Calimesa City Council
February 6, 2023

Regular Meeting of the Calimesa City Council
Monday, February 6,, 2023

CALL TO ORDER
ROLL CALL: MAYOR DAVIS, MAYOR PRO TEM HEWITT, COUNCIL MEMBER CERVANTEZ, COUNCIL MEMBER MANLY AND COUNCIL MEMBER MOLINA.

STAFF: CITY MANAGER KOLBOW, CITY ATTORNEY BARROW, CITY CLERK

GERDES, FINANCE DIRECTOR REID, PLANNING DIRECTOR LUCIA, PUBLIC

WORKS ENGINEER SHAKIR, CITY ENGINEER THORNTON, FIRE CHIEF O’CONNELL AND SHERIFF CAPTAIN SALAS.

PLEDGE OF ALLEGIANCE
PRESENTATIONS – California Department of Insurance Presentation – Andrea Valdes, Outreach Analyst Regular Meeting of the Calimesa City Council
Meeting Agenda
Monday, February 6, 2023 – 6:00 p.m.

Norton Younglove Multipurpose Senior Center
908 Park Avenue, Calimesa, CA 92320
William Davis, Mayor  Wendy Hewitt, Mayor Pro Tem
Jeff Cervantez, Council Member  John Manly, Council Member  Linda Molina, Council Member Will Kolbow, City Manager  Quinn Barrow, City Attorney The Calimesa City Council will be conducting this meeting in the Norton Younglove Senior Center. Members of the public may attend this meeting in person at the Norton Younglove Senior Center, 908 Park Avenue, Calimesa, CA 92320, or the public may view the City Council meetings live at https://www.facebook.com/cityof.calimesa beginning at 6:00 p.m.

Submission of Public Comments: If attending the meeting, public comment will be allowed by completing a speaker slip and providing it to the City Clerk at the meeting. Please observe a time limit of three (3) minutes when giving your presentation. When called upon, please step forward to the microphone, state your name for the record, whom you represent and any statement you wish to make. Please be advised that you may not defer your three (3) minutes to another speaker. Otherwise, public comment will be accepted via email. Please send comments via email to the Calimesa City Clerk at [email protected]. Identify public comment or the specific agenda item you wish to comment on in your email’s subject line. You may submit comments on any agenda item. Emailed comments must be submitted by 5:30 p.m. on Monday, February 6, 2023 and will be read into the record by the City Clerk. Electronic comments on agenda items may only be submitted via email and comments via text and social media (Facebook, Twitter, etc.) will not be accepted.

In compliance with the Americans with Disabilities Act, if you need special assistance to participate in a City meeting or other services offered by this City, please contact the City Clerk’s Office, (909) 795-9801. Notification of at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service. Any public writings distributed by the City to at least a majority of the Council Members regarding any item on this regular meeting agenda will be made available at the public counter at City Hall located at 908 Park Avenue, Calimesa, CA 92320.

Regular Meeting of the Calimesa City Council
Monday, February 6,, 2023

COMMUNICATIONS FROM THE PUBLIC
Anyone wishing to address the Council on any item within the Council’s jurisdiction that is not on the agenda may do so at this time. This is not a time for City Council discussion of non-agenda items. After receiving public comments, Council Members, or staff, after being recognized by the Mayor, may briefly respond to statements made by the public or questions posed by the public. In addition, Council Members may ask questions for clarification or make a referral to staff for factual information to be reported back to the Council at a later meeting.

APPROVAL OF THE AGENDA
RECOMMENDATION: Move to approve the agenda
Motion________________________ Second_______________________ Vote___________________________ CONSENT CALENDAR (Items 1 – 7)
The following Consent Calendar items are expected to be routine and non-controversial. Council will act upon them at one time without discussion. Any Council Member or staff member may request removal of an item from the Consent Calendar for discussion.

1. APPROVAL OF CITY COUNCIL ACTION MINUTES.
a) City Council action minutes of a regular meeting of January 17, 2023

2. RECEIVE AND FILE CITY COMMISSION & BOARD MINUTES.
a) Parks, Trails & Community Services Commission action minutes of 9/7/2022 b) Planning Commission action minutes of 12/12/2022

3. APPROVAL OF WARRANT REGISTERS.
a) Check Register Report with a total of $805,104.99 (Check Nos. 39748 to 39846) b) February 1, 2023 Council Payroll of $1,673.25
February 2, 2023 Payroll of $103,413.57

4. WAIVE FULL READING OF ANY PROPOSED ORDINANCES ON THE AGENDA.

This permits reading the title only in lieu of reciting the entire text of the Ordinances. This does not take policy action on the Ordinances or approve or disapprove any Ordinances on the agenda.

5. CALIFORNIA ENERGY COMMISSION GRANT APPLICATION FOR RESIDENTIAL SOLAR AUTOMATED PERMIT PROCESSING.

RECOMMENDATION: That the City Council:

1. Authorize the City Manager or designee to execute all documentation necessary to apply for the California Automated Permit Processing Program.

2. Authorize the City Manager or designee to execute any agreements and accept funds awarded through the California Automated Permit Processing Program.

6. OAK VALLEY TOWN CENTER – RIGHT-OF-WAY DEDICATION OF ROBERTS ROAD RECOMMENDATION: That the City Council authorize City staff to accept and record the offer of right-of-way dedication.

7. AWARD A CONTRACT FOR CITYWIDE TRAFFIC SIGNAL MAINTENANCE SERVICES.

RECOMMENDATION: That the City Council award a contract to Yunex, LLC to provide Citywide Traffic Signal Maintenance Services.

Regular Meeting of the Calimesa City Council
Monday, February 6,, 2023

POLICE CHIEF COMMENTS & REPORTS

FIRE CHIEF COMMENTS & REPORTS

MAYOR & COUNCIL MEMBER REPORTING OF COUNTY & REGIONAL MEETINGS This is the time for comments, announcements and/or reports on meetings attended at public expense as required by AB 1234.

PUBLIC HEARINGS
The order of business for the Public Hearing shall be:

Open Public Hearing
Staff Presentation
Applicant/Representative Presentation
Public Testimony
Applicant Rebuttal (if necessary)
Public Testimony Closed
. Close Public Hearing
Council Discussion
Council Motion and Vote
Speakers are encouraged to be brief and remain within the established time limit of three (3) minutes per speaker. Once the public hearing has been closed, no further testimony will be taken.

8. PUBLIC HEARING – OAK VALLEY TOWN CENTER
RECOMMENDATION: That the City Council open the Public Hearing and:

1. Adopt Resolution 2023-05, approving the amended conditions for Tentative Parcel Map 37862;

2. Adopt Resolution 2023-06, approving Final Map 37862;

3. Authorize the City Clerk to sign the statement on the map that acknowledges the City Council’s approval;

4. Authorize the Mayor and City Clerk to execute a Subdivision Improvement Agreement and accept sureties; and

5. Authorize City Staff to execute the Declaration of Covenants, Conditions and Restrictions and Grant of Easements for the Oak Valley Town Center.

9. PUBLIC HEARING – APPROVAL OF RESOLUTION NO. 2023-07 AUTHORIZING THE

CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY TO CONDUCT

SPECIAL ASSESSMENT PROCEEDINGS AND LEVY ASSESSMENTS WITHIN THE TERRITORY OF THE CITY OF CALIMESA FOR THE YUCAIPA VALLEY WATER DISTRICT; AND AUTHORIZING RELATED ACTIONS.

RECOMMENDATION: That the City Council open the Public Hearing and adopt Resolution No. 2023-07, Resolution of the City Council of The City of Calimesa authorizing the California Statewide Communities Development Authority to conduct special assessment proceedings and levy assessments within the territory of the City of Calimesa for the Yucaipa Valley Water District; and authorizing related actions.

10. PUBLIC HEARING – STREET VACATION OF A PORTION OF WEST AVENUE L, LOCATED SOUTH OF APN 413-060-001
RECOMMENDATION: That the City Council open the Public Hearing and adopt Resolution 2023- 08, a resolution of the City Council of the City of Calimesa, California, Declaring the Vacation of a portion of West Avenue L as described and shown in the attached legal and plat.

Regular Meeting of the Calimesa City Council
Monday, February 6,, 2023

11. PUBLIC HEARING – PUBLIC HEARING ‒ ZONING TEXT AMENDMENT 22-02 TO AMEND VARIOUS SECTIONS OF THE ZONING CODE (TITLE 18 OF THE CALIMESA MUNICIPAL

CODE) REGARDING ACCESSORY DWELLING UNITS, JUNIOR ACCESSORY DWELLING

UNITS, URBAN LOT SPLITS, AND HOUSING UNITS BUILT IN ACCORDANCE WITH SENATE BILL.

RECOMMENDATION: That the City Council conduct a first reading by title only of Ordinance No. 388, approving Zoning Text Amendment 22-02 (“project”) regarding Accessory Dwelling Units, Junior Accessory Dwelling Units, Urban Lot Splits, and Housing Units Built in Accordance with Senate Bill 9 and find the project categorically exempt from the California Environmental Quality Act (CEQA) pursuant to pursuant to Government Code Sections 65852.21(j) and 66411.7(n), Public Resources Code Section 21080.17 and CEQA Guidelines Sections 15061(b)(3) and 15282(h).

BUSINESS ITEMS

12. SCAG 2023 GENERAL ASSEMBLY APPOINTMENT OF VOTING DELEGATE AND

ALTERNATE VOTING DELEGATE
RECOMMENDATION: That the City Council appoint a voting delegate and an alternate voting delegate to represent the City of Calimesa at the SCAG General Assembly on May 4 th and 5th 2023.

13. MID-YEAR FINANCIAL AND BUDGET REPORT FISCAL YEAR 2022-23 RECOMMENDATION: That the City Council approve Resolution No. 2023-09 A Resolution of the City Council of the City of Calimesa amending the Fiscal Year 2022-23 Budget to include recommended adjustments as provided for in Attachments A-E.

COUNCIL MEMBERS’ COMMENTS & REPORTS
This is the time for additional general comments, announcements, reports on meetings attended at public expense as required by AB 1234, requests of staff, and other issues of concern to Council Members may be presented briefly at this time. The Council may not legally take action on any item presented at this time other than to direct staff to investigate a complaint or place an item on a future agenda unless (1) by a majority vote, the Council determines that an emergency situation exists, as defined by Government Code § 54956.5 or (2) by a four-fifths vote, the Council determines that there is a need for immediate action and the need for action arose subsequent to the agenda being posted as required by Government Code § 54954.2(b).

CITY MANAGER COMMENTS & REPORTS

CLOSED SESSION ITEMS
A. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Pursuant to Subsection (a) of Government Code Section 54956.9 Name of Case: City of Calimesa v Estate of Troyce Lee Gayle – Riverside Superior Court Case No. CVRI2205005

ADJOURNMENT
Adjourn to the Regular Meeting of the City Council on Tuesday, February 21, 2023 at 6:00 p.m.

City Council Meeting
Agenda Report
Agenda Item No. 1
SUBJECT: APPROVAL OF CITY COUNCIL MEETING MINUTES
MEETING DATE: February 6, 2023
PREPARED BY: Darlene Gerdes, Deputy City Manager/City Clerk RECOMMENDATION: That the City Council approve the action minutes as presented for the Regular City Council Meeting of January 17, 2023.

ATTACHMENTS:

Attachment A: City Council action minutes of January 17, 2023 regular meeting.

City Council Meeting
Agenda Report
Agenda Item No. 2
SUBJECT: APPROVAL OF COMMISSION MEETING MINUTES
MEETING DATE: February 6, 2023
PREPARED BY: Darlene Gerdes, Deputy City Manager/City Clerk RECOMMENDATION: That the City Council approve the action minutes as presented for the September 7, 2022 Parks, Trails & Community Services Commission regular meeting and the December 12, 2022 Planning Commission regular meeting.

ATTACHMENTS:

Attachment A: Parks, Trails & Community Services Commission action minutes of September 7, 2022
Attachment B: Planning Commission action minutes of December 12, 2022 regular meeting.

City Council Meeting
Agenda Report
Agenda Item No. 3
SUBJECT: APPROVAL OF WARRANT REGISTER
MEETING DATE: February 6,, 2023
PREPARED BY: Celeste Reid, Finance Director
RECOMMENDATION: That the City Council approve the Warrant Register as presented.

SUMMARY: The attached Check Register Report for City Council’s approval is as follows:
a) Check Register Report with a total of $805,104.99 (Check Nos. 39748-39846) b) February 1, 2023 Council Payroll of $1,673.25
February 2, 2023 Payroll of $103,413.57

City Council Meeting
Agenda Report
Agenda Item No. 4
SUBJECT: WAIVE FULL READING OF ANY PROPOSED ORDINANCES ON

THE AGENDA
MEETING DATE: February 6, 2023
PREPARED BY: Darlene Gerdes, Deputy City Manager/City Clerk This permits reading the title only in lieu of reciting the entire text of the ordinances. This does not take
policy action on the Ordinances or approve or
disapprove any Ordinances on the agenda.

City Council Meeting
Agenda Report
Agenda Item No. 5
SUBJECT: CALIFORNIA ENERGY COMMISSION GRANT APPLICATION

FOR RESIDENTIAL SOLAR AUTOMATED PERMIT PROCESSING
MEETING DATE: February 6, 2023
PREPARED BY: Will Kolbow, City Manager
Dave Fredborg, Deputy Building Official
RECOMMENDATION: That the City Council:

1. Authorize the City Manager or designee to execute all documentation necessary to apply for the California Automated Permit Processing Program.

2. Authorize the City Manager or designee to execute any agreements and accept funds awarded through the California Automated Permit Processing Program.

BACKGROUND & DISCUSSION: The California Energy Commission (CEC) recently released a Grant Funding Opportunity (GFO), GFO-21-402, to provide funding for cities such as Calimesa that are working to implement an online automated solar permitting process as required by Senate Bill 379 (Wiener, Solar Access Act 2022). The California Automated Permit Processing Program (CalAPP) is currently administering $20 million that was awarded to the CEC through Senate Bill 129 (Skinner, Budget Act of 2021). The City is eligible to receive up to $40,000 for this project through the CalAPP program based on its population.

In 2021, the National Renewable Energy Laboratory launched a collaborative effort with key code officials, authorities having jurisdiction, and the solar industry to develop standardized plan review software that can run compliance checks and process building permit approvals for eligible rooftop solar systems. The result of these efforts was the development of SolarAPP+. SolarAPP+ is a web-based solar permitting tool for residential systems that is available to the City at no cost. The grant funds through CalAPP will be used for implementation costs (both staff labor and consultants), staff training, training events for local installers, and hardware or equipment necessary to support adoption of the platform. As a city with a population less than 50,000, the City’s deadline to implement this platform is September 30, 2024. Although the requirement is more than a year and a half away, funding is available on a first-come, first-served basis so staff wants to ensure that the City receives funding for this endeavor.

FISCAL IMPACT: The total amount awarded by CalAPP for a City of our size is $40,000. Staff anticipates these funds will cover the costs necessary for implementation.

ATTACHMENTS:

Attachment A: CalAPP Application

June 2022 Page 1 of 4 GFO-21-402
CalAPP Attachment 01
ATTACHMENT 01
Grant Application Form – EXHIBIT A
California Automated Permit Processing (CalAPP) Program

1. APPLICANT INFORMATION (REQUIRED)
Jurisdiction Name (please use full legal name as it would appear on the executed grant):

Jurisdiction Type (select one):

City County City and County
Current Estimated Population State of California Department of Finance Demographics (https://dof.ca.gov/forecasting/Demographics/):

Less than 50,000
From 50,000 to 99,999
From 100,000 to 200,000
Greater than 200,000
Project Manager
(serves as point
of contact for all
communications)
Name
Street Address
City and
Zip Code
Phone Number
E-Mail Address

2. FUNDING (REQUIRED)
Assigned Maximum Grant Amount (select one)
Group 1 ($40,000): Population less than 50,000
Group 2 ($60,000): Population from 50,000 to 99,999
Group 3 ($80,000): Population from 100,000 to 200,000
Group 4 ($100,000): Population greater than 200,000
Attachment 5A

June 2022 Page 2 of 4 GFO-21-402
CalAPP Attachment 01

3. PROJECT INFORMATION (REQUIRED)
A. Online, automated solar permitting platform to be adopted:

SolarAPP+
Other. If selected, complete Section 4 (“Additional Information”) B. Please select allowable budget item(s) anticipated to be used (Select at least one):

Ongoing in-house staff labor costs associated directly with adoption and maintenance of the platform
Ongoing third-party or consultant time associated directly with adoption and maintenance of the platform
Ongoing staff training and education, specific to the platform Ongoing training events for local installers, specific to the platform Essential hardware or equipment necessary to support adoption of the platform
Maintenance, such as adding support for energy storage paired with solar energy system permitting, and subscription cost for permit tracking software in support of adopted permitting platform
C. Estimated Project Timeline*
*Enter actual dates if activities already began
Activity Date (Month/Year)
Begin Development/Pilot
Full Adoption
Staff Training
Training for Local Installers

June 2022 Page 3 of 4 GFO-21-402
CalAPP Attachment 01

4. ADDITIONAL INFORMATION (if applicable)
NOTE: Only complete this section if you implement a platform other than SolarAPP+ Please identify whether the following features are supported by the implemented platform. All features are required for the platform to qualify for funding. CEC staff will verify prior to payment approval.

Performs an automated plan review for residential solar energy systems that completes automatic code compliance checks based on user inputs (such as a contractor), thereby enabling or otherwise issuing permits instantly when the project is confirmed as code compliant, without the need for human review
Yes No
Supports online, immediate fee payment once an application is complete, which may include auto-invoicing of permit fee costs Yes No Supports immediate generation of a permit job card following payment confirmation Yes No
Blocks noncompliant applications from receiving a permit Yes No EITHER: 1) Stand-alone permitting tool; OR 2) Integrates with current software and inspection platform already in use Yes No

5. REPORTING (REQUIRED)
Following adoption and verification of a qualifying platform, the Energy Commission may request, and the Recipient will provide if requested, annual data on the number of permits issued for solar energy systems and a solar energy system paired with an energy storage system including relevant characteristics of those systems, such as system capacity.

Please indicate your acceptance of these terms.

Yes No

June 2022 Page 4 of 4 GFO-21-402
CalAPP Attachment 01

6. CERTIFICATION (REQUIRED)
• I am authorized to complete and sign this form on behalf of the applicant. • I authorize the California Energy Commission to make any inquiries necessary to verify the information presented in this application. • I have read and understand the terms and conditions contained in this solicitation. I accept the terms and conditions contained in this solicitation on behalf of the applicant, and the applicant is willing to enter into an agreement with the Energy Commission to conduct the proposed project according to the terms and conditions without negotiation.
• I certify under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Name of Authorized
Representative:

Title:

Phone Number:

E-mail Address:

Date:

Signature of
Authorized
Representative:

NOTE: Do not overlap signature with surrounding border lines.

City Council Meeting
Agenda Report
Agenda Item No. 6
SUBJECT: OAK VALLEY TOWN CENTER – RIGHT-OF-WAY DEDICATION

OF ROBERTS ROAD
MEETING DATE: February 6, 2023
PREPARED BY: Will Kolbow, City Manager
Michael Thornton, City Engineer
RECOMMENDATION: Staff recommends that City Council authorize City staff to accept and record the offer of right-of-way dedication.

BACKGROUND: The Oak Valley Town Center development project was conditioned to construct the “new” Roberts Road street improvements north of Foxglove Drive, which included securing the necessary right-of-way for the ultimate improvements. The additional right-of-way is required for the improvements north of Foxglove Drive.

The City has received an offer of dedication from the Summerwind Trails East Association (landowner), for the ultimate Roberts Road street improvements. Staff requests City Council to accept the offer of dedication and authorize Staff to record the offer of dedication with the County Recorder.

FISCAL IMPACT: None
ATTACHMENTS:

Attachment A: Offer of Dedication

Attachment 6a

City Council Meeting
Agenda Report
Agenda Item No. 7
SUBJECT: AWARD A CONTRACT FOR CITYWIDE TRAFFIC SIGNAL

MAINTENANCE SERVICES
MEETING DATE: February 6, 2023
PREPARED BY: Mari Shakir, Associate Engineer
RECOMMENDATION: That the City Council award a contract to Yunex, LLC to provide Citywide Traffic Signal Maintenance Services.

DISCUSSION: On July 19, 2021, the City entered into an agreement with Siemens Mobility, Inc for traffic signal maintenance services. On November 12, 2020 Siemens AG announced that their business unit, Intelligent Traffic Systems (ITS), was to be carved out worldwide into a separately managed entity within Siemens named Yunex LLC on July 1, 2021. The City approved of the transfer of contract from Siemens to Yunex LLC on February 17, 2022.

The agreement allows the City to extend for two additional one-year terms. The first term ended on July 31, 2022. Due to the expiration of the initial term, staff is requesting a new agreement to be approved by council. Additionally, staff is requesting to remove the not to exceed amount of $10,000 in the new agreement, as this amount was insufficient for the volume of emergency callouts and repairs. Payments will continue to be made based on the initial rate schedule approved by council.

FISCAL IMPACT: The fiscal year 2022-23 Gas Tax Fund budget has projected annual citywide traffic signal maintenance services of $15,000. The approved budget supports the anticipated cost of $15,000.

ATTACHMENTS:

Attachment A: Agreement for Citywide Traffic Signal Maintenance Services

CITY OF CALIMESA
Professional Services Agreement

CITYWIDE TRAFFIC SIGNAL

MAINTENANCE

AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF

CALIMESA AND YUNEX LLC
THIS AGREEMENT (“Agreement”) is made and effective as of ______________ between the City of Calimesa, a California municipal corporation (“City”) and Yunex LLC (“Contractor”) with its principal place of business at 9225 Bee Cave Road, Building B Suite 201, Austin, Texas 78733. City and Contractor are sometimes individually referred to herein as “Party” and collectively as “Parties.”

RECITALS
A. City desires to utilize the services of Contractor as an independent contractor to provide Citywide traffic signal maintenance services.

B. Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.

C. The Parties desire to execute this Agreement pursuant to the authority and approval of the City Council.

NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

AGREEMENT

1. TERM
Subject to the terms and conditions set forth in this Agreement, the term of this Agreement shall commence on March 1, 2023, and shall continue one year thereafter, through and including April 30, 2024 (“Initial Term”), unless sooner terminated, extended or renewed pursuant to the provisions of this Agreement. The City Manager shall have the unilateral option, at his or her sole discretion, to renew this Agreement annually for no more than one additional one-year term. Any further extension of this Agreement shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor's authorized representatives. Contractor shall complete the Attachment 7A

Services within the term of this Agreement, or any extension thereof, and shall meet any other established schedules and deadlines.

2. SERVICES
Contractor shall perform the professional services, tasks and duties (collectively “Services”) described and set forth in Exhibit A, Services to be Performed, attached hereto and incorporated herein as though set forth in full. Contractor shall perform the Services to the full satisfaction of City.

Contractor shall acquire and maintain at its sole cost and expense such vehicle(s), equipment and supplies as Contractor requires to conduct the Services required by this Agreement, as set forth below.

In performing any and all Services as provided in this Agreement, Contractor shall serve as and shall be an independent contractor of City and not an employee of City. In accepting this engagement, Contractor agrees that it is an independent contractor and not an employee of City.

Contractor acknowledges the provisions of the California State Labor Code requiring every employer to be insured against liability for worker's compensation, or to undertake self-insurance in accordance with the provisions of that Code and certifies compliance with such provisions. Contractor further acknowledges the provisions of the California State Labor Code requiring every employer to pay at least the minimum prevailing rate of per diem wages for each craft classification or type of workman needed to execute this contract as determined by the Director of Labor Relations of the State of California. Exhibit C, attached hereto and incorporated herein as though set forth in full, sets forth Labor Code requirements.

3. PERFORMANCE
Contractor shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all tasks described herein. Contractor shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Contractor hereunder in meeting its obligations under this Agreement. Contractor shall forthwith undertake and complete all services under this Agreement in accordance with the terms of all Exhibits, attached hereto and incorporated herein by this reference, and all in accordance with Federal, State, and City statutes, regulations, ordinances, and guidelines in effect at the time of performance, and all services shall be performed to the reasonable satisfaction of City.

4. PAYMENT
City shall pay Contractor monthly for Services actually provided, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit A (Services to be Performed) and Exhibit B (Payment Rates and Schedule), attached hereto and

incorporated herein by this reference as though set forth in full. Payment under this Agreement shall be based upon actual time spent on the Services. Contractor’s compensation includes payment of all taxes, insurance and fringe benefits, as well as indirect costs, overhead and profit allowance, vehicles, travel, equipment, materials and supplies, except as otherwise authorized in Exhibit B.

Contractor shall not be compensated for any tasks, duties or work rendered in connection with its performance of this Agreement which are in addition to those set forth herein on Exhibit A, unless such additional tasks, duties or work are authorized in advance by the City pursuant to an amendment to this Agreement and approved in writing by the City Manager.

Contractor shall submit invoices monthly for actual services performed by Contractor.

Invoices shall be submitted between the first and fifteenth business day of each month, for Services provided by Contractor in the previous month. Payment shall be made by City as to all non-disputed fees within thirty (30) days of receipt of each invoice. If City disputes any of Contractor’s fees, City shall give written notice to Contractor within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. Notice shall be sent in accordance with Section 12.

