 2 is identified in Attachment 1 to this RMA. These Maximum Facilities Special Taxes: (i) were determined based on application of the Base Facilities Special Taxes shown in Table 1 below to the Expected Land Uses on each Original Parcel; (ii) will escalate pursuant to Section D.1 herein, (iii) may be adjusted pursuant to Section D.5 below; and (iv) will apply until the Transition Year, at which point the Facilities Special Tax shall no longer be levied. Attachment 1 will be updated by the Administrator as needed to reflect adjustments to the Maximum Facilities Special Tax assigned to each Original Parcel, to identify the Maximum Facilities Special Tax for Successor Parcels, and to identify Original Parcels added to Improvement Area No. 2 due to annexations and subdivisions.

Table 1
Improvement Area No. 2
Base Facilities Special Tax
Land Use
Base Facilities Special Tax
Fiscal Year 2025-26 *
Non-Residential Square Footage $7.64 per Non-Residential Square Foot Residential Square Footage $15.23 per Residential Square Foot * Beginning July 1, 2026 and each July 1 thereafter, the dollar amounts shown above shall be escalated as set forth in Section D.1a.

2. Facilities Special Tax on Successor Parcels
Upon subdivision of an Original Parcel in Improvement Area No. 2, the Administrator shall apply the following steps to assign a Maximum Facilities Special Tax to the Successor Parcels created by the subdivision:

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-9 May 15, 2025
Step 1. In coordination with the City and the Developer, determine the Residential Square Footage and Non-Residential Square Footage on each Successor Parcel.

If the sum of the Initial Facilities Special Taxes for the Successor Parcels is less than the Expected Maximum Facilities Special Tax Revenues for the Original Parcel, then the Administrator shall determine the applicable step below to determine the Maximum Facilities Special Tax for each Successor Parcel:

Pursuant to this Section C.2, the Administrator will continually update Attachment 1 to reflect the current Original Parcels, Successor Parcels, and Expected Maximum Facilities Special Tax Revenues within Improvement Area No. 2. Such updates shall be maintained internally by the Administrator and shall not require recordation of an amended RMA.

3. Services Special Tax on Taxable Parcels
In and after the Transition Year, a Services Special Tax shall be levied on all Taxable Parcels in Improvement Area No. 2. The Maximum Services Special Tax for each Taxable Parcel in and after the Transition Year shall be determined by applying the Base Services Special Tax rates in Table 2 below to the Residential Square Footage and Non-Residential Square Footage on each Taxable Parcel, as determined by the City and the Administrator.

Table 2
Improvement Area No. 2
Base Services Special Tax
Land Use
Base Services Special Tax
Fiscal Year 2025-26 *
Non-Residential Square Footage $1.91 per Non-Residential Square Foot Residential Square Footage $3.81 per Residential Square Foot * Beginning July 1, 2026 and each July 1 thereafter, the dollar amounts shown above shall be escalated as set forth in Section D.1b.

D. CHANGES TO THE MAXIMUM SPECIAL TAX

1. Annual Escalation of Special Tax
1a. Facilities Special Tax
Beginning July 1, 2026 and each July 1 thereafter, the Base Facilities Special Tax rates identified in Section C.1 and the Maximum Facilities Special Tax assigned to each Taxable Parcel in Improvement Area No. 2 shall escalate by two percent (2%) of the amount in effect in the prior Fiscal Year.
1b. Services Special Tax
The Base Services Special Tax rates identified in Section C.3 are applicable for Fiscal Year 2025-26. Beginning July 1, 2026 and each July 1 thereafter prior to the Transition Year, the Base Services Special Tax shall escalate by two percent (2%) of the amount in effect in the prior Fiscal Year. In and after the Transition Year, the Base Services Special Tax shall be adjusted annually by the Escalator.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-11 May 15, 2025

The duties imposed on the Administrator pursuant to this Section D to review Land Use Changes are intended only to facilitate the administration of the Special Tax and to better assure the sufficiency of tax capacity to pay debt service on Bonds. Such duties are not intended to give any developer, subdivider, or owner of property the right to receive notice of the potential impact of land use changes on the Special Tax applicable to a Parcel; and each developer, subdivider, or owner of property whose property is the subject of a land use change shall be responsible for understanding the impact thereof on the Special Tax applicable to such property.

