Covina City Council
January 18, 2022

City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022

REGULAR MEETING AGENDA
125 E. College Street, Covina, California
Council Chamber of City Hall
Tuesday, January 18, 2022

IMPORTANT NOTICE
This meeting is being conducted in accordance with Assembly Bill 361, regarding the COVID19 pandemic.

Members of the public may view the meeting live on the City’s website at www.covinaca.gov or on local cable television, Spectrum channel 29 and Frontier Channel 42. To view from the website, hover over the Departments & Services tab until the drop-down menu appears and click on City Council Video Library under the City Council header. A live banner will appear at the start of the meeting.

Public Comments:

During the meeting, there will be an opportunity for the public to speak. Public testimony is limited to five (5) minutes per speaker, unless, for good cause, the Mayor/Chairperson amends the time limit; a speaker’s time may not be transferred to another speaker. State Law prohibits the Council/Agency/Authority Members from taking action on any item not on the agenda. Those wishing to speak on a LISTED AGENDA ITEM will be heard when that item is addressed.

In Person:

To address the Council/Agency/Authority please complete a yellow speaker request card located at the entrance of the Council Chamber and give it to the City Clerk. Your name will be called when it is your turn to speak.

Remotely via Zoom:

Access the meeting remotely via Zoom with one of the following devices:

Computer or Smart Device:
https://us02web.zoom.us/j/88457625507?pwd=SXF1RDN1U0VranVVTkJiQUF4bExqQT09 Telephone:

Dial: +1 669 900 6833
Meeting ID: 884 5762 5507
Passcode: 733392
City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022

1. To request to speak during public comment, please click the “Raise Hand” button on the Zoom toolbar “Reactions” tab.

Note:

Computer / Smart Device Users: The “raise hand” feature is in the reactions tab.

Telephone Users: Press star-nine (*9) on your phone to raise your hand.

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3. Please state your first and last name and city of residence at the beginning of your remarks for the record.

4. The microphone will be muted by staff when you have completed your comments or five (5) minutes have expired, whichever occurs first.

Meeting Assistance Information: In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk’s Office at [email protected] or 626-384-5430. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

CITY COUNCIL/SUCCESSOR AGENCY TO THE COVINA

REDEVELOPMENT AGENCY/COVINA PUBLIC FINANCING

AUTHORITY/COVINA HOUSING AUTHORITY
JOINT MEETING—CLOSED SESSION
6:30 PM

CALL TO ORDER

ROLL/CALL
Council/Agency/Authority Members: Walter Allen, III, John C. King, Victor Linares, Mayor Pro Tem/Vice-Chair Patricia Cortez, and Mayor/Chair Jorge A. Marquez

PUBLIC COMMENTS
The public is invited to comment on Closed Session items only at this time. To address the Council/Agency/Authority please complete a yellow speaker request card located at the entrance and give it to the City Clerk. Your name will be called when it is your turn to speak. Individual speakers are limited to five minutes each, unless, for good cause, the Mayor/Chairperson amends the time limit.

CLOSED SESSION
The City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Covina Housing Authority will adjourn to closed session for the following:

A. Government Code §54956.8 - CONFERENCE WITH REAL PROPERTY NEGOTIATORS:

Property: 100 - 112 N. Citrus Avenue
Property Owner: Champion, Christopher CO TR
Agency Negotiator: Chris Marcarello, City Manager
City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022 Brian K. Lee, Director of Community Development
Negotiating Parties: Kyle S. Barratt, CBRE
Under Negotiation: Price and Terms of Payment
RECESS

CITY COUNCIL/SUCCESSOR AGENCY TO THE COVINA

REDEVELOPMENT AGENCY/COVINA PUBLIC FINANCING

AUTHORITY/COVINA HOUSING AUTHORITY
JOINT MEETING—OPEN SESSION
7:30 PM

RECONVENE AND CALL TO ORDER

ROLL/CALL
Council/Agency/Authority Members: Walter Allen, III, John C. King, Victor Linares, Mayor Pro Tem/Vice-Chair Patricia Cortez, and Mayor/Chair Jorge A. Marquez

PLEDGE OF ALLEGIANCE
Led by Councilmember Allen

INVOCATION
Given by Covina Police Chaplain David Truax
PRESENTATIONS - NONE.

PUBLIC COMMENTS
To address the Council/Agency/Authority please complete a yellow speaker request card located at the entrance and give it to the City Clerk. Your name will be called when it is your turn to speak. Those wishing to speak on a LISTED AGENDA ITEM will be heard when that item is addressed. Those wishing to speak on an item NOT ON THE AGENDA will be heard at this time. State Law prohibits the Council/Agency/Authority Members from taking action on any item not on the agenda. Individual speakers are limited to five minutes each, unless, for good cause, the Mayor/Chairperson amends the time limit.

COUNCIL/AGENCY/AUTHORITY COMMENTS
Council/Agency/Authority Members wishing to make any announcements of public interest or to request that specific items be added to future Council/Agency/Authority agendas may do so at this time.

CITY MANAGER COMMENTS

CONSENT CALENDAR
All matters listed under consent calendar are considered routine, and will be enacted by one motion. There will be no separate discussion on these items prior to the time the Council/Agency/Authority votes on them, City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022 unless a member of the Council/Agency/Authority requests a specific item be removed from the consent calendar for discussion.

CC 1. Minutes
Staff Recommendation:

Approve the Minutes of the December 21, 2021, Regular Meeting of the City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Housing Authority.
2021 12 21 Minutes CC Draft
CC 2. Minutes
Staff Recommendation:

Approve the Minutes of the January 4, 2022, Regular Meeting of the City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Housing Authority.
2022 01 04 Minutes CC Draft
CC 3. Payment of Demands
Staff Recommendation:

Approve Payment of Demands in the amount of $4,637,044.71.

Agenda Report - Payment of Demands DEC 3 - DEC 30 2021 - Pdf CC 4. Quarterly Report of the Treasurer to the City Council and Successor Agency to the Covina Redevelopment Agency for the Quarter Ended December 31, 2021 Staff Recommendation:

Receive and File.

Agenda Report - Quarterly Report Ended December 31, 2021 - Pdf CC 5. Recognized Obligation Payment Schedule (ROPS 22-23), Covering July 1, 2022 through June 30, 2023
Staff Recommendation:

Approve the Recognized Obligation Payment Schedule (ROPS 22-23) covering July 1, 2022, through June 30, 2023.

Agenda Report - ROPS 22-23 - Pdf
CC 6. Approve and Make AB 361 Findings for Special Brown Act Requirements for Teleconference Meetings
Staff Recommendation:

Approve and make the following findings so that meetings of the City Council and the City’s Other Legislative Bodies are authorized to meet remotely in accordance with AB 361’s special Brown Act requirements for teleconference meetings: (1) the City Council has reconsidered the circumstances of the COVID-19 state of emergency; and City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022 (2) state and local officials continue to recommend measures to promote social distancing.

Agenda Report - AB 361 Findings - Special Brown Act Requirements for Teleconference Mtgs - Pdf
CC 7. Towing Service Contract Extension
Staff Recommendation:

Continue to review the City's current towing services agreement with Jan's Towing Inc., and authorize the City Manager or his designee to extend the agreement to June 30, 2022.

Agenda Report - Jans Towing 2022 Amendment - Pdf
CC 8. Professional Services Agreement with Blue Violet Networks (BVN) for the Procurement, Installation and Servicing of a Voice Over Internet Protocol (VoIP) System
Staff Recommendation:

Authorize the City Manager to execute a Professional Services Agreement between the City of Covina and Blue Violet Networks (BVN) in an amount not-to-exceed $156,731.69 for procurement, installation and servicing of a Voice Over Internet Protocol (VoIP) System including three (3) years of full maintenance support.

Agenda Report - Blue Violet Networks PSA - Pdf
CC 9. Resolutions CC 2022-04 and Resolution CC 2022-05, Accepting and Allocating Grant Funds for the City of Covina Recreation Village from the California Natural Resources Agency for the City of Covina Recreation Village, and Approving the Submission of the Project Information Package, and Authorizing the City Manager to Execute the Grant Agreement and all Related Documents, and Designating the City Manager as Agent
Staff Recommendation:

1. Adopt Resolution CC 2022-04, approving the acceptance of General Fund Grant Funds for the City of Covina Recreation Village from the California Natural Resources Agency for the City of Covina Recreation Village, and approving the submission of the Project Information Package, and authorizing the City Manager to execute the grant agreement and all related documents, and designating the City Manager as Agent; and

2. Adopt Resolution CC 2022-05, amending the Fiscal Year 2021-2022 Parks Capital Improvement Program Budget to accept $2,500,000 from the California Natural Resources Agency and appropriate the funds to accounts 4600-CNRG-42190-P2202 and 4600-CNRG-55100-P2202 for the purpose of design and construction services for the Covina Recreation Village Project.

Agenda Report - Resolutions CC 2022-04 and 2022-05, Grant Funds for Covina Rec Village - Pdf
City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022 CC 10. Escheatment of Unclaimed Funds to the City of Covina in Accordance with the Escheat of Unclaimed Property Policy & Write-Off of Uncollectible Accounts Receivable
Staff Recommendation:

1. Authorize staff to pursue the escheatment of unclaimed funds to the City in the amount of $15,113.79 and approve the transfer of any available funds remaining unclaimed to be recognized as revenue in the General Fund in accordance with the Escheat of Unclaimed Property Policy.

2. Authorize staff to approve the write-off of delinquent accounts in the amount of $37,776.95 in accordance to the Accounts Receivable Allowance and Write Off of Uncollectible Accounts Policy.

Agenda Report - Escheatment of Unclaimed Funds - Pdf

CONTINUED PUBLIC HEARINGS
CPH 1. A Continued Public Hearing for Notice of Intent to Vacate a Portion of Geneva Place between Citrus Avenue and 3rd Avenue and a Strip of Public Alley located at East Side of 141 West Geneva Place
Staff Recommendation:

Continue the public hearing to the meeting of February 15, 2022.

Agenda Report - CPH Geneva Pl and Alley St Vacation - Pdf

PUBLIC HEARINGS
PH 1. City Council Election District Public Hearing #5 – Regarding the Transition from AtLarge to By-District Elections and Final Adoption of an Ordinance Adding a New Title 4 (Municipal Elections) to the Covina Municipal Code Providing for the Election of Five City Councilmembers by Districts, Establishing the Boundaries and Identification Number of Each District, and Establishing the Election Order of Each District, and Making a Determination of Exemption Pursuant to CEQA Staff Recommendation:

That the City Council:

1. Receive information about draft mapping proposals for district-based voting;

2. Conduct the fifth of five public hearings to solicit public testimony regarding the draft maps;

3. Adopt upon second reading the following ordinance:

An Ordinance of the City Council of the City of Covina, California, Adding a New Title 4 (Municipal Elections) to the Covina Municipal Code Providing for the Election of Five City Councilmembers by Districts, Establishing the Boundaries and Identification Number of Each District, and Establishing the Election Order of Each District, and Making a Determination of Exemption Pursuant to the California Environmental Quality Act
Agenda Report - City Council Election District Public Hearing #5 - Pdf City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022 PH 2. Consideration of Fiscal Year 2022-2023 Community Development Block Grant (CDBG) Program Budget
Staff Recommendation:

1. Open the public hearing and receive public testimony; and

2. Close the public hearing; and

3. Consider approval of the FY 2022-2023 CDBG program budget as recommended in Column C of the Table on Attachment A with the provision that: a) the allocation be adjusted based on the final allocation as determined by the Los Angeles County Development Authority (LACDA), with a maximum of 15 percent of funding allocated for public service programs; and

4. Adopt Resolution CC 2022-01, authorizing the allocation of the Forty Eighth Year CDBG funds for FY 2022-2023; and

5. Authorize the City Manager or his designee to execute the documents related to the FY 2022-2023 CDBG funds.

Agenda Report - CDBG FY 2022-2023 Program Budget - Pdf
PH 3. Resolution CC 2022-02 Approving an Addendum to the Certified Environmental Impact Report (SCH NO. 2016051053), a General Plan Amendment (GPA) 21-1 to Change the Land Use Map Changing the Land Use Designation from “General Commercial” to “High Density Residential/Transit Oriented Development,” and Covina Forward Specific Plan (CFSP) Amendment 21-1 Changing the Zoning from “Institutional” to “Transit Oriented Development (TOD),” for the Property Located at 155 E. Covina Boulevard - APN: 8406-019-097 and; Resolution CC 2022-03 Approving an Addendum to the Certified Environmental Impact Report (SCH No. 2016051053) Tentative Tract Map (TTM) 83343, and Site Plan Review (SPR) 21-87, for the Construction of Five (5) Three-Story Townhouse Buildings, Totaling 38 Units with 2-car Attached Garages on Approximately 1.5 Acres of Land, Located at 155 E.

Covina Boulevard - APN: 8406-019-097
Staff Recommendation:

1. Adopt Resolution CC 2022-02 approving an Addendum to the Certified Environmental Impact Report (SCH NO. 2016051053), a General Plan Amendment (GPA) 21-1 to change the land use designation from “General Commercial” to “High Density Residential/Transit Oriented Development,” and a Covina Forward Specific Plan (CFSP) Amendment 21-1 to change the zoning from “Institutional” to “Transit Oriented Development (TOD),” for property located at 155 E. Covina Boulevard - APN: 8406-019-097 and;

2. Adopt Resolution CC 2022-03 approving an Addendum to the Certified Environmental Impact Report (SCH No. 2016051053) Tentative Tract Map (TTM) 83343, and Site Plan Review (SPR) 21-87, for the construction of five (5) three-story townhouse buildings, totaling 38 units with 2-car attached garages on approximately 1.5 acres of land, located at 155 E. Covina Boulevard - APN: 8406-019-097.

Agenda Report - Resos CC 2022-02 & 03 155 E. Covina Boulevard - APN: 8406- 019-097 - Pdf
City Council/CSA/CPFA/CHA Agenda Tuesday January 18, 2022 CONTINUED BUSINESS - NONE.

NEW BUSINESS
NB 1. Community Feedback Related to Smoke-Free Regulations at Multi-Family Residential Properties
Staff Recommendation:

That the City Council consider public feedback and provide direction related to further actions related to this topic.

Agenda Report - Smoke-Free Regulations at Multi-Family Residential Properties Feedback - Pdf

ADJOURNMENT
The Covina City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Covina Housing Authority will adjourn to its next regular meeting of the Council/Agency/Authority scheduled for Tuesday, February 1, 2022, at 6:30 p.m. for closed session and at 7:30 p.m. for open session inside the Council Chamber at City Hall, located at 125 East College Street, Covina, California, 91723.

The Covina City Clerk’s Office does hereby declare that, in accordance with California Government Code Section 54954.2(a), the agenda for the Tuesday, January 18, 2022, meeting was posted on January 13, 2022, on the City’s website and near the front entrances of: Covina City Hall, 125 East College Street, Covina.

If you challenge in court any discussion or action taken concerning an item on this agenda, you may be limited to raising only those issues you or someone else raised during the meeting or in written correspondence delivered to the City at or prior to the City’s consideration of the item at the meeting.

MATERIALS RELATED TO AN ITEM ON THIS AGENDA, AND SUBMITTED TO THE CITY COUNCIL AFTER PUBLICATION OF THE AGENDA, ARE AVAILABLE TO THE PUBLIC IN THE CITY CLERK’S OFFICE AT 125 E.

COLLEGE STREET, COVINA.

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COUNCIL/CSA/CPFA/CHA MINUTES Page 1 of 9 Tuesday, December 21, 2021 MINUTES OF DECEMBER 21, 2021

REGULAR MEETING OF THE COVINA CITY COUNCIL/SUCCESSOR AGENCY TO

THE COVINA REDEVELOPMENT AGENCY/COVINA PUBLIC FINANCING

AUTHORITY/COVINA HOUSING AUTHORITY HELD IN THE COUNCIL CHAMBER OF CITY HALL, 125 EAST COLLEGE STREET, COVINA, CALIFORNIA AND

VIRTUALLY VIA ZOOM
This meeting was conducted in accordance with Assembly Bill 361, regarding the COVID-19 pandemic.

CALL TO ORDER/ROLL CALL
Mayor Marquez called the Council/Agency/Authority meeting to order at 6:31 p.m. with all Councilmembers present.

PUBLIC COMMENTS – None.

CLOSED SESSION
Mayor Marquez recessed the Council to Closed Session at 6:32 p.m. for the following:

A. Government Code §54956.9(d)(1) CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION:

Name of Case: Gutierrez, David v. City of Covina, et al Case Number: 21STCV17453
B. Government Code §54956.9(d)(1) CONFERENCE WITH LEGAL COUNSEL - PENDING LITIGATION:

One Matter: In re National Prescription Opioid Litigation, MDL No. 2804 (Federal District Court N.D. Ohio)

RECONVENE AND CALL TO ORDER
Mayor Marquez called the Council/Agency/Authority meeting to order at 7:32 p.m. with all Councilmembers present.

ROLL CALL
Councilmembers Present: Walter Allen, III, John C. King, Victor Linares, Mayor Pro Tem/Vice-Chair Patricia Cortez, and Mayor/Chair Jorge A. Marquez.

Councilmembers Absent: None.

Elected Members Present: City Clerk Mary Lou Walczak and City Treasurer Geoffrey Cobbett.

ITEM NO. CC 1
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COUNCIL/CSA/CPFA/CHA MINUTES Page 2 of 9 Tuesday, December 21, 2021 Elected Members Absent: None.

Staff Members Present: City Manager Chris Marcarello, City Attorney Candice K. Lee, Police Chief David Povero, Administrative Services Director Anita Agramonte, Community Development Director Brian Lee, Parks & Recreation/Library Services Director Lisa Evans, Public Works Director Andy Bullington, Deputy City Manager Angel Carrillo, and Chief Deputy City Clerk Nicole Alvarez.

PLEDGE OF ALLEGIANCE
Led by Mayor Marquez

INVOCATION
Given by Covina Police Chaplain Chuck Cannizzaro

CLOSED SESSION REPORT
City Attorney Lee announced for Closed Session item A, direction was given to staff and no reportable action was taken; and for Closed Session item B the City Council unanimously decided to enter into the settlement agreement for the National Opioid litigation. City Attorney Lee also noted that there is an item on the Consent Calendar to adopt a resolution also authorizing entering into the settlement agreements. She further noted that there is no legal requirement to do so as settlement agreements can be approved in closed session, but the attorneys representing various governmental agencies has asked the City to adopt a resolution entering into the settlement agreement to make the process seem easier.

PRESENTATIONS
A. Charter Oak Advanced Choir Ensemble "ACE"
Rebecca Portnoy, Choir Director for Charter Oak Unified School District, and the Charter Oak Advanced Choral Ensemble “ACE” performed several seasonal songs.

B. Covina Christmas Parade Committee Recognition
On behalf of City Council and the community, Mayor Marquez extended appreciation to the Christmas Parade Committee volunteers for bringing two incredible events this year, the 31st Annual Tree Lighting Ceremony and the 70th Annual Covina Christmas Parade, and thanked them for their hard work and dedication.

Covina Christmas Parade Chair Joelle Peelgren commented on the events, thanked the committee for their service and dedication, and let the community know how they can get involved.

PUBLIC COMMENTS
Patricia Coe commented regarding issues she’s had with Starlite Mobile Estates and their management team.

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COUNCIL/CSA/CPFA/CHA MINUTES Page 3 of 9 Tuesday, December 21, 2021 Virginia Hayes provided a written comment, which was read by City Clerk Walczak, regarding the issues she’s had with CVS not turning on their lights and her continued request to have Code Enforcement enforce that CVS turn on their lights.

COUNCIL AGENCY AUTHORITY COMMENTS
Mayor Pro Tem Cortez wished everyone a Merry Christmas and thought back on all the wonderful things that have taken place in the City. She thanked City Staff and the Covina Police Department for all of their hard work and wished everyone a safe and Happy Holidays.

Councilmember Allen expressed that he was impressed by the Choir tonight singing through the mask. He thanked the Covina Christmas Parade Committee and all those involved with the holiday community events for a great job with those events. Councilmember Allen also thanked Luminate Church for their toy giveaway this last Saturday, and gave Dora Gomez a shout out.

Councilmember King also thanked Covina Christmas Parade Committee and all those involved with the Christmas Parade. Councilmember King reflected on what a great year it’s been and all the great news on the Consent Calendar. He thanked staff for their perseverance and hard work and wished everyone a Merry Christmas and Happy Holidays.

Councilmember Linares thanked the Covina Christmas Parade Committee and all those involved.

He also thanked the choir and wished everyone Happy Holidays, and a safe and Happy New Year.

Mayor Marquez thanked the Covina Christmas Parade Committee, the Rotary Club for their toy giveaway event, and Project 29:11. Mayor Marquez announced the following:
• Holiday closures for City Hall, Public Works, and Parks & Recreation Offices will be Friday, December 24th through Friday, December 31st
• Overnight parking permits for on-street parking will not be required Monday, December 20th through Sunday, January 2nd
• Los Angeles County Homeless Count – Tuesday, January 25, 2022, starting at 7:30 pm – Volunteers can sign up online at www.theycountwillyou.org or for more information contact the Covina Housing Department.

CITY MANAGER COMMENTS
City Manager Marcarello requested that City Council consider the few minor revisions that have been provided to Council and made available to the public when approving Consent Calendar item CC 1, Minutes. City Manager Marcarello also announced that the Covina Recreation Village Project has been successful in receiving $4.8 million from the statewide park program which brings the City to having received over $7.3 million and it’s all thanks to the hard work of our team and the vision of City Council. City Manager Marcarello wished everyone Happy Holidays.

CONSENT CALENDAR
Mayor Marquez announced there was a request to pull Consent Calendar item CC 26 for separate discussion. Councilmember Allen highlighted Consent Calendar item CC 15 regarding the Covina Recreation Village.

DRAFT
COUNCIL/CSA/CPFA/CHA MINUTES Page 4 of 9 Tuesday, December 21, 2021 A motion was made by Councilmember Allen, seconded by Councilmember King, to approve Consent Calendar items CC 1 – 25, as revised.

Motion approved by roll call vote for Consent Calendar items CC 1 – 25, as follows:

AYES: ALLEN, KING, LINARES, CORTEZ, MARQUEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
CC 1. City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Covina Housing Authority approved the Minutes of the November 16, 2021, Regular Meeting of the City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Housing Authority.

CC 2. City Council/Successor Agency to the Covina Redevelopment Agency approved the Payment of Demands in the amount of $5,258,791.66.

CC 3. City Council/Successor Agency to the Covina Redevelopment Agency received and filed the Monthly Investment Report of the Treasurer to the City Council and Successor Agency to the Covina Redevelopment Agency for November 2021.

CC 4. City Council adopted on second reading Ordinance 21-09 entitled, “An Ordinance of the City Council of City of Covina, California, approving Zoning Code Amendment (ZCA) 21-003 by amending RD Residential Zone (Multi-family) Chapter 17.28 of Title 17 (Zoning) of the Covina Municipal Code in its entirety and replacing with new Chapter 17.28, Sections 17.28.010 through 17.28.140; and, adopting the new Objective Design Standards for RD Residential Zone (Multi-family) as a separate independent document, and making a determination of Exemption under CEQA Guidelines Section 15061(B)(3).

CC 5. City Council approved and made the following findings so that meetings of the City Council and the City’s Other Legislative Bodies are authorized to meet remotely in accordance with AB 361’s special Brown Act requirements for teleconference meetings: (1) the City Council has reconsidered the circumstances of the COVID-19 state of emergency; and (2) state and local officials continue to recommend measures to promote social distancing.

CC 6. City Council authorized the City Manager to execute a Letter of Agreement that enables the Department of Public Works to Piggyback on a City of Vernon contract for the purchase of chemicals to maintain water quality with Waterline Technologies, Inc. in an amount not-to-exceed the approved budget amount during any fiscal year.

CC 7. City Council authorized the City Manager to execute a Professional Services Agreement between the City of Covina and CEJ Engineers, Inc. in an amount not-toexceed $55,000 for surveying engineering services for the Badillo Street Rehabilitation Project.

CC 8. City Council approved Professional Services Agreement with MIG, Inc. for providing on-call, as needed, Planning and Environmental Services to the City.

CC 9. City Council adopted Resolution CC 2021-134 amending the operating budget for fiscal year 2021-2022 to appropriate ARPA funding to create one limited term, part- DRAFT
COUNCIL/CSA/CPFA/CHA MINUTES Page 5 of 9 Tuesday, December 21, 2021 time City Resources Specialist to assist with the oversight and implementation of American Rescue Plan (ARPA) Programs in the Community Development Department and to appropriate ARPA funding pertaining to the City Concierge position.

CC 10. City Council adopted Resolution CC 2021-135, a resolution of the City Council of the City of Covina, California, approving applications for Per Capita Grant Funds through the California Drought, Water, Parks, Climate, Coastal Protection, and Outdoor Access for All Act of 2018.

CC 11. City Council adopted Resolution CC 2021-136, finding that the proposed amended Fiscal Year 2022-2026 City of Covina five-year Capital Improvement Program (CIP) is consistent with the goals and policies of the Covina General Plan.

CC 12. City Council adopted Resolution CC 2021-137 to amend the Fiscal Year 2021-2022 Capital Improvement Program Budget to appropriate $19,469.80 from available Water Funds (6010) for the Panels Replacement Project, Rancho La Merced Reservoir Electrical Upgrade (Account No. 60105060-55100-W2101) for the purpose of final acceptance.

CC 13. City Council adopted Resolution CC 2021-138 accepting the public improvements associated with Parcel Map No. 72690 “Dexter."
CC 14. City Council:

1. Approved plans and specifications for the Sewer Relief Line Project – San Bernardino Road from Second Avenue to Third Avenue;

2. Awarded the contract for the Sewer Relief Line Project – San Bernardino Road from Second Avenue to Third Avenue to GRBCON, Inc. as the lowest responsive and responsible bidder in an amount not to exceed $934,666 and authorized the City Manager to execute the contract; and,

3. Authorized an amount of $94,000 (approximately 10%) as a contingency to cover the cost of unforeseen construction expenses.