City shall issue an IRS Form(s) 1099 to Contractor for payment(s) made by City for Services performed by Contractor under this Agreement. City shall not withhold any federal or state payroll and other taxes, or deductions of any kind, from each payment made to Contractor. Contractor is solely responsible for (and City has no obligation with respect to) payment of all federal income taxes, state income taxes, FICA, and other taxes owed by Contractor, or which are claimed to be owed by Contractor, arising out of Contractor’s performance of any Services under this Agreement and its receipt of compensation for Services performed hereunder, or by any of Contractor’s employees hired by Contractor to assist in the performance of Services under this Agreement.

Contractor shall be responsible for all federal and state income tax consequences arising from this Agreement and the performance of Services under this Agreement, and shall be responsible for all payment of compensation, taxes, insurance and fringe benefits to Contractor’s employees. Contractor shall defend, indemnify and hold City harmless from and against, and shall defend City against all losses, damages, claims, costs, penalties, liabilities, and expenses with respect to any such taxes.

5. TERMINATION OF AGREEMENT
Termination by City. City may terminate this Agreement at any time, with or without cause, by giving Contractor at least thirty (30) days’ advance written notice of the effective date of termination, unless the Parties otherwise agree in writing. Upon receipt of a notice of termination from the City, Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise.

Termination by Contractor. Contractor may terminate this Agreement at any time, with or without cause, by giving City at least thirty (30) days’ advance written notice of the

effective date of termination, unless the Parties otherwise agree in writing. Upon City’s receipt of a notice of termination from Contractor, Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise, or the Parties agree otherwise in writing.

In the event this Agreement is terminated pursuant to this Section 5(A) or (B), City shall pay to Contractor the actual value of the Services performed by Contractor up to the effective date of termination in accordance with Exhibit B, provided that Contractor has performed the services in accordance with this Agreement. Payment by City of any such Services shall be contingent upon Contractor’s service upon City of an invoice to City pursuant to Section 3 for the actual value of Services performed up to the time of termination. In no event shall Contractor receive more than the maximum compensation specified in Section 4(A), above.

6. OWNERSHIP OF DOCUMENTS
Contractor shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of Services under this Agreement. Contractor shall maintain adequate records of Services provided in sufficient detail to permit an evaluation of Services by City. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the representatives of City or City’s designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts therefrom and/or copies thereof, as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of four (4) years after receipt of final payment.

Upon completion of, or in the event of termination of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of Contractor. With respect to computer files containing data generated for the work, Contractor shall make available to City, upon reasonable written request by City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files.

In the event of expiration of this Agreement, or termination pursuant to Section 5, Contractor shall promptly and immediately (and in any event no later than the effective date of such expiration or termination) deliver to City all keys, security access codes, computers, computer disks, supplies, materials, equipment, records and documents (including but not limited to plans, data, studies, surveys, drawings, maps, models, photographs, reports and writings of any kind whatsoever, whether in computer form or

hard copy, and whether in draft or final form), related to Contractor’s Services obtained or prepared by Contractor in the performance of the Services under this Agreement.

7. INDEMNIFICATION
To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, actions challenging the award of this contract, stop notices, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor, its officers, agents, servants, employees, subcontractors, materialmen, Contractors or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.

Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. If Contractor fails to obtain such indemnity obligations, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor’s subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, Contractors or their officers, agents, servants or employees (or any entity or individual that Contractor’s subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties.

Contractor’s obligation to indemnify under this Section shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.

The indemnification requirements contained in this Section 7 apply regardless of insurance coverage.

8. INSURANCE
During the term of this Agreement, Contractor shall procure and maintain automobile liability insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the services required under this Agreement by Contractor and/or its personnel, to the extent and with the minimum levels of coverage as set forth below. If Contractor uses existing coverage to comply with these requirements and that coverage does not meet the requirements set forth herein, Contractor shall amend, supplement or endorse the existing coverage to do so.

Minimum Scope of Insurance. Coverage shall be at least as broad as:

Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

Automobile Liability Insurance: Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). Limits shall be no less than $1,000,000 per accident and $1,000,000 aggregate. Starting and ending dates shall be concurrent. If Contractor owns no automobiles, a non-owned auto endorsement to the General Liability policy described above is acceptable.

Contractors’ Pollution Legal Liability (if project involves environmental hazards) with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 policy aggregate.

Workers' Compensation/Employer's Liability: If Contractor has any employees while performing under this Agreement, Contractor shall provide Workers’ Compensation insurance as required by the State of California. If Contractor has no employees while performing under this Agreement, workers’ compensation insurance is not required, but Contractor shall execute a declaration under penalty of perjury that he has no employees.

Any deductibles or self-insured retentions must be declared to and approved by the City Manager. At the City Manager’s option, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its officers, officials, employees and designated volunteers, or Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

All insurance coverage and limits provided pursuant to this Section shall apply to the full extent of the policies involved, available or applicable. Nothing contained in this Section or the Agreement limits the application of such insurance coverage.

The insurance provided by Contractor shall be primary to any coverage available to City and shall contain provisions for waiver of subrogation. Contractor hereby waives all rights of subrogation against City.

All insurance policies provided pursuant to this Agreement, or any other agreements pertaining to the performance of the Agreement, shall not prohibit Contractor, and Contractor’s employees or agents, from waiving the right of subrogation against City prior to a loss.

Unless otherwise approved by City, Contractor's insurance shall be written by insurers authorized to do business in the State of California and with a minimum “Best's” Insurance Guide rating of “A:VII+.” Self-insurance will not be considered to comply with these insurance specifications.

In the event any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor.

Contractor shall provide evidence of the insurance required herein, satisfactory to City, consisting of certificate(s) of insurance evidencing all of the coverages required.

Certificate(s) are to reflect that the insurer will provide thirty (30) days prior written notice of any cancellation of coverage and all policies must be endorsed accordingly. Contractor shall require its insurer to modify such certificates and endorsements to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation and to delete the word “endeavor” with regard to any notice provisions. Contractor shall provide complete copies of policies to City upon request.

Contractor shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages.

If Contractor does not keep the policies and coverages in effect as required by this Exhibit and the Agreement, or other equivalent insurance acceptable to City, City may immediately terminate the Umbrella Agreement.

Any actual or alleged failure on the part of City or any other additional insured under these requirements to obtain proof of insurance required under this Agreement or to inform Contractor of noncompliance with any insurance requirements in no way waives any right or remedy of City or any additional insured, in this or any other regard.

Contractor shall provide immediate notice to City of any claim or loss against Contractor that includes City as a defendant. City assumes no obligation or liability by such notice but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.

Any insurance provided pursuant to the requirements set forth in this Agreement shall not be limited to coverage for the vicarious liability or supervisory role of any additional insured. All insurance coverage and limits provided are intended to apply to the full extent of the policies. Nothing contained in this Agreement limits the application of such insurance coverage.

9. INDEPENDENT CONTRACTOR.

Contractor is and shall at all times remain as to the City an independent contractor and shall perform all Services under this Agreement as an independent contractor. This Agreement shall not and is not intended to engage Contractor as an agent, servant, or employee of City and shall not nor is it intended to create any employer-employee relationship, partnership, joint venture, or similar association between City and Contractor, or to otherwise create any liability for either party with respect to the indebtedness, liabilities, and obligations of the other party. Neither City nor any of their officers, employees, agents, or volunteers shall have control over the conduct of Contractor except as set forth in this Agreement with respect to the results required under this Agreement. Contractor shall not at any time or in any manner represent that he is in any manner an officer, employee or agent of City. Contractor shall not incur or have the power to incur any debt, obligation or liability whatever against the City, or bind City in any manner. Subject to Contractor’s obligations to provide the Services set forth in Exhibit A, attached hereto, to achieve the results set forth therein, and the minimum requirements set forth in this Agreement, Contractor has the sole right and obligation to supervise, manage, operate, control, and direct the performance of all Services required by and performed pursuant to this Agreement.

Contractor and his employees shall not be entitled to any health and welfare employee benefits from City, or any other benefits provided by City, including but not limited to, health insurance, accrued vacation or paid leaves of absence, or any other benefits, payments or compensation of any kind that may be provided to any employee of City.

Contractor, and his employees, are not employees of City and are not members of the personnel system or classified service of City. As such, Contractor and his employees shall not have any rights or benefits of an employee under the Calimesa Municipal Code, any provision of the Calimesa Personnel Rules and Regulations, or any memorandum of understanding between City and any of City’s bargaining units. Except for the fees paid to Contractor as provided in Section 4 of this Agreement, City shall not pay any compensation of any kind to Contractor for performance of any Services hereunder for City. City shall not be liable for compensation or indemnification to Contractor for injury or sickness arising out of performing services hereunder.

10. LEGAL RESPONSIBILITIES
Contractor shall keep himself informed of all local, State and Federal ordinances, laws and regulations which in any manner may affect those employed by it or in any way affect the performance of his Services pursuant to this Agreement. Contractor shall at all times

observe and comply with all such ordinances, laws and regulations. City, and its officers, employees, agents, and volunteers, shall not be liable at law or in equity occasioned by failure of Contractor to comply with this section.

11. RELEASE OF INFORMATION
All information gained by Contractor in performance of this Agreement shall be considered confidential and shall not be released by Contractor without City’s prior written authorization. Contractor shall not without written authorization from the City Manager or unless requested by the City Council, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered “voluntary” provided Contractor gives the City notice of such court order or subpoena.

Contractor shall promptly notify City should Contractor be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within City. City retains the right, but has no obligation, to represent Contractor and/or be present at any deposition, hearing or similar proceeding.

Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. However, City’s right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

12. NOTICES
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above.

To City: City of Calimesa
908 Park Avenue
Calimesa, CA 92320
Attention: City Manager

To Contractor: Yunex LLC
9225 Bee Cave Road
Building B, Suite 201
Austin, TX 78733
Attention: Anchal Bansal

13. ASSIGNMENT
City is entering into this Agreement with Contractor based on Contractor’s specialized expertise, training and knowledge. Contractor shall not assign or delegate the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Contractor shall not retain or permit any of his employees, contractors, subcontractors or contractors to perform any Services required under this Agreement.

14. NONDISCRIMINATION
Contractor shall not discriminate against or harass or retaliate against any person for any reason including but not limited to on the basis of race, color, creed, religion, sex, marital status, national origin, ancestry, age physical or mental handicap, medical condition, sexual orientation, or on any other basis prohibited by law, in the performance of Contractor’s Servicers required by this Agreement, nor shall Contractor retaliate against any person who exercises his/her rights under any federal or state law prohibiting discrimination, harassment and/or retaliation. Contractor covenants and agrees that he shall comply with all ordinances, rules, regulations and policies of City relating to nondiscrimination, harassment and retaliation.

15. LICENSES
At all times during the term of this Agreement, Contractor shall have in full force and effect, a City business license and all other licenses required of him by law for the performance of the services described in this Agreement.

16. GOVERNING LAW
The laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and shall also govern the interpretation of this Agreement.

17. JURISDICTION AND VENUE
Any litigation concerning this Agreement shall take place in the state or federal district court with geographic jurisdiction over the City of Calimesa.

18. AMENDMENTS
This Agreement may be amended at any time by written, mutual agreement of City and Contractor. With the exception of amendments to extend services pursuant to Section 1, City Council approval is required for each amendment.

19. COOPERATION
In the event any claim or action is brought against City relating to Contractor’s performance of Services under this Agreement, Contractor shall render any reasonable assistance and cooperation which City might require.

20. WAIVER
Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default that may then exist on the part of Contractor, and such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default.

21. SEVERABILITY
If any clause, sentence, part, section, or portion of this Agreement is found by a court of competent jurisdiction to be illegal or unenforceable, such clause, sentence, part, section, or portion so found shall be regarded as though it is not part of this Agreement and the remaining parts of this Agreement shall be fully binding and enforceable by the Parties hereto.

22. CONTRACT INTERPRETATION
In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Agreement shall not be resolved by any rules of interpretation providing for interpretation against the drafting party.

23. ENTIRE AGREEMENT
This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party’s own independent investigation of any and all facts such party deems material. In the event of a conflict between the provisions of this Agreement and the exhibits hereto, the text of this Agreement shall prevail.

24. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Contractor warrants and represents that he or she has the authority to execute this Agreement on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations hereunder.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.

CITY OF CALIMESA
William Davis
Mayor
ATTEST:

Darlene Gerdes,
City Clerk

CONTRACTOR
By:

Name:

Title:

EXHIBIT A

SCOPE OF WORK

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

EXHIBIT “A” – SCOPE OF WORK

TRAFFIC SIGNAL MAINTENANCE SERVICES
A. General Description
The traffic signal maintenance contractor (“Contractor”) shall perform routine schedule maintenance, extraordinary, emergency repairs and technical support for the City of Calimesa’s (“City”) traffic signal systems, interconnect, flashing warning lights, illuminated street name signs, highway safety lighting, City owned street lights, and all appurtenant equipment. Contractor shall furnish and have accessible all required tools, equipment, apparatus, facilities, skilled labor, services, and material, to perform all work necessary to maintain in a good and workmanlike manner traffic signal facilities in accordance with the proposal and the defined scope of work. Traffic signal systems shall include but not be limited to all traffic signal indications, traffic signal controllers, electrical service, battery back-ups, electrical or mechanical traffic control or traffic devices, traffic poles, emergency vehicle pre-emption equipment, interconnect, cabinets, splice pedestals, and all related hardware at all City signalized intersections.

As specified herein, the Contractor shall maintain traffic signal systems to eliminate or reduce the incidences of malfunctions, reduce operational complaints, and maintain equipment in proper working order. Required normal working hours for maintenance coverage is from 7:00 a.m. to 5:00 p.m. Monday through Friday; however, twenty-fourhour (24), on-call response to City’s request for maintenance and repair services is required. In general, routine responses related to these maintenance functions during normal working hours and maintenance requiring scheduled night-rides shall be considered normal scheduled maintenance work. All extraordinary and emergency work performed outside these specified hours and on holidays shall be paid at the approved overtime rates.

All identified City intersections per this agreement shall be regularly patrolled by Contractor or its representative with verified monthly inspections per an established checklist. The Contractor shall recognize these traffic signals, warning devices, and highway safety lighting as critical safety devices to the public; timely response to requests and completion of final repairs is imperative.

B. Specifications
All signal work shall be performed in accordance with the current Standard Plans and Section 86 of the Standard Specifications for the State of California, Department of Transportation (latest edition), and “Greenbook” Standard Specifications for Public Works Construction (latest edition), and the current City Standard Plans. All work performed or equipment or parts supplied by Contractor shall be subject to applicable Federal and State Standards, approved proposals, contract documents, City inspection, and approval by the City, its Director of Public Works, or his authorized representative.

Failure to pass inspection on any maintenance, repair and service item will result in nonpayment for that item until such time as the Contractor can complete the item to the satisfaction of the City.

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

C. Compensation For Maintenance
City will compensate Contractor for monthly routine maintenance at the contract monthly unit price (lump sum). Said compensation shall include all labor, materials, equipment, overhead and profits to perform the routine service and no extra compensation will be allowed.

Extraordinary maintenance shall be invoiced at the established rates per Exhibit B and shall include all labor, materials, equipment and profit. All items not covered shall require a negotiated price and approval by the Director of Public Works or his authorized representative. All extraordinary maintenance requires City authorization prior to beginning the work unless the work is an emergency repair required to restore the safe operation of the traffic signal system. Contractor shall still submit the appropriate documentation for subsequent authorization of the emergency work including photos of any visible damage with details of any final repairs that might be required including a schedule for completion. City reserves the right to separately bid extraordinary maintenance work to other firms in the event a negotiated price or schedule of completing repairs cannot be reached which is acceptable to both parties or is deemed by the City to exceed the terms of the current Contract. Contractor may be required to assist or support other firms selected by the City as requested.

I. CONTRACTOR REQUIREMENTS
A. Facilities
The Contractor shall at all times maintain local facilities where assigned personnel have access to all required tools, equipment, apparatus, facilities, skilled labor, services, and material, to perform all work within the required response times necessary to maintain in a good and workmanlike manner all traffic signal systems, interconnect, flashing warning lights, illuminated street name signs, highway safety lighting, City owned street lights, and all appurtenant equipment in accordance with the proposal and the defined scope of work.

The Contractor shall be equipped with spare parts sufficient to return a defective signal to operation following ordinary trouble calls.

The Contractor shall provide to the technicians assigned to the City digital cameras that can clearly record damaged or inventoried equipment and provide visual records relating to work requests submitted to the City.

The Contractor shall have available adequately skilled personnel and proper lab testing facilities to perform inspection of new controller mechanisms including controller units, auxiliary equipment, and traffic control appurtenances. All testing and test facilities shall conform to State of California, Department of Transportation (Caltrans) current specifications for NEMA controllers.

B. Personnel
The Contractor shall provide at least one (1) full-time Transportation System Electricians to perform normal scheduled and extraordinary/emergency maintenance duties. Normal

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

scheduled maintenance services shall be provided during the normal 7:00 a.m. to 5:00 p.m. weekday working hours of this contract. In addition, these positions may be required to perform extra work or additional repairs at the request of the Director of Public Works or designee. The Transportation System Electricians shall be certified or licensed according to State of California requirements for electrical workers, and shall have current certification of at least Level II Traffic Signal Technician or higher from the International Municipal Signal Association (IMSA) throughout the entire duration of the contract.

The Contractor shall provide City with documentation on the approved electricians including copies of their licenses or certifications, assigned service vehicle information and contact information. All technicians shall be equipped to perform all required duties of the trade at all times. Reports accounting for one-hundred percent (100%) of assigned technician time shall be submitted weekly as outlined in this scope of work.

The Contractor shall also provide support personnel of an appropriate craft to complete work not requiring the services of a certified Transportation System Electrician to be deployed on an as-needed basis such as re-lamping, lens cleaning, underground services alert responses, painting, night rides for Illuminated Street Name Signs (ISNS), safety lighting, City owned street lights, or other work as required. Night inspections for safety lighting, City owned street lights, Battery Backup Systems, and ISNS will be conducted after dusk and overtime rates shall not apply to these activities.

All personnel shall be trained in Equal Employment Opportunity policies and shall conduct themselves in a respectful and professional manner at all times. The City reserves the right at all times to concur with the Contractor’s assignment of personnel to the City. If requested by the City, the Contractor shall replace any personnel assigned to the City whose performance or conduct is considered unacceptable by the City, or the standards established per the contract.

C. Service Requests 24-Hour Phone Access
The Contractor shall maintain a single, attended (real person contact) local telephone number where they can be reached twenty-four (24) hours a day, seven days a week to provide maintenance and repair services as requested by the City, including replacement of burned-out vehicles indications, adjustments of turned signal heads, repair of controller malfunctions or any damage creating a public hazard. This telephone number shall be made available to all persons designated by the City.

The Contractor shall maintain and provide mobile communication that permits City direct phone and email communications with all supervisors and technicians assigned to the City and their designated representatives. This includes providing equipment for their receipt and responses to emails in addition to phone calls while in the field.

D. Response Criteria for Requested Services
Whenever the Contractor receives requested service calls from the City or its designated representatives, Contractor shall provide immediate response to emergency calls and dispatch the qualified personnel and equipment to reach the site within one (1) hour of notification during normal working hours of the Contact, and within two (2) hours during

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

non-working hours of the Contact, including Saturdays, Sundays, and holidays.

Contractor is required to provide the reporting party with an estimated time of arrival.

As part of emergency response, Contractor may be required to respond to accidents at signalized intersections to inspect and/or repair traffic signal system, equipment, and operation. Contractor shall perform a complete preventive maintenance check as outlined in this scope of work, thoroughly examining and inspecting all equipment at the location for physical damage or equipment malfunctions including a complete check of the controller and conflict monitor. Photos shall be taken of any damage and submitted with a written report summarizing the results of the examination and inspection. These reports and photos shall be submitted within five (5) calendar days. A request for authorization for the emergency work and needed repairs shall also be submitted with the required report and photos.

E. Additions To System
Contractor shall maintain, at the same unit price, additional traffic signals and appurtenant devices as they are installed or become a part of the maintenance requirements of the City. In the event that notification is made of a new installation at other than the beginning of a monthly period, the unit cost of routine maintenance will be prorated from the day the Contractor is notified.

F. Maintenance Records
Contractor shall maintain a record of all service calls and work performed upon the signal equipment listing dates, hour of day, and description of work or work performed. All proposed forms shall be submitted by the Contractor to the City for its approval prior to use.

1. Each Intersection. The Contractor shall keep current, a permanent operational record of each and every piece of traffic control or safety equipment which the Contractor is required to maintain by this contract, including but not limited to, vehicle and pedestrian timing sheets, detectors, cabinet wiring, interconnect equipment, pre-emptive control, or similar equipment.

The Contractor shall maintain a separate record at each intersection detailing monthly maintenance, inspections, and repairs of controller and related equipment. All entries shall be made on a standardized form, legible and made in chronological order on the sheet in indelible ink. The required entry shall include date, time, reason for visit, observations and/or work performed, and initials of individual making the entry. A copy of such record shall be maintained at all times within the controller cabinet at each signal location.

2. Office Records. The Contractor shall maintain a complete set of records for all locations noting all inspections and repairs completed. A separate daily log or diary for every person and vehicle employed on the contract shall also be maintained. Said log or diary shall fully describe the work or service performed by each individual on each piece of equipment and show all chargeable time to this contract for every twenty-four-hour (24) period. This record shall include the date and time of day the work was performed at each intersection, the

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

description of work performed, and the name of the technician(s) that performed the work.

Upon request, the Contractor shall provide monthly summaries accounting for one hundred percent (100%) of the work hours of the assigned technicians and related staff assigned to the City This shall include all assignments per the City’s scope of work and any shared time staffing other contracts. Failure to comply will delay payment of the monthly invoices.

3. Activities Report. Two monthly reports providing a complete record of all work performed on the City’s Traffic Signal Facilities and a status of pending work orders shall be attached to each associated monthly invoice. The Activities Report is considered part of the routine monthly maintenance; therefore, invoices will not be paid until these summary reports have been received. The monthly Activities Report submitted with each invoice shall include:
• Location of each separate service
• Date and approximate time for the service
• Reason for the service
• Identification of the type of service (Routine, Extraordinary and/or
Emergency)
• Status of repair (complete or temporary)
• For Temporary – Estimated date of final repairs
• Who called in the request for service
• Name of technicians(s) performing the service
• Number of hours spent for each service
With each monthly invoice, the Contractor shall provide a monthly status report of open or incomplete work orders. This shall include any work that has been identified pending approved maintenance/repairs, temporary repairs, or maintenance pending delivery of equipment. The report shall include:
• Location of pending work
• Date of authorization
• Reason the work is incomplete
• Estimated date when the service will be completed

4. Citywide Underground References. Contractor shall be responsible to maintain copies of City records for performing the required underground marking of facilities including, but not limited to, traffic signal and interconnect plans. The Contractor shall also note any corrections to these records or location of traffic signal facilities that have been identified by Contractor for future use. Copies of these updates to the records shall be transmitted to the City with the monthly invoices.

G. City Notification of Changes in Traffic Signal Equipment or Operation Contractor shall notify by telephone and/or email within twenty-four (24) hours of the next business day the Director of Public Works or his authorized representative regarding

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

alterations of the operation of any signal or the installation/removal of any substitute controller or component.

H. Shut Downs
Contractor shall notify Calimesa’s Police Services and the Director of Public Works or his authorized representative of any signal turn-offs or turn-ons necessitated by his operations and shall not make said turn- offs or turn-ons until a police officer is present or unless given permission to proceed without police control by the Director of Public Works or his authorized representative.

I. Type of Signal System Equipment
The fee prices for both the routine and extraordinary maintenance shall apply to all types of signal controllers, accessories and systems as may exist in the City now or that may be installed during the life of the Contract. At no additional compensation, the Contractor shall provide training and certifications to the personnel assigned to the City in maintenance and operation of the current City traffic signal equipment and related systems as needed.

J. Warranty Service
Newly installed traffic signal components typically carry a one (1) year warranty provided by the manufacturer and/or installing company. During the warranty period, Contractor is expected to coordinate warranty repairs with the appropriate manufacturer and/or installing firm. The Contractor shall notify the City of any undue delays in response by these other responsible parties in responding to warranty requests and provide a detail summary of the incident.

K. Traffic Control
Contractor shall provide safe and continuous passage for pedestrian and vehicular traffic at all times and conduct its operation as to cause the least possible obstruction and inconvenience to public traffic. No lane closures will be permitted between the hours of 7:00 a.m. and 9:00 a.m. or 3:00 p.m. to 6:00 p.m. unless an emergency exists and such a closure is necessary to safeguard the traveling public.

The Contractor shall furnish, erect and maintain such fences, barriers, lights, warning devices and signs in compliance with Part 6 “Temporary Traffic Control” of the current "California Manual of Uniform Traffic Control Devices” (MUTCD–Latest Version) published by the State of California, Department of Transportation, the standards as contained in the “Work Area Traffic Control Handbook” (WATCH–latest edition) published by Building News Inc. or as may be deemed necessary by the Director of Public Works to give adequate warning to the public at all times that the road or street is obstructed and of any abnormal conditions to be encountered as a result thereof.

All trucks shall be equipped with a minimum of four (4) STOP signs and small barricades or stands that can be placed in the intersection during an emergency response or “blackout” intersection as needed. Each vehicle used to place and remove components shall be equipped with a flashing arrow board, which shall be in operation when the

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

vehicle is being used for placing, maintaining, or removing components.