3. Partial Prepayment of Facilities Special Tax
If a Taxable Parcel makes a partial prepayment of the Facilities Special Tax pursuant to Section H below, the Administrator shall recalculate the Maximum Facilities Special Tax for the Taxable Parcel to account for such prepayment. In addition, the Administrator shall update Attachment 1 to reflect the prepayment and the revised Expected Maximum Facilities Special Tax Revenues for Improvement Area No. 2. After the prepayment has been received, the application of Sections C, D and H of this RMA shall be based on the adjusted Expected Maximum Facilities Special Tax Revenues after the prepayment.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-12 May 15, 2025

Upon a reduction of the Base Facilities Special Tax for any Land Use, the Base Services Special Tax rate for that Land Use for Fiscal Year 2025-26 shall be reduced to twenty-five percent (25%) of the reduced Base Facilities Special Tax rates. If the Base Facilities Special Tax for one or more Land Use Categories is reduced pursuant to this Section D.5, such reduction shall be reflected in an Amended Notice of Special Tax Lien, which the Administrator shall cause to be recorded. All Maximum Special Taxes determined pursuant to this Section D.5 shall be escalated pursuant to Section D.1 and shall be reflected by the Administrator in an updated Attachment 1.

E. METHOD OF LEVY OF THE SPECIAL TAX
Each Fiscal Year, the Administrator shall determine the Special Tax Requirement and levy the Special Tax on all Taxable Parcels as follows:

Step 1: The Special Tax shall be levied Proportionately on each Parcel of Developed Property up to 100% of the Maximum Special Tax for each Parcel of Developed Property for such Fiscal Year until the amount levied is equal to the Special Tax Requirement prior to applying any available Capitalized Interest.

Step 2: If additional revenue is needed after Step 1 and after applying Capitalized Interest to the Special Tax Requirement, the Special Tax shall be levied Proportionately on each Parcel of Undeveloped Property up to 100% of the Maximum Special Tax for each Parcel of Undeveloped Property for such Fiscal Year until the amount levied is equal to the Special Tax Requirement.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-13 May 15, 2025
The Facilities Special Tax shall be levied and collected until the Fiscal Year prior to the Transition Year, although the City may still pursue collection of delinquent Facilities Special Taxes that have not been collected prior to the Transition Year. In and after the Transition Year, the Services Special Tax may be levied and collected in perpetuity.

G. EXEMPTIONS
Notwithstanding any other provision of this RMA, no Special Tax shall be levied in any Fiscal Year on the following:
(1) Public Square Footage
(2) Owners Association Square Footage
(3) Parking Square Footage
(4) Square footage in buildings located within botanical gardens or public open space areas, including restroom structures, dining pavilions, storage facilities, etc. (5) Square footage used for security booths or emergency command centers (6) Square footage within residential buildings that is not part of the leasable or saleable square footage within the building
H. PARTIAL PREPAYMENT OF FACILITIES SPECIAL TAX
The following definitions apply to this Section H:
“Improvement Fund” means the account (regardless of its name) identified in the Indenture to hold funds which are available to acquire or construct Authorized Facilities. “Outstanding Bonds” means all Previously Issued Bonds which remain outstanding, with the following exception: if a Facilities Special Tax has been levied against, or already paid by, an Assessor’s Parcel making a prepayment, and a portion of the Facilities Special Tax will be used to pay a portion of the next principal payment on the Bonds that remain outstanding (as determined by the Administrator), that next principal payment shall be subtracted from the total Bond principal that remains outstanding, and the difference shall be used as the amount of Outstanding Bonds for purposes of this prepayment formula. “Previously Issued Bonds” means all Bonds that have been issued prior to the date of prepayment.
“Public Facilities Requirement” means (i) $230 million in 2025 dollars, which shall increase on January 1, 2026, and on each January 1 thereafter by 2% of the amount in effect Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-14 May 15, 2025
in the prior year, or (ii) such other number as shall be determined by the Administrator to be an appropriate estimate of the net construction proceeds that will be generated from all Bonds that have been or are expected to be issued on behalf of Improvement Area No. 2. “Remaining Facilities Costs” means the Public Facilities Requirements, minus public facility costs funded by Previously Issued Bonds, Facilities Special Taxes, or prior prepayments.

The Prepayment Amount shall be calculated as follows: (capitalized terms as defined below):

Bond Redemption Amount
Plus Remaining Facilities Amount
plus Redemption Premium
plus Defeasance Requirement
plus Administrative Fees and Expenses
less Reserve Fund Credit
equals Prepayment Amount
As of the proposed date of prepayment, the Prepayment Amount shall be determined by application of the following steps:

Step 1. Determine the Maximum Facilities Special Tax for the Parcel based on Expected Land Uses for the Parcel at the time the prepayment is calculated.