CC 15. City Council:

1. Awarded the Contract for the Covina Recreation Village Project for Design Services to GGA as the responsible bidder in an amount not-to-exceed $1,037,220 and authorized the City Manager to execute the Contract; and

2. Established a 10% contingency allowance of $103,722 for additional services, if needed; and

3. Adopted Resolution CC 2021-139 to amend the Fiscal Year 2021-2022 Capital Improvement Program budget to appropriate $1,250,000 from the General Fund (Measure CC) and Parks CIP Fund to establish the Covina Recreation Village Project Account (46003400-55100-P2202) for the purpose of design services of the Covina Recreation Village project located at 301 E.

Front Street and 707 N. Barranca Avenue.

CC 16. City Council accepted the work performed by Gentry Brothers, Inc.; and authorized the City Clerk to file a Notice of Completion for the City-Wide Street Rehabilitation Project.

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COUNCIL/CSA/CPFA/CHA MINUTES Page 6 of 9 Tuesday, December 21, 2021 CC 17. City Council:

1. Awarded Contract for the Downtown Civic Center Parking Structure Façade Improvements Project to California Stone Veneer, Inc. as the lowest responsive and responsible bidder in an amount not-to-exceed $41,580 and authorized the City Manager to execute the Contract; and

2. Adopted Resolution CC 2021-140 to authorize the appropriation of $41,580 from the Municipal Parking District Fund Balance for the Downtown Civic Center Parking Structure Façade Improvements Project.

CC 18. City Council authorized the City Manager to execute a Professional Services Agreement with SAESHE to provide program management services for the Used Oil Payment Program.

CC 19. City Council adopted Resolution CC 2021-141 accepting the public improvements associated with Tract No. 72116 “City Ventures".

CC 20. City Council:

1. Awarded a Contract for Covina Recreation Village Project Asbestos and LeadBased Paint Abatement Services to Precision Contracting as the lowest, responsible bidder in an amount of $43,500 and authorized the City Manager to execute the Contract; and

2. Established a 10% contingency allowance of $4,350 for additional services, if needed.

CC 21. City Council approved participation in the 2022 Homeless Count and approved the Three Year Opt- In Program Agreement for the 2022 Greater Los Angeles Homeless Count Opt-In Program with the Los Angeles Homeless Services Authority, subject to final approval of terms by the City Attorney, and authorized the City Manager or his designee to sign related documents.

CC 22. City Council adopted Resolution CC 2021-142, implementing a Recovered Organic Waste Product Procurement Policy, per the requirements of SB 1383.

CC 23. City Council adopted Resolution CC 2021-143 authorizing the destruction of obsolete records in the Administrative Services (Finance and Human Resources), Parks & Recreation/Library Services, Public Works, and City Clerk/Records Management Departments.

CC 24. City Council received and filed the draft program documents and information for the City of Covina Draft Business License & Fee Forgiveness Program, and work through the City Attorney's office to finalize program compliance with the American Rescue Plan of 2021 (ARPA) funding requirements.

CC 25. City Council adopted Resolution CC 2021-144, A Resolution of the City Council of the City of Covina Authorizing the City to Enter Into the Settlement Agreements With Mckesson Corporation, Cardinal Health, Inc., Amerisourcebergen Corporation, Johnson & Johnson, Janssen Pharmaceuticals, Inc., Ortho-Mcneil-Janssen Pharmaceuticals, Inc., and Janssen Pharmaceutica, Inc., Agree to the Terms of the Memorandum of Understanding Allocating Settlement Proceeds, and Authorize Entry Into the Memorandum of Understanding With the Attorney General and Authorize the City Manager to Take All Actions Necessary and Convenient to Implement the Settlements.

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COUNCIL/CSA/CPFA/CHA MINUTES Page 7 of 9 Tuesday, December 21, 2021

CONSENT CALENDAR ITEMS PULLED FOR SEPARATE DISCUSSION
CC 26. Temporary Outdoor Dining Program Extension
Staff Recommendation:

That the City Council extend the temporary encroachment permits for the outdoor dining program for 30 days.

Neil Polzin expressed his concerns regarding the outdoor dining program and k-rails.

Mayor Marquez requested that staff look into the safety concerns indicated by Mr. Polzin.

Councilmember Allen requested that staff query the businesses to find out how the program is working for them. Councilmember Linares echoed Councilmember Allen’s request to query businesses, specifically their use or lack thereof of outdoor dining areas, and if they will not be in use he recommends that Council strongly consider removing them in the future.

City Manager Marcarello informed that there have been surveys sent out, but they’ll get more out.

A motion was made by Mayor Pro Tem Cortez, seconded by Councilmember Allen, to approve Consent Calendar item CC 26 as presented.

Motion approved by roll call vote for Consent Calendar item CC 26 as follows:

AYES: ALLEN, KING, LINARES, CORTEZ, MARQUEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE

CONTINUED PUBLIC HEARINGS
CPH 1. A Continued Public Hearing for Notice of Intent to Vacate a Portion of Geneva Place between Citrus Avenue and 3rd Avenue and a Strip of Public Alley located at East Side of 141 West Geneva Place
Mayor Marquez declared the public hearing open.

The agenda report was presented by City Manager Marcarello.

There were no public comments.

A motion was made by Councilmember King, seconded by Councilmember Linares, to continue the Public Hearing to the meeting of January 18, 2022.

Motion approved by roll call vote for Continued Public Hearing item CPH 1 as follows:

AYES: ALLEN, KING, LINARES, CORTEZ, MARQUEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
DRAFT
COUNCIL/CSA/CPFA/CHA MINUTES Page 8 of 9 Tuesday, December 21, 2021

PUBLIC HEARINGS
PH 1. City Council Election District Public Hearing #3
Mayor Marquez opened the public hearing.

A brief overview was presented by City Manager Marcarello. A PowerPoint presentation was presented by Chris Skinnell from Nielsen Merksamer and Tyrone Peter from Willdan.

Questions included, what position is the at-large seat, and the process to transition to 4-districts with 1 at-large mayor.

Neil Polzin, Diana Mullins, Cindy, Ronald, Logan Wicks, Dan McMeekin, Stephen Ford, and Erin Borland (via Zoom), commented on their map preference, reasoning and concerns.

Scott Rafferty (via Zoom) expressed his concerns regarding the process and consultant maps, and encouraged City Council to give the community more time and better tools.

The following public comments were submitted via email and were read by City Clerk Walczak and Chief Deputy City Clerk Alvarez:

Kevin Stapleton, Elias Aguayo, Alfonso & Irma Ramirez, Paula Hansen, Curtis Hansen, Ron & Joanie Mabee, Mark Segura, Rosie Richardson, and Maria C. commented on their map preference, reasoning and concerns.

Mayor Marquez closed the public hearing.

Mayor Marquez noted his preference for four districts. Councilmember Allen noted the public’s preference for five districts.

A motion was made by Councilmember King, seconded by Councilmember Allen to eliminate the maps that do not meet the legal requirements.

Motion approved by roll call vote for Public Hearing item PH 1 as follows:

AYES: ALLEN, KING, LINARES, CORTEZ, MARQUEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
PH 2. Public Hearing of 2022 Annual Report for the Covina Downtown Business Area Enhancement District (BAED) and Proposed 2022 Assessment Mayor Marquez opened the public hearing.

The agenda report was provided by Finance Manager Theresa Franke.

There were no public comments.

DRAFT
COUNCIL/CSA/CPFA/CHA MINUTES Page 9 of 9 Tuesday, December 21, 2021 Mayor Marquez closed the public hearing.

A motion was made by Councilmember Allen, seconded by Mayor Pro Tem Cortez, to adopt Resolution CC 2021-132 confirming the 2022 Annual Report for the Downtown Covina Business Area Enhancement District, and levying the 2022 assessment described therein.

PH 3. Public Hearing of 2021 Annual Report for the Prospero Park Business Area Enhancement District (BAED) and Proposed 2022 Assessment Mayor Marquez opened the public hearing.

The agenda report was provided by Finance Manager Theresa Franke.

There were no public comments.

Mayor Marquez closed the public hearing.

A motion was made by Councilmember King, seconded by Councilmember Allen, to adopt Resolution CC 2021-133 confirming the 2021 Annual Report for the Prospero Park Business Area Enhancement District and levying the 2022 assessment described therein.

CONTINUED BUSINESS – None.

NEW BUSINESS – None.

ADJOURNMENT
At 9:35 p.m., the Covina City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Covina Housing Authority was adjourned to its next regular meeting of the Council/Agency/Authority scheduled for Tuesday, January 4, 2022, at 6:30 p.m. for closed session and 7:30 p.m. for open session inside the Council Chamber at City Hall, located at 125 East College Street, Covina, California, 91723.

Respectfully Submitted:
__________________________________________
Georgianna Nicole Alvarez, CMC, CPMC
Chief Deputy City Clerk
Approved this 18th day of January, 2022:
_____________________________________
Jorge A. Marquez, Mayor/Chair

DRAFT
COUNCIL/CSA/CPFA/CHA MINUTES Page 1 of 3 Tuesday, January 4, 2022 MINUTES OF JANUARY 4, 2022

REGULAR MEETING OF THE COVINA CITY COUNCIL/SUCCESSOR AGENCY TO

THE COVINA REDEVELOPMENT AGENCY/COVINA PUBLIC FINANCING

AUTHORITY/COVINA HOUSING AUTHORITY HELD IN THE COUNCIL CHAMBER OF CITY HALL, 125 EAST COLLEGE STREET, COVINA, CALIFORNIA AND

VIRTUALLY VIA ZOOM
This meeting was conducted in accordance with Assembly Bill 361, regarding the COVID-19 pandemic.

CLOSED SESSION – Not Scheduled.

CALL TO ORDER
Mayor Marquez called the Council/Agency/Authority meeting to order at 7:32 p.m. with all Councilmembers present.

ROLL CALL
Councilmembers Present: Walter Allen, III, John C. King, Victor Linares, Mayor Pro Tem/Vice-Chair Patricia Cortez, and Mayor/Chair Jorge A. Marquez.

Councilmembers Absent: None.

Elected Members Present: City Clerk Mary Lou Walczak and City Treasurer Geoffrey Cobbett.

Elected Members Absent: None.

Staff Members Present: City Manager Chris Marcarello, City Attorney Candice K. Lee, Police Chief David Povero, Administrative Services Director Anita Agramonte, Community Development Director Brian Lee, Parks & Recreation/Library Services Director Lisa Evans, Public Works Director Andy Bullington, Deputy City Manager Angel Carrillo, and Chief Deputy City Clerk Nicole Alvarez.

PLEDGE OF ALLEGIANCE
Led by Mayor Pro Tem Cortez
PRESENTATIONS – None.

PUBLIC COMMENTS – None.

COUNCIL AGENCY AUTHORITY COMMENTS
Councilmember King commented on Mayor Marquez’s decision to not run in the next election and expressed his pride for his continued dedication and service to the community.

ITEM NO. CC 2
DRAFT
COUNCIL/CSA/CPFA/CHA MINUTES Page 2 of 3 Tuesday, January 4, 2022 Councilmember Linares wished everyone a Happy New Year.

Councilmember Allen wished everyone a Happy New Year and commented that this is one of the best Councils he has worked with in 22 years and expressed his appreciation for Mayor Marquez.

Mayor Pro Tem Cortez wished everyone a Happy New Year and congratulated Mayor Marquez on putting his family first and making the hard decision not to run.

Mayor Marquez commented on a post he made on social media where he shared his decision that he will not be running for election this year so he can focus on family.

CITY MANAGER COMMENTS
City Manager Marcarello wished everyone a Happy New Year and congratulated Mayor Marquez on his decision and his next phase in life.

CONSENT CALENDAR – None.

PUBLIC HEARINGS
PH 1. City Council Election District Public Hearing #4 – Regarding the Transition from At-Large to By-District Elections and Introduce an Ordinance Adding a New Title 4 (Municipal Elections) to the Covina Municipal Code Providing for the Election of Five City Councilmembers by Districts, Establishing the Boundaries and Identification Number of Each District, and Establishing the Election Order of Each District, and Making a Determination of Exemption Pursuant to CEQA Mayor Marquez opened the public hearing.

The agenda report was presented by City Manager Marcarello. A PowerPoint presentation was presented by Chris Skinnell from Nielsen Merksamer and Tyrone Peter form Willdan.

Questions included, what is the process to extend this and what are the consequences.

Diana Mullins, Jose Perez, Linda Logan, Neil Polzin, Andrew McIntyre, Kristin McGuire, Jeanette Flores, Bri Serrano (via Zoom), Stephen Ford (via Zoom), CW (via Zoom), Scott Rafferty (via Zoom), and Jackie Lam (via Zoom) commented on their map preference, reasons, and concerns.

Rick Jett provided comments of support to City Council.

The following public comments were submitted via email and were read by City Clerk Walczak and Chief Deputy City Clerk Alvarez:

Erin Borland, Shannan Starn, Robert, Barbara Baker, Rene Martinez, Michael Touhey, Angela Thomas, Bridgette De Lellis, Christine Chico, Andy Pringle, Yana Portuguez, Florencio Briones on behalf of the United Democrats of the San Gabriel Valley, Andy, Monica Torre, and Jaclyn Schmitt commented on their map preference, reasons, and concerns.

Mayor Marquez closed the public hearing.

DRAFT
COUNCIL/CSA/CPFA/CHA MINUTES Page 3 of 3 Tuesday, January 4, 2022 Discussion and comments included number of individuals who submitted maps, division, racism, gerrymandering, Willdan Map 2, politics, district process and timeline, running for election, serving the entire city not just a district, at-large mayor and term, mayor rotation, and Map 129.

Mayor Marquez proposed that City Council consider Willdan Map 3, which is four districts with one at large mayor.

A motion was made by Councilmember Allen, seconded by Councilmember Linares, to select Willdan Map 2 with the corresponding election sequence of Districts 1, 3, and 5 in the 2022 Election and Districts 2 and 4 in the 2024 Election; and waive full reading, read by tittle only, and introduce for first reading, “An Ordinance of the City Council of the City of Covina, California, Adding a New Title 4 (Municipal Elections) to the Covina Municipal Code Providing for the Election of Five City Councilmembers by Districts, Establishing the Boundaries and Identification Number of Each District, and Establishing the Election Order of Each District, and Making a Determination of Exemption Pursuant to the California Environmental Quality Act.” Motion approved by roll call vote for Public Hearing item PH 1 as follows:

AYES: ALLEN, KING, LINARES, CORTEZ, MARQUEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
City Attorney Lee read the title of Ordinance 22-01 into record. City Attorney Lee clarified for the records that Exhibit A of the ordinance will attach Willdan Map 2 and Section 4.02.030 of the ordinance will reflect that in June 2022 the voters in Council Districts 1, 3, and 5 shall elect City Councilmembers by district for 4-year terms and at the General Municipal Election in 2024 and thereafter the voters in Council Districts 2 and 4 shall elect City Councilmembers by district for 4-year terms.

CONTINUED BUSINESS – None.

NEW BUSINESS – None.

ADJOURNMENT
At 9:49 p.m., the Covina City Council/Successor Agency to the Covina Redevelopment Agency/Covina Public Financing Authority/Covina Housing Authority was to its next regular meeting of the Council/Agency/Authority scheduled for Tuesday, January 18, 2022, at 6:30 p.m. for closed session and 7:30 p.m. for open session inside the Council Chamber at City Hall, located at 125 East College Street, Covina, California, 91723.

Respectfully Submitted:
__________________________________________
Georgianna Nicole Alvarez, CMC, CPMC
Chief Deputy City Clerk
Approved this 18th day of January, 2022:
_____________________________________
Jorge A. Marquez, Mayor/Chair

CC Regular Meeting

AGENDA ITEM REPORT
ITEM NO. CC 3
Meeting: CC Regular Meeting - Jan 18 2022
Title: Payment of Demands
Presented By: Geoffrey Cobbett, City Treasurer
Anita Agramonte, Administrative Services Director
Recommendation: Approve Payment of Demands in the amount of $4,637,044.71.

EXECUTIVE SUMMARY / BACKROUND:

Attached is a list of warrants and demands which are being presented for approval and are summarized as follows:

Accounts Payable Warrants December 3, 2021 - December 30, 2021 CITY checks/EFTs $ 2,805,362.65
CITY payroll $ 1,774,223.69
CITY voids $ (531.00)
Worker's Comp $ 48,389.60
$ 4,627,444.94
SACRA checks/EFTs $ 877.09
SACRA payroll $ 8,722.68
$ 9,599.77
TOTAL checks/EFTs $4,637,044.71
DISCUSSION:

The attached reports have been reviewed by the City Treasurer and by the Administrative Services Director.

FISCAL IMPACT:

Sufficient funding is available and the related costs are included in the Fiscal Year 21/22 Adopted Budget.

ATTACHMENTS:

Attachment A - Check Register December 3, 2021 - December 30, 2021 Respectfully submitted,

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
5740 12/09/2021 4160 ICMA RETIREMENT TRUST-IRA 30.00
5741 12/09/2021 1405 ICMA RETIREMENT TRUST-457 4,486.52 5742 12/09/2021 4003 MidAmerica 1,594.06
5743 12/09/2021 2033 NATIONWIDE RETIREMENT SOLUTIONS 12,424.00 5744 12/23/2021 4160 ICMA RETIREMENT TRUST-IRA 30.00
5745 12/23/2021 1405 ICMA RETIREMENT TRUST-457 4,423.13 5746 12/23/2021 4003 MidAmerica 1,823.26
5747 12/23/2021 2033 NATIONWIDE RETIREMENT SOLUTIONS 16,218.00 20471 12/09/2021 788 COVINA, CITY OF 41,502.02
20472 12/09/2021 789 COVINA-FSA, CITY OF 632.06
20473 12/09/2021 788 COVINA, CITY OF 24.90
20476 12/23/2021 788 COVINA, CITY OF 45,282.08
20477 12/23/2021 789 COVINA-FSA, CITY OF 632.06
20478 12/23/2021 789 COVINA-FSA, CITY OF 5,500.00
subtotal EFT/wires/direct deposits $134,602.09
108969 12/08/2021 32 ACE-1 AUTO SERVICE 385.04
108970 12/08/2021 5000 Advanced Applied Engineering, Inc. 3,767.00 108971 12/08/2021 4765 Advanced Microcomputing Concepts, Inc. 2,735.31 108972 12/08/2021 158 AMERICAN TRAFFIC SOLUTIONS 16,185.00 108973 12/08/2021 219 AT&T 47.30
108974 12/08/2021 3293 BAVCO 622.22
108975 12/08/2021 4279 BOSS JANITORIAL SERVICES 8,277.58 108976 12/08/2021 477 DEPT OF INDUSTRIAL RELATIONS 675.00 108977 12/08/2021 4438 CALIFORNIA COMPUTER SCHOOLS, INC 105.00 108978 12/08/2021 536 CARQUEST AUTO PARTS 44.61
108979 12/08/2021 568 CAT SPECIALTIES INC 622.91
108980 12/08/2021 4854 CEJ Engineers, Inc. 12,600.00
108981 12/08/2021 4714 CIR, Inc. 13,566.25
108982 12/08/2021 5099 CliftonLarsonAllen LLP 6,900.00
108983 12/08/2021 749 THE COUNSELING TEAM 600.00
108984 12/08/2021 771 COVINA IRRIGATING CO 227,940.83
108985 12/08/2021 798 CRAFCO INC 3,208.29
108986 12/08/2021 3839 DOANE AND HARTWIG WATER SYSTEMS, INC. 5,512.50 108987 12/08/2021 894 DF POLYGRAPH 175.00
108988 12/08/2021 4888 DILIGENT CORPORATION 13,549.81
108989 12/08/2021 970 EDISON CO 65,873.02
108990 12/08/2021 4885 ELIE FARAH 8,005.00
108991 12/08/2021 4977 Enterprise FM Trust 1,053.79
108992 12/08/2021 4246 FERGUSON ENTERPRISES LLC #3325 30.05 108993 12/08/2021 5011 Excel Office Services 657.57
108994 12/08/2021 4455 FRONTIER 4,215.17
108995 12/08/2021 1156 THE GAS COMPANY 46.56
108996 12/08/2021 3163 GENTRY BROTHERS INC 181,745.99
108997 12/08/2021 4338 ROBERT GOKOO 2,791.30
108998 12/08/2021 1204 GOLDEN STATE WATER COMPANY 139.57 108999 12/08/2021 4996 Green Giant Landscape, Inc. 247,065.59 109000 12/08/2021 1275 HAAKER EQUIPMENT CO 849.38
109001 12/08/2021 5131 Hazzard Backflow, Inc 2,817.00
109002 12/08/2021 1361 HOLLIDAY ROCK CO INC 581.62

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
109003 12/08/2021 3988 LANDSCAPE WAREHOUSE III 1,431.34 109004 12/08/2021 4349 Intelli-Tech 1,637.00
109005 12/08/2021 4878 iWater, Inc. 2,000.00
109006 12/08/2021 5178 Kroll Associates, Inc. 6,000.00
109007 12/08/2021 1614 LA CNTY FIRE DEPARTMENT 988,709.55 109008 12/08/2021 1615 REGIONAL TAP SERVICE CENTER 100.00 109009 12/08/2021 4863 La Verne Power Equipment 159.91
109010 12/08/2021 1663 LAW ENFORCEMENT MEDICAL 1,100.00 109011 12/08/2021 3169 LOGAN SUPPLY COMPANY 479.97
109012 12/08/2021 5141 MAAM 2,362.50
109013 12/08/2021 1895 MERRIMAC ENERGY GROUP 32,387.10
109014 12/08/2021 4833 Michael R. Hillmann 2,372.50
109015 12/08/2021 1924 MILLERS & ISHAMS 1,118.30
109016 12/08/2021 1933 MISSION LINEN SUPPLY 11.44
109017 12/08/2021 4360 MOORE IACOFANO GOLTSMAN, INC. 4,306.25 109018 12/08/2021 2091 O REILLY AUTO PARTS 380.52
109019 12/08/2021 5169 Occupational Health Centers of California 343.50 109020 12/08/2021 99999 ADRIAN OLIVAS 110.00
109021 12/08/2021 99999 AHMED ELBWASHI 80.00
109022 12/08/2021 99999 ANDREW SIMS 80.00
109023 12/08/2021 99999 ERICA GONZALES 80.00
109024 12/08/2021 99999 ETHAN GOESSMAN 80.00
109025 12/08/2021 99999 GIOVANNI GARCIA VILCHIS 80.00
109026 12/08/2021 99999 JULIANNA SALINAS 80.00
109027 12/08/2021 99999 KRISTY LITTLE 80.00
109028 12/08/2021 99999 LIZ CLOUD 80.00
109029 12/08/2021 99999 MARLIN GARCIA 80.00
109030 12/08/2021 99999 MEI ZHENG 80.00
109031 12/08/2021 99999 MI CHA-LEE 80.00
109032 12/08/2021 99999 STEPHANIE RAMIREZ 220.00
109033 12/08/2021 99999 STEVEN GRAVES 110.00
109034 12/08/2021 99999 YVETTE SAENZ 202.00
109035 12/08/2021 2163 PACIFIC PARKING SYS INC 116.31
109036 12/08/2021 4688 PCAM, LLC 37,175.79
109037 12/08/2021 2238 PEST OPTIONS INC 360.00
109038 12/08/2021 5112 Procure America, Inc 3,082.69
109039 12/08/2021 5166 Project 29:11, A Community Development Corp. 4,394.41 109040 12/08/2021 2329 PUENTE READY MIX INC 796.56
109041 12/08/2021 2345 QUILL 173.36
109042 12/08/2021 3964 RED WING BUSINESS ADVANTAGE ACCOUNT 150.00 109043 12/08/2021 2407 REGIONAL TAP SERVICE CENTER 494.70 109044 12/08/2021 2415 REPUBLIC MASTER CHEFS 308.72
109045 12/08/2021 4350 RKA Consulting Group 37,930.00
109046 12/08/2021 2616 SGV COUNCIL OF GOVERNMENTS 27,426.00 109047 12/08/2021 2711 SOUTHEAST CONSTRUCTION INC 1,006.03 109048 12/08/2021 2736 STAPLES BUSINESS ADVANTAGE 351.29 109049 12/08/2021 3185 TOSHIBA FINANCIAL SERVICES 1,181.42 109050 12/08/2021 4764 UniFirst Corporation 403.92
109051 12/08/2021 4247 UNITED WATER WORKS INC 409.41