II. ROUTINE MAINTENANCE
The Contractor shall provide a continuing, comprehensive, routine maintenance program designed to eliminate or reduce the incidents of malfunctions, operational complaints and extend the useful life of the equipment. Contractor shall inspect, clean, and if necessary adjust all traffic signal control equipment to meet manufacturer’s original specifications at each signalized intersection once each calendar month. The monthly inspection and cleaning of cabinets shall include the repair/replacement of parts in controller cabinet, detector loop patching, cleaning and realignment of signal indications, continuity checks, testing of the City's signal interconnect system, testing and repair of battery back-up systems, LED and pedestrian indication replacements (labor), rewiring, concrete and foundation repairs, and lamping to maintain existing operation. The Contractor shall be financially responsible for equipment determined to be damaged or affected due to neglected regularly scheduled maintenance.

A. Monthly Inspection
Contractor shall inspect, clean, adjust and make a routine inspection of each traffic signal location once per month per the approved proposal. Contractor agrees that it will maintain a record in each controller cabinet showing the date and time checked. Controllers shall not be replaced, except for repair, without prior approval of the City.

The Contractor shall submit a standard checklist for inspections and tasks that are conducted at each intersection, which shall include but not be limited to the following:

1. Clean the inside and outside of all controller cabinet assemblies, electrical service, battery back-up cabinets, and interconnect cabinets, removing any foreign material including graffiti. Tighten all electrical termination and check all Ethernet connections. Inspect/protect all related facilities for/from ant, bug, or rodent infiltration. Rust and water damage shall be reported to the City in the monthly report.

2. Check the timing of individual signal phasing and integral timing circuits for the correct operation per the timing sheet.

3. Check and verify timing of yellow (clearance) intervals on all phases by stopwatch per the timing sheet.

4. Check and set, if necessary, all real-time digital clocks to the National Bureau of Standard time.

5. Check detector units and systems including but not limited to inductive loops, video detection, and pedestrian push buttons for correct detection of both vehicles and pedestrians and adjust or repair as necessary to restore intended operation. This includes the splicing (or re-splicing) of detector loops and the replacement of pedestrian buttons as needed.

6. Inspect all relays, clocks, dials, motors, switches, and similar equipment for all

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

components of the traffic signal systems. Make routine adjustments or minor repairs as needed.

7. Walk all approaches of the intersection and visually inspect all signal poles, mast arms, signal head and indications (including programmed visibility indications), traffic control signs, pedestrian signals, illuminated street name signs, loop sealants, pull box covers, and any other devices to verify the correct condition, placement, and/or operation. Any traffic signal or illuminated indication that is burned out or has reached 80 percent depletion curve shall be replaced. All traffic heads and pedestrian heads found out of alignment shall be properly aligned and secured. Check all traffic signal indication visibility at approach distances, remedy, or report visibility deficiencies to the City immediately. Missing signs including pedestrian push button plates shall be replaced. Cracked or damaged loop sealants shall be re-sealed. All other equipment found loose, missing or damaged shall be secured, replaced, or repaired.

8. Immediately correct all safety deficiencies found during routine inspection and submit work authorizations request to the City to schedule non-emergency work.

9. Check all traffic signal controller communication equipment for proper operation, verify correct IP addresses (controller) and adjust or repair as needed.

Replacement of Ethernet switches shall be coordinated with the City and subject to its approval. Contractor shall verify the grounds and connections of the copper twisted pairs at those locations using this communication system. Contractor shall test and make any repairs or adjustments. The City reserves the right to contract this work out to others. Contractor may be required to provide assistance to the City or other firms selected by the City to trouble-shoot Ethernet connections as requested.

10. Check Battery Back-up Systems for proper operation and connections including checking and recording operational voltage range of all batteries, and adjust or repair as needed. The date of new battery installations shall be recorded in the traffic signal cabinet and in the monthly status reports to track the frequency of their required maintenance. The Contractor shall notify the City of non-operable or low-output batteries within twenty-four (24) hours. The replacement of batteries shall be considered extra work and will require approval by the City. If batteries are found to be “exploded” or cracked, the Contractor may be responsible for the cost of the replacement if it is determined that they have not been properly inspected or maintained.

11. Check the operation of any Emergency Vehicle Pre-Emption equipment in the cabinet and located within fire stations.

12. Inspection of illuminated street name signs, safety lights, and City owned street lights shall include at least one night-time inspection each month with replacement lamps as required in addition to the timely replacement of burnedout lamps as reported or observed. The Contractor shall notify the City of any sign panels or housing in need of refurbishment or replacement.

13. Inspect the operation of the flashing beacons and make any repairs or

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

replacement of lights as required.

14. Inspect the operation of any radar speed signs and make any repairs as required.

Contractor shall update the programming on an annual basis based on the local school bell schedule. Contractor shall also update the programming for daylight savings twice per year.

B. Quarterly Maintenance (Every Three Months)

1. Cabinet door locks and padlocks shall be lubricated with graphite lubricant or equivalent and maintained in good working order. Any missing or damaged locks shall be replaced and/or repaired.

C. Semi Annual Maintenance (Every Six Months)

1. Air Filters
Contractor shall replace the air filter elements in all cabinets so equipped every six (6) months.

2. Battery Back-Up System
Traffic signal battery back-up systems shall be checked by electrical bypass for appropriate operation per the manufacturer’s specifications. The City shall approve the schedule prior to the commencement of work. Contractor shall also review and prepare a report of annual replacement of batteries by location and submit to the City.

D. Yearly Maintenance
The following tasks required once a year shall be included in the established monthly fees for routine maintenance.

1. Conflict Monitor
Contractor shall test conflict monitors using the MT-180 or equivalent conflict monitor tester on an annual basis. Contractor shall supply a report for each test conducted.

The test shall be conducted utilizing a replacement monitor (like kind) to monitor the intersection while the test is being conducted. The testing shall take place on a schedule approved by the City. Testing of conflict monitors shall be included in the lump sum bid for extraordinary maintenance. Any conflict monitor that does not pass the test shall be repaired or replaced and billed as extraordinary maintenance.

2. Emergency Vehicle Pre-emption (EVP)
The optical detector lens shall be cleaned according to the manufacturer’s specifications at all signalized intersections and fire-house installations throughout the City.

3. Traffic Signal Controller Software

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

Contractor shall annually verify and update records of current software or firmware for the Econolite ASC/2, ASC/3 and Cobalt controllers and the Aries and Centracs systems. This includes the spare controllers that the Contractor maintains for emergency replacement of failed controllers. All updates of controllers that require shut down of the signal shall be coordinated with the City and may be required to be conducted at night. Software updates may be required as needed more frequently than once a year.

4. Painting
Contractor shall prepare and submit an annual work authorization request to the City listing cabinets (i.e., controller, splice pedestals, service) and signal head equipment that need painting as identified during the monthly maintenance reviews. Special notification shall be provided regarding rusting or water damage. Authorization for Contractor to proceed on the painting shall be subject to authorization per the terms of Extraordinary Maintenance. Painting to remove graffiti on signal equipment shall be performed by Contractor within twenty-four (24) hours of the observation or report.

Contractor shall use the City’s current paint standard color and apply paint coverage to provide uniform color on the equipment.

E. Repair and Replacement
Contractor shall replace or repair any and all defective parts of the signal system which cause signal failure or malfunction, as the occasion arises per the routine maintenance, such as the signal controller, flashers, burned-out lamps, detector loops, video detection cameras and/or units, push buttons, sensing units and wiring system, communication internal modems and/or interface units, unless the failure or malfunction falls in the category of extraordinary maintenance as defined in this Request for Proposal.

The Contractor shall complete all work within a timely manner notifying the City within twenty-four (24) hours of the next working day when any equipment is replaced with temporary replacements pending permanent repairs.

F. Loop Detector Replacement
Once it is determined by the City that the sawcut has deteriorated to a point that applying more sealant is insufficient, the loop detector shall be replaced at the bid price stated in the proposal per extraordinary maintenance.

G. Lamps and Lighting
Contractor shall furnish and replace all illuminated street name sign lamps and safety lighting lamps at all traffic signals and flashers based upon an 80% depletion curve.

Contractor shall clean all LED modules, test for luminescence and report any that fall outside acceptable levels according to the specifications.

ISNS lamps shall be F72T2 Cool White Fluorescent lamps meeting the requirements of ANSI Standard C78. Safety lighting shall be replaced with the equivalent per the existing lamp. Contractor shall clean all LED and programmed visibility lenses, align signal heads and adjust all mast-arm-mounted street name signs as needed.

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

The monthly routine maintenance bid price shall include lamp replacement of burned-out lights as needed. LED modules and pedestrian indication replacement modules (equipment only) are billed under extraordinary maintenance.

H. Conflict Monitors
Contractor shall test conflict monitors using the MT-180 or equivalent conflict monitor tester on an annual basis. Contractor shall supply a report for each test conducted. The test shall be conducted utilizing a replacement monitor (like kind) to monitor the intersection while the test is being conducted. The testing shall take place on a schedule approved by the City. Testing of conflict monitors shall be included in the lump sum bid for extraordinary maintenance. Any conflict monitor that does not pass the test shall be repaired or replaced and billed as extraordinary maintenance.

I. Battery Back-up Systems
Battery Back-up Systems including back-up unit and batteries shall be tested monthly in accordance with the manufacturer’s recommended maintenance as a part of routine maintenance. Battery Back-Up Units and Battery Back-Up Systems’ batteries shall be replaced at the bid price stated in the proposal per extraordinary maintenance.

J. Emergency Service
Contractor shall maintain a 24-hour-per-day emergency service per the provision of routine maintenance for the replacement of burned-out lamps, turned heads, and controller malfunctions. The Contractor shall make the required repairs to restore or maintain the traffic signal in good working condition. Temporary repairs may be required in the event of an accident or failure that may be covered under extraordinary maintenance. The intersections where said traffic signals are located shall be regularly patrolled by Contractor or his representatives.

Contractor shall make immediate service calls on an emergency basis, responding within one (1) hour of notification during normal working hours of the Contact, and within two (2) hours during non-working hours of the Contact, including Saturdays, Sundays, and holidays in the event of malfunctions of the controller or signal system or turned head.

Contractor is required to provide the reporting party or Contact with an estimated time of arrival. The replacement of burned-out lamps need not be on emergency basis provided that there are at least two (2) indications still operative for each direction of travel. Such replacement shall be handled as soon as possible in a routine manner.

K. Payment for Routine Maintenance
Contractor shall submit separate monthly billings for routine maintenance at the Contract lump sum price per flashing beacon, per radar speed sign and per signalized intersection which shall include highway safety lights and illuminated street name signs, per month.

Said compensation shall include all labor, materials, equipment, overhead and profits for routine services in the price bid per intersection, per month, and no extra compensation will be allowed.

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

III. EXTRAORDINARY MAINTENANCE
Extraordinary/emergency maintenance involves the repair or replacement of equipment damaged by vehicle collisions, vandalism, civil disorder, windstorm, natural disasters, street construction or excavation. Extraordinary/emergency maintenance also includes replacements based on obsolescence, required MUTCD updates, or other unusual factors when the labor and materials necessary to ensure the safe and efficient operation of the City’s traffic signal system goes beyond routine maintenance, as defined in Section III.

Contractor shall provide extraordinary/emergency maintenance for the City’s traffic signal system and related equipment. The Contractor shall prepare and submit a work order to the City providing the details and justification for the needed repairs. The work shall be subject to City authorization and will be scheduled during regular hours whenever possible, City reserves the right to separately bid extraordinary maintenance work to other firms in the event a negotiated price or schedule of completing repairs cannot be reached which is acceptable to both parties or is deemed by the City to exceed the terms of the current Contract. Contractor may be required to assist or support other firms selected by the City as requested.

Generally, extraordinary/emergency maintenance of the City’s traffic signal equipment and systems will include but not be limited to:

1. Repair and/or replacement of a failed or malfunctioning signal system caused by collisions, vandalism, civil disorder, windstorm, natural disasters, street construction or excavation.

2. Modifications to traffic signal equipment such as, but not limited to, upgrades of controller cabinets and controller components

3. Replacement of batteries for battery back-up systems

4. LED module replacements

5. Pedestrian indication replacements

6. Painting of cabinets and signal heads

7. New lenses and framework

8. Signal loop detectors

9. Video detection cameras

10. Interconnect installation, repair, terminations, and testing of same (excludes monthly testing)

11. Replacement when said equipment becomes obsolete or deteriorates beyond repair.

Other Extraordinary Scope of Work
Contractor response to all Underground Service Alert (USA) requests/notices relating to traffic signals and interconnect shall be billed as extraordinary maintenance.

Contractor may be required to assist in the final inspection of new installation or provide interim emergency response or repairs of signals not currently owned by the City as authorized by the City.

A. Notifications

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

The Contractor shall report to the Director of Public Works or his authorized representative the conditions and provide satisfactory evidence that replacement is necessary per terms of Extraordinary Maintenance with cost estimates, including labor, to perform said work. Contractor shall also submit to the City photo records of damaged equipment requiring repair or replacement resulting from collisions. No work shall proceed without the Director of Public Works' or his authorized representative's written authorization, except in emergencies and/or when the immediate replacement or repairs are required to prevent injury to persons or property damage.

All items of work requested in said Extraordinary Maintenance work orders shall be completed by the Contractor to the City’s satisfaction within ten (10) calendar days with exemption consideration given to work orders requiring materials to be purchased or unless specifically directed otherwise by the City. The completion of final repairs subsequent to the Contractor’s initial temporary repairs shall be subject to the same ten (10) calendar days completion requirements Should the Contractor be unable to complete the extra work within the specified time, the Contractor shall submit to the City a written explanation for the delay and an anticipated completion date for said work.

B. Emergencies
The Contractor shall respond immediately to emergency calls, such as a total blackout, when directed by the City and dispatch the qualified personnel and equipment to reach the site within one (1) hour under normal circumstances. For the emergency repair of a signal which is totally blacked out, the following procedure of traffic control shall apply:

1. The Contractor shall dispatch qualified personnel and equipment to reach the site within one (1) hour under normal circumstances. The Contractor’s vehicle shall carry traffic cones, etc., which shall be used when directing traffic during an emergency and/or when deemed necessary by the signal technician, the Director of Public Works or his representative.

2. If no police officer is present and temporary stop signs have been set up when the Contractor arrives at the site, the Contractor shall set up more traffic warning and control devices, if deemed necessary, and proceed to repair the signal. After the signal is back in operation, the Contractor shall remove all of the temporary traffic control devices and return those devices owned by the City.

3. If a police officer is still at the site when the Contractor arrives, the Contractor shall quickly examine the signal, evaluate the situation, and discuss it with the police officer. If the repair will take only a few minutes, the police officer may stay to continue to direct traffic while the Contractor repairs the signal. If the repair will take longer than the officer can wait, the Contractor shall immediately set up temporary stop signs and all other necessary warning devices and relieve the police officer.

4. If the Contractor representative must leave a blacked-out signal location that has stop signs, the technician shall use the police panel switch to set a flash operation when the power is restored. Contractor shall schedule a follow-up visit to turn off the flash and restore normal traffic signal operation when the power is available.

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

C. Underground Service Alert
The Contractor shall be the designated City representative in response to all Underground Service Alert (USA) requests/notices or at the request of City staff for the marking and protection of traffic signal underground facilities such as traffic signal and electrical conduit, interconnect facilities, loops, and other appurtenant equipment which might conflict with other right-of-way construction or repairs.

The Contractor shall be responsible for equipping its technicians with the proper locating devices and for maintaining an up-to-date or current inventory of as-builts (City to provide a set of its current records) for these facilities including field verification using these locating devices. All updates shall be transmitted to the City in a format adequate for its records.

In the event underground equipment is damaged by construction due to the Contractor's failure to properly mark the underground facilities per the records or reasonable effort using the appropriate equipment as determined by the City Engineer, the costs for repairs shall be the sole responsibility of the Contractor for facilities which were not properly marked. It shall also be the Contractor’s responsibility to contact requesting party in the event the scope of work is vague or incomplete.

D. Traffic Signal Master/Interconnect
Contractor shall provide trained technicians/personnel in the field who have training in the operation and integration of the Econolite Aries and Centracs traffic signal master or equivalent and the related interconnect or communication system. Technicians assigned to the installation or repair of the City's interconnect shall have training or be directly supervised by a technician with experience in the installation and handling of copper, and Ethernet equipment. If this work is subcontracted, this information shall be supplied and subject to the approval of the City. Costs for additional assistance shall be assumed per the unit price for related interconnect.

E. Painting
Contractor shall repaint all metal standards, signal heads, back plates, visors, and controller housings as directed by the City. Repainting shall be conducted by spray painting methods with colors consistent with traffic signal standards and as approved by the City. Contractor shall annually prepare as part of the routine maintenance, a list of locations where painting may be necessary and submit to the City for work authorization for painting per extraordinary maintenance.

F. Method of Payment
Upon the receipt of an itemized invoice within thirty (30) days of completion of the work, City shall compensate Contractor for such repairs required beyond the scope of routine maintenance as follows:

1. Materials

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

The City shall pay to the Contractor for materials used in extraordinary maintenance the Contractor's cost from the supplier plus the percentage mark-up specified in the Contractor's bid proposal but in no case greater than 15%. All materials and parts shall be new or have the approval of the Director of Public Works, if otherwise. The City has the right to inspect the Contractor's records to verify any material costs used in extraordinary maintenance.

2. Direct Labor
Contractor shall present with its monthly invoice a record of hours spent in extraordinary maintenance of traffic signals and appurtenances per intersection.

City shall pay the Contractor for such hours of extraordinary maintenance at the rates specified on Exhibit B of the Contract. Said hourly rates shall be the total cost to City. Rates shall include all compensation for wages, profit, overhead, any fringe benefits such as employer payments to, or on behalf of, workmen for health and welfare, insurance workmen's compensation, pension, vacation, sick leave, or any local, state, federal, or union tax or assessment.

3. Equipment
City shall pay Contractor for equipment used in extraordinary maintenance on a per-hour basis as specified in Exhibit B of the Contract and per the appropriate required equipment to complete the work.

The Contractor's listing of per-hour equipment rates shall constitute total rates to be paid by City when specified equipment is used. No additional payments of any kind shall be paid for equipment except as specified on Exhibit B of the Contract for per-hour rates.

No additional compensation shall be paid for transporting the equipment to or from the job site.

IV. OTHER
A. Labor Strike
It shall be the responsibility of the Contractor to provide continuous maintenance services, without any interruption, of all traffic signals in the City. In case of any labor strikes, the Contractor shall provide other means, at its own cost, to provide comparable continuous service as if there were no strike. Failure to do so will cause the City to take whatever actions are deemed necessary to provide such service and the costs will be borne by the Contractor.

B. Performance and Payment Bonds
The Contractor shall secure the City of Calimesa for the faithful performance of its duties and payment of lawful obligations under this Contract by means of a faithful performance bond which is one hundred percent (100%) of the total contract amount and a labor and materials payment bond which is one hundred percent (100%) of the total contract amount whereby the City of Calimesa shall be made beneficiary thereof and all costs and

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

premiums shall be paid by Contractor. Said bonds will be furnished for the term of the contract, prior to the issuance of the purchase order, and shall be issued by a surety company rated Grade A or better and Class IX or better by the latest edition of Best's Key Rating Guide.

C. Permits And Licenses
The Contractor shall procure all permits and City business license, pay all charges and fees, and give all notices necessary and incidental to the due and lawful prosecution of the Contract. No fees will be charged for City-related projects.

D. Patents
The Contractor shall assume all responsibilities arising from the use of patented materials, equipment, devices, or processes used on or incorporated in the work.

City of Calimesa
Request for Proposal – Traffic Signal Maintenance Services Exhibit “A” – Scope of Work

SIGNALIZED INTERSECTIONS
The Contractor shall maintain the six (6) signal facilities as defined herein at the locations shown below:

Intersection
ID #
Major Street Minor Street
Maintained By
1 Calimesa Boulevard County Line Road Calimesa/Yucaipa
2 Calimesa Boulevard Avenue L Calimesa
3 Calimesa Boulevard Myrtlewood Drive Calimesa
4 Calimesa Boulevard 5
th Street/Sandalwood Drive Calimesa
5 Cherry Valley Boulevard Roberts Road Calimesa
6 Cherry Valley Boulevard Palmer Drive/Desert Lawn Drive Calimesa

FLASHING BEACONS
The Contractor shall maintain the two (5) flashing beacons as defined herein at the locations shown below:

Beacon ID # Major Street Minor Street Maintained
By
1 Calimesa Boulevard (1) Avenue K Calimesa
2 Singleton Road (4) Singleton Canyon Road Calimesa

EXHIBIT B

PAYMENT RATES AND SCHEDULE
(SUBMITTED BY CONTRACTOR’S PREDECESSOR IN INTEREST)

EXHIBIT C

LABOR CODE REQUIREMENTS

EXHIBIT C
Terms for Compliance with California Labor Law Requirements

1. Contractor acknowledges that the project as defined in this Agreement between Contractor and City, to which this Agreement to Comply with California Labor Law Requirements is attached and incorporated by reference, is a “public work” as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code (“Chapter 1”), and that this Agreement is subject to (a) Chapter 1, including without limitation Labor Code Section 1771 and (b) the rules and regulations established by the Director of Industrial Relations (“DIR”) implementing such statutes. Contractor shall perform all work on the project as a public work. Contractor shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein.

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

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

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

5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request.

Contractor acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Contractor shall post such rates at each job site covered by this Agreement.

6. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor.

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7. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to (1) keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform the City of the location of the records.

8. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative Code title 8, section 200 et seq. concerning the employment of apprentices on public works projects.

Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement.

9. Contractor acknowledges that eight hours labor constitutes a legal day’s work.

Contractor shall comply with and be bound by Labor Code Section 1810. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay.

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

11. For every subcontractor who will perform work on the project, Contractor shall be responsible for such subcontractor’s compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Contractor shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Contractor shall be required

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to take all actions necessary to enforce such contractual provisions and ensure subcontractor’s compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages.

Contractor shall diligently take corrective action to halt or rectify any failure.

12. To the maximum extent permitted by law, Contractor shall indemnify, hold harmless and defend (at Contractor’s expense with counsel reasonably acceptable to the City) the City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Contractor, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys’ fees, and other related costs and expenses. All duties of Contractor under this Section shall survive termination of the Agreement.

City Council Meeting
Agenda Report
Agenda Item No. 8
SUBJECT: OAK VALLEY TOWN CENTER
MEETING DATE: February 06, 2023
PREPARED BY: Will Kolbow, City Manager
Michael Thornton, City Engineer
RECOMMENDATION: Staff recommends that City Council:

1. Adopt Resolution 2023-05, approving the amended conditions for Tentative Parcel Map 37862;

2. Adopt Resolution 2023-06, approving Final Map 37862;

3. Authorize the City Clerk to sign the statement on the map that acknowledges the City Council’s approval;

4. Authorize the Mayor and City Clerk to execute a Subdivision Improvement Agreement and accept sureties; and

5. Authorize City Staff to execute the Declaration of Covenants, Conditions and Restrictions and Grant of Easements for the Oak Valley Town Center.

BACKGROUND: On November 2, 2022, City Council adopted Resolution 2020-44, approving Tentative Parcel Map No. 37862, to subdivide approximately 219-acres into fifteen buildable lots, three lettered lots to be used for public streets, and seven open space lots located approximately one-quarter mile northwest of the Cherry Valley Boulevard/I-10 interchange to approximately onequarter mile northwest of the Singleton Road/I-10 interchange.

The revisions to the conditions of approval are revisions to Engineering Department requirements and would allow greater flexibility for items such as the timing of easement recordation, establishment of commercial association bylaws and execution of possible TUMF Credit Reimbursement Agreements. All other Conditions of Approval of City Council Resolution Nos. 2020- 44, 2021-01 and 2022-53 would remain in full force and effect.

The Declarations of Covenants, Conditions and Restrictions and Grant of Easements have been submitted to the City Legal Team for approval and are incompliance with the project’s conditions of approval.

Final Parcel Map No. 37862 has been checked and found to comply with the Subdivision Map Act, is in substantial compliance with the approved Tentative Parcel Map and complies with the amended conditions of approval for Tentative Parcel Map No. 37862. The Subdivider has submitted a Subdivision Improvement Agreement (SIA) with Faithful Performance and Payment Bonds as designated in the SIA to guarantee the construction of street improvement, storm drainage systems, traffic signals, and landscaping, and installation of survey monumentation.