Step 2. Divide the Maximum Facilities Special Tax computed pursuant to Step 1 by the Expected Maximum Facilities Special Tax Revenues at the time of the prepayment calculation.

Step 3. Multiply the quotient computed in Step 2 by the percentage of the Maximum Facilities Special Tax that the property owner wants to prepay, which percentage shall not exceed 75%.

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-15 May 15, 2025
Step 4. Multiply the quotient computed pursuant to Step 3 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the “Bond Redemption Amount”).

Step 5. Compute the current Remaining Facilities Costs (if any).

Step 10. Subtract the amount computed pursuant to Step 9 from the amount computed pursuant to Step 8 (the “Defeasance Requirement”).

Step 14. From the Prepayment Amount, the amounts computed pursuant to Steps 4, 7, and 10 shall be deposited into the appropriate fund as established under the Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-16 May 15, 2025
Indenture and be used to retire Outstanding Bonds (including the payment of any accrued interest). The amount computed pursuant to Step 6 shall be deposited into the Improvement Fund. The amount computed pursuant to Step 11 shall be retained in the account or fund that is established to pay Administrative Expenses of the CFD.

1. Step 2. Divide the amount computed pursuant to Step 1 by the Expected Maximum Facilities Special Tax Revenues at the time of the prepayment calculation.

Step 3. Multiply the quotient computed pursuant to Step 2 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the “Bond Redemption Amount”).

Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 One Beverly Hills CFD, IA No. 2 D-17 May 15, 2025
Step 7. Subtract the amount computed pursuant to Step 6 from the amount computed pursuant to Step 5 (the “Defeasance Requirement”).

Step 10. The Facilities Special Tax prepayment is equal to the sum of the amounts computed pursuant to Steps 3, 4, 7, and 8, less the amount computed pursuant to Step 9 (the “Prepayment Amount”).

Interpretations may be made by the City by resolution of the City Council for purposes of clarifying any vagueness or ambiguity in this RMA.

D-18
Docusign Envelope ID: 7C2FBB88-6769-48D1-913F-CCEDB9FA6D10 E-1
B0785-0001\3124709v1.doc

EXHIBIT E
AMENDMENT NO. 1 TO

LOCAL PUBLIC AGENCY GOALS AND POLICIES

Document Pages: 63 Signatures: 1 Envelope Originator:

Certificate Pages: 2 Initials: 0 Sivan Levin
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.181
Record Tracking
Status: Original
7/7/2025 3:15:10 PM
Holder: Sivan Levin
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Laurence S. Wiener
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.233.201
Sent: 7/7/2025 3:18:00 PM
Resent: 7/7/2025 5:24:00 PM
Resent: 7/7/2025 5:55:46 PM
Viewed: 7/7/2025 6:21:23 PM
Signed: 7/7/2025 6:21:40 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Sent: 7/7/2025 6:21:41 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Sharona R. Nazarian
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Jill Doohen
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/7/2025 3:17:58 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Shani Parker
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/7/2025 3:17:59 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Keith Sterling
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Jackie Galeas
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 7/7/2025 3:17:59 PM
Payment Events Status Timestamps
Attachment 2
B0785-0001\3124710v1.doc
RESOLUTION NO. 25-R-_____

RESOLUTION OF THE COUNCIL OF THE CITY OF BEVERLY HILLS

OF INTENTION TO INCUR BONDED INDEBTEDNESS WITHIN EACH
OF PROPOSED IMPROVEMENT AREA NOS. 1 AND 2 OF PROPOSED
COMMUNITY FACILITIES DISTRICT NO. 2025-1 OF THE CITY OF