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
109052 12/08/2021 2966 V & V MANUFACTURING 151.98
109053 12/08/2021 4065 VERIZON WIRELESS 1,831.23
109054 12/08/2021 3004 VICTORY EXTERMINATING INC 35.00
109055 12/08/2021 3070 WEST COAST ARBORISTS INC 10,575.00 109056 12/08/2021 3075 CITY OF WEST COVINA 300.00
109057 12/08/2021 3134 XEROX CORPORATION 745.29
109058 12/09/2021 68 AFLAC ACCT# YQ792 WORLDWIDE HEADQUARTERS 3,185.04 109059 12/09/2021 69 AFSCME District Council 36 619.15
109060 12/09/2021 3846 CLEA 747.25
109061 12/09/2021 775 COVINA POLICE ASSOCIATION 2,750.00 109062 12/09/2021 878 DELTA DENTAL OF CALIFORNIA 7,870.29 109063 12/09/2021 4710 Fidelity Security Life Insurance Company 852.49 109064 12/09/2021 1106 FRANCHISE TAX BOARD 583.10
109065 12/09/2021 1247 GREAT WEST LIFE & ANNUITY 4,017.00 109066 12/09/2021 3795 PRE-PAID LEGAL SERVICES, INC 126.07 109067 12/09/2021 2235 PERS LONG TERM CARE PROGRAM 125.70 109068 12/09/2021 4255 RELIASTAR LIFE INSURANCE COMPANY 4,021.97 109069 12/13/2021 4947 Cameron Saylor 2,946.59
109070 12/15/2021 4379 789, Inc. 5,376.09
109071 12/15/2021 4983 Ad Valorem Records,Inc. 7,386.02 109072 12/15/2021 84 AIRGAS-WEST 442.20
109073 12/15/2021 4829 Alicia A. Flores 114.80
109074 12/15/2021 128 ALLIANT INSURANCE SERVICES INC 2,798.00 109075 12/15/2021 5075 Amalia Q. Seresinghe 613.72
109076 12/15/2021 160 AMERICAN WEST COAST SECURITY 25.00 109077 12/15/2021 219 AT&T 807.30
109078 12/15/2021 219 AT&T 70.95
109079 12/15/2021 219 AT&T 50.93
109080 12/15/2021 4537 BEAR COMMUNICATIONS INC. 518.18
109081 12/15/2021 4643 Bear Electrical Solutions, Inc. 12,267.00 109082 12/15/2021 3771 BLACK & WHITE EMERGENCY VEHICLES 2,439.52 109083 12/15/2021 457 CA PARKS AND REC SOCIETY 185.00
109084 12/15/2021 471 CALBO 70.00
109085 12/15/2021 477 STATE OF CA 730.24
109086 12/15/2021 477 STATE OF CALIFORNIA 2,042.00
109087 12/15/2021 479 CALIFA GROUP 4,079.79
109088 12/15/2021 568 CAT SPECIALTIES INC 1,758.39
109089 12/15/2021 572 CATHOLIC CHARITIES OF LOS ANGELES 11,124.00 109090 12/15/2021 4854 CEJ Engineers, Inc. 7,000.00
109091 12/15/2021 615 CHARLES E THOMAS COMPANY 1,488.27 109092 12/15/2021 617 CHARTER OAK GYMNASTICS INC 3,616.20 109093 12/15/2021 649 CINTAS CORP #693 525.18
109094 12/15/2021 4714 CIR, Inc. 34,235.62
109095 12/15/2021 654 CITRUS CAR WASH 117.00
109096 12/15/2021 700 COLLEY FORD 703.08
109097 12/15/2021 703 COMBINED GRAPHICS 1,303.08
109098 12/15/2021 707 COMMERCIAL ELECTRIC SYSTEMS 1,244.23 109099 12/15/2021 3235 COOK, SHAWNA 222.60
109100 12/15/2021 746 CORRPRO WATERWORKS 2,055.00

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
109101 12/15/2021 749 THE COUNSELING TEAM 560.00
109102 12/15/2021 766 COVINA DISPOSAL CO 111.92
109103 12/15/2021 766 ATHENS SERVICES 17,265.31
109104 12/15/2021 5139 Crown Castle Fiber LLC 925.00
109105 12/15/2021 3982 CAROL A CUGNO 104.30
109106 12/15/2021 835 D & D GOLF CARS INC 1,675.80
109107 12/15/2021 3701 DEPARTMENT OF JUSTICE 309.00
109108 12/15/2021 4292 DUDEK 1,440.00
109109 12/15/2021 962 SUPERIOR COURT OF CALIFORNIA, CNTY OF LOS ANGELES 207.00 109110 12/15/2021 962 SUPERIOR COURT OF CALIFORNIA, CNTY OF LOS ANGELES 13,238.00 109111 12/15/2021 970 EDISON CO 20,926.94
109112 12/15/2021 4885 ELIE FARAH 5,800.00
109113 12/15/2021 1055 FEDEX 7.19
109114 12/15/2021 1075 WEX BANK 90.21
109115 12/15/2021 1075 WEX BANK 193.88
109116 12/15/2021 1092 FORENSIC NURSE SPECIALISTS INC 1,000.00 109117 12/15/2021 4455 FRONTIER 931.20
109118 12/15/2021 1156 THE GAS COMPANY 2,426.77
109119 12/15/2021 3300 SOUTHERN COUNTIES FUELS 661.04
109120 12/15/2021 1204 GOLDEN STATE WATER COMPANY 804.65 109121 12/15/2021 4432 GONZALEZ GOODALE ARCHITECTS 15,000.00 109122 12/15/2021 1241 GRAND PRINTING 108.05
109123 12/15/2021 4766 HASA, INC. 2,626.52
109124 12/15/2021 1361 HOLLIDAY ROCK CO INC 250.27
109125 12/15/2021 1364 HOME DEPOT CREDIT SERVICES 3,365.69 109126 12/15/2021 3988 LANDSCAPE WAREHOUSE III 286.34
109127 12/15/2021 1428 INGRAM DIST GROUP 29.14
109128 12/15/2021 1429 INLAND EMPIRE STAGES 878.70
109129 12/15/2021 1437 INTER-CON SECURITY SYSTEMS INC 14,216.55 109130 12/15/2021 3749 JCL BARRICADE COMPANY 8,981.12
109131 12/15/2021 1505 JOHNNY'S POOL SERVICE 297.66
109132 12/15/2021 3751 KELLY ASSOCIATES MANAGEMENT GROUP 516.25 109133 12/15/2021 1612 LA CNTY DEPT OF PUBLIC WORKS 6,068.60 109134 12/15/2021 1628 CITY OF LA VERNE 275.00
109135 12/15/2021 1646 LANGUAGE LINE SERVICES INC 173.90 109136 12/15/2021 1694 LEWIS ENGRAVING INC 145.53
109137 12/15/2021 4836 Lucius Williams 440.00
109138 12/15/2021 3932 ARLENE D. MAR 89.60
109139 12/15/2021 4874 MARIA E. VELOSCO BEDRAN 1,985.17 109140 12/15/2021 4089 MEASOM, DEVIN THOMAS 534.80
109141 12/15/2021 4687 Mighty Oak Technnology 16,667.00 109142 12/15/2021 1924 MILLERS & ISHAMS 863.19
109143 12/15/2021 1933 MISSION LINEN SUPPLY 11.44
109144 12/15/2021 3718 NADENE VALDEZ 245.00
109145 12/15/2021 5171 Nielsen Merksamer Parrinello Gross & Leoni LLP 9,072.80 109146 12/15/2021 2091 O REILLY AUTO PARTS 69.49
109147 12/15/2021 2101 OCLC 1,534.24
109148 12/15/2021 2104 OFFICE DEPOT 254.60
109149 12/15/2021 99999 ABIGAIL ELDREDGE 80.00

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
109150 12/15/2021 99999 AL ANOUD DAOUD BADDOUR 12.00
109151 12/15/2021 99999 ALBERTO SANTOS 45.00
109152 12/15/2021 99999 HERTZ VEHICLES LLC 75.00
109153 12/15/2021 99999 MARIA PADILLA 80.00
109154 12/15/2021 99999 MARLENE CLOUD 80.00
109155 12/15/2021 99999 NELSON LOPEZ 148.00
109156 12/15/2021 99999 RAYMOND MENDOZA 3,290.00
109157 12/15/2021 99999 ROBERT G SAVAGE 45.00
109158 12/15/2021 99999 ROBERT LE 80.00
109159 12/15/2021 99999 SAMUEL CASILLAS 45.00
109160 12/15/2021 99999 THE MCINTYRE COMPANY 350.11
109161 12/15/2021 99999 YASSER SEHA 45.00
109162 12/15/2021 2134 ORKIN PEST CONTROL 128.00
109163 12/15/2021 2275 POIRIER, ROBERT 140.00
109164 12/15/2021 2309 PROFESSIONAL ACCOUNT MANAGEMENT LLC 7,211.47 109165 12/15/2021 2329 PUENTE READY MIX INC 14,037.60
109166 12/15/2021 2415 REPUBLIC MASTER CHEFS 310.46
109167 12/15/2021 3796 RICHARDS, WATSON & GERSHON 20,278.76 109168 12/15/2021 2487 RSG, Inc. 3,138.75
109169 12/15/2021 4704 S & J Supply Company, Inc. 4,265.86 109170 12/15/2021 2619 SGV EXAMINER 865.00
109171 12/15/2021 2651 SIGN A RAMA COVINA 281.99
109172 12/15/2021 2705 SOUTH COAST AQMD 142.59
109173 12/15/2021 4788 SPORTS-IT, INC 160.22
109174 12/15/2021 4928 Springstead & Associates, Inc. 8,000.00 109175 12/15/2021 5117 Steam It All LLC 550.00
109176 12/15/2021 3729 SUNBELT RENTALS INC 328.23
109177 12/15/2021 5045 The Converse Professional Group 1,766.40 109178 12/15/2021 2846 THOMAS, TERRI 413.00
109179 12/15/2021 2855 TIME WARNER CABLE 136.39
109180 12/15/2021 2903 TRI-XECUTEX CORP 85.00
109181 12/15/2021 3940 TYLER BUSINESS FORMS 604.66
109182 12/15/2021 4437 TELEPACIFIC COMMUNICATIONS CO. 2,109.19 109183 12/15/2021 2935 UNDERGROUND SERVICE ALERT 145.30 109184 12/15/2021 4764 UniFirst Corporation 552.76
109185 12/15/2021 2954 URBAN GRAFFITI ENTERPRISES INC 4,501.50 109186 12/15/2021 3001 VERIZON WIRELESS 3,960.62
109187 12/15/2021 4804 Vihulu L. Villagran 70.09
109188 12/15/2021 3187 WAGONER, PAMELA 343.88
109189 12/15/2021 3070 WEST COAST ARBORISTS INC 21,104.00 109190 12/15/2021 4921 West Coast Shopping Cart Service, Inc. 500.00 109191 12/15/2021 3078 THOMSON REUTERS - WEST 799.18
109192 12/15/2021 3137 Y TIRE SALES 2,479.26
109193 12/15/2021 3152 YWCA 3,827.88
109194 12/22/2021 23 ABORTA BUG INC 125.00
109195 12/22/2021 4188 ACCO ENGINEERED SYSTEMS 1,035.39 109196 12/22/2021 32 ACE-1 AUTO SERVICE 1,016.67
109197 12/22/2021 4983 Ad Valorem Records,Inc. 450.00
109198 12/22/2021 4374 ADMINSURE, INC 6,686.70

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
109199 12/22/2021 51 ADVANCED BATTERY SYSTEMS 2,497.00
109200 12/22/2021 84 AIRGAS-WEST 622.38
109201 12/22/2021 113 ALL CITY MANAGEMENT SVC 7,891.92
109202 12/22/2021 116 ALL STAR GLASS 913.51
109203 12/22/2021 128 ALLIANT INSURANCE SERVICES INC 907.50 109204 12/22/2021 219 AT&T 71.47
109205 12/22/2021 254 AZUSA LIGHT & WATER 2,103.19
109206 12/22/2021 269 BAKER AND TAYLOR INC 1,026.94
109207 12/22/2021 4475 BLUERAY MANAGEMENT 4,018.00
109208 12/22/2021 3929 BOOT BARN INC 251.28
109209 12/22/2021 411 BRODART CO 31.48
109210 12/22/2021 536 CARQUEST AUTO PARTS 17.31
109211 12/22/2021 4854 CEJ Engineers, Inc. 15,240.00
109212 12/22/2021 5163 Changing Environments, Inc. 23,998.00 109213 12/22/2021 654 CITRUS CAR WASH 82.96
109214 12/22/2021 700 COLLEY FORD 2,125.15
109215 12/22/2021 703 COMBINED GRAPHICS 274.52
109216 12/22/2021 730 CONTEMPORARY INFO CORP 12.00
109217 12/22/2021 4647 Daniel Isida 171.05
109218 12/22/2021 849 DAPEER ROSENBLIT & LITVAK LLP 9,144.60 109219 12/22/2021 4960 Data Ticket, Inc. 200.00
109220 12/22/2021 4932 DLT Solutions, LLC 199.00
109221 12/22/2021 970 EDISON CO 2,119.24
109222 12/22/2021 4965 Environment Planning Development Solutions, Inc. 464.00 109223 12/22/2021 4713 Fisher Integrated, Inc. 1,200.00 109224 12/22/2021 4455 FRONTIER 199.04
109225 12/22/2021 1156 THE GAS COMPANY 5,139.13
109226 12/22/2021 3300 SOUTHERN COUNTIES FUELS 1,237.48 109227 12/22/2021 5042 GoGov, Inc. 20,160.00
109228 12/22/2021 1204 GOLDEN STATE WATER COMPANY 71.79 109229 12/22/2021 1235 GRAINGER 1,027.62
109230 12/22/2021 4582 USABLUEBOOK 1,633.94
109231 12/22/2021 4676 Hill Brothers Chemical Company 833.99 109232 12/22/2021 1352 HINDERLITER DELLAMAS & ASSOC 300.00 109233 12/22/2021 1361 HOLLIDAY ROCK CO INC 500.54
109234 12/22/2021 4925 Humane Society of Pomona Valley, Inc. 25,595.00 109235 12/22/2021 3988 LANDSCAPE WAREHOUSE III 181.00
109236 12/22/2021 1429 INLAND EMPIRE STAGES 953.70
109237 12/22/2021 4077 INTERWEST CONSULTING GROUP INC 14,760.00 109238 12/22/2021 1463 J.G. TUCKER AND SON 66.15
109239 12/22/2021 3749 JCL BARRICADE COMPANY 2,008.50
109240 12/22/2021 4863 La Verne Power Equipment 109.94
109241 12/22/2021 1735 LOPEZ JR, FREDDIE 45.00
109242 12/22/2021 1754 LOWE'S COMPANIES INC 517.58
109243 12/22/2021 1759 LU'S LIGHTHOUSE INC 138.43
109244 12/22/2021 1792 MANNING & MARDER KASS, 5,175.50
109245 12/22/2021 5137 MasterCorp Commercial Services LLC 3,692.29 109246 12/22/2021 1860 SSD SYSTEMS 302.79
109247 12/22/2021 4717 Merchants Landscape Services, Inc. 20,444.38

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
109248 12/22/2021 4833 Michael R. Hillmann 2,860.00
109249 12/22/2021 1933 MISSION LINEN SUPPLY 11.44
109250 12/22/2021 4716 Nearmap US, Inc. 5,000.00
109251 12/22/2021 2091 O REILLY AUTO PARTS 176.42
109252 12/22/2021 4719 O.S.T.S. Inc. 1,930.00
109253 12/22/2021 4824 Occu-Med, Ltd. 1,713.80
109254 12/22/2021 2104 OFFICE DEPOT 331.52
109255 12/22/2021 99999 LISA EVANS 52.84
109256 12/22/2021 99999 RCL 570.00
109257 12/22/2021 99999 SOUTHERN CALIFORNIA EDISON 6,038.30 109258 12/22/2021 5112 Procure America, Inc 1,910.96
109259 12/22/2021 4614 PDA CORPORATE STORES DIVISION I, LLC 891.15 109260 12/22/2021 3964 RED WING BUSINESS ADVANTAGE ACCOUNT 300.00 109261 12/22/2021 2415 REPUBLIC MASTER CHEFS 325.27
109262 12/22/2021 3796 RICHARDS, WATSON & GERSHON 4,841.67 109263 12/22/2021 5138 Ricoh USA, Inc. 299.63
109264 12/22/2021 4704 S & J Supply Company, Inc. 2,271.32 109265 12/22/2021 2683 SMITH, KRYSTAL 62.80
109266 12/22/2021 4389 EMPLOY AMERICA 2,167.00
109267 12/22/2021 2711 SOUTHEAST CONSTRUCTION INC 537.15 109268 12/22/2021 5056 Sunset Vista Medical Consulting Inc 212.50 109269 12/22/2021 2852 THREE VALLEY MUN WATER DISTR 6,079.26 109270 12/22/2021 2855 TIME WARNER CABLE 115.99
109271 12/22/2021 2855 SPECTRUM 69.99
109272 12/22/2021 4764 UniFirst Corporation 377.20
109273 12/22/2021 2954 URBAN GRAFFITI ENTERPRISES INC 7,200.00 109274 12/22/2021 5081 Veolia ES Technical Solutions, LLC 187.21 109275 12/22/2021 3023 VULCAN MATERIALS COMPANY 613.49
109276 12/22/2021 3621 WAXIE ENTERPRISES INC 474.96
109277 12/22/2021 3082 WESTERN WATER WORKS SUPPLY 2,721.41 109278 12/22/2021 3137 Y TIRE SALES 2,000.44
109279 12/23/2021 68 AFLAC ACCT# YQ792 WORLDWIDE HEADQUARTERS 3,235.36 109280 12/23/2021 69 AFSCME District Council 36 646.70
109281 12/23/2021 3846 CLEA 796.25
109282 12/23/2021 775 COVINA POLICE ASSOCIATION 2,950.00 109283 12/23/2021 878 DELTA DENTAL OF CALIFORNIA 8,114.33 109284 12/23/2021 4710 Fidelity Security Life Insurance Company 869.73 109285 12/23/2021 1106 FRANCHISE TAX BOARD 583.10
109286 12/23/2021 1247 GREAT WEST LIFE & ANNUITY 4,017.00 109287 12/23/2021 3795 PRE-PAID LEGAL SERVICES, INC 126.07 109288 12/23/2021 2235 PERS LONG TERM CARE PROGRAM 125.70 109289 12/23/2021 4255 RELIASTAR LIFE INSURANCE COMPANY 4,095.34 subtotal checks $ 2,671,637.65
105530 04/08/2021 99999 LYRISSA YBARRA (75.00)
105816 04/29/2021 99999 GERARDO GAVILAN (45.00)
105836 04/29/2021 99999 YASSER SEHA (45.00)
106216 05/26/2021 99999 RICKY WASHINGTON (26.00)
107158 07/29/2021 99999 GABRIEL J. BALDOVINO (45.00)
107160 07/29/2021 99999 GLENN T. MILLER (45.00)

CITY OF COVINA
Check Register
Dec 3 - Dec 30, 2021
Check # Check Date Vendor Name Amount
107311 08/05/2021 99999 ROBERT G SAVAGE (45.00)
107313 08/05/2021 99999 ROBERT LE (80.00)
107871 09/16/2021 99999 ALBERTO SANTOS (45.00)
108111 09/29/2021 99999 MARIA PADILLA (80.00)
voids (prior to current mo.) $ (531.00)
payroll (12/9/2021) $ 872,738.02
payroll (12/23/2021) $ 910,208.35
workers' compensation $ 48,389.60
TOTAL checks/EFTs $4,637,044.71

CC Regular Meeting

AGENDA ITEM REPORT
ITEM NO. CC 4
Meeting: CC Regular Meeting - Jan 18 2022
Title: Quarterly Report of the Treasurer to the City Council and Successor Agency to the Covina Redevelopment Agency for the Quarter Ended December 31, 2021 Presented By: Geoffrey Cobbett, City Treasurer
Anita Agramonte, Administrative Services Director
Recommendation: Receive and File.

EXECUTIVE SUMMARY / BACKROUND:

Pursuant to Government Code Section 53600 et seq. and Section 4.0 of the City of Covina’s Investment Policy, the Treasurer is required to render a report to the City Council and City Manager, containing detailed information of all securities, investments and monies of the City. The report shall be submitted on a quarterly basis.

DISCUSSION:

The attached quarterly report for the City and Successor Agency reflects the portfolio balances for the quarter ended December 31, 2021. The report is in conformity with the City’s Investment Policy as well as Government Code 53601. There are sufficient funds to meet the pooled expenditure requirements for all City funds for the next 6 months.

FISCAL IMPACT:

None to receive and file.

CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):

None.

ATTACHMENTS:

Attachment A-City - Quarterly Report of the Treasurer to the City Council for the Quarter Ended December 31, 2021
Attachment A-1-City - Cash and Investment Summary
Attachment A-Agency - Quarterly Report of the Treasurer to the Successor Agency to the Covina Redevelopment Agency December 31 2021
Attachment A-1-Agency - Cash and Investment Summary
Attachment A-2 Total Investment Portfolio as of December 31, 2021 Attachment A-3 Investment Transaction Summary
Attachment A-4 Investment Holdings by Sector
Attachment A-5 Cash and Investements - Three Year Comparison Attachment A-6 - City LAIF Statement
Attachment A-7 - Successor Agency LAIF Statement
Attachment A-8 LAIF Market Valuation for November 30, 2021 Respectfully submitted,

is
QUARTERLY REPORTOFTHETREASURER "I0 TI-IECITY COUNCIL
FOR 'IHEQUARTERENDED DECEIVIBER31, 2021
CASH BALANCE 9/30/2021
RECEIPTS I0/1/21-12/31/21
DISBURSEMENTS 10/1/21-12/31/2|
CASH BALANCE 12/31/2021

ANALYSIS OF CASH AND INVESTMENT BALANCE - BOOK VALUE

LOCAL AGENCY INVESTMENT FUND

PUBLIC TRUST ADVISORS INVESTMENT PORTFOLIO
U.S. BANK MONEY MARKETAND U.S. TREASURY BILLS

TOTAL INACTIVE PUBLIC DEPOSITS

CHECKING AND PETTY CASH BALANCES
Attachment A-2
Attachment A-2
CASH AND INVESTMENT BALANCE I2/31/2021

CASH HELD BY BOND TRUSTEES
TOTALCASH AND INVESTMENT BALANCE 12/31/2021
$67,212,604.14
45,522,873.74
(44,327,237.01)
$68,408,240.87
42,652,672.Z8
11,222,836,56
9,211,157.47
$63,086,666.3I
5,321,574.56
$68,408,240.87
2,004,906.86
$70,413,147.73
The purpose ofthis report is to provide readers with the overall cash position ofthe City. There is sufficient investment liquidity to meet the pooled expenditures of all City’s funds for the next 6 months.

Respectiiilly?submitted,
Geo?rey Cobbett
City Treasurer
Attachment A - CITY

BOOK ACQUISITIONMATURIT

Y MARKET

TYPE OF INVESTMENT ISSUE
R VALUE $ DATE DATE VALUE $
City of Covina:

Drawer & Pett
y Cash
N/A 7,935.49
N/A
N/A 7,935.49
General - Checkin
g Account Bank of the West $4,786,868.31
N/A Deman
d 4,786,868.31
Public A
gency Savin
g - Parkin
g Fines Bank of the West 56,379.16
N/A Deman
d 56,379.16
Utilit
y Billin
g Account Bank of the West $101,244.45
N/A Deman
d 101,244.45
Workers' Com
pensation - Checkin
g Account Bank of the West 94,321.08
N/A Deman
d 94,321.08
Payroll - Checkin
g Account Bank of the West $227,578.40
N/A Deman
d 227,578.40
Money Market Bank of the West $28,252.41
N/A Deman
d 28,252.41
AFLAC Flexible S
pendin
g Account Bank of the West 18,995.26
N/A Deman
d 18,995.26
Public Trust Advisors Investment Portfolio Various 11,222,836.56 Various Various 11,275,396.30U.S. Bank Money Market and U.S. Treasury Bills Various 9,211,157.47 N/A Deman
d 9,211,157.47
Local A
gency Investment Fun
d State of California 42,652,672.28
N/A Deman
d 42,652,672.28
Subtotal (A) $68,408,240.87 $68,460,800.61
Cash Held Under 3rd Party Administrator:

TRIP 2017A Covina Wilmin
gton Trust 1,790.04
N/A Deman
d $1,790.04
LA Count
y Loan A
greement U.S. Ban
k 2,000,034.39
N/A Deman
d $ 2,000,042.61
2021 Taxable Pension Obli
gation Bonds U.S. Ban
k 3,082.43
N/A Deman
d $3,082.43
2019 Wastewater Refundin
g Bonds U.S. Ban
k - N/A Deman
d $0.00
Subtotal (B) 2, 2,004,906.86 004,915.08
TOTAL (A+B) $70,413,147.73 $70,465,715.69
The
purpose of this schedule is to show the total cash and investments held b y the Cit
y of Covina b
y account.

CITY OF COVINA

CASH AND INVESTMENT SUMMARY
FOR THE QUARTER ENDED DECEMBER 31, 2021
S:\Covina_PVT\Finance_PVT\TREASURER REPORTS\FY 21-22 Treasurer Report\CITY Qrtly Treasurer Report Dec 2021\CITY - QTR-ATTACH A-1 DEC 21 Attachment A-1 CITY

QUARTERLY REPORT OF THE TREASURER TO THE SUCCESSOR AGENCY TO THE COVINA

REDEVELOPMENT AGENCY
FOR THE QUARTER ENDED DECEMBER 31, 2021
CASH BALANCE 9/30/2021
RECEIPTS 9/1/21-12/3 l/21
DISBURSEMENTS 9/1/21-12/31/21
CASH BALANCE 12/31/2021

ANALYSIS OF CASH AND INVESTMENT BALANCE

CHECKING ACCOUNT

LOCAL AGENCY INVESTMENT FUND

AVAILABLE CASH BALANCES

CASH AND INVESTMENTS HELD BY BOND TRUSTEES
TOTAL CASH & INVESTMENT BALANCE 12/31/2021
$1,543,931.95
929.42

0.00 $1,544,861.37
17,612.64
1,527,248.73
$1,544,861.37
142,043.08
$1,686,904.45
The purpose of this report is to provide readers with the overall cash position of the Successor Agency to the Covina Redevelopment Agency (Agency). There is sufficient investment liquidity to meet the pooled expenditures of all Agency's funds for the next 6 months.