FISCAL IMPACT: None
ATTACHMENTS:

Attachment A: Resolution 2023-05 (Approving Amended Conditions of Approval) Attachment B: Parcel Map No. 37862
Attachment C: Resolution 2023-06 (Approving Final Map 37862) Attachment D: Subdivision Improvement Agreement with Faithful Performance Bond and Payment Bond
Attachment E: Declaration of Covenants, Conditions, and Restrictions and Grant Easements for Oak Valley Retail Lots
Attachment F: Declaration of Covenants, Conditions, and Restrictions and Grant Easements for QR Birtcher Oak Valley Commerce Center

RESOLUTION 2023-05

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALIMESA APPROVING THE AMENDED TENTATIVE PARCEL MAP (TPM) 37862

CONDITIONS OF APPROVAL AS PREVIOUSLY ADOPTED BY CITY
COUNCIL RESOLUTION NO. 2020-44 AND AS PREVIOUSLY
APPROVED (CITY COUNCIL RESOLUTIONS 2021-01 AND 2022-53),

FOR OAK VALLEY TOWN CENTER, AND MAKING ENVIRONMENTAL

FINDINGS UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA)
WHEREAS, Oak Valley Development Company (“Developer”) submitted an application to the City of Calimesa for a third amendment to Tentative Parcel Map (TPM) 37862 Conditions of Approval as approved by the City Council on November 2, 2020 through adoption of City Council Resolution 2020-44 and as previously amended through City Council Resolutions 2021- 01 and 2022-53, for the subdivision of approximately 219 acres into fifteen buildable lots; 3 lettered lots for public streets, and 7 open space lots within the Summerwind Ranch Specific Plan, as amended by the Summerwind Ranch Specific Plan SP-1, Amendment 2 (SPA 20-1), on certain real property located on Assessor Parcel Numbers (APNs): 413-190-014, 413-190- 015, 413-190-021, 413-190-025, 413-280-025, 413-280-035, 413-280-039, 413-290-047; 413- 280-007, 413-280-024, and 413-280-034;
WHEREAS, the revisions are to Engineering Department requirements and would allow greater flexibility for items such as the timing of easement recordation, establishment of commercial association bylaws, and execution of a TUMF Credit Reimbursement Agreements.

All other Conditions of Approval of City Council Resolution Nos. 2020-44, 2021-01, and 2022-53 would remain in full force and effect, and have been incorporated into this Resolution by reference; and
WHEREAS, pursuant to the California Environmental Quality Act (“CEQA”) and State CEQA Guidelines, the Summerwind Ranch EIR (SCH#2004061035) and subsequent addendums (Environmental Assessments - EA 20-03 and EA 21-01), including Mitigation Monitoring and Reporting Program (MMRP) have been prepared for the Project, in compliance with the requirements of CEQA. The revisions are minor in nature and any potential environmental impacts are within the scope of the EIR and subsequent addendums; WHEREAS, the Planning Commission held a duly noticed public hearing on December 12, 2022, on the proposed third amendment to TPM 37862 conditions of approval, at which time all interested parties were given the opportunity to be heard and to present evidence, and after closing the public hearing the Planning Commission determined that no additional environmental review is required and approved PC Resolution 2022-22, recommending that the City Council approve the revisions to the conditions of approval for TPM 37862; NOW, THEREFORE, the City Council of the City of Calimesa finds, determines, and declares as follows:

SECTION 1. The City Council finds that the recitals set forth above in this Resolution and Attachment 8A

the information contained in Exhibit A (Revised Conditions of Approval) and Exhibit B (Tentative Parcel Map 37862) are true and correct.

SECTION 2. Environmental Determination.

A. Pursuant to the California Environmental Quality Act (“CEQA”) and CEQA Guidelines, the City Council considered the scope of the Project, the previously certified EIR, and two Addendums, including the approved Mitigation Monitoring and Reporting Program and statement of overriding considerations, prior to making its decision on the Project. The City Council finds that the proposed modifications to Conditions of Approval do not modify the land use plan, allowed uses, and development provisions, and have no effect on any environmental resources, including air quality, traffic generation, biology, cultural resources and noise or vibration, and therefore results in no additional environmental impacts for the Summerwind Ranch Specific Plan as amended by Summerwind Ranch at Oak Valley Specific Plan SP 1, Amendment #3 (SPA 21-01), and are therefore within the scope of and consistent with the previously certified Summerwind Ranch Final EIR, first EIR Addendum, second EIR addendum, and previously adopted MMRPs.

Accordingly, the City Council finds that no further environmental review is required pursuant to CEQA Guidelines sections 15162, 15163, 15164, and 15183 and Public Resources Code sections 21083.3 and 21166.

B. The City Council further finds that all actions taken by the City have been duly taken in accordance with all applicable legal requirements, including CEQA and State CEQA Guidelines, and all other requirements for notice, public hearings, findings, votes, and other procedural matters.

C. The custodian of records for the EIR Addendum including Mitigation Monitoring and Reporting Program, the Certified EIR and all appendices, attached to the EIR Addendum and to the Certified EIR, and all other materials that constitute the record of proceedings upon which the City Council’s determination was based, is the City Clerk of the City of Calimesa. Those documents are available for public examination during normal business hours at the Office of the City Clerk, City of Calimesa, 908 Park Avenue, Calimesa, California, 92320.

SECTION 3. Project Determination. In accordance with Government Code Section 66474, the City Council finds as follows:

A. The proposed modifications to Tentative Parcel Map (TPM 37862) Conditions of Approval, and the associated design and improvements of TPM 37862 are consistent with the City of Calimesa General Plan, the Summerwind Ranch Specific Plan, as amended by Summerwind Ranch Specific Plan SP-1, Amendment 3 (SPA 21-01), by providing parcels for future development of industrial and open space that were anticipated within the land use designations established with the Summerwind Ranch Specific Plan together with all necessary infrastructure improvements;

B. The site is physically suitable for the type and density of development because all structures and related improvements can be accommodated on the subject site consistent with the City of Calimesa Development Code;
C. The subdivision, including the modified Conditions of Approval, will not create substantial environmental damage or harm wildlife, fish, or habitat based on the environmental assessment prepared for the project (EA 20-03 and EA 21-01); E. The design of the subdivision and its improvements, including modified Conditions of Approval, will not cause serious health problems due to the infrastructure improvements that will be required to support future planned uses, including but not limited to water, sewer, drainage, and other utilities; F. As conditioned including but not limited to the modifications contained in Exhibit A herein, the design of the subdivision and its improvements will not conflict with public easements for access through or use of the Property; and G. None of the findings set forth in Government Code Section 66474 that would preclude approval of this project can be made.

SECTION 4. The City Council herby amend the project conditions of approval as set forth in Exhibit A; (ii) the City Council rescind, modify and supersede prior Conditions of Approval contained in City Council Resolution Nos. 2020-44, 2021-01, and 2022-53 for TPM 37862, and (iii) finds that the following modifications to TPM 37862 Conditions set forth in Exhibit A comply with all mitigation measures contained in and required by the Mitigation Monitoring and Reporting Program approved as part of the Summerwind Ranch EIR and Addendums, in conformance with CEQA.

SECTION 5. The City Council finds the modifications to the TPM 37862 Conditions of Approval, as set forth in Exhibit A, in combination with all other conditions of approval of TPM 37862, will comply with all requirements of the California Subdivision Map Act and the City of Calimesa Subdivision Ordinance, that the Project site will be improved in conformance with all applicable City ordinances, and that all necessary infrastructure and utility services will be provided in conformance with the Calimesa Subdivision Ordinance, and the Calimesa Municipal Code.

SECTION 6. The City Council find that as conditioned, that the discharge of drainage from the proposed Project into the existing community drainage system would not result in a violation of the existing requirements prescribed by the California Regional Water Quality Control Board having jurisdiction over the proposed subdivision pursuant to the provision of Division 7 of the California Water Code (Sections 13000 et seq.).

SECTION 7. Based on the findings contained in Sections 1 through 6 of this Resolution, the City Council adopts Resolution No. 2023-05, amending and superseding City Council Resolution Nos. 2020-44, 2021-01, and 2022-53, and approve Tentative Parcel Map 37862, a proposal to subdivide approximately 219 acres into fifteen buildable lots; 3 lettered lots for public streets, and 7 open space lots within the Summerwind Ranch Specific Plan SP-1, Amendment 3 on the Property, subject to the revised Conditions of Approval including modified conditions herein, and further subject to all other Conditions of Approval previously included in City Council

Resolution Nos. 2020-44, 2021-01, and 2022-53, all as set forth in Exhibit A, attached hereto and incorporated herein by this reference as though set forth in full.

SECTION 8. The City Clerk shall certify to the adoption of this Resolution.

PASSED, APPROVED AND ADOPTED this 6th day of February, 2023, upon the following vote:
____________________________________

WILLIAM DAVIS, CITY MAYOR
ATTEST:
______________________________

DARLENE GERDES, CITY CLERK

Exhibit A
REVISED CONDITIONS OF APPROVAL FOR TPM 37862
Reprint of TPM 37862 Conditions of Approval including previously revised conditions When reviewing Exhibit A, please note that previously modified conditions are indicated by underlined and underlined strikethrough text, proposed additions are indicated in bold text, and proposed deletions are indicated by strikethrough text.

EXHIBIT A
TENTATIVE PARCEL MAP 37862
CITY COUNCIL RESOLUTION 2023-05

CONDITIONS OF APPROVAL

COMMUNITY DEVELOPMENT DEPARTMENT (PLANNING DIVISION)

1.0 GENERAL CONDITIONS

1.1 This Resolution shall not be effective until Resolution No. 2020-42, Resolution No. 2020-43 and Ordinance No. 374 become effective.

1.2 This conditionally approved Tentative Parcel Map shall expire twenty-four (24) months from the date of approval, unless extended as provided by Title 17 of the Calimesa Municipal Code. Within twenty-four months, the developer shall record with appropriate agencies, a Final Parcel Map prepared in accordance with subdivision requirements of the State of California Subdivision Map Act, Title 17 of the Calimesa Municipal Code and applicable development and zoning requirements of the Calimesa Municipal Code, as applicable.

1.3 Tentative Parcel Map 37862 is applied for in conjunction with Environmental Assessment 20-03, General Plan Amendment 20-01, and Specific Plan Amendment 20-01 (approving SP-1 Amendment 2), which are incorporated by reference as though set forth in full. All applicable conditions of approval, project features, and mitigation measures contained within applicable City Council Resolutions, and all applicable mitigation measures contained in the Oak Valley EIR Addendum including the Mitigation Monitoring and Reporting Program, are incorporated herein by reference as though set forth in full.

1.4 Details shown on the Tentative Parcel Map are not necessarily approved. Any details that are inconsistent with City ordinances, these Conditions of Approval, or the City Engineer's current subdivision design guidelines, must be specifically approved in the Final Parcel Map or on the improvement plans. However, the proposed project shall substantially conform with the submitted Tentative Parcel Map approved by the City Council on November 2, 2020, which is on file with the Community Development Department, except as herein modified, during plan check if such modifications are in substantial conformance to the approved Tentative Parcel Map and consistent with the provisions of the Calimesa Municipal Code and/or other applicable regulations.

1.5 Approval of Tentative Parcel Map 37862 is contingent upon the property owner and applicant signing and returning to the Community Development Department the “Agreement to Conditions Imposed” form at the end of this exhibit.

1.6 As a condition of approval of Tentative Parcel Map No. 37862, the developer agrees to indemnify, protect, defend, and hold harmless the City, and agency or instrumentality thereof, and its elected and appointed officials, officers, employees and agents, from and against any and all liabilities, claims, actions, causes or action, proceeding, suits, damages, judgments, liens, levies, costs and expenses of whatever nature, including reasonable attorney's fees and disbursements (collectively, “Claims”) arising out of or in any way relating to the issuance of the entitlement, any actions taken by the City related to this entitlement or the environmental review conducted under the California Environmental Quality Act, Public Resources Code Section 21000 et seq., for this entitlement and related actions.

1.7 All future development shall comply with the Project Features, as identified on pages 7-9 of the Addendum to the Summerwind Ranch at Oak Valley Environmental Impact Report SCH No. 2004061035 (Oak Valley EIR Addendum).

1.8 The Mitigation, Monitoring and Reporting Plan from the Oak Valley Town Center EIR Addendum, containing all applicable mitigation measures from the Final Environmental Impact Report (SCH #2004061035) certified on April 14, 2005, for the Summerwind Ranch at Oak Valley Amendment No. 1 to the Oak Valley Specific Plan Area No. 1 (SP-1, Amendment 1) (Summerwind Ranch EIR) that are not specifically listed herein are hereby made a part of these Conditions of Approval. All costs of supervising and conducting the Mitigation Monitoring Program shall be borne by the developer. The developer shall maintain a minimum $1,000 deposit at all times and shall be responsible for any additional costs associated with the monitoring program. In addition, the Project shall comply with all applicable provisions of federal, State, and Regional Water/Air Quality Control Board rules and regulations.

1.9 Any fees due to the City of Calimesa for processing this project shall be paid to the City within thirty (30) calendar days of final action by the approval authority. Failure to pay such outstanding fees within the time limits specified shall invalidate any approval granted. No permits, site work, or other actions authorized by this action shall be processed by the City, nor permitted, authorized or commenced until all outstanding processing fees are paid to the City.

1.10 The street improvement plans shall incorporate all bike trails and/or paseos along the Project frontage as specified within Specific Plan Amendment (SPA) 20-01, approving the Summerwind Ranch at Oak Valley Specific Plan SP-1, Amendment 2 and as required by the City Engineer.

1.11 Pursuant to Section 711.4 of the State of California Fish and Game Code, the applicant is required to pay a handling fee and certification fee. Fees shall be paid to the Clerk/Recorder of the County of Riverside at the time the Notice of Determination is filed pursuant to Section 21152 of the Public Resources Code. If this fee is not paid, the approval of this project shall not be operative, vested, or final. In order to comply with State mandated time limits for filing a Notice of Determination, the above fee must be delivered to the Community Development Department within two (2) working days after the date of final approval.

1.12 Within 15 days of Council approval of Tentative Parcel Map 37862 and the companion General Plan Amendment (GPA 20-01) and Specific Plan Amendment (SPA 20-01), the applicant or designee shall submit final electronic copies of the accompanying revised General Plan Land Use Map, General Plan Circulation Map and General Plan Multi-Use Trail Map in an appropriate Geographic Information System (GIS) shapefiles in a format suitable for incorporation in the City’s GIS system. Additionally, Specific Plan Amendment SPA 20-01 (Summerwind Ranch Specific Plan SP-1, Amendment 2) shall be submitted in chaptered pdf format. Electronic submittals shall be approved by the Calimesa Planning Manager.

2.0 PRIOR TO THE ISSUANCE OF GRADING PERMITS OR ANY EARTH DISTURBING ACTIVITIES:

2.1 Any proposed phasing of project components shall be submitted for review and approval of the Community Development Director and City Engineer prior to the issuance of a grading permit.

2.2 The location and orientation of the trash enclosures shall be specifically approved on the precise grading plan base on the consultation with Planning and the local service provider. All trash enclosures shall be covered as approved by the Community Development Department. Trash enclosures shall be designed to comply with all current CalRecycle requirements for solid, recycling, and/or organic waste collection.

2.3 Prior to the issuance of a grading permit, the Developer shall demonstrate compliance with all requirements of the Yucaipa Valley Water District Preliminary Project Service Evaluation Letter Dated May 12, 2020.

2.4 Prior to the issuance of a grading permit, the Developer shall pay the MSHCP fee in effect at the time of the grading commencement.

2.5 Pursuant to the timing specified in the applicable ordinance(s), the applicant shall pay all fees in accordance with the regulations in effect at the time of permit issuance (unless otherwise governed by a Development Agreement) including but not limited to the City of Calimesa Development Impact Fees and the Transportation Uniform Mitigation Fee (TUMF). The applicant acknowledges it is their responsibility to obtain the most current fee schedule from the Community Development Department.

2.6 Prior to the issuance of grading permits or recordation of the final map, the developer shall submit:
1) an oak tree planting plan in compliance with mitigation measure BR2; 2) evidence of regulatory permit approval for areas that include jurisdictional features (404, 401, and Streambed alteration) in compliance with mitigation measures BR3, BR5 and BR7; 3) native seed revegetation plan consistent with mitigation measure BR4; and 4) preconstruction bird surveys no more than 7 days in advance of grading, for Least Bell’s Vireo, Southwestern Willow Flycatcher, Migratory Birds and Bald Eagle (if grading occurs during nesting season), in compliance with mitigation measures BR9-2 and BR10.

2.7 Prior to the issuance of grading permits, the developer shall perform preconstruction evaluation of: 1) resources identified in EIR/Addendum Table 3.4-2, as required by mitigation measure CR2- 1; and 2) perform a paleontology site survey as required by mitigation measures CR2-2 and CR2-

4. 2.8 Prior to the issuance of a grading permit, the Developer shall retain a professional archaeologist who meets U.S. Secretary of the Interior Standards (SOI). The archaeologist shall be present during all ground-disturbing activities (i.e. clearing, grubbing, tree and bush removal, grading, trenching, fence post placement and removal, construction excavation, excavation for water supply, electrical, and irrigation lines, and landscaping phases, excavation of any kind) to identify any known or suspected archaeological and/or cultural resources. The Project Archaeologist shall have the authority to temporarily redirect earthmoving activities in the event that suspected archaeological resources are unearthed and/or are discovered on surface, during Project construction. The Project Archaeologist, in consultation with the Consulting Tribe(s), the contractor, and the City, shall develop a Cultural Resources Management Plan (CRMP) in consultation pursuant to Government Code Section 65352.4 to address the details, timing and responsibility of all archaeological and cultural activities, construction schedules and protocols that will occur on the project site. A consulting tribe is defined as a tribe that initiated the SB 18 tribal consultation process for the Project, has not opted out of the SB 18 consultation process, and has completed consultation with the City as provided for in Cal Pub Res Code Section 21080.3.2(b)(1). Details in the Plan shall include:
a. Project grading and development scheduling;
b. The Project archeologist and the Consulting Tribes(s) and/or Tribes designated representative as defined in Cultural Resources Condition #1 shall attend the pre-grading meeting with the City, the construction manager and any contractors and will conduct a mandatory Cultural Resources Worker Sensitivity Training to those in attendance. The Training will include a brief review of the cultural sensitivity of the Project and the surrounding area; what resources could potentially be identified during earthmoving activities; the requirements of the monitoring program; the protocols that apply in the event inadvertent discoveries of cultural resources are identified, including who to contact and appropriate avoidance measures until the find(s) can be properly evaluated; and any other appropriate protocols. All new construction personnel that will conduct earthwork or grading activities that begin work on the Project following the initial Training must take the Cultural Sensitivity Training prior to beginning work

and the Project archaeologist and Consulting Tribe(s) and/or Tribes designated representative shall make themselves available to provide the training on an as-needed basis; c. The protocols and stipulations that the contractor, City, Consulting Tribe(s) and Project archaeologist will develop as a Treatment Plan to address the details in the event of inadvertent cultural resources discoveries, including any newly discovered cultural resource deposits that shall be subject to a cultural resources evaluation. All parties will work in a good faith effort and in a timely manner to address the inadvertent cultural resource discoveries.

2.9 Prior to the issuance of a grading permit, the Applicant shall secure agreements with the consulting tribe(s) for tribal monitoring. The Tribal Monitor(s) shall be on-site during all ground disturbing activities including clearing, grubbing, tree and bush removal, grading, trenching, fence post placement and removal, construction excavation, excavation for all water supply, electric, and irrigation lines, and landscaping phases of any kind. The Applicant is also required to provide a minimum of 30 days’ advance notice to the tribe(s) of all ground disturbing activities. The Tribal monitor(s) shall have the authority to temporarily halt and redirect earth moving activities in the affected area in the event that suspected archaeological resources are unearthed and/or discovered on surface. If the Tribal monitor(s) suspect that an archaeological resource may have been unearthed and/or discovered on surface, the Project Archaeologist or the Tribal monitor(s) shall immediately redirect grading operations in a 100-foot radius around the find to allow identification and evaluation of the suspected resource. In consultation with the Tribal monitor(s), the Project Archaeologist shall evaluate the suspected resource and make a determination of significance pursuant to California Public Resources Code Section 21083.2.

2.10 In the event that Tribal cultural resources are discovered during the course of grading (inadvertent discoveries), the following procedures shall be carried out for final disposition of the discoveries:
a) One or more of the following treatments, in order of preference, shall be employed with the tribes. Evidence of such shall be provided to the City of Calimesa Planning Department and Consulting Tribe(s) and agreed upon:
i. Preservation-In-Place of the cultural resources, if feasible. Preservation in place means avoiding the resources, leaving them in-situ with no development affecting the integrity of the resources, in perpetuity.
ii. Onsite reburial of the discovered items as detailed in the treatment plan required pursuant to Cultural Resources Condition #1. This shall include measures and provisions to protect the future reburial area from any future impacts in perpetuity. Reburial shall not occur until all legally required cataloging and basic recordation have been completed. No recordation of sacred items is permitted without the written consent of all Consulting Native American Tribal Governments as defined in Cultural Resources Condition #1. iii. Curation at a Riverside County Curation facility that meets federal standards per 36 CFR Part 79 and therefore will be professionally curated and made available to other archaeologists/researchers and tribal members for further study. The collection and associated records shall be transferred, including title, and are to be accompanied by payment of the fees necessary for permanent curation. Evidence shall be provided in the form of a letter from the curation facility identifying that archaeological materials have been received and that all fees have been paid.

2.11 The City shall verify that the following note is included on the Grading Plan:
“If any suspected archaeological resources are discovered during ground-disturbing activities and the Project Archaeologist or Tribal monitor(s) are not present, the construction supervisor is

obligated to halt work in a 100-foot radius around the find and call the Project Archaeologist and the Tribal Representatives to the site to assess the significance of the find.”

2.12 If potential historic or cultural resources are uncovered during excavation or construction activities at the project site, work in the affected area must cease immediately and a qualified registered professional archaeologist (RPA) meeting the Secretary of the Interior's standards (36 CFR 61), Tribal Representatives, and all site monitors (including tribal monitors) per Cultural Resources Condition #1, shall be consulted by the City to evaluate the find, and as appropriate recommend alternative measures to avoid, minimize or mitigate negative effects on the historic, or prehistoric resource. Determinations and recommendations by the consultant shall be immediately submitted to the Planning Division for consideration, and implemented as deemed appropriate by the Planning Director, in consultation with the State Historic Preservation Officer (SHPO) and any and all Consulting Native American Tribes as defined in Cultural Resources Condition #1 before any further work commences in the affected area.

2.13. If human remains are discovered, no further disturbance shall occur in the affected area until the County Coroner has made necessary findings as to origin. If the County Coroner determines that the remains are potentially Native American, the California Native American Heritage Commission shall be notified within 5-days of the published finding to be given a reasonable opportunity to identify the “most likely descendant”. The “most likely descendant” shall then make recommendations and engage in consultations concerning the treatment of the remains. No photographs are to be taken except by the Coroner. (California Public Resources Code 5097.98) (GP Objective 23.3, CEQA).

3.0 PRIOR TO THE RECORDATION OF A FINAL MAP:

3.1 Prior to recordation of the final map (or as approved by the City Engineer), access, ownership and maintenance responsibilities shall be established to comply with all applicable items listed in Table III-3 “Construction, Ownership, and Maintenance Responsibilities” of the Summerwind Ranch Specific Plan Amendment No. 2. This table includes both public and private facilities located within the project boundary that will require perpetual maintenance. The type of mechanisms used to accomplish this condition shall be approved by the City Engineer and Planning Manager. Many items listed in Table III-3 can be annexed into the project’s Community Facilities District (CFD). Other items from the table might establish access and maintenance provisions via CC&R’s, Access and Maintenance Agreements, private agreements between property owners, recordation of easements or other approved methods. All documents/agreements used to address this condition shall be submitted to City for approval prior to map recordation. The Developer shall provide CC&R's (or other approved mechanism) for review and approval by City Attorney and City Engineer prior to map recordation. The CC&R’s shall include provisions for providing the perpetual maintenance by Developer/Master Owner's Association (MOA)/Commercial Owner's Association (COA)/Business Park Owner’s Association (BPOA) for all applicable items listed in Table III-3 “Construction, Ownership, and Maintenance Responsibilities” of the Summerwind Ranch Specific Plan Amendment No. 2. A certified copy of the final documents shall be submitted to the Community Development Department within five days after their recordation.

3.2 Prior to the recordation of the final map on first occupancy in areas designated for Commercial use, all organizational documents for a Commercial Owner’s Association including CC&Rs, shall be submitted to and approved by the Community Development Department, the City Engineer and City Attorney. The Developer is responsible for costs associated with the review of these documents. The approved CC&Rs shall be recorded concurrently with recordation of the final map. A certified copy of the final documents shall be submitted to the Community Development Department within five days after their recordation. These provisions shall include, but not be limited to, the following:

a. No parcel shall be sold or a Certificate of Occupancy unless a Commercial Owner’s Association has been legally formed with the right to accesses and to operate and maintain all other mutually available features of the development including, but not limited to, access points, driveways, parking stalls, trash receptacles and enclosures, directory signage, and landscaping.
b. No parcel shall be sold or a Certificate of Occupancy unless reciprocal access easements have been established to ensure mutual use and benefit from all access points, driveways, parking stalls, trash receptacles and enclosures, directory signage, and landscaping. c. The City shall be identified in the CC&R provisions for enforcement purposes of those CC&R provisions in which the City has interest, as reflected in the following provisions.

However, the City shall not be obligated to enforce the CC&Rs. d. Association bylaws must be established prior to occupancy. e. Provisions for effective ownership, operation, maintenance, and use of all areas to be owned or maintained by the Commercial Owner’s Association. f. Membership in the association shall be inseparable from ownership in individual parcels. g. Architectural controls shall be provided and may include, but not be limited to, provisions regulating exterior finishes, roof materials, fences and walls, accessory structures, monument and pylon signage, trellises, awnings, exterior mechanical equipment, television, satellite and radio antenna.
h. Maintenance standards shall be provided for applicable items listed in Section (a) above.