BEVERLY HILLS (ONE BEVERLY HILLS) AND MAKING A

DETERMINATION THAT NO FURTHER ENVIRONMENTAL REVIEW

IS REQUIRED PURSUANT TO THE CALIFORNIA ENVIRONMENTAL

QUALITY ACT
WHEREAS, the City Council of the City of Beverly Hills (the “City Council”) upon receipt of a petition as provided in Sections 53318 and 53319 of the Government Code of the State of California instituted proceedings pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, commencing with Section 53311 of the Government Code (the “Act”), to form Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills) (“Community Facilities District No. 2025-1” or the “District”), and two improvement areas therein to be designated as “Improvement Area No. 1 of Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” (“Improvement Area No. 1”) and “Improvement Area No. 2 of Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)” (“Improvement Area No. 2”) pursuant to a resolution titled, “Resolution of the Council of the City of Beverly Hills of Intention to Establish Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills), Designate Improvement Areas No. 1 and 2 Therein, Authorize the Levy of Special Taxes to Pay the Costs of Acquiring, Constructing and/or Providing Certain Facilities, Services and Expenses of the District, and Pay Debt Service on Bonded Indebtedness, Setting a Public Hearing, Amending the City’s Community Facility District Goals and Policies and Making a Determination that No Further Environmental Review Is Required Pursuant to the California Environmental Quality Act” adopted by the City Council on the date hereof (the “Resolution of Intention to Establish the District”); and Docusign Envelope ID: C54CF33A-02D6-473C-B56B-D2BB532B8AD8 2 B0785-0001\3124710v1.doc
WHEREAS, the purpose of the proposed District is to finance (1) the purchase, construction, modification, expansion, improvement or rehabilitation of certain real or other tangible property described in Exhibit “A” hereto and incorporated herein by this reference, including all furnishings, equipment and supplies related thereto (collectively, the “Facilities”), which facilities have a useful life of five years or longer; (2) the services as described in the Resolution of Intention to Establish the District; and (3) the incidental expenses to be incurred in connection with financing the Facilities and forming and administering the District (the “Incidental Expenses”); and WHEREAS, the estimated amount required to finance the Facilities and Incidental Expenses is approximately $550,000,000; and
WHEREAS, in order to finance the Facilities and the related Incidental Expenses, the City Council intends to (i) authorize the issuance of bonds in the maximum aggregate principal amount of $100,000,000 for proposed Improvement Area No. 1, the repayment of which is to be secured by special taxes levied in accordance with Section 53328 of the Act on all property in proposed Improvement Area No. 1, other than those properties exempted from taxation in the rate and method of apportionment set forth in Exhibit “C” to the Resolution of Intention to Establish the District; and (ii) authorize the issuance of bonds in the maximum aggregate principal amount of $450,000,000 for proposed Improvement Area No. 2, the repayment of which is to be secured by special taxes levied in accordance with Section 53328 of the Act on all property in proposed Improvement Area No. 2, other than those properties exempted from taxation in the rate and method of apportionment set forth in Exhibit “D” to the Resolution of Intention to Establish the District; and WHEREAS, the Facilities to be funded by the District are part of the previously approved One Beverly Hills Overlay Specific Plan Project, for which a Supplemental Environmental Impact Report (known by State Clearinghouse Number 2020090048, and hereafter referred to as the “SEIR”) was prepared pursuant to the requirements of the California Environmental Quality Act (“CEQA”), and Docusign Envelope ID: C54CF33A-02D6-473C-B56B-D2BB532B8AD8 3 B0785-0001\3124710v1.doc
certified by the City Council by Resolution No. 21-R-13348 adopted on June 8, 2021. A Mitigation Monitoring and Reporting Plan was adopted and mitigation measures were adopted by the City Council and made binding on the Project. Because the Facilities to be funded by the District are part of the approved Project, and are fully within the scope of the environmental analysis in the certified SEIR, no further environmental analysis is required at this time. Further, the incurrence of bonded indebtedness as to the Incidental Expenses does not constitute a project for CEQA purposes, because this component, although also covered within the scope of the SEIR, reflects the creation of government funding mechanisms or other government fiscal activities that do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BEVERLY HILLS HEREBY FINDS, DETERMINES, RESOLVES, AND ORDERS AS FOLLOWS:

SECTION 1. The above recitals are true and correct.

SECTION 2. It is necessary to incur bonded indebtedness within the boundaries of proposed Improvement Area No. 1 of Community Facilities District No. 2025-1 in an amount not to exceed $100,000,000 and within the boundaries of proposed Improvement Area No. 2 of Community Facilities District No. 2025-1 in an amount not to exceed $450,000,000 to finance the costs of the Facilities and Incidental Expenses, as permitted by the Act.

SECTION 3. The bonded indebtedness of each proposed Improvement Area will be incurred for the purpose of financing the costs of the Facilities and the Incidental Expenses, including, but not limited to, the funding of reserve funds for the bonds, the financing of costs associated with the issuance of the bonds and all other costs and expenses necessary to finance the Facilities which are permitted to be financed pursuant to the Act.

Docusign Envelope ID: C54CF33A-02D6-473C-B56B-D2BB532B8AD8 4 B0785-0001\3124710v1.doc
SECTION 4. It is the intent of the City Council to authorize the sale of bonds within each proposed Improvement Area in one or more series, in the maximum aggregate principal amount of $100,000,000 for proposed Improvement Area No. 1 and $450,000,000 for proposed Improvement Area No. 2 and at a maximum interest rate not in excess of 12 percent per annum, or a higher rate not in excess of the maximum rate permitted by law at the time that the bonds are issued. The maximum interest rate for each series of bonds shall be determined by this City Council in the resolution of this City Council authorizing such series of bonds, which interest rate shall not be greater than the maximum rate set forth in the preceding sentence. The term of the bonds of each series shall be determined pursuant to a resolution of this City Council acting in its capacity as the legislative body of the District authorizing the issuance of the bonds of such series, but the final maturity of each series of bonds shall occur no later than in the 31st calendar year following its date of issuance.