Respectfully submitte
Geoffrey Cobbett ‘
City Treasurer

ATTACHMENT A-AGENCY

BANK ACQUISITION MARKET
TYPE OF INVESTMENT ISSUER VALUE $ DATE DATE VALUE $
Successor Agency to the Covina Redevelopment Agency:Checking Account Bank of the West $17,612.64 N/A Demand 17,612.64Local Agency Investment Fund State of California 1,527,248.73 Demand 1,527,248.73 Subtotal (A) $1,544,861.37 $1,544,861.37
Cash Held Under 3rd Party Administrator:(1) 2013 Series A Tax Allocation Bonds U.S. Bank* 72,272.56 N/A Demand 72,272.56 Fiscal Agent: U.S. Bank(2) 2014 Series A Tax Allocation Bonds U.S. Bank* 51,905.14 N/A Demand 51,905.14 Fiscal Agent: U.S. Bank(3) 2004 Series B Tax Allocation Bonds U.S. Bank* 17,865.38 N/A Demand 17,865.38 Fiscal Agent: U.S. Bank Subtotal (B) $142,043.08 $142,043.08
TOTAL (A+B) $1,686,904.45 $1,686,904.45
The purpose of this schedule is to show the total cash and investments held by the Successor Agency to the Covina Redevelopment Agency by account. * Formerly BNY Mellon

SUCCESSOR AGENCY TO THE COVINA REDEVELOPMENT AGENCY

CASH AND INVESTMENT SUMMARY
FOR THE QUARTER ENDED DECEMBER 31, 2021
S:\Covina_PVT\Finance_PVT\TREASURER REPORTS\FY 21-22 Treasurer Report\SACRA Qrtly Treasurer Report Dec 2021 ATTACHMENT A-1 AGENCY

Purch date Dated Qty
Market Price Per
Share
Total Original Cost
Value Total Market Value Coupon CUSIP Maturity Issuer Total Interest 05/31/19 7,250 100.227000 724,490.23 726,645.75 2.0000 912828SF8 2/15/2022 US Treasury 32,044.20 02/15/19 1,500 100.282000 147,152.34 150,423.00 1.8750 912828W55 2/28/2022 US Treasury 5,726.00 03/28/19 5,550 100.451000 557,775.00 557,503.05 2.3750 9128286H8 3/15/2022 US Treasury 32,487.51 07/11/19 3,950 100.396000 393,626.76 396,564.20 1.7500 912828J76 3/21/2022 US Treasury 15,354.82 04/08/20 6,100 100.075000 609,097.20 610,457.50 0.3750 3133ELWD2 4/8/2022 Federal Farm Credit BKs 3,431.2509/12/19 3,550 100.528000 356,234.18 356,874.40 1.6250 912828WZ9 4/30/2022 US Treasury 13,252.21 10/30/19 4,850 100.568000 487,595.51 487,754.80 1.8750 912828X47 4/30/2022 US Treasury 18,212.24 10/30/19 4,850 100.652000 486,250.39 488,162.20 1.7500 912828XR6 5/31/2022 US Treasury 17,693.89 08/28/19 7,750 100.723000 781,629.88 780,603.25 1.7500 9128286Y1 6/15/2022 US Treasury 31,164.1002/15/19 9,500 100.930000 937,902.34 958,835.00 2.1250 912828XG0 6/30/2022 US Treasury 57,997.24 10/30/19 4,850 100.801000 486,212.50 488,884.85 1.7500 9128287C8 7/15/2022 US Treasury 14,507.1709/12/19 4,250 100.770000 423,804.69 428,272.50 1.5000 912828YA2 8/15/2022 US Treasury 12,264.95 11/27/19 6,250 100.856000 625,488.28 630,350.00 1.6250 912828TJ9 8/15/2022 US Treasury 20,312.52 11/27/19 6,250 101.246000 629,809.57 632,787.50 1.8750 912828M49 10/31/2022 US Treasury 22,568.27 03/04/20 1,600 101.090000 162,918.75 161,744.00 1.5000 912828Z29 1/15/2023 US Treasury 3,276.92 08/28/19 7,750 101.402000 783,143.55 785,865.50 1.6250 912828P38 1/31/2023 US Treasury 26,093.07 03/04/20 2,850 101.043000 289,408.59 287,972.55 1.3750 912828Z86 2/15/2023 US Treasury 5,684.36 02/21/20 5,250 101.067000 524,034.00 530,601.75 1.3750 3130AJ7E3 2/17/2023 Federal Home Loan 10,747.93 04/21/20 6,100 99.769000 608,475.00 608,590.90 0.3750 3137EAEQ8 4/20/2023 FHLMC 3,431.25 05/07/20 6,100 99.776000 609,743.80 608,633.60 0.3750 3137EAER6 5/5/2023 FHLMC 3,418.54 06/09/20 6,000 99.645000 598,044.00 597,870.00 0.3000 3133ELG81 6/8/2023 Federal Farm Credit BKs 2,695.00 Subtotal Securities $ 11,275,396.30 11,222,836.56 $ US Bank Mmkt 9,211,157.47 $ 9,211,157.47 $ $ 20,486,553.77 20,433,994.03 $
The purpose is to demonstrate compliance with the city's adopted Investment Policy. This is a required report per Government Code section 53646(b). The investment portfolio as presented is in compliance with the City’s adopted Investment Policy.

CITY OF COVINA
Public Trust Advisors
Investment Portfolio as of
December 2021
Total Value of Portfolio
S:\Covina_PVT\Finance_PVT\Investments - City & CRA\Quarterly Summary\Investment Portfolos\2021-22\December 2021 total investmt portfolio Attachment A-2

Qty Purch Date Maturity
Share Price at
Purch Date
Original Cost
Value
Net Trade
Amount
Gain / (Loss)
on Purchase Issuer CUSIP Held by

NO PURCHASES DURING QUARTER
Total - - -
Qty Purch Date Maturity
Sale / Maturity
Date
Share Price at Sale
/ Maturity Date
Original Cost
Value
Par Value at
Sale/Maturity
Gain / (Loss)
on Sale /
Redemption
Earnings
Since
Purchase Issuer CUSIP Held by
01/15/19 12/15/2021 12/15/2021 100.000000 8,000 802,125.00 800,000.00 (2,125.00) 61,211.54 US Treasury 9128285R7 Public Trust Advisors 03/28/19 12/31/2021 12/31/2021 100.000000 5,550 553,525.78 555,000.00 1,474.22 32,546.87 US Treasury 912828G87 Public Trust Advisors Total 1,355,650.78 1,355,000.00 (650.78) 93,758.41
Period Portfolio Manager
Interest
Revenue
Gain / (Loss)
on Sales
Management
Fees
Net revenue /
(Loss)
Fees as a % of
Revenue
Previous Quarter Public Trust Advisors 72,734.61 (3,865.62) (5,160.13) * 7% 63,708.86Previous 12 mos. Public Trust Advisors 339,849.91 21,694.93 (22,955.59) * 6% 338,589.25 Investments Held (Public Trust Advisor $ 20,365,125.04
Total Fees 22,955.59Fees as % of Portfolio 0.11%
PREVIOUS 12 MONTH FEE ANALYSIS
January 2021-December 2021

CITY OF COVINA
Investment Transaction Summary
for the Quarter Ended December 31, 2021
Purchased Investments
Sold/Matured Investments
Net Revenue Analysis - for Period Ending December 31, 2021 S:\Covina_PVT\Finance_PVT\Investments - City & CRA\Quarterly Summary\Investment Portfolos\2021-22\December 2021 total investmt portfolio Attachment A-3
*Includes estimate of 4th Quarter 2021 fees

Public Trust
Advisors* Total
Investment PercentageBook Value
Money Market Fund 9,211,157 45.08%Federal Home Loan 1,742,253 8.53%Federal Farm Credit 1,207,141 5.91%U.S. Treasury 8,273,443 40.49% Total 20,433,994 100.01%
* Public Trust Advisors average S&P rating: AA+. Average coupon rate: 1.48% (based on weighted average of Original Cost Value)This chart shows the breakdown of the City's investments into the various investment sectors.

CITY OF COVIN
A
Inv estment Holdin
gs b
y Sector

45.08%

5.91% 8.53%

40.49%
Holdings by Sector
Money Market
Fund
U.S. Treasury
Federal Home Loan Federal Farm Credit
S:\Covina_PVT\Finance_PVT\Investments - City & CRA\Investment Holdings by Sector\21-22\Investment Holdings by Sector - Dec 21 Attachment A-4

Quarter
Ending City Agency*
12/31/2019 54,519,486 1,921,40812/31/2020 55,303,936 1,678,294 12/31/2021. 70,413,148 1,686,904
The purpose of this schedule is to show, for comparison purposes, the total cash and investment values for the last 3 years. *Successor Agency to Covina Redevelopment Agency

CITY OF COVINA AND SUCCESSOR AGENCY TO THE COVINA REDEVELOPMENT AGENCY Cash and Investments Three Year Comparison as of December 31, 2021 $0
$20,000,000$40,000,000$60,000,000$80,000,000
12/31/2019 12/31/2020 12/31/2021.
54,519,486 55,303,936
70,413,148
1,921,408 1,678,294 1,686,904
Quarter Ending December 31
City of Covina & Agency* Total Cash & Investments
Three Year Comparison
CityAgency*
S:\Covina_PVT\Finance_PVT\TREASURER REPORTS\FY 21-22 Treasurer Report\Cash Comparison Dec 21 ATTACHMENT A-5












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Attachment A-7

Carrying Cost Plus
Description Accrued Interest Purch. Fair Value Accrued Interest United States Treasury:

Bills 48,726,449,678.61 $ 48,730,719,000.00 $ NA
Notes $ 69,830,483,002.41 $ 69,566,332,000.00 $ 100,381,839.50 Federal Agency:

SBA $ 368,147,080.16 $ 368,757,247.51 $ 155,956.38
MBS-REMICs $ 7,037,163.75 $ 7,342,045.11 $ 32,233.50
Debentures $ 10,290,758,847.05 $ 10,273,071,200.00 $ 9,225,900.85 Debentures FR $ - $ - $ -
Debentures CL $ 800,000,000.00 $ 792,328,000.00 $ 681,362.00 Discount Notes $ 15,920,475,698.53 $ 15,918,872,000.00 NA Supranational Debentures $ 2,123,861,085.45 $ 2,110,398,500.00 $ 5,249,155.50 Supranational Debentures FR $ 100,005,722.97 $ 100,010,723.20 $ 28,113.89 CDs and YCDs FR $ - $ - $ -
Bank Notes $ 50,000,000.00 $ 49,994,496.07 $ 25,000.00
CDs and YCDs $ 14,050,000,416.66 $ 14,047,931,055.49 $ 5,075,180.49 Commercial Paper $ 11,344,338,881.89 11,343,047,430.48 $ NA Corporate:

Bonds FR - $ $ - $ -
Bonds $ 286,148,538.89 $ 282,462,680.00 $ 1,525,203.13
Repurchase Agreements $ - $ - $ -
Reverse Repurchase $ - $ - $ -
Time Deposits $ 3,946,500,000.00 $ 3,946,500,000.00 NA
PMIA & GF Loans $ 732,356,000.00 $ 732,356,000.00 NA
TOTAL $ 178,575,270,664.96 $ 178,271,413,829.27 $ 122,379,945.24 Fair Value Including Accrued Interest $ 178,393,793,774.51 Repurchase Agreements, Time Deposits, PMIA & General Fund loans, and Reverse Repurchase agreements are carried at portfolio book value (carrying cost).

State of California
Pooled Money Investment Account
Market Valuation
11/30/2021
Attachment A-8

CC Regular Meeting

AGENDA ITEM REPORT
ITEM NO. CC 5
Meeting: CC Regular Meeting - Jan 18 2022
Title: Recognized Obligation Payment Schedule (ROPS 22-23), Covering July 1, 2022 through June 30, 2023
Presented By: Anita Agramonte, Administrative Services Director Brian K. Lee, Community Development Director
Recommendation: Approve the Recognized Obligation Payment Schedule (ROPS 22-23) covering July 1, 2022, through June 30, 2023.

EXECUTIVE SUMMARY / BACKROUND:

Pursuant To Health and Safety Code (HSC) Section 34177, and Senate Bill 107, the Successor Agency to the Covina Redevelopment Agency is required to submit an annual ROPS for the upcoming fiscal year to the California State Department of Finance (DOF) for approval in order to obtain sufficient funds to meet authorized financial obligations of the Agency. Effective July 1, 2018, the Oversight Board to the Successor Agency to the Covina Redevelopment Agency was disbanded and all Oversight Board matters are currently considered by the Consolidated Oversight Board (COB) for Supervisorial District 5, which includes the City of Covina. In order to submit the ROPS to DOF by the required February 1, 2022 date, the COB will need to consider this matter in January 2022. The staff report and ROPS were submitted to the COB for review and approval at their meeting on January 13, 2022.

DISCUSSION:

In order for the Successor Agency to the Covina Redevelopment agency to receive sufficient funding to meet its financial obligations, the Fifth District Consolidated Oversight Board, which oversees eighteen former redevelopment agencies, must approve the ROPS. The ROPS must be adopted for each successive annual fiscal period, pursuant to Senate Bill 107, signed on September 22, 2015.

The ROPS schedule includes Redevelopment Property Tax Trust Fund (RPTTF) line items for debt service payments including, but not limited to, the debts listed below:
• 2004 Tax Allocation Bonds Series A and B-1
• 2013E Tax Allocation Revenue Refunding Bonds
• 2014A Tax Allocation Revenue Refunding Bonds
FISCAL IMPACT:

In order for the Successor Agency to meet its financial obligations during this period, an approved ROPS must be filed with the Los Angeles County Auditor-Controller, the State of California Controller and the State of California Department of Finance. For July 1, 2022 through December 31, 2022 period (ROPS 22-23A), the Successor Agency is projecting expenditures of $3,250,235 and for January 1, 2023 through June 30, 2023 period (ROPS 22-23B) the request is for $3,272,738.

CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):

Not Applicable.

ATTACHMENTS:

Attachment A - ROPS (22-23) July 1, 2022 through June 30, 2023 Respectfully submitted,





 
















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CC Regular Meeting

AGENDA ITEM REPORT
ITEM NO. CC 6
Meeting: CC Regular Meeting - Jan 18 2022
Title: Approve and Make AB 361 Findings for Special Brown Act Requirements for Teleconference Meetings
Presented By: Chris Marcarello, City Manager
Recommendation: Approve and make the following findings so that meetings of the City Council and the City’s Other Legislative Bodies are authorized to meet remotely in accordance with AB 361’s special Brown Act requirements for teleconference meetings: (1) the City Council has reconsidered the circumstances of the COVID-19 state of emergency; and (2) state and local officials continue to recommend measures to promote social distancing.

EXECUTIVE SUMMARY:

This item is on the agenda so that the City Council and the other legislative bodies of the City, including the Successor Agency to the Covina Redevelopment Agency, the Covina Public Financing Authority, the Covina Housing Authority, the Planning Commission, the Parks and Recreation Commission, the Traffic and Parking Advisory Commission, the Finance Advisory Commission and the Library Board of Trustees (collectively “City’s Other Legislative Bodies”) may meet virtually pursuant to Assembly Bill (“AB”) 361’s special Brown Act requirements for teleconference meetings. These special requirements give local public agencies greater flexibility to conduct teleconference meetings when there is a declared state of emergency and either social distancing is mandated or recommended, or when the legislative body determines an in-person meeting would present imminent risks to the health and safety of attendees.

BACKGROUND:

On March 4, 2020, Governor Newsom proclaimed a state of emergency to exist in California due to the spread of COVID-19. The Governor subsequently issued numerous executive orders suspending or modifying state laws to facilitate the response to the emergency. Among other things, these executive orders superseded certain Brown Act requirements and established special rules to give local public agencies greater flexibility to conduct teleconference meetings. The special rules included provisions allowing local public agencies to conduct teleconference meetings without having to provide a physical location from which the public may attend or comment, without having to use teleconference locations that are publicly accessible, and without having to identify teleconference locations on the agenda. Those special rules expired on September 30, 2021.

On September 16, 2021, in anticipation of then-imminent expiration of his special rules for teleconference meetings, the Governor signed AB 361. In key part, this bill amends the Brown Act to establish special requirements for teleconference meetings if a legislative body of a local public agency makes two findings pursuant to Government Code Section 54953(e)(3). Like the special rules in the Governor’s executive orders, the special Brown Act requirements in AB 361 include provisions allowing public agencies to conduct teleconference meetings without having to provide a physical location from which the public may attend or comment, without having to use teleconference locations that are publicly accessible, and without having to identify teleconference locations on the agenda. The AB 361 special Brown Act requirements are scheduled be repealed on January 1, 2024.

An agency may hold a public meeting under AB 361 under certain specified circumstances, including if it is held during a proclaimed state of emergency and state or local officials have imposed or recommended measures to promote social distancing. As discussed below, the declared emergency is still in effect and Los Angeles County officials recommend measures to promote social distancing.

In order for a local public agency to continue to be subject to the AB 361 special Brown Act requirements for teleconference meetings, a legislative body of a local public agency first must make a finding that it has “reconsidered” the circumstances of a declared state of emergency. Second, the legislative body must find that such emergency continues to directly impact the ability of the legislative body’s members to meet in person.

Alternatively, for the second finding, the legislative body must find that state or local officials continue to impose or recommend social distancing measures. These findings must be made again within 30 days and on a monthly basis thereafter.

DISCUSSION:

The City Council and the City’s Other Legislative Bodies have met remotely or in a hybrid meeting format throughout the pandemic to protect the health and safety of the public and staff pursuant to these requirements.

The factual circumstances exist for the City to hold meetings pursuant to AB 361. The declared emergency is still in effect. Furthermore, Los Angeles County officials recommend measures to promote social distancing.

The Los Angeles County Department of Public Health Order Responding Together at Work and in the Community recommends physical distancing. The County Health Department encourages people at risk for severe illness or death from COVID-19 to take protective measures such as social distancing and, for those not yet fully vaccinated, to physically distance from others whose vaccination status is unknown. The County Health Department also continues to recommend that employers take steps to support physical distancing and that people maintain physical distancing to prevent COVID transmission in public settings. See http://publichealth.lacounty.gov/media/Coronavirus/docs/HOO/HOO_SaferReturnWorkCommunity.pdf and http://publichealth.lacounty.gov/acd/ncorona2019/docs/PreventionPublicSettings.pdf.

Therefore, staff recommends the City Council approve and make the following findings so that meetings of the City Council and the City’s Other Legislative Bodies are authorized to be conducted remotely in accordance with AB 361 and subject to the special Brown Act requirements for teleconference meetings: (1) the City Council has reconsidered the circumstances of the COVID-19 state of emergency; and (2) state or local officials continue to recommend measures to promote social distancing.

If the Council makes the findings and confirms that the City's Legislative Bodies will be meeting during a proclaimed state of emergency and state or local officials have imposed or recommended measures to promote social distancing, the City Council should make these findings again within 30 days to continue to be subject to the AB 361 special Brown Act requirements.

FISCAL IMPACT:

None.

CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):

The City has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a “Project” as defined under Section 15378 of the State CEQA Guidelines; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines the activity is not subject to CEQA. Thus, no environmental review is necessary.

Respectfully submitted,

CC Regular Meeting

AGENDA ITEM REPORT
ITEM NO. CC 7
Meeting: CC Regular Meeting - Jan 18 2022
Title: Towing Service Contract Extension
Presented By: David Povero, Chief of Police
Recommendation: Continue to review the City's current towing services agreement with Jan's Towing Inc., and authorize the City Manager or his designee to extend the agreement to June 30, 2022.

EXECUTIVE SUMMARY / BACKROUND:

The City and Jan’s Towing entered into an agreement for towing services on January 20, 2015. The agreement was subsequently amended on January 22, 2016 to extend the term through January 22, 2021. An extension was granted to extend the agreement to January 22, 2022. In order to finish the evaluation of contractor's service performance under this agreement and options for future towing services, it is requested that the agreement be extended to June 30, 2022. During this extension period, staff will look at all options including contract renewal or implementing a competitive bidding process.

DISCUSSION:

Jan's Towing has been providing a wide range of quality services for Covina since 2002. They have met the standards for towing and vehicle storage throughout the years. Staff is currently in the middle of evaluating the City's agreement and alternatives for towing services as the current extension expires on January 22, 2022. It is requested that an extension to June 30, 2022 be authorized During this time, staff will survey neighboring communities' towing arrangements and review existing service levels, rate structures and financial provisions included in the agreement. Following this review, a report and recommendation will be developed for the City Council's consideration.

FISCAL IMPACT:

The current agreement allows for the City to receive a 30% fee based on total fees collected from activities including towing/storage activities. Fees are remitted to the City on a quarterly basis. Since Fiscal Year 2017, annual franchise tow fee revenues have averaged $119,000.

CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):

None
ATTACHMENTS:

Attachment A - Jans Towing 2022 Amendment
Respectfully submitted,

1 12923/0001/1924106-1
2022 AMENDMENT TO AGREEMENT BETWEEN THE CITY OF COVINA AND JAN’S TOWING, INC.

THIS 2022 AMENDMENT to the Agreement for Authorized Vehicle Towing (Agreement) is made and entered into as of January 22, 2022 by and between the City of Covina, a California municipal corporation (hereinafter referred to as “City”), and Jan’s Towing, a California Corporation. In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

1. This 2022 Amendment is made with the respect to the following facts and purposes:

A. The City and Jan’s Towing entered into that certain agreement for towing services (“Agreement”) on January 20, 2015.

B. The parties amended the Agreement on January 22, 2016 to extend the term of the Agreement to January 22, 2021 (“2016 Amendment”).

C. The parties amended the Agreement on January 22, 2021 to extend the term of the Agreement to January 22, 2022 (“2020 Amendment”) D. The parties desire to further amend the agreement to June 30, 2022.

2. The term of the Agreement between the City of Covina and Jan’s Towing Inc. is hereby amended to expire on June 30, 2022.

3. Except for the changes specifically set forth herein, all other terms and conditions of the Agreement shall remain in full force and effect.

The parties, through their duly authorized representatives, are signing this 2022 Amendment on the date stated in the introductory clause.

2 12923/0001/1924106-1
City:

City of Covina,
a California municipal corporation
By:

Name:

Title:

ATTEST:

By:

Name: Georgianna Nicole Alvarez
Title: Chief Deputy City Clerk
APPROVED AS TO FORM:

By:

Name: Candice K. Lee
Title: City Attorney
Jan’s Towing, Inc.:

Jan’s Towing Inc.,
a California Corporation
By:

Name:

Title:

By:

Name:

Title:
(Two signatures of corporate officers required
for corporations under Corporations Code
Section 313, unless corporate documents
authorize only one person to sign this
Agreement on behalf of the corporation.)

CC Regular Meeting

AGENDA ITEM REPORT
ITEM NO. CC 8
Meeting: CC Regular Meeting - Jan 18 2022
Title: Professional Services Agreement with Blue Violet Networks (BVN) for the Procurement, Installation and Servicing of a Voice Over Internet Protocol (VoIP) System Presented By: Angel Carrillo, Deputy City Manager
Michael Johnson, Information Technology Manager
Recommendation: Authorize the City Manager to execute a Professional Services Agreement between the City of Covina and Blue Violet Networks (BVN) in an amount not-to-exceed $156,731.69 for procurement, installation and servicing of a Voice Over Internet Protocol (VoIP) System including three (3) years of full maintenance support.

EXECUTIVE SUMMARY / BACKROUND:

On September 21, 2021, The City Council adopted Resolution 2021-109 to accept the first tranche of ARPA funds and amend the City’s FY 2022 operating budget to fund $2.714 million in eligible Covid-19 response activities such an implementation of a Voice Over Internet Protocol (VoIP) System that will improve system functionality, enhance responsiveness and accommodate telecommuting for City personnel.

Following a formal bidding process that included four (4) qualified firms to implement the Voice Over Internet Protocol (VoIP), it was determined that Blue Violet Networks (BVN) is the successful firm to fulfill all the City’s objectives and requirements. As such, it is recommended that a Professional Services Agreement (PSA) be awarded for the Voice over Internet Protocol (VoIP) to Blue Violet Networks (BVN) in the not to exceed amount of $156,731.69.

DISCUSSION:

The City’s current Avaya Phone System has been in operation for almost 13 years and is manufacturerdiscontinued with support having ended. Over the years there have been other minor upgrades made but the City’s primary phone system, Avaya, remains the same backbone equipment that was purchased new in 2009.

City’s staff completed an assessment and determined that the most efficient and cost effective avenue for securing and ultimately providing telecommunications services was to select firms approved through Sourcewell, a state approved cooperative purchasing program, and perform a Request for Proposal (RFP) for a replacement system with a contemporary Voice over Internet Protocol (VoIP) telephone system that is on premise, utilizes the newest technology, delivers state of the art features and integration with the City’s existing network infrastructure.

VoIP technology delivers voice and data through the same computer network. All major telecommunications system manufacturers have migrated their flagship technology, systems and products to VoIP technology. This technology reduces Wide Area Network costs by integrating voice and data services together. This permits management of telephone calls/messages from either the telephone handset or via the desktop/laptop computer of each employee, utilizing Unified Communication software. Additional features include full integration with Microsoft Outlook for data/voice management and calendaring, employee status, instant messaging and call forwarding.

A Request for Proposal was issued in September 2021 and proposals were received from four (4) well established telephone system companies. Each of these firms did a presentation of their products to City staff. City staff reviewed and ranked their proposals and presentation according to the following:
• Initial System Purchase Cost
• 3-year Cost of Ownership
• Quality and Performance of the Telephones
• Functionality and Ease Use of the System
Firm Proposed System Cost - 3-Year Maintenance
Blue Violet Network (BVN) Mitel $156,731.69
Maverick Network Mitel $166,582.91
Intelesys Mitel $173,623.66
Business Telecommunications System, Inc. Mitel $185,811.41 Staff reviewed the proposal documents as well firm’s background and recent projects for competency and responsiveness to existing municipal customers. Staff determined that Blue Violet Network (BVN) is prepared to serve as project firm and perform all the services indicated in the Request for Proposal (RFP).

FISCAL IMPACT:

A total funding amount of $200,000 (Account 2990-4750-51700) has been allocated from the American Rescue Plan Act of 2021 (ARPA) programs for Cybersecurity and Communications System Upgrades.

CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):

This project has been determined to be categorically exempt under CEQA in accordance with Title 14, Chapter 3, Class 1, Sections 15301 and 15302. This exemption includes the minor alteration of existing public facilities involving negligible or no expansion of use beyond that existing at the time of the lead agency's determination.

The project involves negligible or no expansion of an existing use.

ATTACHMENTS:

Attachment A - PSA, Blue Violet
Attachment B - Blue Violet Network, Proposal
Respectfully submitted,

PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (“Agreement”) is dated January 18, 2022 (“Effective Date”) and is between the City of Covina, a California municipal corporation (“City”) and Blue Violet Networks (BVN), a California corporation (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

RECITALS
A. City desires to utilize the services of Consultant as an independent contractor to provide the procurement, installation, servicing, and three (3)-year maintenance of a Voice Over Internet Protocol (VoIP) System.

B. Consultant 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. City desires to retain Consultant and Consultant desires to serve City to perform these services in accordance with the terms and conditions of this Agreement.

The parties therefore agree as follows:

1. Term of Agreement. The term of this Agreement shall be from the Effective Date through January 18, 2025, unless sooner terminated as provided in Section 14 of this Agreement.