Examples of maintenance standards are shown below:

1. All common area landscaping and private areas visible from any public way shall be properly maintained such that they are evenly cut, evenly edged, free of bare or brown spots, debris, and weeds. All trees and shrubs shall be trimmed so they do not impede vehicular or pedestrian traffic. Trees shall be pruned so they do not intrude into walkways or drive aisles and shall be maintained so they do not have excessive droppings or create other nuisances to neighboring properties. All trees shall also be root pruned to eliminate exposed surface roots and damage to sidewalks, driveways, and structures.

2. All private roadways, sidewalks, and open space areas shall be maintained so that they are safe for users. Significant pavement cracks, pavement distress, excessive slab settlement, abrupt vertical variations, and debris on travel ways shall be removed or repaired promptly.

3. Common areas shall be maintained in such a manner as to avoid the reasonable determination of a duly authorized official of the City that a public nuisance has been created by the absence of adequate maintenance such as to be detrimental to public health, safety, or general welfare.
i. Commercial Owner’s Association approval of exterior improvements requiring a building permit shall be obtained prior to requesting a building permit from the City of Calimesa Community Development Department. All plans for exterior improvements shall conform to requirements set forth by the City and the CC&Rs.

j. Provisions regarding the shared use of parking shall be included in the CC&Rs. k. Provisions requiring that any restriping of the parking area shall require review and approval by the Community Development Department and shall be fully compliant with the Americans with Disabilities Act (ADA).
l. The CC&Rs, or another legal instrument approved by the Community Development Director, shall require the property owner, successors, tenants (if applicable), and assigns to operate and maintain in perpetuity any post-construction BMPs described in the approved Water Quality Management Plan for the project. m. All utility services serving the site shall be installed and maintained underground. n. The association shall be required to file the names, addresses, and telephone numbers of its officers with the Community Development Department. o. The association shall be responsible for establishing and following procedures for providing access to public utilities for maintenance of their facilities within the project area, subject to those agencies' approval.
p. No amendment to alter, modify, terminate, or change the association's obligation to maintain the common areas and the project perimeter wall or other CC&R provisions in which the City has an interest, as noted above, or to alter, modify, terminate, or change the City's right to enforce maintenance of the common areas shall be permitted without the prior written approval of the City of Calimesa Community Development Department. q. CC&R's shall provide education and notification regarding all areas where recycled water is used to water landscaped areas pursuant to rules, regulations and enforcement by the governing water purveyor.

3.3 (Revised) Prior to the recordation of the final map (or as approved by City Engineer) on areas designated for Business Park use, Developer to provide City with appropriate documents to address the following items. The type of documents/mechanisms used to accomplish this condition shall be approved by the City Engineer and Planning Manager. This may be accomplished through CC&R’s, Access and Maintenance Agreements, recorded easements or other City approved methods. All documents/agreements all organizational documents for a Business Park Owner’s Association including CC&Rs, shall be submitted to and approved by the Community Development Department and City Engineer and City Attorney. The Developer is responsible for costs associated with the review of these documents. The approved documents CC&Rs shall be recorded prior to or concurrently with recordation of the final map. A certified copy of the final documents shall be submitted to the Community Development Department within five days after their recordation. These provisions shall include, but not be limited to, the following:
a. Provisions shall be included to give the City shall be identified in the CC&R provisions for enforcement purposes of those CC&R provisions the power to enforce maintenance standards wherein which the City has an interest, inclusive of maintenance of the vegetative barrier for areas adjacent to planned residential uses, maintenance of berms, landscape areas adjacent to public streets, and maintenance of perimeter walls and sound walls. However, the City shall not be obligated to enforce the maintenance standards CC&Rs.
b. Membership in the association shall be inseparable from ownership in individual parcels. c. Maintenance standards shall be established provided for berms, landscape areas visible from public streets and within the vegetative barriers. Examples of maintenance

standards include that landscaping shall be properly maintained such that they are evenly groomed, evenly edged, free of bare or brown spots, debris, and weeds. All trees and shrubs shall be trimmed so they do not impede vehicular or pedestrian traffic. Trees shall be pruned so they do not intrude into walkways or drive aisles and shall be maintained so they do not have excessive droppings or create other nuisances to neighboring properties.

Trees within the vegetative barrier shall be maintained in a healthy state and groomed equally to prevent the occurrence of a vegetative gap. All trees shall also be root pruned to eliminate exposed surface roots and damage to sidewalks, driveways, and structures. d. Documents to include Pprovisions requiring that any restriping of the parking areas shall require review and approval by the Community Development Department and shall be fully compliant with the Americans with Disabilities Act (ADA). e. The CC&Rs, Recorded agreement, or another legal instrument approved by the City, shall require the property owner, successors, tenants (if applicable), and assigns to operate and maintain in perpetuity any post-construction BMPs described in the approved Water Quality Management Plan for the project;
f. All utility services serving the site shall be installed and maintained underground. g. No amendment to alter, modify, terminate, or change the obligation to maintain the berms, landscape areas, sound wall and the project perimeter wall or other CC&R provisions in which the City has an interest, as noted above, or to alter, modify, terminate, or change the City's right to enforce maintenance of the berms, landscape and wall areas shall be permitted without the prior written approval of the City of Calimesa Community Development Department, City Engineer and City Attorney. h. CC&R's Developer shall provide education and notification regarding all areas where recycled water is used to water landscaped areas pursuant to rules, regulations and enforcement by the governing water purveyor.

4.0 PRIOR TO THE ISSUANCE OF A BUILDING PERMIT

4.1 The Community Development Department shall review and approve the location and aesthetic design of any retaining walls.

4.2 Pursuant to Calimesa Municipal Code Section 18.90.040, the Project is subject to approval of Major Development Plan Review.

4.3 Pursuant to Calimesa Municipal Code Section 18.30, warehouse/distribution uses are subject to a City Council approved Conditional Use Permit.

4.4 The Developer shall provide the Project’s fair share of the Specific Plan affordable housing obligation to the satisfaction of the City Manager and Community Development Department.

4.5 The Developer shall provide evidence of Beaumont Unified School District school fee payment.

5.0 ENGINEERING GENERAL CONDITIONS

5.1 Parcel Map No. 37862 is not for finance and conveyance purposes only and This map does not remove any development requirements set forth with approval of City of Calimesa Resolution 2005-14, regarding the Certification of the Summerwind Ranch at Oak Valley Final EIR, which must be satisfied with continued development of the property. This map does not create a legal building site, further applications are necessary to develop this property.

5.2 The Developer shall comply with all Mitigation Measures included in the Oak Valley Town Center EIR Addendum, the Summerwind Ranch at Oak Valley EIR and the Summerwind Ranch at Oak Valley Specific Plan Traffic Impact Analysis (TIA) dated December 16, 2004, as applicable for this project and Developer shall comply with all project requirements listed in the project specific Trip Generation & Circulation Context Study dated October 6, 2020 and the Traffic Phasing Evaluation Report dated October 6, 2020. The following project specific conditions do not negate the requirements of the mitigation measures included in the Oak Valley EIR Addendum, Summerwind Ranch EIR or TIA. All costs of supervising and conducting the Mitigation Monitoring Program shall be borne by the Developer. The Developer shall maintain a minimum of $10,000 deposit at all times and shall be responsible for any additional costs associated with the monitoring program.

Should a conflict arise in language between the Oak Valley EIR Addendum, Summerwind Ranch EIR and the Project Specific conditions, the stricter interpretation shall apply as determined by the City Engineer.

5.3 The Developer shall obtain City approval for any modifications or revisions to the approval of this project. Deviations not identified on the plans may not be approved by the City, potentially resulting in the need for the project to be redesigned. Consequently, amended entitlement approvals may be necessary.

5.4 All Ordinances, Policy Resolutions, and Standards of the City in effect at the time this Project is approved shall be complied with as a condition of this approval.

5.5 All public improvements shall be designed in compliance with all appropriate Federal, State, County, and/or City standards. Preference shall be given to the use of Riverside County Transportation Department construction standards. Use of other standards, i.e. Caltrans, APWA, and other shall be approved on a case-by-case basis. All public and private improvements shall be constructed to the standards mandated by the Americans with Disability Act (ADA) and the latest changes thereto.

5.6 All approved grading, improvement plans and project reports, including revisions to approved documents, shall be submitted to the City in electronic format prior to issuance of permits.

5.7 Contractors are required to arrange for a pre-construction meeting concurrently with the issuance of any permits.

5.8 All retaining, sound and perimeter walls shown on a grading plan require separate plan check, permits and inspections from the City’s Building Department.

5.9 Developer shall employ a qualified professional engineering firm to perform design services. All construction plans shall be prepared on 24”X36” drawing sheets with the City standard title block.

5.10 Project improvement plans and reports shall be submitted for plan check to the Engineering Department for review and approval by the City Engineer. Public and private improvement plans shall be submitted as a complete package including grading, erosion, street, signing and striping, drainage, sewer, water, hydrology and hydraulics study, soils report, traffic study, WQMP & SWPPP reports, reference and backup documents and any other plans or reports as required by these conditions of approval. Incomplete submittals shall be rejected. Plan check fees/deposits shall be submitted, with the plan check submittal package, based on the latest adopted fee schedule.

5.11 Any utility conflicts or changes to the approved plans that occur during construction shall be approved by the Public Works Director and the City Engineer. If the City Engineer deems

necessary, construction work in the area of the conflict shall stop until the project engineer has submitted appropriate solutions to the City for review and approval.

5.12 Any future construction within an individual lot or phase of this final map shall be constructed as a stand-alone project. No portion of the any planning area shall be built contingent upon the future construction of another.

5.13 For each phase of development, Developer shall submit a phasing plan identifying construction access, public access and emergency access for review and approval by the City Engineer.

5.14 Annexation into the City-wide CFD for police, fire, paramedic and park services. Prior to the subdivider shall be required to complete the procedures for the annexation of the property within the boundaries of the subdivision into the City’s existing Community Facilities District known as “City of Calimesa Public Services Communities Facilities District No. 1 (Law Enforcement, Fire, Paramedic, and Park Maintenance Services)” (the “Services CFD”). This annexation shall be for the purpose of providing funding for police, fire, paramedic and park maintenance services within the subdivision. In connection with this requirement, the subdivider shall be required to consent to the annexation of the subdivision into the Services CFD and agree to waive and shall waive the right to protest said annexation, and the related assessment and to otherwise cooperate with and timely comply with related steps and actions required to complete the annexation.

6.0 ENGINEERING PROJECT SPECIFIC GENERAL CONDITIONS

6.1 Prior to recordation of the final map, Developer shall create and annex into a Community Facilities District (CFD) for the Project and said CFD shall be available to future developments for annexation.

CFD shall provide for the perpetual maintenance of the following: 1) Public street parkway and median landscaping and irrigation; 2) City owned drainage facilities, basins and appurtenances; 3) Public parks; 4) Public paseos and equestrian trails (including signing, monumentation and fencing); and 5) Street lights.

6.2 Developer shall provide a fire station site located within planning area TC-4 as part of the proposed Development Plan for Tentative Parcel Map 37862. The exact location of the fire station site shall be determined prior to entitlement approval of TC-4 and shall be to the satisfaction of the Fire Chief and City Manager, and shall be incorporated as a condition of approval of the Development Plan.

7.0 ENGINEERING PRIOR TO MAP RECORDATION

7.1 All final tract maps shall be prepared by, or under the direction of, a Registered Civil Engineer authorized to practice land surveying, or a Licensed Land Surveyor and shall comply with the California Subdivision Map Act and to all the requirements of Title 13 of the Calimesa Municipal Code (City of Calimesa Subdivision Ordinance), unless modified by the conditions listed below. The final map shall be reviewed by the City Engineer and approved by the City Council prior to being filed with the County Recorder.

7.2 A preliminary subdivision guarantee (title report) is required showing all fee interest holders and encumbrances when the final map is submitted for map check. An updated subdivision guarantee shall be provided before the final map is released for filing with the County Recorder.

7.3 The final map shall be recorded prior to the issuance of any permits, with the exception of a mass/rough grading permit and improvement permits, and only when allowed by the City Engineer and Public Works Director.

7.4 All cConflicting existing easements or dedications shall be quitclaimed or vacated as required to comply with the approved Tentative Parcel Map as required by the City Engineer.

7.5 Improvement plans shall include access to storm drains, fire department access roads and other utility easements that are accessed from a publicly accessible paved street. The City of Calimesa's review of the easements shall include appropriateness of the design vehicle, turning radius of said vehicle, easement slopes, and easement widths.

7.6 Prior to map recordation (or as required by the City Engineer) Easements easements and/or other legal means of access shall be provided to all open space lots, multi-use trails and paseos that do not have adequate access from a public street. Easements may be by separate Instrument as approved by City Engineer.

7.7 Developer shall obtain access and construction easements for any necessary interim off-site improvements prior to map recordation or as approved by City Engineer

7.8 Developer shall design and install (or secure) landscaping and irrigation facilities within the public right-of-way parkways, paseos and medians to the satisfaction of the Planning Director and City Engineer.

7.9 Approval for the filing of this land division is contingent upon approval of plans and specifications based on the conditions of approval presented herein and the final version of the Tentative Parcel Map. If the improvements are not installed prior to the filing of this land division, the Developer must submit an Undertaking Agreement and Faithful Performance and Labor and Materials Bonds (or other surety type acceptable to the City) in the amount approved by the City Engineer guaranteeing the installation of said improvements and final map monumentation. The current Riverside County Transportation Department Engineer's estimate form shall be used for all Calimesa bonding estimates.

8.0 ENGINEERING MAP RECORDATION - GRADING AND DRAINAGE

8.1 Mass grading, City maintained storm drains, retention facilities and erosion control plans shall be submitted and approved by the City Engineer prior to map recordation.

8.2 Improvement plans shall be approved prior to map recordation and shall demonstrate that historical or existing storm water flows from adjacent properties are received and directed to a public street, a public drainage facility or a City approved drainage easement to the satisfaction of the City Engineer.

8.3 The proposed drainage improvement plans shall be approved prior to map recordation and shall be designed such that drainage facilities will maintain or reduce the 100-year peak runoff rates presently exiting all Project boundaries to the satisfaction of the City Engineer. The Project will use on-site water quality/detention basins to reduce the storm water flows to or below the existing condition flow rates prior to their discharge to areas located downstream of the project.

8.4 Improvement plans shall show storm water within the Project site to be conveyed by streets and local storm drains to point of discharge to the existing drainage courses or proposed detention basins. All storm drain outlets and detention basins will be situated in a manner that minimizes or avoids impacts to natural stream courses that are considered jurisdictional by the U.S. Army Corps of Engineers and /or California Department of Fish and Wildlife. Proposed storm drain outlets will be designed to protect against erosion at the point of discharge.

8.5 All storm drains 36 inches in diameter or less shall be designed and constructed to Riverside County Flood Control and Water Conservation District (RCFCWCD) Standards and these facilities shall be maintained by a LLMD, CFD or approved mechanism.

8.6 All storm drains greater than 36 inches in diameter, and structures proposed for maintenance by RCFCWCD for detention, retention, or debris, shall be designed and constructed to RCFCWCD standards. All plan sets related to any RCFCWCD facilities shall be reviewed, checked, and approved (or secured) by RCFCWCD. Prior to first occupancy recordation of the final map, Developer shall provide evidence of ownership and maintenance responsibility by RCFCWCD.

8.7 Prior to first occupancy, Developer shall demonstrate compliance with all requirements of the Riverside County Flood Control and Water Conservation District (RCFCWCD).

8.8 Developer shall prepare and submit a program for preventative maintenance of major manufactured slope areas. Such program will be approved by the City Engineer. In addition, slope maintenance requirements and guidelines shall be acknowledged as an obligation in the Covenants, Conditions and Restrictions or in Lighting and Landscape Maintenance District or other City approved arrangement.

9.0 ENGINEERING MAP RECORDATION - STREET, TRAFFIC, AND CIRCULATION

9.1 Developer shall perform a sight distance analysis that demonstrates adequate stopping sight distance is provided along street frontages in accordance with County of Riverside standards, taking into consideration intersecting streets, proposed driveways, vertical elevation differences, and curvilinear alignments to the satisfaction of the City Engineer. No landscaping, walls, fences, utility structures, entry monuments signing, or permanent construction that will be more than 30 inches in the critical height area shall be permitted.

9.2 To determine intersection right of way dedication and ultimate street improvement locations, Developer shall prepare an Alignment Study of all roadway intersections of collector and greater to the satisfaction of the City Engineer. Graphics associated with the Alignment Study shall be prepared at a drawing scale of 1” = 40’. The approved alignment study shall consider the design requirements for all applicable project mitigations identified in the Summerwind Ranch Specific Plan Traffic Impact Analysis (2005) and Trip Generation & Circulation Context Memo dated October 6, 2020 and the Traffic Phasing Evaluation Report dated October 6, 2020 to include lane geometry and capacities, any new traffic signal locations or relocations, striping transitions, bus bay locations, driveway locations and future medians.

9.3 Traffic Control Plan based on the California Manual of Uniform Traffic Control Devices (CA MUTCD) shall be submitted approved prior to issuance of applicable encroachment permits, for review and approval by the City Engineer. Prior to map recordation Ttraffic control shall be included as a line item in the Engineer's Estimate for bonding purposes. No construction shall be allowed prior to the approval of Traffic Control Plans.

9.4 Signing and striping plans shall be submitted for plan check review and approval prior to map recordation. Signing and Striping costs shall be included as a line item in the Engineer’s Estimate for bonding purposes. Developer shall install all street name signs, striping, and related signage as shown on the approved plans to the satisfaction of the City Engineer prior to acceptance of improvements.

9.5 “No stopping zones” shall be established along Roberts Road and Singleton Road to the satisfaction of the City Engineer and shown and implemented on the Signing and Striping Plans.

9.6 Street improvement plans shall be designed to contain a maximum 10-year storm flow between the curbs, a maximum 100-year storm flow within the right-of-way. For secondary and major arterial roads, project design shall maintain two dry travel lanes during 10-yr frequency storms.

9.7 Design engineer shall call-out the points within the street system where the design storm water flows exceed the street capacity standards established in the aforementioned condition. Catch basins and connector pipes shall collect the storm drainage at all points within the Project where the storm drainage exceeds street capacity.

9.8 The Developer shall be responsible for all costs associated with off-site right-of-way and/or easement acquisition, including any costs associated with the eminent domain process, if necessary.

9.9 Prior to map recordation, Applicant shall coordinate with Transit Authority and City to determine if a bus stop is required within the project boundary; and If required, Developer shall design and install (or pay an in-lieu fee to cover costs). Bus turnout locations and other public conveniences shall be specifically located on the improvements plans for each phase of development to the satisfaction of the City Engineer and appropriate transit authorities.

10.0 ENGINEERING MAP RECORDATION - SEWER, WATER, STREET LIGHTS AND UTILITIES

10.1 Developer shall submit street light plans indicating the location of all existing and proposed streetlights. All project lighting shall be in accordance with applicable Calimesa Municipal Code standards or the Riverside County Department of Transportation Guidelines. Light Emitting Diode (LED) decorative type street lights are required and all light type and spacing shall be approved by the City Engineer. Developer shall annex into a Landscape and Lighting Maintenance District (LLMD) or approved mechanism for maintenance of all project street lights.

10.2 All required public Public and/or private utility easements associated with this subdivision of land shall be recorded on or concurrently with the final map as required by the City Engineer. and eEasement widths shall be approved by the governing easement holder. This includes easements for overhead and underground facilities and appurtenances to the satisfaction of the City Engineer.

In addition, all existing conflicting easements shall be abandoned/quitclaimed on the final map or concurrently with the final map to the satisfaction of the City Engineer.

10.3 Prior to map recordation, Developer to provide written evidence of a preliminary project service evaluation from Yucaipa Valley Water District (YVWD) which indicates that appropriate water and recycled water services will be provided to the project.Developer shall design and construct (or secure) water and recycled water facilities to serve this project as required by Yucaipa Valley Water District (YVWD). Prior to issuance of a construction permit, Pplans and specifications for the water and recycled water system facilities shall be submitted to YVWD for plan check and approval, and to the City of Calimesa for plan check and approval of City related issues, prior to recordation of the final map or issuance of a construction permit. Developer shall submit an agreement and/or other evidence, satisfactory to the City Engineer, indicating that the developer has entered into a contract with water purveyor guaranteeing payment and installation of the water improvements.

10.4 Prior to map recordation, Developer to provide written evidence of a preliminary project service evaluation from Yucaipa Valley Water District (YVWD) which indicates that appropriate sewer services will be provided to the project. Developer shall design and construct (or secure) sewer facilities to serve this project as required by Yucaipa Valley Water District (YVWD).Prior to issuance of a construction permit, Pplans and specifications for the sewer system facilities shall be submitted to the governing sewer purveyor YVWD for plan check and approval, and to the City of Calimesa for plan check and approval of City related issues, prior to recordation of the final map or issuance of a construction permit. Developer shall submit an agreement and/or other evidence, satisfactory to the City Engineer, indicating that the Developer has entered into a contract with the sewer purveyor guaranteeing payment and installation of the sewer improvements.

10.5 Developer shall provide onsite and offsite easements required for sewer and water facilities as shown on the Tentative Parcel Map prior to final map recordation or as required by the City Engineer.

All easements widths and configurations shall be approved by YVWD and the City Engineer. prior to map recordation .

11.0 ENGINEERING PRIOR TO MAP RECORDATION - PROJECT SPECIFIC CONDITIONS

11.1 (Previously Revised) All applicable traffic mitigation measures identified in the approved Summerwind Ranch Specific Plan Traffic Impact Analysis (2005) and the project specific Trip Generation & Circulation Context Study dated October 6, 2020 and the Traffic Phasing Evaluation Report dated October 6, 2020 shall be funded through appropriate and sufficient WRCOG/City required TUMF and development fees, which such TUMF and Development Fees shall be calculated and paid by Developer in connection with any subsequent development approvals at such time as payment for said fees is due and payable, for all or a portion of the Property, except as otherwise provided in a Development Agreement. In addition, funding is required consistent with a fair share analysis of project impacts for off-site Non-TUMF facilities in the amount $3,454,114 (per Table 10 of the Trip Generation & Circulation Context Study). City and Developer acknowledge that Developer will be installing significant Non-TUMF facilities as part of their planned development of the Public Improvements. City will agree to offset the costs of the Public Improvements that exceed Developer’s fair share against the obligation specified above for Non-TUMF facilities. To the extent Developer still has an unfunded obligation for the Non-TUMF facilities, such amount will be paid to the City prior to the first certificate of occupancy for any commercial building in the Project.

11.2 Prior to first occupancy release of the first phase, In lieu of Developer's TUMF obligation, City may require Developer to execute a TUMF Credit Reimbursement Agreement with the City for processing, right-of-way acquisition and construction of the ultimate Interstate 10/Singleton Road interchange improvements.

11.3 Prior to first occupancy release of the first phase, Prior to final map recordation (or as required by the City Engineer), Developer shall design and construct the I-10 Freeway service connectors northbound on-ramp and southbound off-ramp for Singleton Road as interim Interstate connectors, including interim traffic signals, for Project circulation. Developer shall provide evidence of Caltrans permit/approvals to City prior to start of construction. Construction shall be completed prior to first occupancy release of the first phase. No TUMF fee credits will apply to these interim improvements.

11.4 Prior to first occupancy of each phase, at a minimum, Developer shall design and construct all ultimate improvements identified in the project specific Traffic Phasing Evaluation Report for each phase of the Project to include roadway and traffic signal improvements and connections. Upon completion of the interim improvements, Developer and City will collaborate to begin ultimate interchange approval processing (geometric layout to be determined during processing) including modifications to ramps, new roadway bridge construction, re-alignment of the Calimesa Boulevard and Singleton Road intersection and related improvements as defined during the Caltrans approval process.

11.5 Prior to recordation of the final map, Developer shall dedicate the necessary right of way and design and (or post sureties) for all interim and ultimate project required signal improvements as indicated in the project specific Trip Generation & Circulation Context Study dated October 13, 2020 and the Traffic Phasing Evaluation Report, dated October 6, 2020.

11.6 All proposed traffic signal locations shown in the project specific Trip Generation & Circulation Context Study analysis shall be justified with a warrant study consistent with the latest version of CA Manual of Uniform Traffic Control Devices Manuals (MUTCD).

11.7 Developer shall construct all project required signalized intersections along Singleton Road and Roberts Road in concrete in lieu of County Standard Plan 114. The concrete intersection design should account for expected queue lengths at each signalized intersection.

11.8 Prior to recordation of the final map, and consistent with Summerwind Ranch Specific Plan TIA circulation requirements, dated December 16, 2020. Developer shall dedicate, design and construct (or secure) full width offsite street improvements for Roberts Road to fill the gap between the south project boundary and the existing New Roberts Road improvements just south of this Project.

Improvements shall conform to 110-ft Arterial Highway Standard Section as shown on the Roberts Road Cross Section on the approved Tentative Parcel Map. Street improvement shall be constructed in accordance with City of Calimesa Standards and to the satisfaction of the City Engineer. This connection shall be completed prior to the first occupancy release of the first phase.

Any requests for Street and Traffic Development Impact Fee (DIF) credits shall be made by Developer prior to issuance of the first building permit in Phase 1.

11.9 Prior to recordation of the final map, Developer shall dedicate, design and bond/secure for full width street improvements for Roberts Road within the project boundary to conform to 110-ft Arterial Highway Standard Section as shown in the approved Summerwind Ranch Specific Plan TIA and on the Tentative Parcel Map. The street improvements shall be constructed in accordance with City of Calimesa standards and to the satisfaction of the City Engineer. Phased construction of street improvements shall be in accordance with the approved project specific Traffic Phasing Evaluation Report. Any requests for Street and Traffic Development Impact Fee (DIF) credits shall be made by Developer prior to issuance of the first building permit in Phase 1 (or timing as permitted by the City Engineer).