SECTION 5. A public hearing (the “Hearing”) on the proposed issuance of bonded indebtedness shall be held at 7:00 p.m. or as soon thereafter as practicable, on August 19, 2025, at the City Council Chambers, City Council Chambers, 455 North Rexford Drive, Beverly Hills, California 90210.

SECTION 6. At the time and place set forth in this Resolution for the Hearing, any interested person, including all persons owning land or registered to vote within the proposed Community Facilities District No. 2025-1, may appear and be heard.

SECTION 7. The City shall publish a notice (the “Notice”) of the Hearing pursuant to Section 6061 of the Government Code in a newspaper of general circulation published in the area of the proposed Community Facilities District No. 2025-1. Such publication shall be completed at least seven days prior to the date of the Hearing. The City shall mail a copy of the Notice to each of the landowners within the boundaries of the proposed Community Facilities District No. 2025-1 at least 15 days prior to the Hearing.

Docusign Envelope ID: C54CF33A-02D6-473C-B56B-D2BB532B8AD8 5 B0785-0001\3124710v1.doc
SECTION 8. The City Clerk shall certify to the adoption of this Resolution and shall cause this Resolution and her certification to be entered in the Book of Resolutions of the Council of this City.

Adopted:

SHARONA R. NAZARIAN, PSYD
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)

HUMA AHMED
City Clerk
APPROVED AS TO FORM: APPROVED AS CONTENT:

LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
Docusign Envelope ID: C54CF33A-02D6-473C-B56B-D2BB532B8AD8 A-1
B0785-0001\3124710v1.doc

EXHIBIT A
Types of Facilities To Be
Financed By
Community Facilities District No. 2025-1 of the City of Beverly Hills (One Beverly Hills)
The proposed types of facilities and expenses to be financed by the District include:

The construction, purchase, modification, expansion, rehabilitation and/or improvement of certain roadways and roadway improvements, tunnels, parks, biking trails, storm drains and basins, water and wastewater facilities (including, without limitation, domestic and non-domestic water facilities, wells, pre-treatment basins, infiltration basins, reservoirs, pipelines, storm and sewer drains and related infrastructure and improvements), wet and dry utilities, bridges and pedestrian bridges, traffic signals, and related infrastructure improvements, both onsite and offsite, all appurtenances and appurtenant work in connection with the foregoing (including utility line relocations and electric, gas and cable utilities), and any real property interest in the foregoing (the “Facilities”), and the incidental expenses to be incurred, including:
a. The cost of engineering, planning and designing the Facilities; b. All costs, including all costs of the property owners petitioning for formation of the District and annexations to the District, associated with the creation of the District, the issuance of the bonds, the determination of the amount of special taxes to be levied and costs otherwise incurred in order to carry out the authorized purposes of the District; and c. Any other expenses incidental to the construction, acquisition, modification, rehabilitation, completion and inspection of the Facilities.

Docusign Envelope ID: C54CF33A-02D6-473C-B56B-D2BB532B8AD8 Certificate Of Completion
Envelope Id: C54CF33A-02D6-473C-B56B-D2BB532B8AD8 Status: Sent Subject: Complete with Docusign: City of Beverly Hills CFD 2025-1 Resolution of Intention to Incur Bonde...

Source Envelope:

Document Pages: 6 Signatures: 1 Envelope Originator:

Certificate Pages: 2 Initials: 0 Sivan Levin
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.181
Record Tracking
Status: Original
7/7/2025 3:18:44 PM
Holder: Sivan Levin
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Laurence S. Wiener
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.233.201
Sent: 7/7/2025 3:19:43 PM
Resent: 7/7/2025 5:23:58 PM
Resent: 7/7/2025 5:55:47 PM
Viewed: 7/7/2025 6:20:10 PM
Signed: 7/7/2025 6:20:23 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Sent: 7/7/2025 6:20:24 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Sharona R. Nazarian
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Jill Doohen
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/7/2025 3:19:42 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Shani Parker
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/7/2025 3:19:42 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Keith Sterling
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Jackie Galeas
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Beverly Hills City CouncilJuly 15, 2025

Beverly Hills City Council
July 15, 2025