2. Compensation.

A. Compensation. As full compensation for Consultant’s services provided under this Agreement, City shall pay Consultant the total flat sum of One Hundred Fifty Six Thousand Seven Hundred Thirty One Dollars Sixty Nine Cent ($156,731.69) (the “maximum compensation”), as set forth in the Approved Fee Schedule, attached hereto as Exhibit A. Any terms in Exhibit A, other than the payment rates and schedule of payment, are null and void.

B. Expenses. The amount set forth in paragraph A shall include reimbursement for all actual and necessary expenditures reasonably incurred in the performance of this Agreement.

C. Additional Services. City shall not allow any claims for additional services performed by Consultant, unless the City Council and the Consultant Representative authorize the additional services in writing prior to Consultant’s performance of the additional services or incurrence of additional expenses. Any additional services or expenses authorized by the City Council shall be compensated at the rates set forth in Exhibit A, or, if not specified, at a rate mutually agreed to by the parties. City shall make payment for additional services and expenses in accordance with Section 4 of this Agreement.

3. Consultant’s Services.

A. Scope of Services. Consultant shall perform the services described in the Scope of Services, attached as Exhibit B. City may request, in writing, changes in the scope of services to be performed. Any changes mutually agreed upon by the parties, and any increase or decrease in compensation, shall be incorporated by written amendments to this Agreement.

ATTACHMENT A
B. Party Representatives. For the purposes of this Agreement, the City Representative shall be the City Manager, or such other person designated in writing by the City Manager (the “City Representative”). For the purposes of this Agreement, the Consultant Representative shall be Melissa Orwig, Senior Account Executive (the “Consultant Representative”). The Consultant Representative shall directly manage Consultant’s services under this Agreement. Consultant shall not change the Consultant Representative without City’s prior written consent.

C. Time for Performance. Consultant shall commence the services on the Effective Date and shall perform all services by the deadline established by the City Representative or, if no deadline is established, with reasonable diligence.

D. Standard of Performance. Consultant shall perform all services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City.

E. Personnel. Consultant has, or will secure at its own expense, all personnel required to perform the services required under this Agreement. All of the services required under this Agreement shall be performed by Consultant or under its supervision, and all personnel engaged in the work shall be qualified to perform such services. Consultant shall determine the means, methods, and details by which Consultant’s personnel will perform the services under this Agreement. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the services and compliance with the customary professional standards.

F. Compliance with Laws. The Consultant shall keep itself informed of all local, state and federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City and its agents shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section.

G. Permits and Licenses. Consultant shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.

4. Method of Payment.

A. Invoices. Consultant shall submit to City an invoice, on a monthly basis or less frequently, for actual services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period, hourly rates charged, if applicable, and the amount due. If City disputes any of Consultant's fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice.

B. Payment. City shall pay all undisputed invoice amounts within thirty (30) calendar days after receipt up to the maximum compensation set forth in Section 2 of this Agreement. City shall not withhold federal payroll, state payroll or other taxes, or other similar deductions, from payments made to Consultant. For all reimbursements authorized by this Agreement, Consultant shall provide receipts on all reimbursable expenses in excess of Fifty Dollars ($50) in such form as approved by the Finance Director.

ATTACHMENT B
C. Audit of Records. Consultant shall make all records, invoices, time cards, cost control sheets and other records maintained by Consultant in connection with this agreement available during Consultant’s regular working hours to City for review and audit by City.

5. Ownership of Documents. Upon completion of, or in the event of termination or suspension 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 (“written products”) pursuant to this Agreement shall become the sole property of the City without restriction or limitation upon its use and may be used, reused, disseminated or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. Consultant may take and retain copies of the written products as desired, but the written products shall not be the subject of a copyright application by Consultant.

6. Independent Contractor.

A. Consultant is, and shall at all times remain as to City, a wholly independent contractor and not an employee of City. The personnel performing the services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees. Consultant shall not, at any time, or in any manner, represent that it or any of its officers, agents or employees are in any manner employees of City. Consultant and Consultant’s personnel shall not supervise any of City’s employees; and City’s employees shall not supervise Consultant’s personnel. Consultant’s personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City; and Consultant’s personnel shall not use any City e-mail address or City telephone number in the performance of any of the services under this Agreement. Consultant shall acquire and maintain, at its sole cost and expense, such vehicles, equipment, and supplies as Consultant’s personnel require to perform any of the services required by this Agreement. Consultant shall perform the services off of City premises at locations of Consultant’s choice, except as otherwise may from time to time be necessary in order for Consultant’s personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Consultant’s performance of the services under this Agreement, or as may be necessary to inspect or visit City locations and/or private property to perform the services.

City may make a computer available to Consultant from time to time for Consultant’s personnel to obtain information about or to check on the status of projects pertaining to the services under this Agreement.

B. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. Consultant shall be responsible for and pay all wages, salaries, benefits and other amounts due to Consultant’s personnel in connection with their performance of the services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such

ATTACHMENT B
additional personnel, including, but not limited to: Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, state, or federal policy, rule, regulation, statute or ordinance to the contrary, Consultant and any of its officers, employees, agents, and subcontractors providing any of the services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including, but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System (“PERS”) as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits.

C. Consultant shall indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s personnel practices. or to the extent arising from, caused by, or relating to the violation of any of the provisions of this Section

6. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 6. This duty of indemnification is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision of this Agreement.

7. PERS Compliance and Indemnification.

A. General Requirements. The parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other personnel to City to perform the services under this Agreement, Consultant shall assure compliance with the Public Employees’ Retirement Law, commencing at Government Code Section 20000, the regulations of PERS, and the Public Employees’ Pension Reform Act of 2013, as amended. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations.

B. Indemnification. Consultant shall defend (with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify, and hold harmless City, and its City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from, caused by, or relating to Consultant’s violation of any provisions of this Section 7. This duty of indemnification is in addition to Consultant’s duty to defend, indemnify, and hold harmless as set forth in any other provision of this Agreement.

8. Confidentiality. All data, documents, discussion, or other information (collectively “data”) developed or received by Consultant or provided for performance of this Agreement are deemed confidential. Consultant shall keep all data confidential and shall not disclose any data to any person or entity without City’s prior written consent. City shall grant such consent if

ATTACHMENT B
disclosure is legally required. Consultant shall return all data to City upon the expiration or termination of this Agreement. Consultant’s covenant under this Section 8 shall survive the expiration or termination of this Agreement.

9. Conflicts of Interest. Consultant and its officers, employees, associates and subcontractors, if any, shall comply with all conflict of interest statutes of the State of California applicable to Consultant’s services under this Agreement, including the Political Reform Act (Gov.

Code, § 81000 et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant may perform similar services for other clients, but Consultant and its officers, employees, associates and subcontractors shall not, without the City Representative’s prior written approval, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute. Consultant shall incorporate a clause substantially similar to this Section 9 into any subcontract that Consultant executes in connection with the performance of this Agreement.

10. Indemnification.

A. Indemnities for Third Party Claims.
1) To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), 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 Consultant, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liability with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith. 2) Consultant shall pay all required taxes on amounts paid to Consultant under this Agreement, and indemnify and hold City harmless from any and all taxes, assessments, penalties and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant shall fully comply with the workers’ compensation law regarding Consultant and Consultant’s employees. Consultant shall indemnify and hold City harmless from any failure of Consultant to comply with applicable workers’ compensation laws.

City may offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this Subparagraph A. 2).

ATTACHMENT B
3) Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section 10 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations, Consultant shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities 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 Consultant’s subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Consultant’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 final arbitration or court decision or by the agreement of the parties.

B. Workers’ Compensation Acts not Limiting. Consultant’s indemnifications and obligations under this Section 10, or any other provision of this Agreement, shall not be limited by the provisions of any workers’ compensation act or similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers.

C. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section 10 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liability, tax, assessment, penalty or interest asserted against City.

D. Survival of Terms. Consultant’s indemnifications and obligations under this Section 10 shall survive the expiration or termination of this Agreement.

11. Insurance.

A. Minimum Scope and Limits of Insurance. Consultant shall procure and at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1) Commercial General Liability Insurance with a minimum limit of Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of Two Million Dollars ($2,000,000) per project or location.

If Consultant is a limited liability company, the commercial general liability coverage shall be amended so that Consultant and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds.
2) Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Agreement with a combined single limit of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. If Consultant does not use any owned, non-owned or hired vehicles in the performance of services under this Agreement, Consultant shall obtain a non-owned auto endorsement to the Commercial General Liability policy required under Subparagraph A. 1) of this Section 11.

ATTACHMENT B
3) Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If Consultant has no employees while performing services under this Agreement, workers’ compensation policy is not required, but Consultant shall provide an executed declaration that it has no employees. 4) Professional Liability Insurance with minimum limits of Two Million Dollars ($2,000,000) per claim and in aggregate.

B. Acceptability of Insurers. The insurance policies required under this Section 11 shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self insurance shall not be considered to comply with the insurance requirements under this Section 11.

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

D. Primary and Non-Contributing. The insurance policies required under this Section 11 shall apply on a primary non-contributing basis in relation to any other insurance or selfinsurance available to City. Any insurance or self-insurance maintained by City, its officers, employees, agents or volunteers, shall be in excess of Consultant’s insurance and shall not contribute with it.

E. Consultant’s Waiver of Subrogation. The insurance policies required under this Section 11 shall not prohibit Consultant and Consultant’s employees, agents or subcontractors from waiving the right of subrogation prior to a loss. Consultant hereby waives all rights of subrogation against City.

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

G. Cancellations or Modifications to Coverage. Consultant shall not cancel, reduce or otherwise modify the insurance policies required by this Section 11 during the term of this Agreement. The commercial general and automobile liability policies required under this Agreement shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail thirty (30) calendar days’ prior written notice to City. If any insurance policy required under this Section 11 is canceled or reduced in coverage or limits, Consultant shall, within two (2) business days of notice from the insurer, phone, fax or notify City via certified mail, return receipt requested, of the cancellation of or changes to the policy.

H. City Remedy for Noncompliance. If Consultant does not maintain the policies of insurance required under this Section 11 in full force and effect during the term of this Agreement, or in the event any of Consultant’s policies do not comply with the requirements under this Section 11, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at

ATTACHMENT B
Consultant’s expense, the premium thereon. Consultant shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Consultant.

I. Evidence of Insurance. Prior to the performance of services under this Agreement, Consultant shall furnish City’s Risk Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section 11. The endorsements are subject to City’s approval. Consultant may provide complete, certified copies of all required insurance policies to City. Consultant shall maintain current endorsements on file with City’s Risk Manager. Consultant shall provide proof to City’s Risk Manager that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two (2) weeks prior to the expiration of the coverages.

J. Indemnity Requirements not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant’s liability or as full performance of Consultant’s duty to indemnify City under Section 10 of this Agreement.

K. Subcontractor Insurance Requirements. Consultant shall require each of its subcontractors that perform services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section 11.

12. Mutual Cooperation.

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

B. Consultant’s Cooperation. In the event any claim or action is brought against the City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires.

13. Records and Inspections. Consultant shall maintain full and accurate records with respect to all matters covered under this Agreement for a period of five (5) years. Consultant shall, without charge, provide City with access to the records during normal business hours. City may examine and audit the records and make transcripts therefrom, and inspect all program data, documents, proceedings and activities.

14. Termination or Suspension of Agreement.

A. Right to Terminate or Suspend. City may terminate or suspend this Agreement at any time, at will, for any reason or no reason, after giving written notice to Consultant at least seven (7) calendar days before the termination or suspension is to be effective. Consultant may terminate this Agreement at any time, at will, for any reason or no reason, after giving written notice to City at least sixty (60) calendar days before the termination is to be effective.

B. Obligations upon Termination. Consultant shall cease all work under this Agreement on or before the effective date of termination specified in the notice of termination. In the event of City’s termination of this Agreement due to no fault or failure of performance by

ATTACHMENT B
Consultant, City shall pay Consultant based on the percentage of work satisfactorily performed up to the effective date of termination. In no event shall Consultant be entitled to receive more than the amount that would be paid to Consultant for the full performance of the services required by this Agreement.

15. Force Majeure. Consultant shall not be liable for any failure to perform its obligations under this Agreement if Consultant presents acceptable evidence, in City’s sole judgment, that such failure was due to strikes, lockouts, labor disputes, embargoes, acts of God, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental controls, judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond Consultant’s reasonable control and not due to any act by Consultant.

16. Notices. Any notices, consents, requests, demands, bills, invoices, reports or other communications which either party may desire to give to the other party under this Agreement must be in writing and conclusively deemed effective: (a) on personal delivery, (b) on confirmed delivery by reputable document delivery service or courier service during Consultant’s and City's regular business hours, or (c) five business days after deposit in the United States mail, by first class mail, postage prepaid, and addressed to the party to be notified as set forth below:

If to City: If to Consultant:

Attn: Public Works, Engineering Attn: Melissa Orwig
City of Covina Blue Violet Networks
125 E. College Street 17815 Newhope St, Suite M
Covina, California 91723 Fountain Valley, CA 92708

17. Non-Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law.

Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.

18. Prohibition of Assignment and Delegation. Consultant shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s prior written consent. City’s consent to an assignment of rights under this Agreement shall not release Consultant from any of its obligations or alter any of its primary obligations to be performed under this Agreement. Any attempted assignment or delegation in violation of this Section 18 shall be void and of no effect and shall entitle City to terminate this Agreement. As used in this Section 18, “assignment” and “delegation” means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs.

ATTACHMENT B

19. No Third Party Beneficiaries Intended. Except as otherwise provided in Section 10, this Agreement is made solely for the benefit of the parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.

20. Waiver. No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1) effective unless it is in writing and signed by the party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states.

21. Exhibits. Exhibits A, and B constitute a part of this Agreement and are incorporated into this Agreement by this reference. If any inconsistency exists or arises between a provision of this Agreement and a provision of any exhibit, the provisions of this Agreement shall control.

22. Entire Agreement. This Agreement and all exhibits referred to in this Agreement constitute the final, complete and exclusive statement of the terms of the agreement between the parties pertaining to the subject matter of this Agreement and supersede all other prior or contemporaneous oral or written understandings and agreements of the parties. No party has been induced to enter into this Agreement by, nor is any party relying on, any representation or warranty except those expressly set forth in this Agreement.

23. Amendment of Agreement. This Agreement may be amended only by a writing signed by both parties. The City Manager is authorized to sign an amendment to this Agreement on the City Council’s behalf and without the City Council’s prior approval to make the following nonsubstantive modifications to the Agreement: (a) name changes; (b) extensions of time; (c) nonmonetary changes in the scope of work; and (d) termination of the Agreement.

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

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

26. Time of the Essence. Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a party of the benefits of any grace or use period allowed in this Agreement.

27. Governing Law and Choice of Forum. This Agreement, and any dispute arising from the relationship between the parties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a municipal, superior or federal court with geographic jurisdiction over the City of Covina.

ATTACHMENT B

28. Attorneys’ Fees. In any litigation or other proceeding by which on party seeks to enforce its rights under this Agreement (whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be shall be awarded reasonable attorneys’ fees together with any costs and expenses, to resolve the dispute and to enforce the final judgment.

29. Severability. If a court of competent jurisdiction holds any provision of this Agreement to be illegal, invalid or unenforceable for any reason, the validity of and enforceability of the remaining provisions of this Agreement shall not be affected and continue in full force and effect.

30. Authority to Execute Agreement. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.
[SIGNATURE PAGE FOLLOWS]

ATTACHMENT B
The parties, through their duly authorized representatives, are signing this Agreement on the date stated in the introductory clause.

City:

City of Covina,
a California municipal corporation
By:

Name:

Title:

ATTEST:

By:

Name: Georgianna Nicole Alvarez
Title: Chief Deputy City Clerk
Consultant:

Blue Violet Network
a California corporation
By:

Name:

Title:

By:

Name:

Title:
(Two signatures of corporate officers required
for corporations under Corporations Code
Section 313, unless corporate documents
authorize only one person to sign this
Agreement on behalf of the corporation.)

ATTACHMENT B

EXHIBIT A

APPROVED FEE SCHEDULE

ATTACHMENT B

EXHIBIT B

SCOPE OF SERVICES

ATTACHMENT B
Blue Violet Networks | 714.754.4000 | www.bluevioletnetworks.com 1 January 2022
Mitel Solution
Prepared For:

City of Covina
125 E. College Street
Covina, CA 91723
Prepared By:

Melissa Orwig
17815Newhope Street, Suite M
Fountain Valley, CA 92708
714-732-3207

ATTACHMENT B

Blue Violet Networks | 714.754.4000 | www.bluevioletnetworks.com 2 Quote: City of Covina
3 Year Agreement
Hardware & Software: $100,850.86
Shipping: $0.00 (Waived)
Project Coordination/Installation/Training: $29,500.00
Sales Tax: $9,580.83
Post Warranty Maintenance (Enhanced 8X5)
2 Year Term @ $8415.60 $16,800.00
Total Purchase Price: $156,731.69

ATTACHMENT B

Blue Violet Networks | 714.754.4000 | www.bluevioletnetworks.com 3 Schedule A
Hardware – Software – Licenses

ATTACHMENT B

Blue Violet Networks | 714.754.4000 | www.bluevioletnetworks.com 4

ATTACHMENT B

Blue Violet Networks | 714.754.4000 | www.bluevioletnetworks.com 5 Sales Tax $9580.83
Total With Taxes $156,731.69

ATTACHMENT B

Blue Violet Networks | 714.754.4000 | www.bluevioletnetworks.com 6

CONTRACT TERMS AND CONDITIONS

1. CONTROLLING DOCUMENT: This Agreement shall become effective and binding upon Customer and Blue Violet Networks only upon approval, acceptance and execution hereof by an authorized officer of Blue Violet Networks. This Agreement contains the entire agreement between the parties with regard to the subject matter hereof, and supersedes all prior discussions or agreements between the parties, whether oral or written. Blue Violet Networks is not bound by representations or inducements not set forth herein.

2. CARE, USE AND LOCATION OF EQUIPMENT: Customer shall not abuse the Equipment or permit it to be serviced by anyone other than Blue Violet Networks. Neither Customer nor Customer’s agent shall connect accessories supplied by anyone other than Blue Violet Networks to the Equipment without Blue Violet Network’s written consent, which shall not be unreasonably withheld. Customer shall use the Equipment only in the manner contemplated by the manufacturer and in accordance with law. Customer shall not allow anyone other than Blue Violet Networks to disconnect or move the Equipment from the location noted above.

3. RIGHT TO ACT AS AGENT AND SITE PREPARATION: Customer agrees to provide an “agency letter” authorizing Blue Violet Networks to act as agent for Customer in ordering necessary services from the telephone utility company and any long-distance carriers, equal access carriers and specialized carriers, whenever applicable. Blue Violet Networks agrees to furnish the above described Equipment and all necessary cable, wire, hardware and labor for the installation of the Equipment and as may be necessary to create a functioning system. Customer agrees to: (a) furnish and install all conduit, raceway or low smoke cable and to create all holes and wire ways through concrete, plaster, metal floors, walls or ceiling which may be required for the installation of said Equipment: (b) provide all separate commercial AC power circuits required for the operation of the system and associated apparatus: (c) pay for all electrical current necessary for the operation of the system: and (d) provide suitable space which is environmentally controlled pursuant to the recommendation of the manufacturer of the Equipment including, but not limited to providing a dry and dust-free environment during and subsequent to installation. Blue Violet Networks shall have no duty, responsibility, or obligation to make any structural alteration(s) or adjustment(s) to the premises to install the Equipment. Customer shall provide Blue Violet Networks with reasonable access to the premises during Blue Violet Network’s working hours and shall furnish elevator service when necessary as well as heat, light, sanitary facilities, electrical power and protection of the Equipment from theft during the installation. Blue Violet Networks is not responsible for restoring Customer’s premises to its original condition upon removal or relocation of any or all of the Equipment.

4. WARRANTY AND SERVICE: BLUE VIOLET NETWORKS agrees to dispatch qualified technicians to the Equipment location within four (4) hours, twenty-four (24) hours a day, seven (7) days a week, after receiving notification of a major interruption of CUSTOMER'S service. Major interruption of service, for purposes herein, shall be defined as either no incoming or outgoing telephone service at CUSTOMER location.

Routine maintenance requests will be responded to within twenty-four (24) hours of the CUSTOMER'S request between the hours of 8:00 a.m. and 5:00 p.m., Monday through Friday. Routine maintenance requests, for purposes herein, are any service calls necessary to correct any Equipment malfunction including, but not limited to, repair of telephone instruments and other system equipment, which are malfunctioning or out of service.

Maintenance service under this Agreement does not include repair or service required as a result of: (a) neglect, misuse or intentional damage of the Equipment; (b) alterations, additions or modifications to the Equipment performed by anyone other than Blue Violet Networks; (c) the failure of Customer to provide and maintain a suitable installation environment at all facilities as prescribed by Blue Violet Networks (including, but not limited to, proper electrical power, air conditioning, or humidity control); (d) use of supplies or materials not meeting Blue Violet Networks specifications; (e) use of the Equipment for purposes other than those for which it was designed; (f) electrical work external to the Equipment or service connected with Equipment relocation, reconfiguration or additions; or (g) cutoff of services to Customer by the utility. However, Blue Violet Networks will make maintenance services available in accordance with its then standard practices and price schedules.

5. LIMITATION OF LIABILITY: customer acknowledges and agrees that blue violet networks, its agents or employees, shall not be liable for any special, incidental or consequential damages or for loss, damage or expense, directly or indirectly arising from customer’s use of or inability to use the equipment, including but not limited to, lost profits, either separately or in combination with other equipment, or for personal injury, loss or destruction of other property; or for the payment of any charges by any company to customer for termination of or failure to terminate pre-existing agreements or for removal of existing equipment; or from customer’s inability to use the equipment, either separately or in combination with any other equipment, from routing and programming errors; and unauthorized trespass of programming, software and/or equipment, modem lines and long distance carrier services.

6. INDEMNIFICATION: Customer shall indemnify Blue Violet Networks against and hold Blue Violet Networks harmless from any and all claims, actions, suits, proceedings, costs, expenses, damages and liabilities, including attorney’s fees, claimed by any person, organization, association, or otherwise arising out of, or relating to the Equipment or its use, possession, operation and/or condition.

7. SOFTWARE LICENSE: If the Equipment provided by Blue Violet Networks, pursuant to this Agreement, contains any software, or if any software is provided hereafter, Customer agrees that its interest in such software is that of a licensee and that said software is to be used solely and exclusively in and with the Equipment described in the Agreement.

ATTACHMENT B

Blue Violet Networks | 714.754.4000 | www.bluevioletnetworks.com 7

8. ASSIGNMENT, SUBCONTRACTING: This Agreement may be assigned by Blue Violet Networks, in whole or in part, and Blue Violet Networks may freely subcontract any or all of the work hereunder. The Customer may not assign this Agreement, in whole or in part, without first obtaining the prior written consent of Blue Violet Networks. Any attempted assignment without prior written approval shall be invalid. Subject to the forgoing, this Agreement shall inure to and be binding upon the parties and their successors and assigns.

9. MISCELLANEOUS: Titles to the paragraphs of this Agreement are solely for the convenience of the parties and do not explain, modify, or interpret the provisions herein. If more than one Customer is named in this Agreement, the liability of each shall be joint and several. This Agreement shall not be amended or altered unless such amendment or alteration is put in writing and approved, by signature, by the authorized representatives of all parties hereto. This Agreement shall be enforced subject to the laws of the state in which Blue Violet Networks is located. Customer expressly consents to jurisdiction and venue within said state. No delay or omission to exercise any right, power or remedy available to Blue Violet Networks, upon any breach or default of Customer under this Agreement, shall impair any such right, power or remedy of Blue Violet Networks, nor shall it be construed to be a waiver of any subsequent breach or default or acquiescence therein. Any waiver, consent or approval of any kind or any breach or default, or any waiver of any provision of this Agreement will only be writing and approved and signed by both parties and shall be effective only to the extent set forth in writing. If any provisions of this Agreement are in conflict with any statute or rule of law of any state or territory wherein it may be sought to be enforced, then such provisions shall be deemed null and void to the extent that they must conflict therewith, but without invalidating the remaining provisions therein.

10. GENERAL PROJECT REQUIREMENTS:

1. A complete physical inspection of existing network, hardware and cabling is required before confirming final pricing

2. Customer provided servers must be from Manufacturer’s approved list including model number and specifications. Any additional work required by Blue Violet Networks due to of “out-of-spec” Customer-supplied PCs will be subject to an additional charge.

Customer to provide:

3. Secure, powered air-conditioned location for the telephone system and servers

4. Four post rack for mounting telephone equipment and servers

5. IT Staff assistance with routing and switching on both networks

6. Uninterrupted Power Supply (UPS) with surge protection is to be provided by the Customer unless specified in the schedule of equipment.

7. Customer must provide internet access for remote maintenance

8. If Mitel telephones are not equipped with LIM for local 911 access, customer takes responsibility for providing local 911 services through an analog line and notifying employees of 911 procedures

9. Customer to provide Layer 3 managed network switches with Power over Ethernet (PoE) with VLAN support and adequate bandwidth at each location to support proper voice quality at all locations if not included on Schedule A.

10. Cat 5e or better cabling for each IP phone if not included on Schedule A

CUSTOMER ACKNOWLEDGES, UNDERSTANDS, AND AGREES TO THE TERMS ON THIS FACING PAGE, THE REVERSE SIDE HEREOF, AND ANY ATTACHMENTS HERETO.

Quote valid 60 days

PURCHASER
Customer Signature
Date

ATTACHMENT B

CC Regular Meeting

AGENDA ITEM REPORT
ITEM NO. CC 9
Meeting: CC Regular Meeting - Jan 18 2022
Title: Resolutions CC 2022-04 and Resolution CC 2022-05, Accepting and Allocating Grant Funds for the City of Covina Recreation Village from the California Natural Resources Agency for the City of Covina Recreation Village, and Approving the Submission of the Project Information Package, and Authorizing the City Manager to Execute the Grant Agreement and all Related Documents, and Designating the City Manager as Agent Presented By: Brian K. Lee, AICP, Director of Community Development Recommendation: 1. Adopt Resolution CC 2022-04, approving the acceptance of General Fund Grant Funds for the City of Covina Recreation Village from the California Natural Resources Agency for the City of Covina Recreation Village, and approving the submission of the Project Information Package, and authorizing the City Manager to execute the grant agreement and all related documents, and designating the City Manager as Agent; and

2. Adopt Resolution CC 2022-05, amending the Fiscal Year 2021-2022 Parks Capital Improvement Program Budget to accept $2,500,000 from the California Natural Resources Agency and appropriate the funds to accounts 4600-CNRG42190-P2202 and 4600-CNRG-55100-P2202 for the purpose of design and construction services for the Covina Recreation Village Project.