11.10 Prior to recordation of the final map, Developer shall dedicate, design and bond/secure for full width street improvements for Singleton Road, from Roberts Road to the southwesterly project boundary, to conform to 110-ft Arterial Highway Standard Section as shown in the approved Summerwind Ranch Specific Plan TIA and on the Tentative Parcel Map. The street improvements shall be constructed in accordance with City of Calimesa standards and to the satisfaction of the City Engineer. Phased construction of street improvements shall be in accordance with the approved project specific Traffic Phasing Evaluation Report. Any requests for Street and Traffic Development Impact Fee (DIF) credits shall be made by Developer prior to issuance of the first building permit in Phase 1 (or timing as permitted by the City Engineer).

11.11 Prior to recordation of the final map, Developer shall dedicate, design and bond/secure for full width street improvements for Singleton Road, from Roberts Road to the I-10 Freeway overpass, to conform to 134-ft Urban Arterial Highway Standard Section as shown in the approved Summerwind Ranch Specific Plan TIA and on the Tentative Parcel Map. The street improvements shall be constructed in accordance with City of Calimesa standards and to the satisfaction of the City Engineer. Phased construction of street improvements shall be in accordance with the approved project specific Traffic Phasing Evaluation Report. TUMF credits will be applicable.

11.12 Street improvement plans shall include a temporary turnaround located at the terminus of Singleton Road at the west property line and another turnaround located at the north terminus of Roberts Road.

The turnarounds shall be designed per Fire Department standards and to the satisfaction of the City Engineer.

11.13 Prior to map recordation, Developer shall design and construct (or secure) a culvert and wildlife corridor crossing under Roberts Road at the south project boundary as shown on the Tentative Parcel Map. Developer to provide evidence of permits from all governing agencies including US Army Corp of Engineers and California Department of Fish and Wildlife prior to issuance of construction permits. These improvements shall be constructed and accepted by the City Engineer prior to the first occupancy release.

11.14 Developer shall vacate portions of “Old” Roberts Road, Cooper Drive and Woodhouse Road located within the project boundary and as shown on the approved Tentative Parcel Map to the satisfaction of the City Engineer.

11.15 Developer shall dedicate 30-ft minimum private access easements as shown on the Tentative Parcel Map to provide access to the properties located between the freeway and the north project boundary.

Appropriate access rights shall be maintained to all existing properties to the satisfaction of the City Engineer.

11.16 Prior to or concurrently with the recordation of the final map or as required by the City Engineer, Developer shall record all required offsite easements for sewer, storm drain and other infrastructure as shown on the approved Tentative Parcel Map and to the satisfaction of the easement holder and City Engineer.

11.17 Prior to recordation of the final map, applicable permanent off-site slope easements granting rights for access, grading, wall construction, landscaping, irrigation, and drainage facilities, together with the right to maintain these facilities, shall be recorded by separate instrument. Terms of the easement shall be approved by the City Engineer or designee, prior to recordation.

11.18 The mass grading shown on the approved project Development Plan for the Tentative Parcel Map proposes cross lot drainage (where some lots will drain across adjacent lots). The final map (or by other City approved mechanism) shall include provision for drainage acceptance from adjacent lots as applicable and to the satisfaction of the City Engineer.

12.0 ENGINEERING PRIOR TO ISSUANCE OF A GRADING PERMIT - GENERAL

12.1 Developer shall comply with Assembly Bill 1414 (AB 1414) of the Business and Professions Code of the Land Surveyors Act as required to preserve existing monuments and survey control.

12.2 The Developer’s contractor is required to submit for a haul route permit for the hauling of material to and from the project site. Said permit will include limitations of haul hours, number of loads per day and the posting of traffic control personnel at all approved entrances/exits onto public roads. Hauled material shall be to/from an approved site.

12.3 If the project requires import/export activities, Developer shall obtain approval for the import/export location from the City Engineer. Additionally, if the location was not previously approved by an Environmental Assessment, prior to issuing a grading permit, a Grading Environmental Assessment may be required by the Planning Director for review and comment and to the City Engineer for approval.

12.4 Prior to issuance of a grading permit, construction documents shall include language that requires all construction contractors to strictly control the staging of construction equipment and the cleanliness of construction equipment stored or driven beyond the limits of the construction work area. When possible, construction equipment shall be parked and staged within the project site.

Staging areas shall be screened from view from residential properties. Vehicles shall be kept clean and free of mud and dust before leaving the development site. Surrounding streets shall be swept daily and maintained free of dirt and debris.

12.5 Construction traffic access to an on-going phased construction site shall not be permitted through any adjacent development site, which has been completed and accepted by the City for occupancy.

13.0 ENGINEERING PRIOR TO GRADING PERMIT - GRADING, DRAINAGE, WATER QUALITY &

HYDROLOGY

13.1 Prior to issuance of a grading or drainage improvement permit, all plans and reports associated with grading, erosion, drainage, water quality & water treatment, water retention/detention and best management practices shall be approved by the City Engineer.

13.2 Grading and erosion control plans shall include provisions to avoid adverse effects caused by rain, wind, or other weather conditions. Erosion and sediment control plans will be prepared and accomplished according to the best management practices as defined in the Riverside County Drainage Area Master Plan and as required by the National Pollutant Discharge Elimination System (NPDES).

13.3 The Subdivider shall provide a comprehensive soils and geotechnical report (no older than one year), based on field and laboratory testing. The reports shall establish grading recommendations based on the nature and character of the site soils. The report shall specify requirements related to import and/or export of soil from the site. The City Engineer reserves the right to require additional field or laboratory testing based on “discovery” within the submitted soils report.

13.4 All rough and precise grading plans for all tracts, phases, and units shall include specific requirements from the approved geotechnical reports regarding cuts, fills, over-excavation, and compaction requirements.

13.5 Geotechnical engineer shall sign and seal all rough grading plans indicating the respective plan set complies with the recommendations of the comprehensive soils and geotechnical reports.

13.6 A comprehensive hydrology and hydraulics report shall be submitted, reviewed, and approved by the City of Calimesa. Any off-site drainage, which may impact this development, or additional drainage created by this development, shall be addressed in accordance with the mitigation measures required in the hydrology report and as directed by the City Engineer. The City Engineer reserves the right to require reasonable additional field or laboratory testing based on “discovery” within the submitted Hydrology/Hydraulics Report. Approval of the Hydrology/Hydraulics Report is required prior to recordation of the final tract map or issuance of any permits.

13.7 Developer shall submit Water Quality Management Plan (WQMP) for review and approval of the City Engineer. WQMP facilities shall be designed based on the Guidelines contained in the sample Riverside County WQMP documents latest edition, available on the Santa Ana Regional Water Quality Control Board Website. The WQMP shall provide for the treatment of the first flush runoff from the project as well as reducing the discharge from the project to predevelopment levels.

13.8 Developer shall submit to the City Engineer, the Notice of Intent (NOI) indicating that coverage has been obtained under the National Pollutant Discharge Elimination System (NPDES) State General Permit for Storm Water Discharges Associated with Construction Activity from the State Water Resources Control Board.

13.9 Prior to issuance of a grading permit, a Storm Water Pollution Prevention Plan (SWPPP) shall be approved. The SWPPP shall be maintained throughout the scope of the project and copies shall be available at the job site at all times.

13.10 The grading plans shall include provisions to ensure that grading will be conducted in accordance with the South Coast Air Quality Management District's Rule 403, as applicable.

13.11 Dust control operations shall be performed by the Contractor to comply with all Air Quality Management District regulations regarding dust control and to the satisfaction of the City Engineer.

The City shall have the authority to suspend all construction operations if, in their opinion, the Contractor fails to adequately provide for dust control.

13.12 Developer shall submit authorization from the local water purveyor for the use of the water needed for construction and PM10 mitigation for Project and all related phases.

13.13 Developer shall obtain (and provide to City) all applicable approvals and permits, for areas that include jurisdictional features, from the Army Corps of Engineers, California Department of Fish and Wildlife, Water Quality Control Board and/or regional or local jurisdictions or provide evidence that approvals are not required prior to issuance of a grading permit.

13.14 This project is subject to all of the requirements of the Municipal Storm Water and Sanitary Sewer System (MS4) permits issued by the Santa Ana Regional Water Quality Control Board and all subsequent permits to which the City is a signatory.

13.15 This project is within a priority land use as defined by California Regional Water Quality Control Board Santa Ana Region Water Code Section 13383 (Trash Provisions) and will be required to install, operate, and maintain full trash capture systems for all storm drains within or adjacent to the project.

The Final WQMP shall include the design, specifications, and operation/maintenance procedures of the trash capture systems to state requirements and to the satisfaction of the City Engineer.

14.0 ENGINEERING PRIOR TO GRADING PERMIT - PROJECT SPECIFIC

14.1 Developer to enter into a Grading Agreement and post bonds (or other City approved surety) for grading operations and erosion control to the satisfaction of the City Engineer.

14.2 Prior to issuance of a grading permit, Developer shall provide to City, evidence of Caltrans permit or approval for the offsite grading proposed in the Caltrans right of way.

14.3 This project proposes extensive amounts of offsite grading to include major manufactured slope.

Prior to issuance of a grading permit, Developer to provide to City, notarized, written permission from off-site landowners. In addition, Developer shall obtain a temporary access and maintenance easement or recorded agreement to allow for access, maintenance and erosion control of manufactured slopes and graded areas to the satisfaction of the City Engineer.

14.4 Grading plans shall include grading design for the future offsite paseo, located along the southwesterly project boundary, from the termination of the existing paseo at the south project boundary (near the pedestrian bridge south of Lot 5) continuing northwesterly to Singleton Road.

15.0 ENGINEERING PRIOR TO IMPROVEMENT ACCEPTANCE OR SURETY RELEASE

15.1 Permanent survey monuments shall be set at tract boundaries, lot boundaries, the intersection of street centerlines, beginning and end of curves in centerlines, and at other locations designated by the City Engineer. All monuments shall be placed in accordance with standard survey practices. A complete set of all street centerline ties shall be submitted to the City Engineer for review and approval.

15.2 Prior to surety release, City Engineer shall file a Notice of Completion accepting the public improvements as shown on the approved improvement plans and as required by the conditions of approval.

15.3 Developer shall file a letter with the SWRCB or submit information to the SMART System stating that the construction activity is complete. A copy of this letter shall be submitted to the City prior to acceptance of improvements.

15.4 All catch basins and storm drain inlet facilities shall be stenciled with the appropriate “No Dumping,

Only Rain in the Drain” message.

15.5 The final recorded map and all approved improvement plans and revisions to approved plans shall be submitted to the City Engineer in both full sized mylars and electronic format. As-built drawings necessary to document field construction changes shall be provided to the City in electronic format and on revised mylars prior to acceptance of improvements or surety release.

15.6 Prior to acceptance of improvements or surety release, Developer shall be required to replace any street improvements, including but not limited to paving, sidewalk, curb and gutter, traffic signal loops and advanced warning loops, that are damaged during construction activities, to the satisfaction of the City Engineer. No utility trenching shall be allowed, after the final course of pavement has been installed, on any newly constructed streets associated with this project.

15.7 In accordance with the California Building Code, Title 24, and the requirements of the Americans with Disabilities Act (ADA), facilities for disabled persons shall be constructed and existing facilities shall be reconstructed at all street intersections or other locations associated with the project as required by the City Engineer.

15.8 No utility boxes, pedestals, clean outs, manholes, vaults or other impediments shall be installed within the public sidewalk area; all shall be located within the parkway or other location as approved by the City Engineer.

15.9 All above-ground utilities, including but not limited to communication and power lines that are 33KV in size or less, which are located on site or adjacent to the property frontage, shall be placed underground to the satisfaction of the Public Works Director. The undergrounding of utilities shall be reflected on the project improvement plans.

15.10 All new electrical power, telephone, gas, fiber optics, cable television, and other miscellaneous services shall be installed underground. Said services shall be designed and constructed such that they can provide adequate service to future planning areas.

15.11 Prior to acceptance of public improvements or surety release, the Developer shall be responsible for the payment of all outstanding fees as required by the City of Calimesa Municipal Code.

16.0 Calimesa Fire Prevention Bureau
With respect to the conditions of approval for the referenced project, the fire department requires the following fire protection measures be provided in accordance with the 2019 California Fire Code (CFC), 2019 California Building Code (CBC), 2019 California Residential Code (CRC), and any other applicable codes, fire ordinances, and/or recognized fire protection standards. Questions should be directed to the Calimesa Fire Prevention Bureau at 908 Park Avenue, Calimesa, CA 92320. Phone: (909) 795-9801 x 228, Fax: (909) 795-4399.

16.1 Fire Hazard Severity Zone: this project is in a very high fire hazard severity zone (VHFHSZ).

This is a high fire hazard brush area. This project shall comply with the materials and construction methods for exterior wildfire exposure per the 2019 CBC, Chapter 7A. Fuel modification plans and permit are required.

16.2 Fire Flow Test: provide a current fire flow test report showing there is a water system capable of delivering the minimum fire flow required by the 2019 CFC Section 507.3, 507.4, and Appendix B.

16.3 Site Plan: prior to building plan approval and construction, the applicant/ developer shall provide two copies of a site plan showing the locations of the nearest fire hydrant(s) to the proposed

building(s), and provide the distances (dimensioned) of the fire hydrant(s) to the furthest portion of the building(s), measured along an approved route around the building.

16.4 Fire Hydrants: provide fire hydrant(s) within 400 feet of all portions of all buildings per the 2019 CFC, section 507.5.1.

16.5 Water Plans: prior to building plan approval and construction, applicant/developer shall furnish three copies of the water system fire hydrant plans to the Calimesa Fire Prevention Department for review and approval. Plans shall be signed by a registered civil engineer, and shall confirm hydrant type, location, spacing, and minimum fire flow. Once plans are signed and approved by the local water authority, the originals shall be presented to the Calimesa Fire Prevention Department for review and approval.

16.6 Water System: prior to issuance of building permits, the water system for fire protection must be installed by a licensed contractor and approved by the Calimesa Fire Prevention Department. No combustibles shall be brought on site until the water system has been inspected and approved by the Calimesa Fire Prevention Department.

16.7 Fire Sprinkler System: if fire sprinklers are required per California Fire Code. Install fire sprinklers systems in accordance with the 2019 CFC, 2019 NFPA 13, city of Calimesa Fire Prevention Department. Plans must be submitted to the Calimesa Fire Prevention Department for review and approval prior to installation.

16.8 Address Identification: address numbers shall be placed on all new and existing commercial buildings in such a manner as to be plainly visible and legible from access roadway/street at all times, in accordance with the 2019 CFC, section 505.1.

16.9 Fire Apparatus Access Road: approved fire apparatus access roads shall be provided for every facility, building or portion of a building hereafter constructed or moved into or within the jurisdiction.
a. The fire apparatus access road shall comply with the requirements of the 2019 CFC, section 503 and shall extend to within 150 feet of all portions of the facility and all portions of the exterior walls of the first story of the building as measured by an approved route around the exterior of the building or facility. The applicant or developer shall include in the building plans the required fire lanes and include the appropriate lane printing and/or signs.
b. Dimensions: fire apparatus access roads shall have an unobstructed width of not less than 24 feet, exclusive of shoulders, except for approved security gates in accordance with the 2019 CFC section 503.6 and riverside county ordinance no. 787, and unobstructed vertical clearance of not less than 13 feet 6 inches. Surface fire apparatus access roads shall be designed and maintained to support the imposed loads of fire apparatus of 80,000 pounds and shall be surfaced so as to provide all-weather driving capabilities. Roadways shall have a minimum 48 foot outside turning radius. Dead end access road shall not exceed 150 feet in length.

16.10 Fire Alarms: submit plans for fire alarms under a separate submittal to the City of Calimesa Fire Prevention Department. Fire alarm installations shall comply with the California Fire Code, and NFPA 72.

16.11 Shell Building, No Hazardous Materials: these plans have not been reviewed for hazardous materials use, storage, or handling. Hazardous materials use, storage, and handling shall be in

accordance with the California Fire Code and Calimesa Fire Prevention Department requirements.

16.12 Key boxes: all new commercial and multi-family residential buildings and any existing buildings where the Fire Department deems access is restricted shall be required to install a key box or key switch in an approved location. Electric gates for emergency vehicle access shall include an “infrared automatic gate system” that opens the gate automatically. These devices shall be installed on all electric fire access gates.

16.13 These conditions are preliminary; further review will occur upon receipt of building plans.

Additional conditions may be necessary at that time.

17.0 Calimesa Landscape Architect

17.1 Forthcoming comments regarding specifics of the development plan will be submitted in conjunction with the future development plan review application.

18.0 Calimesa Building Department

18.1 The site shall be developed in compliance with all current model codes. All plans shall be designed in compliance with the latest editions of the California Building Codes as adopted by the City of Calimesa.

18.2 Site development and grading shall be designed to provide access to all entrances and exterior ground floor exists and access to normal paths of travel, and where necessary to provide access.

Paths of travel shall incorporate (but not limited to) exterior stairs, landings, walks and sidewalks, pedestrian ramps, curb ramps, warning curbs, detectable warnings, signage, gates, lifts, and walking surface material. The accessible route(s) of travel shall be the most practical direct route between accessible building entrances, site facilities, accessible parking, public sidewalks and the accessible entrance(s) to the site. California Building Code (CBC) 11A and 11B. a. City of Calimesa enforces the State of California provisions of the California Building Code disabled access requirements. The Federal ADA standards differ in some cases from the California State requirements. It is the building owner’s responsibility to be aware of those differences and comply accordingly.
b. Disabled access parking shall be located on the shortest accessible route. Relocate parking spaces accordingly.

18.3 Multi-family buildings on the site shall be accessible/adaptable per California Building Code (CBC), Chapters; 11A and 11B.

18.4 Commercial buildings on the site shall be accessible per California Building Code (CBC) 11B.

18.5 Site facilities such as parking (open and covered), recreation facilities, and trash dumpsters, shall be accessible per California Building Codes (CBC) 11A, 11B and 31B.

18.6 Separate submittals and permits are required for all accessory structures such as but not limited to, trash enclosures, patios, block walls and storage facilities.

18.7 Pursuant to California Business and Professional Code Section 6737, this project is required to be designed by a California licensed architect or engineer. Based on change of use and potential existing fire life safety improvements.

19.0 Yucaipa Valley Water District

19.1 YVWD is working closely with the developer on this project and we have no further comments at this time.

20.0 Acknowledgement and Agreement to Conditions of Approval As the property owner and/or developer, I understand and accept the conditions of approval contained in this Exhibit A to Planning Commission Resolution No. 2022-22. ______________________________ ______________________________ Applicant Signature Date
______________________________ ______________________________ Property Owner Date

Exhibit B
TENTATIVE PARCEL MAP (TPM) 37862
ORIGINALLY APPROVED BY CITY COUNCIL RESOLUTION 2021-01

Attachment 8B

RESOLUTION NO. 2023-06

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALIMESA, CALIFORNIA, APPROVING FINAL PARCEL MAP 37862, A SUBDIVISION OF APPROXIOMATLY 219 ACRES FOR THE PURPOSE OF

COMMERCIAL, BUSINESS PARK, AND OPEN SPACE LOTS AS
PERMITTED UNDER THE SUMMERWIND RANCH SPECIFIC PLAN SP-1, AMENDMENT 3
WHEREAS, on November 2, 2020 the City Council approved Resolution No. 2020- 44 for Tentative Parcel Map No. 37862;
WHEREAS, TPM No. 37862 would subdivide 219 acres into fifteen buildable lots; 3 lettered lots for public streets, and 7 open space lots within the Summerwind Ranch Specific Plan SP-1;
WHEREAS, Final Parcel Map 37862 dedicates to the City of Calimesa Roberts Road and Singleton Road shown on the map; and
WHEREAS, Final Parcel Map 37862 dedicates to the City of Calimesa for a drainage easement as shown on the map;
WHEREAS, Final Parcel Map 37862 has been submitted for approval, plan checked and found to comply with the Subdivision Map Act and substantially conforms to the approved Tentative Map; and
WHEREAS, the Subdivider has submitted a Subdivision Improvement Agreement, Faithful Performance and Payment Bonds to guarantee construction of street, drainage and Landscape Improvements, and placement of survey monumentation.

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

Section 1. The facts and findings in this resolution are true and correct.

Section 2. The conditions as set forth in Resolution No. 2023-06 for TPM No 37862 are incorporated herein by reference.

Section 3. Final Parcel Map 37862 is hereby approved.

Section 4. The Subdivision Improvement Agreement, Faithful Performance and Payment Bonds are hereby accepted.

PASSED, APPROVED, and ADOPTED this 6
th day of February 2023.
_____________________________________

WILLIAM DAVIS, MAYOR
ATTEST:
___________________________

DARLENE GERDES, CITY CLERK
Attachment 8C

Attachment 8D

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RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

Oak Valley Development Company, LLC
P.O. Box 645
Calimesa, California 92320
Attn: John Ohanian
(Space Above For Recorder’s Use)

DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTIONS
AND

GRANT OF EASEMENTS
Attachment 8E

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DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTIONS
AND

GRANT OF EASEMENTS

THIS DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS (this “Declaration”) is made as of this ____ day of __________________, 2022, by OAK VALLEY DEVELOPMENT COMPANY LLC., a Texas limited liability company (“Declarant”).

R E C I T A L S :

A. Declarant is the owner of that certain real property located in the City of Calimesa (the “City”), County of Riverside (the “County”), State of California, more particularly described on Exhibit “A” attached hereto (the “Property”).

B. Concurrently with the recordation of this Declaration, Declarant is subdividing the Property into fourteen (14) lots (each, a “Lot,” and, collectively, the “Lots”) by Parcel Map No. 37862 (the “Map”).

C. The Map is being filed of record in accordance with the Community Development Department Conditions of Approval of Tentative Parcel Map No. 37862 (the “Conditions of Approval”).

D. The Property is intended to be developed as an integrated retail shopping center (the “Project”), and Declarant desires to provide for the construction, development, operation and maintenance of the Project as hereinafter provided as a commercial common interest development.

E. Certain of the Conditions of Approval require that covenants, conditions and restrictions, in a form approved by the City, be recorded encumbering the Property to assure compliance with the City requirements. This Declaration is being recorded in order to satisfy said Conditions of Approval, to establish and impose upon the Project mutually beneficial covenants, conditions, restrictions and easements for the purpose of implementing a uniform plan for the development and operation of a first class retail project so as to enhance and protect the value, desirability and attractiveness of the Project for the benefit of Declarant and all future Owners of the Property.

F. In connection therewith, Declarant deems it desirable to set aside the Common Area Improvements (as hereinafter defined) for the collective, in common use of the Owners (as hereinafter defined), to create a nonprofit corporation to which shall be delegated and assigned the powers of collecting and disbursing funds pursuant to the assessments and charges hereinafter created and referred to, and administering and enforcing these covenants, conditions and restrictions.

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G. The OVTC Commercial Property Owners Association, a nonprofit mutual benefit corporation, will be incorporated under the laws of the State of California for the purposes of exercising the powers and functions aforesaid. All Owners of a Lot within the Project shall automatically become Members of said Association and shall be subject to its powers and jurisdiction. The Association may not be terminated at any time without the prior approval of the City.

NOW, THEREFORE, Declarant hereby covenants, agrees and declares that all of the Project is and shall be held, conveyed, hypothecated, encumbered, leased, rented, used, occupied and improved subject to the following covenants, conditions, restrictions, rights, and easements, all of which are declared to be for the benefit of the Project, and the Owners and their successors and assigns. The covenants, conditions, restrictions and easements herein shall run with the Property, shall be binding on all parties having or acquiring any right or title in the Property or any part thereof, shall be for the benefit of each Owner of any portion of the Property, shall inure to the benefit of and be binding upon, as the case may be, each successor in interest of the Owners thereof, and shall be imposed upon the Property and every part thereof as equitable servitudes in favor of each and every portion thereof.