EXECUTIVE SUMMARY:

On September 23, 2021, Governor Gavin Newsom approved SB 170, which amended the Budget Act of 2021 and included additional appropriations to cities for designated projects. California State Senator Susan Rubio of the 22nd District was able to secure $2.5 million dollars within these appropriations to assist in the creation of the City of Covina Recreation Village Project. This funding is administered by the California Natural Resources Agency, whom the City is working with to submit a Project Information Package (Attachment A), which will allow the project funding to be distributed. One component of the Project Information Package is a resolution of the Council approving the Project Information Package, accepting the grant funds and designating the City Manager as agent, which is being brought for your consideration today.

BACKGROUND:

The California Natural Resources Agency (CNRA) supports projects which focus on restoring, protecting, and managing the state's natural, historical, and cultural resources. As such, the CNRA has been tasked with administering the funding allocated to the City for the Recreation Village Project through SB 170 funds. The Covina Recreation Village Project will use the funding to support the adaptive reuse of a 2.45-acre parcel into a recreation hub.

The site includes two industrial buildings, which were historically used for the packing and storage of citrus products. The West building is approximately 18,196 square-feet, and the East building is approximately 13,530 square-feet.

Preliminary plans include repurposing the West building to create a new virtual library, which would include approximately 10,216 square-feet of ground floor area with a proposed 7,500 square-foot mezzanine.

Additionally, this building will repurpose an existing outdoor loading dock to be converted to a colonnade for the purpose of a “historic walk” with exhibits of City of Covina history, including the historic citrus industry and the historic “water wars” within the east San Gabriel Valley. This building will also house an indoor weight room, and include community meeting rooms that can be used for educational and recreation purposes.

The vision of the East building focuses on the repurposing of a large, open indoor space into a gymnasium, which will house basketball courts with the ability to convert into other court-styles. This building will also be extended to create a new home for the Parks & Recreation Division administrative offices. An updated outdoor plaza connected to the building will provide shaded resting areas for patrons, where they can also enjoy food and beverages from outdoor kiosks.

Outside, the site will feature a community dog park, which will double as a Covina Police Department K-9 training facility. Additionally, a rock-climbing wall will be installed, which will serve not only as a recreation activity, but will draw attention from passing train passengers. A native garden pocket park will create a peaceful area for visitors, and rounds out the overall vision of the Covina Recreation Village.

DISCUSSION:

To move forward in the funding process, the City Council must approve the Project Information Package, and adopt Resolution CC 2022-04. This action will allow the City to accept the funds and authorize the City Manager to sign related documents and act as agent. Funds will be allocated and accounts will be established in Resolution CC 2022-05.

Once a Project Information Package is approved and the Resolution is adopted, staff will submit all required documents to the CNRA. The CNRA will then send a draft Agreement which, once approved, will allow the City to accept the funds and being using the funding. Staff proposes that approximately half of the $2.5 million allocated through this funding source be used to pay for the design and architecture of the project, which includes construction documents and plan check fees. GGA was awarded the architecture and design contract at the December 21, 2021 City Council meeting. The remaining funds are proposed to be used for the construction of new Parks & Recreation administrative offices, a lobby in the East building, and meeting rooms.

FISCAL IMPACT:

The City of Covina will receive $2,500,000 in funding, with no match requirement. There is no General Fund impact. Resolution CC 2022-05 will establish and appropriate the budget into the corresponding revenue and expenditure accounts.

CEQA (CALIFORNIA ENVIRONMENTAL QUALITY ACT):

This project has been determined to be categorically exempt under CEQA in accordance with Title 14, Chapter 3, Class 1, Sections 15301 and 15302. This exemption includes the minor alteration of existing public facilities involving negligible or no expansion of use beyond that existing at the time of the lead agency's determination.

The project involves negligible or no expansion of an existing use.

ATTACHMENTS:

Attachment A - Project Information Packet
Attachment B - Resolution CC 2022-04
Attachment C - Resolution CC 2022-05
Respectfully submitted,

Project Information Packet
City of Covina Recreation Village Project

D. PROJECT INFORMATION PACKAGE CHECKLIST
Grantee sends the completed Project Information Package to Agency. Grantee should keep a complete copy of the Project Information Package for future use and reference.

Provide the package in order shown in the following checklist.

Required Documentation Page
☒ Project Information Package Checklist (this page) 4
☒ Project Information Form – need to review & answer comments 6 ☒ Project Summary 7
☒ Authorizing Resolution – available after 1/18/2022 8
☒ Cost Estimates (Development/Acquisition) 9, 10
☒ Project Timeline – need confirmation from Andy & Rafael 13 ☒ Property Data Sheet 14
☒ Land Tenure/Site Control Documents 6
☒ Photos of the Project Site 7
☒ Site Plan, if applicable – review with group 7
☒ Environmental Compliance Documents (if applicable) 15 ☒ Permit Approval Status, if applicable 16
☒ Payee Data Form (Std. 204) 18

F. PROJECT INFORMATION FORM
Project Name Estimated Date of Completion: 2/1/2026
City of Covina Recreation Village
Grant Amount: $2,500,000
Estimated Total Project Cost: $15,550,000
(State grant, other funds, and in-kind)
Grantee Name (with mailing address) County Nearest City/Town City of Covina Check one: Los Angeles Covina
125 E. College Street ☐ Nonprofit Project Address (or nearest cross street) Covina, CA 91723
☒
Local
Agency
640-680 N. Citrus Ave.*
*Will become new address, currently is 301 E. Front Street and 707 N. Barranca Avenue
☐
State
Agency Covina, CA 91723
Senate Dist. Assembly Dist. US Congressional Dist.
22 48 32
Grantee’s Representative Authorized in
Resolution (Signature required at bottom of this page)
Name: Chris Marcarello Title: City Manager
Phone: 626-384-5409 Email: [email protected]
Project Manager – Person with day to day responsibility for project (if different from authorized representative) Name: Alana Spector Title: Management Analyst – Housing & Grants Phone: 626-384-5443 Email: [email protected]
Brief Description of Project Latitude Longitude
(Summarize major activities to be funded by this Grant) 34.09300581745061 117.88193241590503 The Covina Recreation Village project will transform an approximately 2.45-acre site with two vacant buildings
into a public recreation center, featuring a dog park,
historical/cultural memorial, rock climbing area, indoor sports complex, fitness center, library, and parks and
recreation administrative offices.

This funding will be used to pay mainly for architectural and design services, and will also assist in funding the construction of Parks & Recreation offices, a
gymnasium lobby, and meeting rooms.

CEQA/Environmental Requirements
☒ Exempt per CEQA Guidelines § Sec. 15301, Class 1,
Sec. 15304, Class 4
Attach filed Notice of Exemption.
☐ CEQA completed.

Attach fled Notice of Determination, Negative
Declaration, or Mitigated Negative Declaration
☐ CEQA is not complete.

Site Control/Land Tenure (check the box that applies) Attach draft Initial Study with checklists. ☒ Grantee owns the property. ☐ CEQA does not apply under Code § Enter section ☐
Grantee leases the property – Term
End:

Enter
date
☐ Grantee owns an easement on the property.
☐ Grantee has an MOU with the property owner.

I certify that the information in this Project Information Form, including all attachments, is complete and accurate.

Signed: Enter date
Grantee’s Authorized Representative as shown in Resolution Date Chris Marcarello City Manager Designee? ☐ Yes ☒ No
Print Name Title (If yes, attach letter of designation from authorized representative.)

Covina Recreation Village Project Summary
In 2020, the City of Covina entered into a Purchase & Sale Agreement with a reputable housing developer to acquire 2.45-acres of property in-lieu of park dedication fees. This 2.45-acre parcel borders the Metrolink rail line, and is located steps away from one of the busiest passenger stops in Los Angeles County. The site includes two industrial buildings, which were historically used for the packing and storage of citrus products. The West building is approximately 18,196 square-feet, and the East building is approximately 13,530 square-feet. The envisioned Recreation Village concept will provide a number of recreation and community amenities that specifically meet the needs of Covina residents and businesses, and well as address goals identified in the City’s General Plan.

Utilizing the space to it’s fullest potential, preliminary plans include repurposing the West building to create a new virtual library, which would include approximately 10,216 square-feet of ground floor area with a proposed 7,500 square-foot mezzanine. Additionally, this building will repurpose an existing outdoor loading dock to be converted to a colonnade for the purpose of a “historic walk” with exhibits of City of Covina history, including the historic citrus industry and the historic “water wars” within the east San Gabriel Valley. This building will also house an indoor weight room, and include community meeting rooms that can be used for educational and recreation purposes.

The vision of the East building focuses on the repurposing of a large, open indoor space into a gymnasium, which will house basketball courts with the ability to convert into other courtstyles, like volleyball. This building will also be extended to create a new home for the Parks & Recreation Division administrative offices. An updated outdoor plaza connected to the building will provide shaded resting areas for patrons, where they can also enjoy food and beverages from outdoor kiosks.

Outside, the site will feature a community dog park, which will double as a Covina Police Department K-9 training facility. Additionally, a rock-climbing wall will be installed, which will serve not only as a recreation activity, but will draw attention from passing train passengers. A native garden pocket park will create a peaceful area for visitors, and rounds out the overall vision of the Covina Recreation Village.

This funding will cover the cost of the architectural and design services, project cost estimates, bid documents and assistance during construction. Additionally, the remaining funds from this grant will provide funding for portions of Phase I construction, to include administrative offices for the Parks & Recreation Division, conference rooms, and a lobby in the East Building.

Moreover, an additional $4.845 million of Prop 68 funds has been awarded to the City, and we are actively applying for approximately $7 million in other grant funding. We also intend to use American Rescue Plan funds to assist with this infrastructure project, as well as City funds from several sources.

SAMPLE COST ESTIMATE FORM FOR DEVELOPMENT PROJECTS
$2.5 MILLION
All cost elements included should be consistent with the scope, site plan and CEQA documents. Add and delete project elements as applicable to your project.

Project Elements (EXAMPLES ONLY)
CA
Natural
Resources
Grant
$2.5
million
Covina
General Fund,
other City
Funds
In-kind &
Cash
State Parks
Grant
(Prop 68,
$4.5
million)
Cash
ARPA
Cash
Other possible
grants (Library
& Clean CA)
Cash
$7 million
requested
Total Project
Costs
Direct Project Management Administration
Staff Time (direct costs only) Will use staff
time,
calculation of
projected time
not yet made
Incidental Charges Ineligible
Consultants
Wage and Compliance Monitoring $50,000 $50,000
Construction Project Management $100,000 $100,000
Subtotal – Direct Management $150,000
Planning, Design & Permitting
Staff Time (direct costs only)
GGA – Architect/Design $1,140,942 $1,140,942
Plan check/inspections $11,000 $100,000 $111,000
Paravant – constructability review $24,000 $24,000
Permit Costs Not yet
calculated, will
be a match
Subtotal - Planning, Design & Permitting $1,275,942
CEQA Compliance (if applicable)
Staff Time (direct costs only)
CEQA Consultants $60,000 $60,000

Category listing should be detailed and customized to fit the project. Each Funding source, whether In-Kind or cash should have its own column. Specify In-Kind or cash in each column heading. The General Fund Grant and Other Funding Sources should sum to the Total Project Costs column. *All project expenditure documentation should be available for audit whether paid with grant funds or other funds. **Only direct project management costs are eligible, no overhead/indirect costs are reimbursable. Inservice payroll may not include a “billable rate” or administrative cost allocation.

Subtotal – CEQA $60,000
SUB-TOTAL Non-Construction Costs $1,485,942

CONSTRUCTION COSTS
Administrative Offices, conference rooms, and
lobby in East Building
$1,000,000 $1,000,000
Outdoor Coffee Shop $231,652 $231,652
Gym Retrofit $3,000,000 $3,000,000
Rock Climbing Wall $500,000 $500,000
Dog Park/Public Plaza/Natural Plants $500,000 $500,000
Virtual Library w/ Mezzanine $4,000,000 $4,000,000
Fitness Rooms $750,000 $750,000
Public Restrooms (2 buildings) $1,000,000 $1,000,000
Mechanical Equipment, HVAC, Broadband $1,000,000 $1,000,000 Parking Lot, Drive aisle, entry gate, wayfinding $1,500,000 $1,500,000 Historical walk/public art $500,000 $500,000
SUBTOTAL Construction Costs $13,981,652
Contingency $116,406 $116,406
PROJECT GRAND TOTAL $15,584.000

Project Timeline:

Preliminary Work  September 16, 2021 – December 18, 2021 CEQA Documents  March 2022
Design of Site/Plans   March 2022 – December 2022
Evidence of Bond Acknowledgement   February 2023
Construction Period  March 2023 – December 2024
Submit Project Close Out  February 2026

PROPERTY DATA SHEET
Complete the Property Data Sheet listing each parcel included in the proposed project, as well as the owner(s) of each parcel. Indicate and attach all required documents* including any clarifying comments below. Attach additional sheets if necessary.

No Owner Name
Assessor Parcel
Number(s) Acreage
Indicate type of
ownership. For
acquisitions,
indicate type of
purchase.

For all parcels, indicate
*document used to
demonstrate ownership
and attach a copy of
each document-clearly
labeled with the APN-to
this document
If parcel(s) not owned by
Grantee(s) indicate *document
verifying long-term Permission
to Develop and maintain and
attach
Fee SimpleEasementOther (describe)
Entity to perform O&M
# of years O&M to be performed
Proof of Ownership (tax
bill, grant deed, etc.)
O&M AgreementLeaseJPALetter from OwnerOther (describe)
1 City of Covina A portion of
8430-018-013
A portion
of 2.45
acres
xx Signed Grant Deed
2 City of Covina A portion of
8430-018-013
A portion
of 2.45
acres
xx Signed Grant Deed
3 City of Covina A portion of
8430-018-009
A portion
of 2.45
acres
xx Signed Grant Deed
4 City of Covina A portion of
8430-018-009
A portion
of 2.45
acres
xx Signed Grant Deed
5 City of Covina 8430-018-017
A portion
of 2.45
acres
xx Signed Grant Deed
6 City of Covina 8430-018-021
A portion
of 2.45
acres
Signed Grant Deed
7 Grand total
of all Parcels
Comprising
Project Area

2.45 Comments:
• These parcels will all be merged into a single APN, see attached legal descriptions.

Total Number of Parcels: ____6_________Total Number of Acres: _____2.45______________________

EXHIBIT " B"
Legal Description and Depiction of the Southern Parcel
Exhibit" B"
12923- 0008\ 2454161v2. doc

EXHIBIT B
Legal Description and Depiction of the Southern Parcel

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF COVINA IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL 1 ( APN: A PORTION OF 8430- 018- 013):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE INTERSECTION OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 223. 19 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, WITH A LINE PARALLEL WITH AND DISTANT EASTERLY 15 FEET, MEASURED AT RIGHT ANGLES, FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; THENCE EASTERLY ALONG SAID

LINE PARALLEL WITH SAID FRONT STREET TO THE SOUTHERLY PROLONGATION OF THE WESTERLY

LINE OF THE LAND DESCRIBED IN DEED FROM SOUTHERN PACIFIC RAILROAD COMPANY AND OTHERS, RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER; THENCE NORTHERLY ALONG SAID SOUTHERLY PROLONGATION AND WESTERLY LINE 105. 81 FEET, MORE OR LESS, TO THE NORTHWEST CORNER OF

THE LAND DESCRIBED IN SAID DEED, SAID NORTHWEST CORNER BEING A POINT IN THE NORTHERLY LINE OF THE LAND DESCRIBED AS STRIP NO. 2 IN DEED FROM THE GENERAL CHURCH ERECTION AND

MISSIONARY COMMITTEE OF THE GERMAN BAPTIST BRETHREN CHURCH, A CORPORATION, RECORDED SEPTEMBER 21, 1896 AS INSTRUMENT NO. 16, IN BOOK 1126, PAGE 22 OF DEEDS, RECORDS OF SAID COUNTY; THENCE WESTERLY ALONG SAID NORTHERLY LINE 404. 37 FEET, MORE OR

LESS, TO SAID LINE PARALLEL WITH THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET; THENCE SOUTHERLY ALONG SAID PARALLEL LINE 105. 81 FEET, MORE OR LESS, TO THE POINT OF BEGINNING.

EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THE LAND DESCRIBED IN DEED FROM THE PACIFIC ELECTRIC LAND COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1062, IN BOOK 26750, PAGE 423 OF OFFICIAL RECORDS, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND; ALSO THE RIGHT TO PRODUCE OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES FROM SAID

LAND BY DIRECTIONAL DRILLING OR ANY OTHER MEANS NOT REQUIRING THE OCCUPANCY OF THE

SURFACE OF SAID LAND OR OF ANY PORTION THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

ALSO EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THE LAND DESCRIBED IN DEED FROM THE PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND; ALSO THE RIGHT TO PRODUCE OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES FROM

SAID LAND BY DIRECTIONAL DRILLING OR ANY OTHER MEANS NOT REQUIRING THE OCCUPANCY

OF THE SURFACE OF SAID LAND OR OF ANY PORTION THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

PARCEL 2( APN: A PORTION OF 8430- 018- 013):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, BOUNDED AS FOLLOWS:

EXHIBIT B
Legal Description and Depiction of the Southern Parcel
Continued)
ON THE EAST BY THE SOUTHERLY PROLONGATION OF THE EASTERLY LINE OF TRACT NO. 19386, AS SHOWN ON MAP RECORDED IN BOOK 527 PAGES 17 AND 18 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; ON THE NORTH BY THE SOUTHERLY LINE OF SAID TRACT NO. 19386; ON

THE WEST BY THE WESTERLY LINE ( AND SOUTHERLY PROLONGATION THEREOF) OF THE LAND

DESCRIBED IN THE DEED FROM SOUTHERN PACIFIC RAILROAD COMPANY AND OTHERS, RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER; AND ON THE SOUTH BY THE SOUTHERLY LINE OF THE STRIP OF LAND 17. 31

FEET IN WIDTH LASTLY DESCRIBED IN THE DEED FROM PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED ON APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS.

EXCEPT FROM THAT PORTION OF SAID LAND DESCRIBED IN DEED RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, ALL PETROLEUM, OIL, NATURAL

GAS, AND PRODUCTS DERIVED THEREFROM AND OTHER MINERALS WITHIN OR UNDERLYING SAID

LAND OR THAT MAY BE PRODUCED THEREFROM, AND ALL RIGHTS THERETO, WITHOUT THE USE OF THE SURFACE OF SAID LAND IN THE EXERCISE OF ANY OF SAID RIGHTS.

ALSO EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN SAID STRIP OF LAND 17. 31 FEET IN

WIDTH, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND, ALSO THE RIGHT TO PRODUCE OIL,

GAS AND OTHER HYDROCARBON SUBSTANCES FROM SAID LAND BY DIRECTIONAL DRILLING OR ANY

OTHER MEANS NOT REQUIRING THE OCCUPANCY OF THE SURFACE OF SAID LAND OR OF ANY PORTION

THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

PARCEL 4:

A NON-EXCLUSIVE EASEMENT FOR INGRESS AND EGRESS OVER THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN

BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF THE STRIP OF LAND 17. 31 FEET IN WIDTH LASTLY DESCRIBED IN DEED FROM PACIFIC ELECTRIC RAILROAD COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY

RECORDER OF SAID COUNTY, SAID SOUTHEAST CORNER BEING A POINT IN THE EAST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER. DISTANT NORTHERLY THEREON 34. 19 FEET, MORE OR LESS, FROM THE CENTER LINE OF THE SOUTHERN PACIFIC RAILROAD COMPANY' S MAIN TRACK; THENCE NORTHERLY ALONG SAID EAST LINE A DISTANCE OF 144. 30 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTHERLY ALONG SAID EAST LINE 10. 00 FEET; THENCE WESTERLY PARALLEL WITH THE SOUTHERLY LINE OF THE NORTHERLY 660 FEET OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF THE EASTERLY LINE OF THE WESTERLY 229. 62 FEET OF THE EAST HALF OF THE WEST HALF OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SAID WESTERLY 229. 62 FEET, A DISTANCE OF 55. 00 FEET; THENCE WESTERLY PARALLEL WITH THE SOUTHERLY LINE OF SAID NORTHERLY 660 FEET, A DISTANCE OF 46. 00 FEET TO THE EASTERLY LINE OF THE WESTERLY 183. 62 FEET OF THE EAST HALF OF THE WEST HALF OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE NORTHERLY ALONG THE EASTERLY LINE OF SAID WESTERLY 183. 62 FEET, A DISTANCE OF 65. 00 FEET TO A LINE PARALLEL WITH THE SOUTHERLY LINE OF SAID NORTHERLY 660 FEET AND WHICH PASSES THROUGH THE TRUE POINT OF BEGINNING; THENCE EASTERLY ALONG SAID LAST MENTIONED PARALLEL LINE TO THE TRUE POINT OF BEGINNING.

EXCEPT THE EASTERLY 40 FEET OF SAID LAND.

EXHIBIT B
Legal Description and Depiction of the Southern Parcel
Continued)
PARCEL 5( APN: A PORTION OF 8430- 018- 009):

TWO PARCELS OF LAND SITUATED IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, BEING ALL THAT PORTION OF THAT CERTAIN REAL PROPERTY DESCRIBED IN PARCEL NO. 2 IN DEED TO PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED AUGUST 26, 1946 IN BOOK 23603, PAGE 237 OF OFFICIAL RECORDS, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, AND BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15 FEET, MEASURED AT RIGHT ANGLES, FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE

TOWN OF COVINA, AND BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 566. 60 FEET MEASURED AT RIGHT ANGLES, FROM SAID NORTHERLY PROLONGATION OF SAID CENTER LINE OF FIRST STREET.

PARCEL 6( APN: A PORTION OF 8430- 018- 009):

A PARCEL OF LAND SITUATED IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, BEING ALL THAT PORTION OF THAT CERTAIN REAL PROPERTY DESCRIBED IN PARCEL 5 IN DEED TO PACIFIC ELECTRIC LAND COMPANY, RECORDED AUGUST 28, 1946 IN BOOK 23638, PAGE 183 OF OFFICIAL RECORDS, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, AND BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15 FEET MEASURED AT RIGHT ANGLES FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE

TOWN OF COVINA, AND BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 566. 50 FEET, MEASURED AT RIGHT ANGLES, FROM SAID NORTHERLY PROLONGATION OF SAID CENTER LINE OF FIRST STREET.

EXCEPT THEREFROM THE TITLE AND EXCLUSIVE RIGHT TO ALL OF THE MINERALS AND MINERAL ORES

OF EVERY KIND AND CHARACTER NOW KNOWN TO EXIST OR HEREAFTER DISCOVERED UPON, WITHIN,

OR UNDERLYING SAID LAND OR THAT MAY BE PRODUCED THEREFROM, INCLUDING, WITHOUT

LIMITING THE GENERALITY OF THE FOREGOING, ALL PETROLEUM, OIL, NATURAL GAS AND OTHER

HYDROCARBON SUBSTANCES AND PRODUCTS DERIVED THEREFROM, TOGETHER WITH THE EXCLUSIVE

AND PERPETUAL RIGHT OF SAID GRANTOR, ITS SUCCESSORS AND ASSIGNS, OF INGRESS AND EGRESS

BENEATH THE SURFACE OF SAID LAND TO EXPLORE FOR, EXTRACT, MINE, AND REMOVE THE SAME,

AND TO MAKE SUCH USE OF THE SAID LAND BENEATH THE SURFACE AS IS NECESSARY OR USEFUL IN

CONNECTION THEREWITH, WHICH USE MAY INCLUDE LATERAL OR SLANT DRILLING, DIGGING, BORING, OR SINKING OF WELLS, SHAFTS, OR TUNNELS; PROVIDED HOWEVER, THAT SAID GRANTOR, ITS

SUCCESSORS AND ASSIGNS, SHALL NOT USE THE SURFACE OF SAID LAND IN THE EXERCISE OF ANY OF

SAID RIGHTS AND SHALL NOT DISTURB THE SURFACE OF SAID LAND OR ANY IMPROVEMENTS THEREON

OR REMOVE OF IMPAIR THE LATERAL OR SUBJACENT SUPPORT OF SAID LAND OR ANY IMPROVEMENTS THEREON.

INTENTIONALLY LEFT BLANK

EXHIBIT B
Legal Description and Depiction of the Southern Parcel
Continued)
PARCEL 7( APN: 8430- 018- 017):

A 15. 00 FOOT STRIP OF LAND LYING WITHIN THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF

LOS ANGELES, STATE OF CALIFORNIA LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET FROM THE CENTERLINE OF FRONT STREET, 75 FEET WIDE AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15. 00 FEET FROM THE NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; BOUNDED ON THE EAST BY THE SAID NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET; AND BOUNDED ON THE NORTH BY THE SOUTH LINE OF TRACT NO. 19386, AS PER MAP RECORDED IN BOOK 527, PAGES 17 AND 18 OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM ALL MINERALS AND MINERAL RIGHTS, INTERESTS AND ROYALTIES, INCLUDING

WITHOUT LIMITATION, ALL OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES, AS WELL AS METALLIC

OR OTHER SOLID MINERALS OF WHATEVER KIND OR CHARACTER, WHETHER NOW KNOWN OR HEREAFTER DISCOVERED, IN AND UNDER SAID LAND BELOW A DEPTH OF 500 FEET UNDER THE

SURFACE WITHOUT REGARD TO THE MANNER IN WHICH THE SAME MAY BE PRODUCED OR EXTRACTED FROM SAID LAND, BUT WITHOUT ANY RIGHT TO ENTER UPON OR THROUGH THE SURFACE DOWN TO 500

FEET BELOW THE SURFACE TO EXTRACT, DRILL, EXPLORE, OR OTHERWISE EXPLOIT SUCH MINERALS OR

MINERAL RIGHTS AND WITHOUT ANY RIGHT TO REMOVE OR IMPAIR LATERAL OR SUBJACENT SUPPORT,

AS RESERVED BY SOUTHERN PACIFIC TRANSPORTATION COMPANY, A DELAWARE CORPORATION, IN GRANT DEED RECORDED APRIL 19, 1991 AS INSTRUMENT NO. 91- 561906 OF OFFICIAL RECORDS.

PARCEL 8( APN: 8430- 018- 021):

A 15. 00 FOOT STRIP OF LAND LYING WITHIN THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 223. 19 FEET FROM THE CENTERLINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT EASTERLY 15. 00 FEET FROM THE NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; BOUNDED ON THE WEST BY SAID NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET; AND BOUNDED ON THE NORTH BY THE SOUTH LINE OF TRACT NO. 19386, AS PER MAP RECORDED IN BOOK 527, PAGES 17 AND 18 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM ALL MINERALS AND MINERAL RIGHTS, INTERESTS AND ROYALTIES, INCLUDING

WITHOUT LIMITATION, ALL OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES, AS WELL AS METALLIC

OR OTHER SOLID MINERALS OF WHATEVER KIND OR CHARACTER, WHETHER NOW KNOWN OR HEREAFTER DISCOVERED, IN AND UNDER SAID LAND BELOW A DEPTH OF 500 FEET UNDER THE

SURFACE WITHOUT REGARD TO THE MANNER IN WHICH THE SAME MAY BE PRODUCED OR EXTRACTED FROM SAID LAND, BUT WITHOUT ANY RIGHT TO ENTER UPON OR THROUGH THE SURFACE DOWN TO 500

FEET BELOW THE SURFACE TO EXTRACT, DRILL, EXPLORE, OR OTHERWISE EXPLOIT SUCH MINERALS OR

MINERAL RIGHTS AND WITHOUT ANY RIGHT TO REMOVE OR IMPAIR LATERAL OR SUBJACENT SUPPORT,

AS RESERVED BY SOUTHERN PACIFIC TRANSPORTATION COMPANY, A DELAWARE CORPORATION, IN GRANT DEED RECORDED APRIL 19, 1991 AS INSTRUMENT NO. 91- 561906 OF OFFICIAL RECORDS.

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EXHIBIT` B"
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Site Control Documents
This document will be replaced with the signed grant deed upon submittal to the State. The Grant Deed and all related documents will be executed on January 18, 2022, and were not available to include in this agenda packet at the time of publication.

SELLER PUT OPTION AND AGREEMENT FOR PURCHASE AND SALE OF REAL

PROPERTY

AND RECORDING INSTRUCTIONS

THIS SELLER PUT OPTION AND AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY AND RECORDING INSTRUCTIONS ( hereinafter, the " Agreement") is dated as of September 1 , 2020 ( the " Effective Date"), and is entered into by and between TH BARRANCA LLC, a California limited liability company (" Seller"), and the CITY OF COVINA, a California general law city (" Buyer"). Buyer and Seller are at times collectively referred to herein as the " Parties."

RECITALS
A. Seller has represented and warranted to Buyer that Seller has entered into a binding purchase agreement with the current owner of the property described on Exhibit " A" to purchase such property and all improvements and fixtures thereon and appurtenant rights and interests( collectively, the" Property").

B. Seller wishes to have the right, but not the obligation, to sell a portion of the Property as described and depicted in Exhibit " B" attached hereto and incorporated by reference herein ( the " Southern Parcel") to Buyer, and Buyer wishes to buy the Southern Parcel from Seller for credits against Quimby Fees and, if permitted by law and the City Council of Buyer, other development impact fees ( or as an alternative or in addition to credits against other development impact fees, that Buyer enters into a " reimbursement agreement" with Seller with respect to future Quimby Fees collected by Buyer for future projects in the City of Covina), upon and subject to the terms and conditions hereinafter set forth.

C. Buyer desires to purchase the Southern Parcel for public purposes, which may include parks and recreation, law enforcement- related purposes and/ or public parking.

NOW, THEREFORE, in consideration of $ 20. 00, which has been paid by Buyer to Seller, and the respective agreements hereinafter set forth, the Parties hereto agree as follows:

TERMS AND CONDITIONS

1. Seller Put Option; Deposits; Buyer Right to Terminate. If Seller or Buyer shall not have approved, in its sole and absolute discretion, a new cell tower lease between Seller and Verizon for a portion of the Southern Parcel (" Cell Tower Lease"), a new utility easement between Buyer and Seller encumbering a portion of the Southern Parcel ( the " New Utility Easement") or an amendment to an existing recorded REA/ CC& Rs document for access ( the Access Amendment") prior to Closing (as that term is defined in Section 8. 2 below), then either party may terminate this Agreement by written notice to the other ( and the City Manager may give such approvals or written termination on behalf of Buyer). If: (i) Seller acquires the Property ( and provides reasonable evidence thereof to Buyer) prior to September 10, 2020; and ii) Buyer, in its sole and absolute discretion, enacts an ordinance or amends its ordinances ( or adopts resolutions or amends resolutions) on or before August 1, 2021 to expressly permit the 12923- 0008\ 2454161v2. Page 22 of 72 doc
Purchase Price of the Southern Parcel to be credited against Seller' s DIF ( as defined below) obligation ( or if Buyer does not do so, such that Seller cannot get credit for the Purchase Price of the Southern Property against Seller' s DIF obligation for its two pending projects in the City of Covina, or if Buyer does so, but such ordinance or resolution does not permit Seller to credit the Purchase Price for the Southern Property against all such DIF obligation, but Buyer approves--- and executes and delivers to Seller--- a reimbursement agreement with Seller to pay to Seller from all future Quimby Fees ( in which Seller will be first in line to receive such Quimby Fees as they are received by Buyer) collected by Buyer from Seller' s projects as well as from other development projects in the City with Quimby Fee obligations, an amount equal to any portion of the DIF obligation for which Seller does not receive a credit of the Purchase Price), or if Seller expressly waives in writing the conditions in the preceding clauses ( i) and ( ii), then Seller shall have the option, but not the obligation, to require Buyer to buy the Southern Parcel from Seller( and obligate the Seller to sell the Southern Parcel to Buyer) upon the terms and conditions in this Agreement by giving written notice to Buyer on or before August 1, 2021, in which case the Closing must occur on or before September 1, 2021.

Upon its execution of this Agreement, Seller shall deposit the sum of $ 150, 000 with Buyer, and if Seller does not exercise its optionor if the Closing does not occur for the reason( s) described at the end of Section 2 below, then Buyer shall use such funds to pay or reimburse itself for all costs it shall have incurred in connection with this Agreement and transaction including, without limitation, attorneys' fees) that exceed the two $ 40, 000 deposits described below, and shall promptly return any remaining funds to Seller ( without interest). In the event that Seller elects to exercise its option and Closing occurs, Buyer shall refund the full $ 150, 000 deposit to Seller within ten ( 10) business days of Closing.

Buyer currently holds the sum of $ 40, 000 which it received from Seller to pay costs incurred by Buyer in connection with this Agreement and transaction prior to Seller' s exercise of its option. Upon its execution of this Agreement, Seller shall deposit the additional sum of 40, 000 with Buyer ( in addition to the $ 150, 000 described above, and the $ 40,000 held by Buyer), and Buyer may use such funds ( i. e., the two deposits of $ 40, 000 each) to pay or reimburse itself for all costs it incurs in connection with this Agreement and this transaction including, without limitation, consultant' s fees and attorneys' fees). While all such funds are expected to be used for costs, Buyer shall promptly return any of such funds not needed for costs to Seller( without interest).

2. Fee Credits. In the event Seller exercises its option to require Buyer to purchase the Southern Parcel from Seller, Seller will convey the Southern Parcel to Buyer in lieu of Seller paying to Buyer: the park dedication in-lieu fees (" Quimby Fee" or " Quimby Fees") pursuant to Seller' s park dedication ordinance that would otherwise be required to be paid by Seller in connection with: ( a) Seller' s proposed residential project in the City of Covina, consisting of approximately 151 residential dwelling units at a density of approximately 26 du/ acre ( the Project"); ( b) so- called " Covina Bowl" project consisting of 137 dwelling units; and ( c) if necessary under the following paragraph, and if then permitted by law and Buyer' s resolutions or ordinances, the development impact fees for those two projects in addition to the Quimby Fees.

However, if the Quimby Fees, and if applicable the development impact fees, exceed the Purchase Price ( as described in Section 3), then fees in an amount equal to the difference shall 12923- 0008\ 2454161v2 doc

remain payable by Seller. The Parties acknowledge and agree that the description of Seller' s proposed projects in this Section 2 may be revised or amended as the proposed projects are further evaluated and studied, and that the description contained herein is not binding on the Parties, and that the City of Covina does not waive, either in whole or in part, its discretion to approve, conditionally approve, or deny Seller' s proposed projects; however, all relevant Quimby Fees and DIF obligations ( as that term is defined below) for Seller' s projects that are referenced in this Section 2 must be determined prior to the Closing.

If Seller' s total Quimby Fee obligations for the two Seller projects is less than the Purchase Price, then provided it is then permitted under applicable law ( including Buyer' s ordinances or resolutions), Buyer will allow Seller to apply up to the balance of the Purchase Price as credits against other City of Covina development impact fees ( collectively, " DIF" or DIFs") applicable to the two projects. If such DIF crediting is not permitted under then applicable law ( including Buyer' s ordinances or resolutions) on or before August 1, 2021, or if the Purchase Price exceeds the Quimby Fees and DIFs for the two Seller projects for which Seller receives credits, and Buyer then fails to approve a reimbursement agreement in which Buyer agrees to pay to Seller future Quimby Fees collected by Buyer from other developments in the City of Covina until Buyer has paid to Seller the difference between the Purchase Price and the sum of the Quimby Fees for which Seller received credits and the DIFs for which Seller received credits, then unless otherwise agreed in writing by Seller prior to the deadline for Closing, the Closing shall not occur. ( The foregoing is also described in the conditions to Seller' s exercise of its put option in Section 1 above and in the Seller' s conditions to Closing in Subsections 10. 2( b) and( c) below.)

3. Purchase Price; Cell Tower Excavation/ Reports Condition to Closing. The purchase price ( the " Purchase Price") shall be the appraised fair market value of the Southern Parcel, determined by an appraisal or appraisal update obtained by Buyer within six months prior to the Closing ( but after receipt and approval of the additional report and the additional health risk assessment described in the following paragraph), with the understanding that the appraiser shall consider the Cell Tower Lease, the Access Amendment and the New Utility Easement; the existing environmental reports that were delivered to Buyer; and the health risk assessment and additional soils/ environmental report described in the following paragraph ( and any estimated cost for any required mitigation or remediation of hazardous materials that are disclosed in the additional soils/ environmental report).

It shall be a condition to the Closing ( as defined below) ( and determination of the Purchase Price by new appraisal or appraisal update) that the Seller or the tenant under the Cell Tower Lease demolish and remove all existing improvements and foundations, and complete all excavation and grading, necessary for the relocation of a cell tower as described in the Cell Tower Lease; and that Seller' s environmental consultant conduct reasonable additional soil/ environmental tests of the soil in all excavated areas or areas where improvements were removed ( and deliver a written report from such environmental consultant regarding such tests to Buyer for evaluation by Buyer' s consultants); and that Buyer cause to be prepared a health risk assessment ( or update to existing health risk assessment) of the Southern Parcel based on Buyer' s intended uses and the additional environmental tests/ report. 12923- 0008\ 2454161v2. doc

4. Buyer' s Investigations and Seller' s Disclosures. Seller has previously permitted Buyer to enter onto the Southern Parcel to conduct Buyer' s inspections and investigations pursuant to the rights of entry in the purchase agreement between Seller and the current owner of the Southern Parcel. Buyer is relying on Seller' s phase I environmental report and the additional report and assessment described in Section 3 above as to hazardous materials. The Parties acknowledge that Seller has already provided to Buyer the following documentation regarding the Southern Parcel: ( a) Preliminary Commitment issued by Fidelity National Title Company, dated January 10, 2020; ( b) A. L.T.A. land title survey, dated July 2020; ( c) Phase 1 environmental site assessment prepared by ENGEO Incorporated, dated July 27, 2020; ( d) Phase 2 environmental site assessment prepare by ENGEO Incorporated, dated July 28, 2020; and ( e) a " Reliance Letter" from ENGEO Incorporated dated June 18, 2020 and addressed to Mr. Brian Lee, Community Development Director for the City of Covina ( the " Property Documents"). Seller will not alter, encumber the Southern Parcel or consent to any alteration or encumbering of the Southern Parcel, with the exception of those easements and other encumbrances contemplated by, and described in this Agreement. Buyer hereby acknowledges and agrees that the delivery of the Property Documents, and the sale of the Property shall be made on an as- is basis without any representation or warranty.

5. Relocation of Cell Tower. Buyer acknowledges that the Southern Parcel shall be subject to the Cell Tower Lease. Buyer shall not be responsible for any costs or expenses in connection with the relocation, construction, or maintenance of the new cell tower contemplated by the Cell Tower Lease, and Seller shall defend, indemnify and hold Buyer harmless from and against all claims, liabilities, losses, damages, costs and expenses relating to any activities of Seller or its contractors required or permitted by the Cell Tower Lease and actually undertaken by Seller or such contractors ( and Seller' s defense and indemnity obligations shall survive the Closing).

6. Utilities for Project. Buyer acknowledges that the Southern Parcel shall be subject to the New Utility Easement.

7. Access Over Southern Parcel. Buyer acknowledges that the Southern Parcel shall be subject to the Access Amendment. The amended access rights will restrict access to emergency vehicles and pedestrians only.

8. Closing; Deliveries.

8. 1 No Escrow. The parties have agreed to close this transaction without an escrow, pursuant to recording instructions consistent with this Agreement that each party will deliver to Fidelity National Title Company, 555 S. Flower Street, Suite 4420, Los Angeles, CA 90071 Title Company"). The parties shall promptly deliver a copy of this executed Agreement to be deposited with Title Company.

8. 2 Closing. The terms the " Closing," shall mean the time Seller' s Grant Deed is filed of record in the Office of the County Recorder of Los Angeles County, California. The " Closing Date" shall be the date that is thirty ( 30) calendar days after all of the conditions set forth in Section 10 below are satisfied or waived by the benefitted party, but in no event later than September 1, 2021. In the event the Closing does not occur by the Closing Date, for any reason 12923- 0008\ 2454161v2. doc

other than Seller' s default, then Seller may terminate this Agreement at any time after the Closing Date by providing written notice to Buyer. In the event the Closing does not occur by the Closing Date, for any reason other than Buyer' s default, then Buyer may terminate this Agreement at any time after the Closing Date by providing written notice to Seller.

8. 3 Instructions. This Agreement, together with any standard instructions of Title Company, shall constitute the joint recording instructions of Buyer and Seller to Title Company as well as an agreement between Buyer and Seller. In the event of any conflict between the provisions of this Agreement and Title Company' s standard instructions, the provisions of this Agreement shall prevail.

8. 4 Deliveries from Buyer. Buyer agrees that on or before 1: 00 p.m. on the business day preceding the Closing Date, Buyer will deposit with Title Company all additional funds and/ or documents ( executed and acknowledged, if appropriate) which are necessary to comply with the terms of this Agreement, including without limitation, the following:
a) A Preliminary Change of Ownership Report;
b) A Certificate of Acceptance for the Grant Deed, duly executed and acknowledged ( in the form attached to the form of Grant Deed, attached hereto as Exhibit " F"); and
c) All other sums and documents reasonably required by Title Company to carry out and close the Escrow pursuant to the terms ofthis Agreement.

8. 5 Deliveries from Seller. Seller agrees that on or before 1: 00 p.m. on the business day preceding the Closing Date, Seller will deposit with Title Company such funds and other items and instruments ( executed and acknowledged, if appropriate) as may be necessary in order for the Title Company to comply with this Agreement, including without limitation, the following:
a) Federal and state withholding affidavits, if such affidavits are required by the Title Company ( even though Buyer is a public entity and no cash is changing hands from which any withholding could occur);
b) The Grant Deed conveying fee simple title of the Southern Parcel to Buyer subject to the Permitted Exceptions ( as defined below) in the form of Exhibit " F" attached hereto;
c) Any substitutions of trustees and requests for re- conveyances necessary to remove the lien( s) of any deed of trust or other liens encumbering Southern Parcel (" Monetary Liens"), and
d) All other sums and documents reasonably required by Title Company to carry out and close this transaction pursuant to the terms of this Agreement.

Title Company will cause the Grant Deed to be recorded when it can issue the Title Policy in the form described in Section 9 below and has funds sufficient to pay costs and prorated amounts. 12923- 0008\ 2454161v2. doc

8. 6 Contracts, Leases and Rental Agreements. Seller hereby represents and warrants to Buyer that there are no leases, rental agreements, contracts or other agreements encumbering the Southern Parcel except as may be disclosed by the Title Report described in Section 4, and the Cell Tower Lease.

8. 7 Distribution of Documents. Promptly following Closing, Title Company shall distribute the documents as follows:
a) To Buyer:
i) One copy of the Grant Deed ( and Certificate of Acceptance recorded with it), showing recording information;
ii) The originals of the withholding affidavits, if such affidavits are required by the Title Company ( even though Buyer is a public entity and no cash is changing hands from which any withholding could occur);
iii) The Title Policy (described and defined in Section 9, below). b) To Seller:
i) One copy of the Grant Deed ( and Certificate of Acceptance recorded with it), showing recording information.

9. Title Policy to be Issued to Buyer; Amount; Exceptions. As a condition to Closing, the Title Company shall be irrevocably committed to issue to Buyer an ALTA owner' s title policy standard coverage) in the amount of the Purchase Price, showing title vested in Buyer, subject only to the Permitted Exceptions ( as defined below) ( the " Title Policy"). All property taxes for the tax period prior to the Closing shall be paid by Seller, and Buyer shall cooperate in good faith with Seller after the Closing to enable Seller to obtain any refund of property taxes allocable to the period after the Closing, as also discussed in section 11. 4 below.) Buyer is not exempt from assessments, and the title policy may include exception for assessments not yet due as of the Closing. Assessments shall be prorated as of the Closing. The title policy may contain only the following title exceptions ( the " Permitted Exceptions"): ( i) the Cell Tower Lease; ( ii) the New Utility Easement; ( ii) the Access Amendment, and ( iv) any exceptions set forth in the Title Report ( other than the Monetary Liens).

10. Conditions Precedent to Closing.

10. 1 Conditions to Buyer' s Obligations. The obligations of Buyer under this Agreement shall be subject to either the satisfaction, or Buyer' s written waiver, in whole or in part, of each of the following conditions precedent to Closing ( in addition to the conditions described in Sections 1 and 3 above):
a) Title Company shall be irrevocably committed to issue the Title Policy described in Section 9 above insuring that title to the Southern Parcel is vested in Buyer; 12923- 0008\ 2454161v2. doc

b) Seller shall have delivered to Title Company the items required under this Agreement and Seller shall not otherwise be in default of this Agreement; and c) Buyer' s approval, in Buyer' s sole and absolute discretion in accordance with Section 1 above, of the ( i) Cell Tower Lease; ( ii) New Utility Easement; and ( iii) Access Amendment.

10. 2 Conditions to Seller' s Obligations. The obligations of Seller under this Agreement, should Seller elect to sell the Southern Parcel to Buyer, shall be subject to the satisfaction, or Seller' s written waiver, in whole or in part, by Seller of each of the following conditions precedent:
a) Buyer shall not be in default of this Agreement;
b) Buyer shall have amended its resolutions or ordinances, or adopted new ordinance( s) or resolution( s), permitting the portion of the Purchase Price not credited against Quimby Fees for Seller' s two projects to be credited against DIFs for the Seller' s two projects, and if Buyer does not do so, or if Buyer does so but such ordinance or resolution does not permit does not permit Seller to credit the Purchase Price against all such DIFs, then the following condition ( c) shall apply;
c) To the extent the sum of the Quimby Fees and DIFs for the two projects against which the Purchase Price is credited total less than the Purchase Price, Buyer has approved ( and executed, and delivered to Seller) an agreement in which Buyer agrees to pay to Seller all Quimby Fees collected by Buyer from all future developments in the City of Covina until Seller has been paid the amount by which the Purchase Price exceeds the Quimby Fees and DIFs against which the Purchase Price was actually credited ( such that the Seller gets the benefit, in fee credits and future cash payments, of the full Purchase Price); and
d) Seller' s approval, in Seller' s sole and absolute discretion in accordance with Section 1 above, of the ( i) Cell Tower Lease; ( ii) New Utility Easement; and( iii) Access Amendment.

10. 3 No Subdivision Required. Buyer and Seller mutually acknowledge that the transaction effected by this Agreement is the conveyance of land to Buyer as a governmental agency/ public entity. Accordingly, Buyer and Seller mutually acknowledge and agree that, pursuant to Government Code Section 66428( a)( 2), the sale of the Southern Parcel from Seller to Buyer does not require a subdivision map or parcel map.

11. Costs and Prorations.

11. 1 Payment of Costs. Seller shall pay the premium charges for the Title Policy. Any and all other costs shall be apportioned between the parties in a manner consistent with the custom and usage of Title Company.

11. 2 Personal Property. Seller shall remove all personal property from the Southern Parcel prior to the Closing. Without limiting the foregoing covenant, all personal 12923- 0008\ 2454161v2. doc

property remaining on the Southern Parcel after the Closing shall become the property of Buyer and Buyer may sell or dispose of said property without liability or recourse to Seller or any person or entity claiming under Seller, and Buyer shall have no duty to account for such property.

11. 3 Preliminary Closing Statement and PCOR. Title Company shall furnish Buyer and Seller with a preliminary escrow closing statement, which shall include their respective shares of costs, for their approval, and approval of such statement shall be a condition to the Closing. Buyer shall prepare and deliver to Title Company a Preliminary Change of Ownership Statement for the conveyance of the Southern Parcel.

11. 4 Property Taxes and Assessments. Property taxes for the tax period in which closing occurs shall be paid by Seller, and Buyer shall cooperate in good faith with Seller to obtain a refund of property taxes paid which are allocable to the period after closing.

Buyer is exempt from property taxes based on its status as a municipal corporation and political subdivision of the State of California. Assessments ( if any) shall be prorated as of the Closing.

12. Representations and Warranties.

12. 1 Representations and Warranties. Seller hereby makes the following representations and warranties to Buyer, each of which ( i) is material and relied upon by Buyer in making its determination to enter into this Agreement, and ( ii) is true in all respects as of the date hereof and shall be true in all respects on the date of Closing:
a) Seller has no actual knowledge of any pending, proposed, or contemplated eminent domain proceedings that would materially and adversely affect the Southern Parcel.
b) Seller has no actual knowledge of pending or threatened litigation or the filing of a petition under any Federal Bankruptcy Law or any federal or state insolvency laws or laws for composition of indebtedness or for the reorganization of debtors, which does or will affect the Southern Parcel; and Seller has no actual knowledge of any actual or threatened actions or proceedings against Seller before any court or administrative agency in any way connected with the Property.
c) With the exception of those items listed, disclosed and/ or described in the Property Documents, Seller has no actual knowledge of, has ever caused or permitted any Hazardous Material as defined in this paragraph, ( i) located on or under the Southern Parcel in violation of any applicable law or regulation, ( ii) that have been released, stored, treated, generated or disposed of on, under or from the Southern Parcel, or ( iii) that have been transported from the Southern Parcel. With the exception of those items listed and/ or described on Exhibit " H", Seller has no actual knowledge of any environmental condition on or under the Southern Parcel constituting a violation of, or requiring investigation or remediation under, any Hazardous Materials laws. Seller has no actual knowledge of( i) any lawsuit, arbitration or other legal proceeding or governmental investigation relating to the Southern Parcel brought against Seller or the prior owner; and ( ii) any settlement reached 12923- 0008\ 2454161v2. doc

with any person, entity or governmental authority, alleging the presence, release or threatened release of any Hazardous Materials on, under or from the Southern Parcel.

Hazardous Materials" shall mean ( i) any hazardous substance, hazardous waste, or toxic substance as defined in any federal, state or local statue, ordinance, rule, regulation or order applicable to the Southern Parcel (" Hazardous Materials Laws"), including without limitation the Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act, the Hazardous Materials Transportation Act, the Federal Water Pollution Control Act, the Clean Air Act, the Toxic Substances Control Act, the Refuse Act, the Carpenter- Presley- Tanner Hazardous Substance Account Act, the Hazardous Waste Control Law or in regulations adopted and publications promulgated pursuant to such laws, ( ii) any substance defined as " hazardous waste" in Section 25117 of the California Health & Safety Code or as a " hazardous substance" in Section 25281 of the California Health & Safety Code or as a " waste" in Section 13050 of the California Water Code, or in regulations adopted and publications promulgated pursuant to such laws, and ( iii) asbestos or asbestos- containing materials, radon gas, petroleum and petroleum fractions or derivatives, whether or not defined as hazardous waste or substance in any Hazardous Materials Laws. d) This Agreement and all documents executed by Seller which are to be delivered to Buyer at the Closing are and at the time of Closing will be duly authorized, executed and delivered by Seller; are and at the time of Closing will be legal, valid and binding obligations of Seller enforceable against Seller in accordance with their respective terms; are and at the time of Closing will be sufficient to convey title ( if they purport to do so); and do not and at the time of Closing will not violate any provision of any agreement or judicial order to which Seller or the Southern Parcel is subject. e) At the time of Closing, except for the Cell Tower Lease which includes obligations personal to Seller to relocate/ construct a cell tower ( and such obligation do not run with the land to bind Buyer), there will be no outstanding written or oral contracts made by Seller for any improvements to the Southern Parcel which have not been fully paid for and Seller shall cause to be discharged all mechanics' and materialmen' s liens arising from any labor or materials furnished to the Property prior to the time of Closing. f) Seller has not granted any option or right of first refusal or first opportunity to any party to acquire any interest in any of the Southern Parcel.

13. Possession. Possession of the Southern Parcel shall be delivered to Buyer, with copies of all keys and originals of all records pertaining to the Southern Parcel that are in Seller' s possession, as of the Closing, subject to the Permitted Exceptions.