ARTICLE I

DEFINITIONS
The following terms (in addition to terms defined elsewhere in the Declaration), when used in this Declaration or in any amendment hereto, shall have the following meanings, unless the context clearly indicates otherwise:
“Articles” shall mean and refer to the articles of incorporation of the Association, and any amendments thereto.
“Assessment” shall mean and refer to any or all of the assessments hereinafter defined:
(a) “Regular Assessments” shall mean and refer to a charge against each Owner of a Lot, and each such Owner’s Lot, for each such Owner’s respective share of all Common Expenses incurred by the Association to provide for and promote the health, safety and welfare of the Members of the Association and, in particular, for the improvement and maintenance of the properties, services, and facilities devoted to this purpose and related to the use and enjoyment of the Common Area, including, without limitation, the payment of taxes on all property comprising the Common Area (to the extent not included on a pro rata basis within the tax assessments for each individual Owner’s Lot) and establishing and maintaining reserves for such purposes. (b) “Special Assessment” shall mean and refer to a charge against a particular Owner or Owners and such Owner’s or Owners’ Lot(s), directly attributable to such Owner(s), for (i) Common Expenses not allocable to all Owners of Lots within the Property, (ii) a reasonable fine or penalty levied by the Association for a violation of this Declaration, the Articles, Bylaws and Association Rules, (iii) reimbursement to the Association for costs incurred in bringing an Owner or an Owner’s Lot into compliance

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with the provisions of this Declaration, the Articles, Bylaws and Association Rules, which costs shall include, without limitation, attorneys’ fees and costs, or (iv) certain costs incurred by the Association or Declarant for materials or services furnished to such Owner or such Owner’s Lot at the request of or on behalf of such Owner as a result of any Owner failing to maintain any portion of such Owner’s Lot in accordance with the provisions of this Declaration or for materials or services furnished with respect to the Common Area, as a result of the negligence or willful misconduct of any Owner, the Owner’s Occupants or Permittees, or for excessive use or special use of the services or facilities provided by the Association. Each Owner acknowledges and agrees that the Association shall have the right, from time to time, to allocate some or all the Regular Assessments and/or Special Assessments among different Owners (“Cost Pools”). Such Cost Pools shall include expenses and costs that are only attributable to certain Lots due to a particular use.
(c) “Capital Improvement Assessment” shall mean and refer to a charge against each Owner and each Owner’s Lot representing such Owner’s share of the cost to the Association for the installation, construction, unexpected repair or replacement of any capital improvements, including the necessary fixtures and personal property related thereto, with respect to any Common Area or other portion of the Property upon which the Association may be required to install, construct, repair or replace any capital improvements as provided in this Declaration, which cost has not been provided for by insurance or reserves established by Regular Assessments paid by the Members or is otherwise not directly chargeable separately to an Owner or specific Owners. (d) “Reconstruction Assessment” shall mean a charge against each Owner and each Owner’s Lot representing a portion of the cost to the Association for reconstruction of any portion or portions of the Common Area pursuant to the provisions of this Declaration which are not otherwise allocable to fewer than all of the Owners as a Special Assessment or Capital Improvement Assessment as provided above. “Association” shall mean and refer to OVTC Commercial Property Owners Association, a nonprofit mutual benefit corporation, that will be incorporated under the laws of the State of California for purposes of exercising the powers and functions set forth in this Declaration. No Lot shall be sold by Declarant, and no Certificate of Occupancy shall be issued by the City for any Exclusive Use Improvement located within the Property, unless the Association has been incorporated as provided herein.
“Association Rules” shall mean and refer to the rules and regulations from time to time adopted by the Board pursuant to Section 7.01(n) below. “BMPs” shall mean “Best Management Practices,” which are methods, protocols and procedures for the control, reduction and prevention of stormwater and pollutant runoff from the Project into storm drains and waterways. The BMPs applicable to the Project are specified in detail in the WQMP.
“Board” shall mean and refer to the Board of Directors of the Association, who shall be appointed and elected as provided in the Bylaws.

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“Building” shall mean any structural improvement on any Lot which is enclosed by exterior walls, floor and roof and is designed for human occupancy and/or the conduct within of activities and business by the Owner of such Lot, or such Owner’s Permittees, successors or assigns.
“Bylaws” shall mean and refer to the bylaws of the Association, which the Association is required to establish pursuant to this Declaration, and any amendments thereto. “Common Area” shall mean and refer to all portions of the Property, exclusive of the Buildings. Common Area includes, without limitation, all portions of the Property upon which Common Area Improvements are situated (including, without limitation, all Common Drainage and Irrigation Facilities, Common Landscaping, Common Parking Areas, Common Lighting Facilities, Common Signage, and Common Utility Lines). “Common Area Improvements” shall mean and refer to all Improvements comprising the Common Area including, without limitation, all Improvements comprising Common Lighting Facilities, Common Landscaping, Common Parking Areas, Common Signage and Common Drainage and Irrigation Facilities, and any other real or personal property owned, leased, maintained or administered by the Association or over which the Association has an easement, for the common use and enjoyment of the Members of the Association, but excluding, however, all Exclusive Use Areas and Exclusive Use Improvements within the Property as designated from time to time by Declarant or the Association. “Common Drainage and Irrigation Facilities” shall mean and refer to the on-site private drainage, drainage swales, storm drains, storm drain facilities, irrigation and sewer facilities and structures for the Common Area Improvements of the Property, as the same may from time to time exist, and for the Buildings but only to the extent located outside of the exterior walls of the Buildings.
“Common Expenses” shall mean and refer to the actual and estimated costs of: maintenance, management, operation, repair and replacement by the Declarant and/or the Association of all Common Area Improvements including, without limitation, common outdoor furniture, fixtures, equipment, systems and property associated with the operation of the Common Area Improvements; Common Area trash pickup service fees and any other costs related to trash collection, including, without limitation, the costs for any trash bins and enclosures purchased or leased by the Association; unpaid assessments; management and administration of the Association, including, without limitation, compensation paid by the Association to accountants, attorneys, property management companies and employees; premiums on all insurance maintained by the Declarant or the Association as provided herein and other insurance covering the Common Area Improvements and the Board officers and agents of the Association; the cost of any janitorial service provided by the Association (if any); reasonable reserves as appropriate; taxes and assessments paid by the Association; the costs of bonding of the members of the Board, any professional managing agent or any other person handling the funds of the Association; costs incurred by committees established by the Board; amounts paid by the Association for the discharge of any lien or encumbrance levied against the Common Area Improvements or portions thereof; amounts paid or incurred by the Association in collecting Assessments pursuant to Article IV hereof, including amounts expended to purchase a

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Lot in connection with the foreclosure of the Assessment lien against such Lot; and all other expenses incurred by the Association for any reason whatsoever in connection with the Common Area and the Common Area Improvements, this Declaration or any amendment to this Declaration, the Articles or Bylaws or in furtherance of the purpose of the Association or in the discharge of any obligations imposed on the Association or the Board by this Declaration or any amendment to this Declaration.
“Common Landscaping” shall mean and refer to all landscaping, including without limitation all recreation areas and parkways, slopes, fuel modification zones, and related irrigation system improvements, facilities and equipment located upon the Property, as the same may from time to time exist, excluding only landscaping and related irrigation systems, if any, located within any Exclusive Use Areas, including within any Lot. “Common Lighting Facilities” shall mean and refer to the light standards and fixtures, light bulbs, tubes, electrical transformers, power panels, utility lines, and above and below ground electrical conduit and wiring which serve the Common Area Improvements including the Common Parking Areas, Common Landscaping and Common Signage, as the same may from time to time exist within the Property.
“Common Parking Areas” shall mean and refer to all parking areas, drive aisles, driveways, private roads, curbs, gutters, access points, and sidewalks within the Property, as the same may from time to time exist, excluding only those areas and improvements, if any, from time to time located within any Exclusive Use Areas, including within any Lot. “Common Signage” shall mean and refer to all signage located within the Property which identifies the Project or Property, the Property management company, listing agent(s) or which provide other Project- or Property-oriented information including, without limitation, directional signage, but specifically excluding all signage identifying any Owners (other than Declarant in such capacity) or Occupants of the Project. “Common Utility Lines” shall mean and refer to all utility lines (including water, electrical, gas, sewer and storm drains) which service Common Area Improvements, whether exclusively or in common with other Improvements (including, without limitation, Common Lighting Facilities and Common Landscaping and all utilities which service water features within the Property, if any).
“Declarant” shall mean Oak Valley Development Company, LLC., a Texas limited liability company, its successors, and any person to which it shall have assigned certain specific rights hereunder, in whole or in part, by express written assignment. Any such assignment may include some or all of the rights of Declarant and may be subject to such conditions or limitations as Oak Valley Development Company, LLC may impose in its sole discretion. As used in this Section, “successor” means any person who acquires Declarant or substantially all of its assets, or who merges with Declarant by sale, merger, reverse merger, consolidation, sale of stock or assets, operation of law or otherwise. “Exclusive Use Areas” shall mean and refer to all Lots, plus those portions of the Property which are or may from time to time be designated in writing by Declarant or the

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Association as Exclusive Use Areas for the exclusive use of one or more Owners and the Occupants and Permittees of such Owner’s Lot and other similar areas immediately appurtenant to any Owner’s Lot which are to be used, maintained and/or repaired by the Owner(s) and Occupant(s) of such Lot(s) as provided herein.
“Exclusive Use Improvements” shall mean and refer to all Improvements constructed or installed from time to time (as may be approved pursuant to Article VI hereof) within any Exclusive Use Areas which are to be maintained, repaired and replaced by any individual Owner[s], including without limitation, all Buildings and any other fixtures designed to serve a single Lot.
“Improvements” shall mean and refer to all structures and improvements of every type and kind, whether above or below the land surface, including, without limitation, all Buildings, accessory structures, outbuildings, underground installations, slope and grade alterations, roads, curbs, gutters, walls, fences, screening walls and barriers, retaining walls, transformers, fire monitoring equipment, meters, stairs, decks, windbreaks, plantings, planted trees, shrubs and other landscaping including Common Landscaping, Common Parking Areas, Common Drainage and Irrigation Facilities, Common Utility Lines, poles, signs including Common Signage, loading areas and docks.
“Lot” shall mean each separate legal lot within the Project, and such new or modified lots as are created out of such parcels as a consequence of the recordation of mergers, lot line adjustments, parcel maps or final maps. As of the date of this Declaration, the Project consists of Lot 1, Lot 2, Lot 3, Lot 4, Lot 5, Lot 6, Lot 7, Lot 8, Lot 9, Lot 10, Lot 11, Lot 12, Lot 13, and Lot 14, all as substantially shown on Exhibit “B”. “Member” shall mean and refer to every person or entity who holds membership in the Association as provided in Section 2.01. “Mortgage” shall mean a recorded mortgage or deed of trust encumbering the fee or leasehold interest in a Lot.
“Mortgagee” shall mean the mortgagee of a recorded mortgage or the beneficiary under a recorded deed of trust, and any successors and assigns thereof. “Occupant” shall mean any person or entity from time to time entitled by right of ownership or under any lease, sublease or license to use and occupy any portion of a Building within the Property.
“Official Records” shall mean and refer to the Official Records of Riverside County, State of California.
“Owner” shall mean and refer to the person or entity, including Declarant, who is the record owner of fee simple title to a Lot, but excluding those having such interest merely as security for the performance of an obligation. “Ownership” shall mean the status incident to being an Owner.

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“Permittees” shall mean and refer to all customers, patrons, employees, agents, concessionaires, independent contractors and other invitees of Declarant, the Association and the Occupants and Owners of Lots within the Property. “Person” means an individual, partnership, firm, association, limited liability company, corporation, trust, governmental agency, administrative tribunal, or any other form of a business or legal entity.
“Sign Program” shall mean and refer to any uniform sign criteria for the Project that may be adopted by the Association or Declarant from time to time. “WQMP”. WQMP means water quality management plans for the Project that have been approved by the City and any other applicable government entity or agency, as may be updated and approved for the Project. A copy of the WQMP may be viewed at or obtained from the City.
“YVWD” shall mean Yucaipa Valley Water District.

ARTICLE II

ASSOCIATION MEMBERSHIP
Membership. Every Owner shall automatically be a Member of the Association upon becoming an Owner of a Lot. The terms and provisions set forth in this Declaration, which are binding upon all Owners and all Members in the Association, are not exclusive restrictions, as both the Member and the Member’s Lot shall, in addition to the Declaration, be subject to the terms and provisions of the Articles and the Bylaws. Membership shall be appurtenant to and may not be separated from an Owner’s fee interest in a Lot.

Ownership of such Lot shall be the sole qualification for membership.

Transfer. The membership held by any Owner shall not be transferred, pledged or alienated in any way, except upon the sale or assignment of such Owner’s Lot and then only to the purchaser or assignee thereof. Any attempt to make a prohibited transfer is void, and will not be reflected upon the books and records of the Association. If an Owner should fail or refuse to transfer the membership registered in the Owner’s name to the purchaser of such Owner’s Lot, the Association shall have the right to record such transfer upon the books of the Association upon receipt of evidence of such transfer satisfactory to the Association. The Association may levy a reasonable transfer fee against a new Owner and such Owner’s Lot (which shall be paid through escrow or added to the Regular Assessment chargeable to such new Owner) to reimburse the Association for the administrative cost of transferring the membership to the new Owner on the Association’s records. Such fee may not exceed the Association’s actual cost involved in changing its records.

Voting Rights. The Association shall have two classes of voting membership:
(a) Class A. Class A Members shall be all Owners excepting Declarant until the Class B Member voting rights have terminated as provided below. Class A Members shall be entitled to one (1) vote for each acre contained in such Member’s Lot rounded

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down to the nearest whole number of votes. When more than one person owns a portion of the interest in a Lot required for membership, such persons together shall constitute a single Member and the vote for such Lot shall be exercised as they among themselves determine; provided, however, that said co-Owners shall file with the Association a writing executed by all of such co-Owners designating one of said co-Owners as the sole co-Owner having the right to cast the vote of said co-Owners as the Member of the Association.
(b) Class B. The Class B Member shall be Declarant. The Class B Member shall be entitled to ten (10) votes for each acre (or fraction thereof) contained in each Lot owned by Declarant. Class B membership shall cease on the happening of the first to occur of the following: (i) when Declarant no longer owns any Lots within the Property; (ii) at Declarant’s election, when Declarant forever relinquishes such Class B voting power by recording a document to such effect in the Official Records and notifying the Board.

All voting rights shall be subject to the restrictions and limitations provided herein and in the Articles and Bylaws of the Association.

Approval of Members. Except with respect to matters specified in this Declaration as requiring a vote or approval of the Owners, the Board, acting on behalf of the Association shall have all power and authority to act for and bind the Association as provided in this Declaration and all references to the Association taking action or exercising rights, powers, authority or discretion shall mean and refer to the Board, acting on behalf of the Association with respect to all such matters. Unless otherwise specifically provided in this Declaration or the Bylaws, any provision of this Declaration or the Bylaws which requires the vote or written assent of a specified majority of the voting power of the Association or any class or classes of membership shall be deemed satisfied by the following:
(a) the vote of the specified percentage at a meeting duly called and noticed pursuant to the provisions of the Bylaws dealing with annual or special meetings of the Members. Such percentage must include the specified number of all Members entitled to vote at such meeting and not such a percentage of those Members present; (b) written consents signed by two-thirds (2/3rds) of the voting power of the Members, as provided in the Bylaws; and
(c) in any matter requiring the consent of the Members, but not specifically provided for in this Declaration or the Articles, Bylaws or any contract executed by the Association, a simple majority of the voting power of Members present at a meeting in person or by proxy, shall suffice.

Initial Board of Directors. The Board of Directors of the Association shall consist of no fewer than three (3) and no more than seven (7) members. The initial three (3) members of the Board of Directors of the Association shall be appointed by the Declarant and Declarant may appoint and remove and replace any members of the Board until Declarant no longer owns a Lot in the Property, after which the Owners may elect and remove all of the

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members of the Board. The Bylaws may provide for staggered terms and lengths of terms for directors different from those initially set forth in this Declaration and may provide for a greater or lesser number of directors than set forth herein; provided, however, in no event shall there be more than seven (7) directors or less than three (3) directors. The Board shall undertake all duties and responsibilities of the Association and the management and conduct of the affairs thereof, except as expressly reserved herein to a vote of the Members. The Association shall file the names, addresses and telephone numbers of the members of the Board with the Community Development Department for the City, which names, addresses and telephone numbers the City will not, to the extent permitted by applicable law, publicly disclose.

Personal Liability. No member of the Board, or of any committee of the Association, or any officer or manager of the Association shall be personally liable to any Owner, or to any other party, including the Association, for any damage, loss or prejudice suffered or claimed on account of any act, omission, error or negligence of any such Person.

Annual Membership Meetings. The initial Board may call the first annual meeting of Owners at any time after the Association has been formed. Thereafter, the Association shall hold an annual meeting of the Owners in accordance with the Bylaws of the Association.

Pre-Association Powers of Declarant. For purposes of this Article 2, the Association shall not be deemed formed until it is incorporated and the Board has been appointed or elected. Until such time as the Association has been formed, Declarant shall be entitled to exercise all rights and powers the Association would have when formed, as provided in this Declaration, and of an association formed in accordance with the requirements of applicable law, including, but not limited to, the right to levy and enforce the payment of Assessments.

Termination of Association. The Association may not be terminated at any time without the prior approval of the City.

ARTICLE III

COVENANT FOR MAINTENANCE ASSESSMENTS
Creation of the Lien and Personal Obligation of Assessments. The Declarant, for each Lot of which it is the Owner, hereby covenants and agrees to pay, and each Owner by acceptance of a deed conveying a Lot, is deemed to covenant and agree to pay to the Association: (1) Regular Assessments, (2) Special Assessments, (3) Capital Improvement Assessments, and (4) Reconstruction Assessments, as such Assessments may be fixed, established and collected from time to time as hereinafter provided. The Regular Assessments, Special Assessments, Capital Improvement Assessments and Reconstruction Assessments, together with such interest thereon and costs of collection thereof as hereinafter provided, shall be a charge on the land and improvements thereon and shall be a continuing lien upon any interest in the Lot of the Owner against whom each such Assessment is made. Each such Assessment, together with such interest, costs and reasonable attorneys’ fees, shall also be the personal obligation of the person who was the Owner of such Lot at the time when the Assessment fell due and shall bind such Owner’s successors and assigns.

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Regular Assessments. The amount of Regular Assessments for a fiscal year of the Association shall be determined by the Board pursuant to this Declaration, the Articles and the Bylaws after giving due consideration to the current maintenance costs and future needs, including the buildup of reserves for working capital and contingencies (i.e., painting and asphalt repair) of the Association. The Regular Assessments for a fiscal year of the Association shall be paid in monthly installments. If the amount budgeted to meet Common Expenses for any period proves to be excessive in light of the actual Common Expenses, the Board in its discretion may either, by resolution, reduce the amount of the Regular Assessments or may abate collection of Regular Assessments as it deems appropriate.

Special Assessments. Each Owner shall be liable to the Association by way of Special Assessments for (i) all Special Assessments for damage to the Common Area or any Common Area Improvements located thereon which may be sustained by reason of the negligence or willful misconduct of said Owner or of said Owner’s Occupants or Permittees and (ii) expenses that may be allocated as Cost Pools. In the case of joint ownership of a Lot, the liability of such Owners shall be joint and several. Any expense incurred by the Association in repairing such damage, together with costs and attorneys’ fees, shall be a debt of the Owner causing the same, and the Board may specifically assess, by way of Special Assessment, said Owner for the amount thereof to the extent that any such damage shall not be covered by a policy of insurance. The Board may also levy Special Assessments against Owners who are specifically found to be excessive users of the services or facilities furnished or provided by the Association, including, but not limited to, trash removal or the non-exclusive parking areas, or for any violation of this Declaration.

Capital Improvement Assessments. In addition to the Regular and Special Assessments, the Association may levy in any calendar year, a Capital Improvement Assessment applicable to that year only, provided that any such Assessment shall have the approval by vote or written consent of Members entitled to exercise not less than two-thirds (2/3) of the voting power of the membership.

Reconstruction Assessments. If insurance proceeds payable with respect to any damage to the Common Area or Common Area Improvements are not sufficient to pay the costs of reconstruction of such Common Area or Common Area Improvements, the Board shall levy a uniform Reconstruction Assessment against all Owners in the Property as provided herein, which allocation may be allocated as a Special Assessment. If the insurance proceeds exceed the cost of reconstruction of such Common Area or Common Area Improvements, the Board shall distribute the excess in proportionate shares to each Owner or to all applicable Mortgagees as their interests may appear.

Reserves. Regular Assessments shall include reasonable amounts as determined by the Association collected as reserves for the repair, restoration, replacement or maintenance of, or litigation involving the repair, restoration, replacement or maintenance of, major components which the Association is obligated to repair, restore, replace or maintain. All amounts collected as reserves, whether pursuant to this Section or otherwise, shall be deposited by the Association in separate bank accounts to be held in trust for the purposes for which they are collected and are to be segregated from and not commingled with any other funds of the

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Association. Such reserves shall be deemed a contribution to the capital account of the Association by the Members.

Allocation of Assessments. Regular Assessments, Capital Improvement Assessments and Reconstruction Assessments shall be levied against Lots in proportion to the gross square footage of the Building Improvements on the applicable Lot to the gross square footage of the Building Improvements on all Lots, except as otherwise provided herein.

Date of Commencement of Regular Assessments and Fixing Thereof. The Regular Assessments provided for herein shall commence upon the first day of the month following the recordation of this Declaration; provided that, as long as Declarant owns a Lot that has not been leased to a third party, Declarant’s share of assessments shall not include any payments for reserves or other similar charges that are not used for actual maintenance, repairs and insurance costs for the Property.

Certificate of Payments. The Association shall, within ten (10) business days of demand, furnish to any owner liable for any Assessment, a certificate in writing signed by an officer of the Association, setting forth whether the Assessments on a specified Lot have been paid and the amount of the delinquency, if any. A reasonable charge may be made by the Board for the issuance of these certificates. Such certificate shall be conclusive evidence of payment of any Assessment therein stated to have been paid.

Duties of the Board of Directors. The Board of Directors shall fix the amount of Regular Assessment against each Lot for each year at least thirty (30) days in advance of such year and shall, at that time, prepare a roster of the Lots and Regular Assessments applicable thereto which shall be kept in the office of the Association and shall be open to inspection by any Owner during normal business hours. Written notice of the Regular Assessment shall be sent to every Owner subject thereto at least fifteen (15) days prior to each fiscal year of the Association. The Board shall fix the amount of all Capital Improvement Assessments and Reconstruction Assessments at least thirty (30) days in advance of the date such Assessments shall become due and shall give written notice at least fifteen (15) days in advance of the date such Assessments shall become due to each Owner subject thereto.

Nonuse and Abandonment. No Owner may waive or otherwise escape personal liability for the Assessments provided for herein by nonuse of the Common Area Improvements or abandonment of such Owner’s Lot.

ARTICLE IV

NONPAYMENT OF ASSESSMENTS
Notice of Assessments and Foreclosure. The Association shall distribute a written notice regarding Assessments and foreclosure during the sixty (60) day period immediately preceding the beginning of the Association’s fiscal year.

Delinquency. Any installment of any Assessment provided for in this Declaration which is not paid when due shall be delinquent. If any such installment is not paid within thirty (30) days after the delinquency date, a late charge shall be assessed as reasonably determined by the Association, and, in addition to all legal and equitable rights or remedies, the

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Association may, at its option, declare all the installments of Assessments for the current Association fiscal year immediately due and payable.

Notification of Delinquency. At least thirty (30) days prior to recording a lien to collect a delinquent Assessment, the Association shall send a written notification to the delinquent Owner.

Payment of Delinquent Assessment. Any payments made by a delinquent Owner toward the delinquent Assessment, shall first be applied to the Assessments owed, and only after the Assessments owed are paid in full, shall the payments be applied to the costs of collection.

Recording a Lien. The amount of the delinquent Assessment, plus any costs of collection, shall be a lien on the Owner’s Lot from and after the time the Association records a notice of delinquent assessment in the Official Records, together with an itemized statement of the charges owed by the Owner. A lien created pursuant to this Section shall be prior to all other liens recorded subsequent to the notice of assessment.

Foreclosure. Subject to the limitations set forth below, after the expiration of thirty (30) days following the recording of a lien, the lien may be enforced in any manner permitted by law, including sale by the court, sale by the trustee designated in the notice of delinquent assessment, or sale by a trustee substituted pursuant to applicable law. Any sale by the trustee shall be conducted in accordance with applicable law governing the exercise of powers of sale in mortgages and deeds of trust.

Notice to Mortgagees of Right to Cure. If the Board files a notice of delinquent assessment as provided above, it shall give notice of such filing to any Mortgagee which has given written notice to the Board of its desire to receive such notice. Such Mortgagee shall have the right, but not the obligation, both before and for sixty (60) days after notice of the recording of the Association’s lien, to cure such defaults, including the payment of interest and other charges as provided herein.

Cumulative Remedies. The Assessment lien and the rights to foreclosure and sale thereunder shall be in addition to and not in substitution for all other rights and remedies which the Association and its assigns may have hereunder and by law, including a suit to recover a money judgment for unpaid Assessments as provided above or to bring an action for injunctive relief.

Protection of Mortgagees. A breach of any of the restrictions, conditions, covenants or reservations herein contained shall not defeat or render invalid the lien of any bona fide Mortgage made in good faith and for value as to any Lot, or any portion or portions thereof, but such restrictions, conditions, covenants and restrictions shall be binding upon and effective against any Owner or Owners of any such Lot, or any portion or portions thereof, whose title is acquired by foreclosure, trustee’s sale or otherwise. Should any notice be sent by the Association to an Owner in connection with a breach by such Owner of any of the restrictions, conditions, covenants or reservations herein contained, a copy of any such notice shall be sent to

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such Owner’s Mortgagee if such Mortgagee has filed a written request with the Association to receive such notice.

Effect of Foreclosure. If any Lot subject to a monetary lien created by any provision hereof shall be subject to the lien of a Mortgage: (a) the foreclosure of any lien created herein or pursuant hereto shall not operate to affect or impair the lien of such Mortgage; and (b) the foreclosure of the lien of such Mortgage, the acceptance of a deed in lieu of foreclosure of such Mortgage or a sale under a power of sale included in such Mortgage shall not operate to affect or impair the lien hereof, except that any persons who obtain an interest through any of the events of foreclosure, and their successors in interest, shall take title free of the lien hereof or any personal obligation for charges as shall have accrued to the time of any of the events of foreclosure, but subject to the lien hereof for all said charges that shall accrue subsequent to the events of foreclosure. Nothing in this Section shall be construed to release any Owner from his personal obligation to pay any Assessment levied pursuant hereto.

ARTICLE V

EASEMENTS
Amendment to Eliminate Easements. This Declaration cannot be amended to modify or eliminate the easements reserved to the Association or the Declarant or granted to any Owner(s) without prior written approval of the party(ies) benefited by such easement(s) (i.e., the Association, the Declarant or all Owner(s) benefited by such easements), and any attempt to do so shall have no effect. Any attempt to modify or eliminate this Section shall likewise require the prior written approval of the Association.

Nature of Easements. Unless otherwise set forth herein, any easement reserved to the Association or the Declarant or granted to any Owner(s) herein shall be nonexclusive and perpetual. In each instance, the easements hereafter granted shall be for the use and benefit, in common with grantor and others, of such grantee, its heirs, executors, administrators, successors, assigns, grantees, mortgagees, tenants and subtenants thereof, and the officers, directors, concessionaires, agents, employees, customers, visitors, and other licensees and invitees of any of them.

Certain Rights and Easements Reserved to the Association. The following rights and easements are hereby reserved to the Association:
(a) Easements for Repair, Maintenance and Restoration. Easements for ingress, egress and access in, to and over all Common Area and the Exclusive Use Areas for the purpose of permitting the Association to discharge its obligations with respect to all Common Area and Common Area Improvements including with respect to the maintenance and repair of all Common Parking Areas, Common Utility Lines, Common Landscaping, Common Drainage and Irrigation Facilities, Common Lighting Facilities and equipment and Common Signage and other Common Area Improvements by the Association in accordance with this Declaration, together with the right to grant and transfer the same to contractors, subcontractors, agents and representatives of the Association and easements for ingress, egress and access in, to and over all other portions of the Property including, without limitation, all Lots and Buildings, for the purpose of

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permitting the Association to discharge its obligations as described in this Declaration, together with the right to grant and transfer the same to contractors, subcontractors, agents and representatives of the Association.
(b) Easements for Public Agency and Public Utility Ingress and Egress.

Easements over the Property sufficient to guarantee access and entry to the Property and any Improvements thereon for (i) any authorized fire inspector, building official, or any other official charged with carrying out the laws of the City or any other governmental entity and (ii) any public utility. In addition, the Association shall establish and follow procedures for providing such access and entry to public utilities, which procedures shall be subject to the approval of such public utilities.
(c) Easements for Monument and Directional Sign(s). Easements over the Common Area portions of the Property for the continued placement and maintenance and repair of all monument sign(s) identifying the Project or Property and all other Common Signage within the Property, together with the right to grant and transfer the same to contractors, subcontractors, agents and representatives of the Association.

Certain Easements for Owners.
(a) Utilities. Each Owner, as grantor, hereby grants to each other Owner, for the benefit of each Lot owned by such Owner, an easement under, through and across that portion of the Common Area located on such Owner’s Lot for the installation, operation, maintenance, repair and replacement of separate and shared utility lines, including, without limitation, electricity, gas, water, sewer, telephone, fiber optics, irrigation lines and storm drainage. The initial location of any utility lines shall be subject to the prior written approval of Declarant, which approval shall not be unreasonably withheld; provided, however, that it shall in all events be reasonable for Declarant to deny its approval if the proposed location is within a Building Area. (i) Facilities. All utility lines shall be installed and maintained below ground level, except for (i) ground-mounted electrical transformers and such other facilities as are required to be above ground by the utility providing such service, and (ii) temporary utility service required during construction, maintenance and repair of any Buildings or improvements located on a Lot. (ii) Installation and Maintenance. The installation, operation, maintenance, repair and replacement of such utility lines shall not unreasonably interfere with the normal operation of any business in the Project. Any party installing utility lines pursuant to the provisions of this Section 5.04 shall pay all costs and expenses with respect thereto, shall cause all work in connection therewith (including general clean-up and proper surface and/or subsurface restoration) to be completed as quickly as possible and in a manner so as to minimize interference with the use of the Project, and shall provide Declarant (if required by Declarant) with as-built plans for all such facilities, including the location of the easement (as determined by a licensed surveyor), within thirty (30)

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days after the date of completion of construction. The party installing utility lines shall maintain, repair and replace them at its sole cost and expense. (iii) Relocation of Utility Lines. At any time and from time to time, the grantor shall have the right to relocate any utility lines installed on its Lot pursuant to the foregoing grant of easement, provided that such relocation:
(i) shall be performed only after thirty (30) days prior written notice of the grantor’s intention to undertake the relocation shall have been given to each other Owner served by the utility lines; (ii) shall not unreasonably interfere with or diminish utility service to each other Lot served by the utility lines; (iii) shall not reduce or unreasonably impair the usefulness or function of the utility lines; (iv) shall be completed using materials and design standards which equal or exceed those originally used; (v) shall have been approved by the service provider and any appropriate governmental agencies having jurisdiction thereof; (vi) shall provide for the original and relocated area to be restored to the original specifications; and (vii) shall not unreasonably interfere with the conduct or operation of the business of any occupant of a Lot.
(iv) Additional Easements. Each Owner agrees to grant such additional easements as are reasonably required by any public or private utility for the purpose of providing the utility lines for the benefit of another Owner and their occupants, provided such easements meet the requirements of this Declaration and are not otherwise inconsistent with the provisions of this Declaration. (b) Drainage Easement. Each Owner, as grantor, hereby grants to each other Owner, for the benefit of each Lot owned by such Owner, a non-exclusive and reciprocal easement for surface water drainage over and through the drainage patterns and storm water drainage systems that are established from time to time among the Lots. Nothing herein shall prevent an Owner from relocating the drainage patterns established upon such Owner’s Lot, provided such relocation does not unreasonably interfere with the surface water drainage of other Lots nor interfere with the orderly discharge of surface water from such other Lots. Each Owner shall repair and maintain portions of the storm water drainage systems located on its Lot in the condition required pursuant to this Declaration at its sole cost and expense.
(c) Encroachment. In the event Building wall footings encroach from one Lot onto another Lot, despite efforts to avoid that occurrence, the Owner onto whose Lot the footings encroach shall cooperate in granting an encroachment permit or easement to the Owner whose Building wall footings encroach provided such encroachment does not exceed two (2) feet.

Easements for Ingress, Egress, and Parking. Each Owner, as grantor, hereby grants to each other Owner, for the benefit of each Lot owned by such Owner, a nonexclusive and reciprocal easement (i) on, over and through all driveways, drive-aisles and paved areas of the Property including parking spaces (other than Exclusive Use Areas) for vehicular and pedestrian ingress and egress and (ii) on the parking spaces located on the Property for the purpose of parking vehicles thereon; limited, however, to purposes connected with or

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incidental to any such uses then being made of any portion of Property as permitted under this Declaration. Such easement rights shall be subject to the following reservations as well as other provisions contained in this Declaration:
(a) Except for situations specifically provided for in the following subparagraphs, no fence, controlled access gate or other barrier which would unreasonably prevent or obstruct the passage of pedestrian or vehicular travel for the purposes herein permitted shall be erected or permitted within or across any driveways, drive-aisles or parking areas of the Property.
(b) In connection with any construction, reconstruction, repair or maintenance of its Lot, each Owner shall locate any temporary staging and/or storage areas at such locations as will not unreasonably interfere with any driveways, drive-aisles or any access between any Building and the other areas of the Property and the public streets or roadways adjacent to the Property.

Emergency Access Easement. Each Owner, as grantor, hereby grants to the Association, together with the right to grant and transfer same to its successors and assigns, the City and/or any public or private entities, an easement for public emergency vehicles and personnel acting in a public emergency over all portions of the Property designed for vehicular or pedestrian traffic.

Intentionally Omitted.

Rights Reserved. Each Owner shall have the right to eject or cause the ejection from any portion of its Lot of any person not authorized to use such portion of its Lot.

Each Owner shall further have the right to close off, from time to time, its Lot for such reasonable periods of time as may be legally necessary to prevent the acquisition of prescriptive rights by any person; provided, however, that prior to so closing off any portion of its Lot, such Owner shall give written notice to the other Owners of its intention to do so and shall coordinate such closing with the other Owners so that no unreasonable interference with the operation of the Project or any part thereof shall occur.

Obstruction of Common Area within Project. Except as specifically provided in this Declaration, no Owner of a Lot nor any of such Owner’s Permittees shall obstruct any portion of the Common Area in any way which will impair the continuous and uninterrupted use of such portion for purposes for which easements and rights are established under this Declaration, except during the period and to the extent that the same shall be reasonably required in connection with any of the following:
(a) The exercise of the easements established or which may be established under any of the above sections of this Declaration; and (b) The construction, reconstruction, enlargement, repair, maintenance, modification, alteration, or replacement of the Improvements on such Owner’s Lot, or any part or parts thereof (to the extent the same may be permitted under applicable law and is not prohibited by any provision of this Declaration), at any time or from time to time located on such Lot.

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Restrictions on Easements. Each of the easements established under this Declaration shall be appurtenant to and shall pass with the title to every Lot, subject to the following provisions:
(a) The right of the Association to include in the Association Rules regulations pertaining to the use of the Common Area and Common Area Improvements; (b) The right of the Association to suspend the voting rights and right to use the Common Area Improvements (other than for access, ingress and egress purposes) by a Member for any period during which any Assessment against such Member’s Lot remains unpaid and delinquent and for a period not to exceed thirty (30) days from any single infraction of the Association Rules, provided that any suspension of such voting rights or right to use the Common Area Improvements, except for failure to pay Assessments, shall be made only by the Association or a duly appointed committee thereof, after notice and hearing given and held in accordance with the Bylaws; and (c) The right of the Association or Declarant to grant or transfer all or any part of its easements for utilities, sewage and drainage in the Common Area to any public agency, authority or utility for such purposes and subject to such conditions as may be agreed to by the Members. No such grant or transfer shall be effective unless an instrument signed by Members entitled to cast two-thirds of the votes of the membership has been recorded, agreeing to such dedication or transfer, and unless written notice of the proposed action is sent to every Member not less than thirty (30) days nor more than sixty (60) days in advance.

Delegation of Use. Any Member may delegate, in accordance with the Bylaws, such Member’s right of enjoyment of the Common Area Improvements to such Member’s Occupants and Permittees.

General Restrictions. All present and future Owners of Lots, by their acceptance of their respective deeds, covenant and agree as follows:
(a) That if any portion of the Common Area or Common Area Improvements encroaches upon any Lots, a valid easement for the encroachment and for the maintenance, so long as it stands, shall and does exist. If any structure is partially or totally destroyed and then rebuilt, the Owners of the Lots agree that minor encroachments of parts of the Common Area and/or Common Area Improvements due to construction shall be permitted and that valid easements for said encroachments and the maintenance thereof shall exist.
(b) That the Common Area is and shall always be subject to easements for minor encroachments of the Lots thereon and that a non-exclusive easement for ingress, egress and support for the Common Area and Common Area Improvements is appurtenant to each Lot and the Common Area Improvements are subject to such easements.

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ARTICLE VI

ARCHITECTURAL CONTROL
Architectural Approval. No Building, fence, wall, sign or other Improvement shall be commenced, erected or maintained upon the Property (including, without limitation, the Common Area Improvements and the Exclusive Use Areas), nor shall any exterior addition to or change or alteration therein (including painting) be made, nor shall any application for a building permit be made to the City for any of the foregoing, until the plans and specifications showing the nature, kind, shape, height, materials and location of the same shall have been submitted to and approved in writing as to harmony of external design and location in relation to surrounding structures and topography by the Architectural Committee as provided for in Section 6.03 hereof. If the Architectural Committee, or its designated representatives, fails to approve or disapprove any plans and specifications within forty-five (45) days after such plans and specifications have been submitted to the Architectural Committee, the plans and specifications shall be deemed disapproved. All Improvement work approved by the Architectural Committee shall be diligently completed.

Landscaping Approval. No trees, bushes, shrubs or plants shall be planted or otherwise placed within the Property until the plans and specifications describing the species and showing the placement of any such trees, bushes, shrubs or plants have been submitted to and approved in writing by the Architectural Committee as provided for in Section 6.03 hereof.

Said plans as submitted shall show in detail the proposed elevations and locations of said trees, bushes, shrubs, or plants, including the locations and elevation of same in relation to all landscaping on the Property.

Appointment of Architectural Committee; Review of Plans and Specifications. Declarant shall initially appoint an Architectural Committee (“Architectural Committee”) consisting of not less than three (3) members. Declarant shall have the right to appoint, remove and replace all members of the Architectural Committee until Declarant no longer owns a Lot in the Property. From and after such time, the Architectural Committee shall be appointed by the Board and shall be composed of three (3) or more representatives who need not be Owners. In the event of the death or resignation of any member of the Architectural Committee prior to the time when the Board is vested with authority, the Declarant shall have the right to appoint such member’s successor. The Architectural Committee shall consider and act upon all plans and specifications submitted for its approval under this Declaration and perform such other duties as the Board assigns to it. The Architectural Committee shall approve plans and specifications submitted for its approval only if it determines that (a) the installation, construction or alterations contemplated thereby in the locations indicated will not be detrimental to the appearance of the surrounding area of the Property as a whole, (b) the appearance of any structure affected thereby will be in harmony with the surrounding structures, (c) the installation, construction or alteration thereof will not detract from the attractiveness of the Common Area or the enjoyment thereof by the Members, and (d) the maintenance thereof will not become a burden on the Association.

The Architectural Committee may condition its approval of proposals or plans and specifications for any Improvements upon any of the following: (1) the payment of an architectural review fee, in an amount determined by the Association, (2) the applicant’s

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furnishing the Association with security acceptable to the Association against any mechanic’s lien or other encumbrance which may be recorded against the Property as a result of such work, (3) such modifications therein as it deems appropriate, (4) the applicant’s agreement to grant appropriate easements to the Association for the maintenance of the Improvements, (5) the applicant’s agreement to install (at its sole cost) water, gas, electrical or other utility meters to measure any increased consumption, (6) the applicant’s agreement to reimburse the Association for the cost of such maintenance, or (7) the applicant’s agreement to complete the proposed work within a stated period of time, and may require submission of additional plans and specifications or other information prior to approving or disapproving material submitted. The Architectural Committee may provide that the amount of any architectural review fee be uniform, or that it be determined in any other reasonable manner, such as by the reasonable cost of the construction, alterations or installations contemplated. The Architectural Committee may require such detail in plans and specifications submitted for its review as it deems proper, including without limitation, floor plans, site plans, drainage plans, elevation drawings and descriptions or samples of exterior material and colors. All Improvement work approved by the Architectural Committee shall be diligently completed by Owner. The applicant shall also satisfy any conditions or permit requirements of the City and all other governmental entities and shall also satisfy any conditions and obtain any approvals prior to commencing any construction, installation or alterations permitted hereunder in accordance with such requirements.

No Liability. Neither Declarant, the Association, nor the Architectural Committee or the members thereof shall be liable for damages to anyone submitting plans or specifications to them for approval, or to any Owner affected by these restrictions by reason of mistake in judgment, negligence, or nonfeasance arising out of or in connection with the approval, disapproval or failure to approve or disapprove any such plans or specifications. Every Owner and every person who submits plans or specifications agrees that he or she will not bring any action or suit against Declarant, the Association, the Architectural Committee or any of the members thereof to recover any such damages.

Notice of Non-Compliance or Non-Completion. Notwithstanding anything herein to the contrary, after the expiration of the later of: (a) one (1) year from the date of issuance of a building permit by the City or other governmental authority for any Improvements or, (b) one (1) year from the date of commencement of construction of any Improvement, said Improvements shall be deemed to be in compliance with all provisions of this Article 6, unless notice of such non-compliance and noncompletion, executed by the Architectural Committee or its designated representatives, shall appear of record in the Official Records, or unless legal proceedings shall have been instituted to enforce compliance or completion.

Rules and Regulations. The Architectural Committee may from time to time, in its sole discretion, adopt, amend and repeal Association Rules including regulations interpreting and implementing the provisions of this Article 6.

Variances. Where circumstances, such as topography, location of property lines, location of landscaping, or other matters require, the Architectural Committee, by the vote or written consent of a majority of the members thereof, may allow reasonable variances as to any of the covenants, conditions or restrictions contained in this Declaration under the jurisdiction of the Architectural Committee, on such terms and conditions as it shall require;

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provided, however, that all such variances shall comply with the general plan for the improvement and development of the Property, the laws and ordinances of the City and all other applicable governmental laws or regulations.

Appointment and Designation. The Architectural Committee may from time to time, by the vote or written consent of a majority of its members, delegate any of its rights or responsibilities hereunder to one or more duly licensed architects or other qualified persons who shall have full authority to act on behalf of said Architectural Committee in all matters delegated.

Review Fee and Address. Any plans and specifications shall be submitted in writing for approval together with a reasonable processing fee established by the Architectural Committee. The address of the Architectural Committee shall be the principal place of business of the Association or such other place as the Architectural Committee may from time to time designate in writing to the Board. Such address shall be the place for the submittal of any plans and specifications and the place where the current Association Rules, if any, of the Architectural Committee shall be kept.

Inspection. Any member or agent of the Architectural Committee may, from time to time, at any reasonable hour or hours, and upon reasonable notice, inspect any Improvements constructed upon the Property subject to the jurisdiction of said Architectural Committee to assure compliance with the provisions hereof.

Compliance With Governmental Laws and Other Requirements. Declarant and its successors and assigns, all future Owners of any Lot, and their successors and assigns, by their acceptance of their respective deeds, and the Association each agree to be, and they hereby are, bound by and subject to all laws and ordinances of the City and all other applicable governmental laws or regulations. No Building or other Improvements or addition or change or alteration thereof shall be commenced, constructed, erected, placed, altered, maintained or permitted to remain on any of the real property within the Property, including the Common Area, which is in violation of any of the laws or ordinances of the City or any other applicable governmental laws or regulations.

ARTICLE VII

DUTIES AND POWERS OF THE ASSOCIATION AND OWNERS
Duties and Powers of Association. In addition to the duties and powers enumerated in the Articles, Bylaws or elsewhere in this Declaration and without limiting the generality thereof, the Association shall:
(a) Maintain, repair, operate, replace and otherwise manage all of the Common Area and all Common Area Improvements located thereon including, without limitation, all Common Landscaping, Common Parking Areas, Common Signage, Common Utility Lines and Common Drainage and Irrigation Facilities, including, without limitation, all Common Utility Lines within the Common Area, all Common Parking Areas including all asphalt parking and drive aisle areas, curbs, gutters and walkways and all property acquired by the Association including, without limitation, all

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common trash receptacles and all community trash enclosure areas within the Property, if any, all such Common Area and Common Area Improvements to be permanently maintained by the Association or such other means acceptable to the City. Common Areas shall be maintained in such a manner as to avoid the reasonable determination of a duly authorized City official that a public nuisance has been created by the absence of adequate maintenance such as to be detrimental to public health, safety, or general welfare.
(b) Have the authority to obtain and maintain, for the benefit of all of the Common Area, all fire hydrants, all water, gas and electric services and common refuse collection at the common trash receptacles.
(c) Grant easements where necessary for utilities and sewer facilities over the Common Area to serve the Common Area Improvements and the Lots. (d) Maintain such policies of insurance as are required under this Declaration or as the Board may deem necessary or desirable for furthering the purposes of and protecting the interests of the Association and the Members and review the effectiveness and adequacy of such policies on an annual basis. If the particular type of business, use or special circumstances of any individual Owner is responsible for an increase in the premiums to obtain said policy or policies of insurance, the Board may require reimbursement from such Owner to compensate the Association for the higher premium payments or may levy a Special Assessment upon such owner in the amount of the higher premium payments.
(e) Have the authority to employ a manager or other persons and to contract with independent contractors or managing agents to perform all or any part of the duties and responsibilities of the Association, provided that any contract with a person or firm appointed as a manager or managing agent shall be limited to a duration of not more than three (3) years, except with the approval by vote or written consent by Members entitled to exercise not less than a majority of the voting power of the Association. (f) Have the power to establish and maintain a working capital and contingency fund from Regular Assessments for such purposes and in such amounts as may be determined by the Board.
(g) Install or construct all capital Improvements on the Common Area. (h) Reconstruct, replace or refinish any Improvement or portion thereof upon the Common Area.
(i) Replace destroyed trees or other vegetation and plant trees, shrubs and ground cover upon any portion of the Common Area.
(j) Employ personnel necessary for the effective operation and maintenance of the Common Area, including the employment of legal, management and accounting services.

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(k) Create Exclusive Use Areas and assign them to certain Owners but only for purposes consistent with this Declaration.
(l) To the extent not separately assessed against the Lots, the Association shall pay all real and personal property taxes and assessments levied upon any portion of the Common Area. If all of the Lots are taxed under a blanket tax bill covering all of the Property, then each Owner shall pay his proportionate share of any installment due under the blanket tax bill to the Association within thirty (30) days of demand by the Association and in any event no later than twenty (20) days prior to the due date for such taxes or concurrently with its payment of other Common Expenses if such taxes are computed and included with other Common Expenses as part of Regular Assessments.

The Association shall transmit the taxes to the appropriate tax collection agency on or before the delinquency date. The Association shall allocate blanket taxes for the Property among the Owners and their Lots, with each Owner paying a portion thereof based upon a fraction, the numerator of which is the gross square feet of area within its Lot and the denominator of which is the aggregate gross square feet of area within all Lots in the Property. If all of the Lots are taxed under a blanket tax bill covering all the Property, the Association shall deliver to each Owner a copy of the tax bill, along with a written notice setting forth the Owner’s obligation to pay his proportionate share of the tax installment and the potential additional charges to the Owner for failure to comply. The Association, at its election, may pay the taxes on behalf of any Owner who does not pay his proportionate share, subject to reimbursement as a Special Assessment to such delinquent Owner. The Association shall add to the Regular Assessment of a delinquent Owner or bill as a Special Assessment, the amount of any sum advanced, plus interest at the rate of ten percent (10%) per annum and any amount necessary to reimburse the Association for any penalty or late charge actually assessed in connection with the blanket tax bill, which late charge results from the failure of the delinquent Owner to make timely payment of his proportionate share of the taxes.
(m) Have the power, subject to the rights of Declarant as provided herein, to enforce the provisions of this Declaration by appropriate means, including, without limitation, the expenditure of funds of the Association, the employment of legal counsel and the commencement of actions.
(n) Have the power to adopt, amend and repeal such rules and regulations as it deems reasonable (the “Association Rules”), which may include the establishment of a system of fines and penalties enforceable against each Owner as Special Assessments.

The Association Rules shall govern such matters in furtherance of the purpose of the Association, including, without limitation, the use of the Common Area Improvements; provided, however, that the Association Rules may not discriminate among Owners (except based upon distinctions due to differing sizes of the Lots, distinctions due to uses in a particular Lot), and shall not be inconsistent with this Declaration, the Articles and the Bylaws. A copy of the Association Rules as they may from time to time be adopted, amended or repealed or a notice setting forth the adoption, amendment or repeal of specific portions of the Association Rules shall be delivered to each Owner in the same manner established in this Declaration for the delivery of notices. Upon fulfillment of the notice requirements, said Association Rules shall have the same force and effect as if

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they were set forth in and were part of this Declaration and shall be binding on the Owners and their successors in interest whether or not actually received thereby, in the event of any conflict between any such Association Rules and any other provisions of this Declaration, the Articles and the Bylaws, the provisions of this Declaration, the Articles and the Bylaws shall prevail over the Association Rules to the extent of any such conflict. (o) Have the authority to enter upon the Common Area and any Lot, upon advance notice that is reasonable and practical under the circumstances, in the event of any emergency involving perceived illness or perceived potential danger to life or property.
(p) The Association shall keep and preserve separate and complete books of account covering the Common Expenses. Any Owner and/or its authorized representatives shall have the right to examine and/or audit the books of the Association at their sole cost and expense during reasonable business hours, following reasonable notice and without unreasonable frequency.

Installation, Repair and Maintenance Duties of Owners. Subject to the duty of the Association to perform maintenance and repair work described in Section 7.01 above, each Owner shall maintain, repair and replace, or cause to be so maintained, repaired and replaced, at such Owner’s sole cost and expense, such Owner’s Lot, including, without limitation, any Building or Improvement located thereon, signage on such Owner’s Lot, the exterior of any Building located on the Lot, all interior walls, ceilings, floors and doors and window glass and separate trash containers and enclosures for such Owner’s use (if any), and any Exclusive Use Areas allocated to such Owner, in a safe, clean, sanitary and attractive condition, and in good order, and repair, reasonable wear and tear excepted, subject to the control and approval of the Architectural Committee. It shall further be the duty of each Owner to pay when due all charges for all utility services which are separately metered to its Lot or Building.

Maintenance of Public Utilities. Nothing contained herein shall require or obligate the Association to maintain, replace or restore the underground facilities of public utilities which are located within easements in the Common Area owned by such public utilities.

However, the Association shall take such steps as are necessary or convenient to ensure that such facilities are properly maintained, replaced or restored by such public utilities.

ARTICLE VIII

USE RESTRICTIONS
Use in General. The Project shall be used for the construction, operation and maintenance of retail and commercial establishments of the type normally found in comparable shopping centers in Southern California and related facilities, all as more specifically described hereinafter.

Permitted and Prohibited Uses; Maintenance.
(a) Permitted Uses. Each Lot shall be used only for uses permitted by applicable zoning and related general and specific plans and in compliance with all