14. Miscellaneous.

14. 1 Attorneys' Fees. In any action or proceeding between the Parties hereto seeking interpretation or enforcement of any of the terms and provisions of this Agreement or in connection with the Southern Parcel, the prevailing party in such action or proceeding shall be entitled to have and to recover from the other party its reasonable attorneys' fees, expert witness fees, and other reasonable expenses in connection with such action or proceeding in addition to its recoverable court costs.
12923- 0008\ 2454161v2 doc

14. 2 Damage, Destruction or Condemnation. If, prior to the Closing, there occurs any destruction of or damage or loss to the Southern Parcel or improvements or any portion thereof from any cause whatsoever, including but not limited to any fire, flood, accident or other casualty which results in a loss, or any condemnation proceedings are commenced or threatened, Buyer shall have the right by giving ten ( 10) days' written notice to Seller to ( i) terminate this Agreement, in which case neither party shall have any further rights or obligations hereunder, and all funds and any interest accrued and documents deposited in Escrow shall be returned to the party depositing the same, or ( ii) accept the Southern Parcel in its then condition and proceed with the Closing in accordance with this Agreement, in which case Seller shall assign Buyer the right to any and all insurance proceeds or condemnation awards recoverable as a result of such event, and ( iii) there shall be a credit against the Purchase Price of an amount equal to the deductible under Seller' s insurance coverage for such event and any uninsured or underinsured portion of the repair cost stated in the estimate of loss. In the absence of a written notice to Seller provided in this paragraph, and assuming that Buyer has been informed of the loss or condemnation action, escrow shall proceed in accordance with the provisions of this Agreement.

14. 3 Interpretation: Governing Law. This Agreement shall be construed according to its fair meaning and as if prepared by both parties hereto. This Agreement shall be construed in accordance with the laws of the State of California in effect at the time of the execution of this Agreement. Titles and captions are for convenience only and shall not constitute a portion of this Agreement. As used in this Agreement, masculine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates.

14. 4 No Waiver. No delay or omission by either party hereto in exercising any right or power accruing upon the compliance or failure of performance by the other party hereto under the provisions of this Agreement shall impair any such right or power or be construed to be a waiver thereof A waiver by either party hereto of a breach of any of the covenants, conditions or agreements hereof to be performed by the other party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof

14. 5 Modifications., City Manager Authority. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made by written instrument or endorsement thereon and in each such instance executed on behalf of each party hereto. The City Manager shall have the authority to execute any and all documents contemplated hereunder, and give any and all consents and approvals contemplated hereunder, on behalf of the Buyer provided they are in writing, and the City Manager shall also have the authority to enter into non- substantial amendments to this Agreement on behalf of Buyer (including extensions of the Closing Date) provided they are in writing.

14. 6 Brokers and Finders. Each party represents and warrants to the other that no broker or finder was involved in arranging or bringing about this transaction and that there are no claims or rights for brokerage commissions or finder' s fees in connection with the transaction contemplated by this Agreement. In the event that any other broker or finder perfects a claim for commission or finder' s fee based upon such contact, dealings or 12923- 0008\ 2454161v2. doc

communication, the party through whom such other broker or finder makes a claim shall indemnify, save harmless and defend the other party from said claim and all costs and expenses ( including reasonable attorneys' fees and expert witness fees) incurred by the other party in defending against the same.

14. 7 Severability. If any term, provision, condition or covenant of this Agreement or the application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this instrument, or the application of such term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

14. 8 Merger of Prior Agreements and Understandings. This Agreement and other documents incorporated herein by reference contain the entire understanding between the Parties relating to the transaction contemplated hereby and all prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged herein and shall be of no further force or effect.

14. 9 Survival. The covenants, representations, and agreements contained herein shall survive the Closing, and shall not merge with the Grant Deed.

14. 10 No Withholding. Seller represents and warrants to Buyer that Seller is not, and as of the Closing will not be, a " foreign person" within the meaning of Section 1445( f)(3) of the Internal Revenue Code of 1986 ( Code) and that it will deliver to Buyer on or before the Closing, the an affidavit as described hereinabove, pursuant to Section 1445( b) ( 2) of the Code and the Regulations promulgated thereunder. Seller represents and warrants to Buyer that no withholding is required under California law.

14. 11 Time is of the Essence. Time is hereby expressly made of the essence of this Agreement.

14. 12 Execution in Counterpart. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement binding on all parties hereto, notwithstanding that all parties are not signatories to the original or the same counterpart.

14. 13 Notices. Any notice which either party may desire to give to the other party or to the Title Company must be in writing and may be given by mailing the same by certified mail, return receipt requested, or by reputable overnight delivery service, to the party to whom the notice is directed at the address of such party hereinafter set forth, or such other address and to such other persons as the parties may hereafter designate:

To Seller: TH Barranca, LLC
c/ o Trumark Companies LLC
3001 Bishop Drive, Suite 100
San Ramon, CA 94583
Attn: John Willsie
12923- 0008\ 2454161v2. doc

Telephone: ( 925) 999- 3983
Email: JWillsie@trumarkco. com
With a
copy to: Trumark Properties LLC
450 Newport Center Drive, Suite 300
Newport Beach, CA 92660
Attn: Eric A. Nelson
Telephone: ( 949) 999- 9800
Email: ENelson@trumarkco. com
To Buyer: City of Covina
Covina City Hall
125 E. College Street
Covina, CA 91723- 2199
Attn: Brian Lee, Community Development Director

14. 14 Assignment. Buyer shall not voluntarily or by operation of law assign or transfer any right, interest or obligation hereunder, with the exception of the potential assignment or transfer of fee credits as discussed in Section 3 above, without Seller' s express prior written consent, which consent may be given or withheld by Seller in its sole discretion.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement of Purchase and Sale of Real Property and Recording Instructions as of the date set forth above.

SELLER:

TH BARRANCA LLC, a California limited
liability company
BY: Trumark Homes LLC, a California
limited liability company, it nager
By:

Name: gieN4gid Y•lPduGcoS7
Title : IiNoVirea 4e4
BUYER:

CITY OF COVINA
By: U(Ard
Chris Marcarello, City Manager
12923- 0008\ 2454161v2. doc

ATTEST:
de4tfitalAit/ t-L6
G orgi a Nicole tirez
Chief Deputy City Clerk, City of Covina
APPROVED AS TO FORM:

Candice Lee, City Attorney
12923- 0008\ 2454161v2. Page 34 of 72 doc
ATTEST:
i iA . i 01.
eiorgi if a Nicole lv. rez
Chief Deputy City Clerk, City of Covina
APPIVEA TO FORM:

Candice L-¶ City Attorney
12923- 0008\2454161 v2. dot

EXHIBIT " A"
Legal Description and Depiction of Property
12923- 0008\ 2454161v2. doc

EXHIBIT A

LEGAL DESCRIPTION & DEPICTION OF PROPERTY

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF COVINA IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL 1 ( APN: A PORTION OF 8430- 018- 013):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE INTERSECTION OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 223. 19 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF MISCELLANEOUS

RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, WITH A LINE PARALLEL WITH AND DISTANT EASTERLY 15 FEET, MEASURED AT RIGHT ANGLES, FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; THENCE EASTERLY ALONG SAID LINE PARALLEL WITH SAID

FRONT STREET TO THE SOUTHERLY PROLONGATION OF THE WESTERLY LINE OF THE LAND DESCRIBED IN DEED FROM SOUTHERN PACIFIC RAILROAD COMPANY AND OTHERS, RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER; THENCE NORTHERLY ALONG SAID SOUTHERLY PROLONGATION AND WESTERLY LINE 105. 81

FEET, MORE OR LESS, TO THE NORTHWEST CORNER OF THE LAND DESCRIBED IN SAID DEED, SAID NORTHWEST CORNER BEING A POINT IN THE NORTHERLY LINE OF THE LAND DESCRIBED AS STRIP NO. 2

IN DEED FROM THE GENERAL CHURCH ERECTION AND MISSIONARY COMMITTEE OF THE GERMAN BAPTIST BRETHREN CHURCH, A CORPORATION, RECORDED SEPTEMBER 21, 1896 AS INSTRUMENT NO. 16, IN BOOK 1126, PAGE 22 OF DEEDS, RECORDS OF SAID COUNTY; THENCE WESTERLY ALONG SAID NORTHERLY LINE 404. 37 FEET, MORE OR LESS, TO SAID LINE PARALLEL WITH THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET; THENCE SOUTHERLY ALONG SAID PARALLEL LINE 105. 81 FEET, MORE OR LESS, TO THE POINT OF BEGINNING.

EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THE LAND DESCRIBED IN DEED FROM THE PACIFIC ELECTRIC LAND COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1062, TN BOOK 26750, PAGE 423 OF OFFICIAL RECORDS, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND;

ALSO THE RIGHT TO PRODUCE OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES FROM SAID LAND BY

DIRECTIONAL DRILLING OR ANY OTHER MEANS NOT REQUIRING THE OCCUPANCY OF THE SURFACE OF

SAID LAND OR OF ANY PORTION THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

ALSO EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THE LAND DESCRIBED IN DEED FROM THE PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND; ALSO THE RIGHT TO PRODUCE OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES FROM SAID

LAND BY DIRECTIONAL DRILLING OR ANY OTHER MEANS NOT REQUIRING THE OCCUPANCY OF THE

SURFACE OF SAID LAND OR OF ANY PORTION THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

PARCEL 2( APN: A PORTION OF 8430- 018- 013):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, BOUNDED AS FOLLOWS:

EXHIBIT A
Continued)
ON THE EAST BY THE SOUTHERLY PROLONGATION OF THE EASTERLY LINE OF TRACT NO. 19386, AS SHOWN ON MAP RECORDED IN BOOK 527 PAGES 17 AND 18 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; ON THE NORTH BY THE SOUTHERLY LINE OF SAID TRACT NO. 19386; ON

THE WEST BY THE WESTERLY LINE ( AND SOUTHERLY PROLONGATION THEREOF) OF THE LAND

DESCRIBED IN THE DEED FROM SOUTHERN PACIFIC RAILROAD COMPANY AND OTHERS, RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER; AND ON THE SOUTH BY THE SOUTHERLY LINE OF THE STRIP OF LAND 17. 31

FEET IN WIDTH LASTLY DESCRIBED IN THE DEED FROM PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED ON APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS.

EXCEPT FROM THAT PORTION OF SAID LAND DESCRIBED IN DEED RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, ALL PETROLEUM, OIL, NATURAL

GAS, AND PRODUCTS DERIVED THEREFROM AND OTHER MINERALS WITHIN OR UNDERLYING SAID

LAND OR THAT MAY BE PRODUCED THEREFROM, AND ALL RIGHTS THERETO, WITHOUT THE USE OF THE SURFACE OF SAID LAND IN THE EXERCISE OF ANY OF SAID RIGHTS.

ALSO EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN SAID STRIP OF LAND 17. 31 FEET IN

WIDTH, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND, ALSO THE RIGHT TO PRODUCE OIL,

GAS AND OTHER HYDROCARBON SUBSTANCES FROM SAID LAND BY DIRECTIONAL DRILLING OR ANY

OTHER MEANS NOT REQUIRING THE OCCUPANCY OF THE SURFACE OF SAID LAND OR OF ANY PORTION

THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

PARCEL 3 ( APN: A PORTION OF 8430- 015- 018):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF THE STRIP OF LAND 17. 31 FEET IN WIDTH LASTLY DESCRIBED IN DEED FROM PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY

RECORDER OF SAID COUNTY, SAID SOUTHEAST CORNER BEING A POINT IN THE EAST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER, DISTANT NORTHERLY THEREON 34. 19 FEET, MORE OR LESS, FROM THE CENTER LINE OF THE SOUTHERN PACIFIC RAILROAD COMPANY' S MAIN TRACT; THENCE NORTHERLY, ALONG SAID EAST LINE, A DISTANCE OF 144. 30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTHERLY ALONG SAID EAST LINE 221. 00 FEET; THENCE WESTERLY PARALLEL WITH THE SOUTHERLY LINE OF THE NORTHERLY 660 FEET OF SAID SOUTHEAST QUARTER OR THE SOUTHWEST QUARTER TO THE EASTERLY LINE OF THE WESTERLY 183. 62 FEET OF THE EAST HALF OF THE WEST HALF OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SAID WESTERLY 183. 62 FEET, A DISTANCE OF 221. 00 FEET TO A LINE PARALLEL WITH THE SOUTHERLY LINE OF SAID NORTHERLY 660 FEET AND WHICH PASSES THROUGH THE TRUE POINT OF BEGINNING; THENCE EASTERLY ALONG SAID LAST MENTIONED PARALLEL LINE TO THE TRUE POINT OF BEGINNING.

EXCEPT THE EASTERLY 40 FEET OF SAID LAND.

PARCEL 3A( APN: PORTION OF 8430- 015- 018):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

EXHIBIT A
Continued)

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF THE STRIP OF LAND 17. 31 FEET IN WIDTH LASTLY DESCRIBED IN DEED FROM PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY

RECORDER OF SAID COUNTY, SAID SOUTHEAST CORNER BEING A POINT IN THE EAST LINE OF SAID SOUTHEAST QUARTER OF SOUTHWEST QUARTER, DISTANT NORTHERLY THEREON 34. 19 FEET, MORE OR LESS, FROM THE CENTER LINE OF THE SOUTHERN PACIFIC RAILROAD COMPANY' S MAIN TRACK; THENCE NORTHERLY ALONG SAID EAST LINE, A DISTANCE OF 365. 30 FEET; THENCE WESTERLY

PARALLEL WITH SAID CENTERLINE OF THE SOUTHERN PACIFIC RAILROAD COMPANY' S MAIN LINE TRACK 816.76 FEET TO A POINT IN THE EASTERLY LINE OF TRACT NO. 19386, AS RECORDED IN BOOK 527 PAGES 17 AND 18 OF MAPS, IN THE OFFICE OF SAID COUNTY RECORDER, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE NORTHERLY ALONG SAID EASTERLY LINE OF SAID TRACT NO. 19386, 268.43 FEET TO THE SOUTHERLY LINE OF THE NORTHERLY 660 FEET OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE EASTERLY ALONG SAID SOUTHERLY LINE OF THE NORTHERLY 660 FEET, 324. 73 FEET; THENCE PARALLEL WITH THE EASTERLY LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 267. 89 FEET TO A POINT ON THE ABOVE FIRST MENTIONED PARALLEL LINE, DISTANT EASTERLY THEREON 325. 06 FEET FROM THE TRUE POINT OF BEGINNING; THENCE WESTERLY ALONG FIRST MENTIONED PARALLEL LINE 325. 06 FEET TO THE TRUE POINT OF BEGINNING.

PARCEL 4:

A NON-EXCLUSIVE EASEMENT FOR INGRESS AND EGRESS OVER THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN

BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF THE STRIP OF LAND 17. 31 FEET IN WIDTH LASTLY DESCRIBED IN DEED FROM PACIFIC ELECTRIC RAILROAD COMPANY, RECORDED APRIL 05. 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY

RECORDER OF SAID COUNTY, SAID SOUTHEAST CORNER BEING A POINT IN THE EAST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER. DISTANT NORTHERLY THEREON 34. 19 FEET, MORE OR LESS, FROM THE CENTER LINE OF THE SOUTHERN PACIFIC RAILROAD COMPANY' S MAIN TRACK; THENCE NORTHERLY ALONG SAID EAST LINE A DISTANCE OF 144. 30 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTHERLY ALONG SAID EAST LINE 10. 00 FEET; THENCE WESTERLY PARALLEL WITH THE SOUTHERLY LINE OF THE NORTHERLY 660 FEET OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF THE EASTERLY LINE OF THE WESTERLY 229. 62 FEET OF THE EAST HALF OF THE WEST HALF OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SAID WESTERLY 229. 62 FEET, A DISTANCE OF 55. 00 FEET; THENCE WESTERLY PARALLEL WITH THE SOUTHERLY LINE OF SAID NORTHERLY 660 FEET, A DISTANCE OF 46. 00 FEET TO THE EASTERLY LINE OF THE WESTERLY 183. 62 FEET OF THE EAST HALF OF THE WEST HALF OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE NORTHERLY ALONG THE EASTERLY LINE OF SAID WESTERLY 183. 62 FEET, A DISTANCE OF 65. 00 FEET TO A LINE PARALLEL WITH THE SOUTHERLY LINE OF SAID NORTHERLY 660 FEET AND WHICH PASSES THROUGH THE TRUE POINT OF BEGINNING; THENCE EASTERLY ALONG SAID LAST MENTIONED PARALLEL LINE TO THE TRUE POINT OF BEGINNING.

EXCEPT THE EASTERLY 40 FEET OF SAID LAND.

PARCEL 5( APN: A PORTION OF 8430- 018- 009):

EXHIBIT A
Continued)

TWO PARCELS OF LAND SITUATED IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, BEING ALL THAT PORTION OF THAT CERTAIN REAL PROPERTY DESCRIBED IN PARCEL NO. 2 IN DEED TO PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED AUGUST 26, 1946 IN BOOK 23603, PAGE 237 OF OFFICIAL RECORDS, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. I TO TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, AND BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15 FEET, MEASURED AT RIGHT ANGLES, FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE

TOWN OF COVINA, AND BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 566. 60 FEET MEASURED AT RIGHT ANGLES, FROM SAID NORTHERLY PROLONGATION OF SAID CENTER LINE OF FIRST STREET.

PARCEL 6( APN: A PORTION OF 8430- 018- 009):

A PARCEL OF LAND SITUATED IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, BEING ALL THAT PORTION OF THAT CERTAIN REAL PROPERTY DESCRIBED IN PARCEL 5 IN DEED TO PACIFIC ELECTRIC LAND COMPANY, RECORDED AUGUST 28, 1946 IN BOOK 23638, PAGE 183 OF OFFICIAL RECORDS, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, AND BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15 FEET MEASURED AT RIGHT ANGLES FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE

TOWN OF COVINA, AND BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 566. 50 FEET, MEASURED AT RIGHT ANGLES, FROM SAID NORTHERLY PROLONGATION OF SAID CENTER LINE OF FIRST STREET.

EXCEPT THEREFROM THE TITLE AND EXCLUSIVE RIGHT TO ALL OF THE MINERALS AND MINERAL ORES

OF EVERY KIND AND CHARACTER NOW KNOWN TO EXIST OR HEREAFTER DISCOVERED UPON, WITHIN,

OR UNDERLYING SAID LAND OR THAT MAY BE PRODUCED THEREFROM, INCLUDING, WITHOUT

LIMITING THE GENERALITY OF THE FOREGOING, ALL PETROLEUM, OIL, NATURAL GAS AND OTHER

HYDROCARBON SUBSTANCES AND PRODUCTS DERIVED THEREFROM, TOGETHER WITH THE EXCLUSIVE

AND PERPETUAL RIGHT OF SAID GRANTOR, ITS SUCCESSORS AND ASSIGNS, OF INGRESS AND EGRESS

BENEATH THE SURFACE OF SAID LAND TO EXPLORE FOR, EXTRACT, MINE, AND REMOVE THE SAME,

AND TO MAKE SUCH USE OF THE SAID LAND BENEATH THE SURFACE AS IS NECESSARY OR USEFUL IN

CONNECTION THEREWITH, WHICH USE MAY INCLUDE LATERAL OR SLANT DRILLING, DIGGING, BORING, OR SINKING OF WELLS, SHAFTS, OR TUNNELS; PROVIDED HOWEVER, THAT SAID GRANTOR, ITS

SUCCESSORS AND ASSIGNS, SHALL NOT USE THE SURFACE OF SAID LAND IN THE EXERCISE OF ANY OF

SAID RIGHTS AND SHALL NOT DISTURB THE SURFACE OF SAID LAND OR ANY IMPROVEMENTS THEREON

OR REMOVE OF IMPAIR THE LATERAL OR SUBJACENT SUPPORT OF SAID LAND OR ANY IMPROVEMENTS THEREON.

PARCEL 7( APN: 8430- 018- 017):

A 15. 00 FOOT STRIP OF LAND LYING WITHIN THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET FROM THE CENTERLINE OF FRONT STREET, 75 FEET WIDE AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15. 00 FEET FROM THE NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE

EXHIBIT A
Continued)
TOWN OF COVINA; BOUNDED ON THE EAST BY THE SAID NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET; AND BOUNDED ON THE NORTH BY THE SOUTH LINE OF TRACT NO. 19386, AS PER MAP RECORDED IN BOOK 527, PAGES 17 AND 18 OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM ALL MINERALS AND MINERAL RIGHTS, INTERESTS AND ROYALTIES, INCLUDING

WITHOUT LIMITATION, ALL OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES, AS WELL AS METALLIC

OR OTHER SOLID MINERALS OF WHATEVER KIND OR CHARACTER, WHETHER NOW KNOWN OR HEREAFTER DISCOVERED, IN AND UNDER SAID LAND BELOW A DEPTH OF 500 FEET UNDER THE

SURFACE WITHOUT REGARD TO THE MANNER IN WHICH THE SAME MAY BE PRODUCED OR EXTRACTED FROM SAID LAND, BUT WITHOUT ANY RIGHT TO ENTER UPON OR THROUGH THE SURFACE DOWN TO 500

FEET BELOW THE SURFACE TO EXTRACT, DRILL, EXPLORE, OR OTHERWISE EXPLOIT SUCH MINERALS OR

MINERAL RIGHTS AND WITHOUT ANY RIGHT TO REMOVE OR IMPAIR LATERAL OR SUBJACENT SUPPORT,

AS RESERVED BY SOUTHERN PACIFIC TRANSPORTATION COMPANY, A DELAWARE CORPORATION, IN GRANT DEED RECORDED APRIL 19, 1991 AS INSTRUMENT NO. 91- 561906 OF OFFICIAL RECORDS.

PARCEL 8( APN: 8430- 018- 021):

A 15. 00 FOOT STRIP OF LAND LYING WITHIN THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 223. 19 FEET FROM THE CENTERLINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT EASTERLY 15. 00 FEET FROM THE NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; BOUNDED ON THE WEST BY SAID NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET; AND BOUNDED ON THE NORTH BY THE SOUTH LINE OF TRACT NO. 19386, AS PER MAP RECORDED IN BOOK 527, PAGES 17 AND 18 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM ALL MINERALS AND MINERAL RIGHTS, INTERESTS AND ROYALTIES, INCLUDING

WITHOUT LIMITATION, ALL OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES, AS WELL AS METALLIC

OR OTHER SOLID MINERALS OF WHATEVER KIND OR CHARACTER, WHETHER NOW KNOWN OR HEREAFTER DISCOVERED, IN AND UNDER SAID LAND BELOW A DEPTH OF 500 FEET UNDER THE

SURFACE WITHOUT REGARD TO THE MANNER IN WHICH THE SAME MAY BE PRODUCED OR EXTRACTED FROM SAID LAND, BUT WITHOUT ANY RIGHT TO ENTER UPON OR THROUGH THE SURFACE DOWN TO 500

FEET BELOW THE SURFACE TO EXTRACT, DRILL, EXPLORE, OR OTHERWISE EXPLOIT SUCH MINERALS OR

MINERAL RIGHTS AND WITHOUT ANY RIGHT TO REMOVE OR IMPAIR LATERAL OR SUBJACENT SUPPORT,

AS RESERVED BY SOUTHERN PACIFIC TRANSPORTATION COMPANY, A DELAWARE CORPORATION, IN GRANT DEED RECORDED APRIL 19. 1991 AS INSTRUMENT NO. 91- 561906 OF OFFICIAL RECORDS.

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EXHIBIT " B"
Legal Description and Depiction of the Southern Parcel
Exhibit" B"
12923- 0008\ 2454161v2. doc

EXHIBIT B
Legal Description and Depiction of the Southern Parcel

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF COVINA IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL 1 ( APN: A PORTION OF 8430- 018- 013):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE INTERSECTION OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 223. 19 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, WITH A LINE PARALLEL WITH AND DISTANT EASTERLY 15 FEET, MEASURED AT RIGHT ANGLES, FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; THENCE EASTERLY ALONG SAID

LINE PARALLEL WITH SAID FRONT STREET TO THE SOUTHERLY PROLONGATION OF THE WESTERLY

LINE OF THE LAND DESCRIBED IN DEED FROM SOUTHERN PACIFIC RAILROAD COMPANY AND OTHERS, RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER; THENCE NORTHERLY ALONG SAID SOUTHERLY PROLONGATION AND WESTERLY LINE 105. 81 FEET, MORE OR LESS, TO THE NORTHWEST CORNER OF

THE LAND DESCRIBED IN SAID DEED, SAID NORTHWEST CORNER BEING A POINT IN THE NORTHERLY LINE OF THE LAND DESCRIBED AS STRIP NO. 2 IN DEED FROM THE GENERAL CHURCH ERECTION AND

MISSIONARY COMMITTEE OF THE GERMAN BAPTIST BRETHREN CHURCH, A CORPORATION, RECORDED SEPTEMBER 21, 1896 AS INSTRUMENT NO. 16, IN BOOK 1126, PAGE 22 OF DEEDS, RECORDS OF SAID COUNTY; THENCE WESTERLY ALONG SAID NORTHERLY LINE 404. 37 FEET, MORE OR

LESS, TO SAID LINE PARALLEL WITH THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET; THENCE SOUTHERLY ALONG SAID PARALLEL LINE 105. 81 FEET, MORE OR LESS, TO THE POINT OF BEGINNING.

EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THE LAND DESCRIBED IN DEED FROM THE PACIFIC ELECTRIC LAND COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1062, IN BOOK 26750, PAGE 423 OF OFFICIAL RECORDS, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND; ALSO THE RIGHT TO PRODUCE OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES FROM SAID

LAND BY DIRECTIONAL DRILLING OR ANY OTHER MEANS NOT REQUIRING THE OCCUPANCY OF THE

SURFACE OF SAID LAND OR OF ANY PORTION THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

ALSO EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THE LAND DESCRIBED IN DEED FROM THE PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND; ALSO THE RIGHT TO PRODUCE OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES FROM

SAID LAND BY DIRECTIONAL DRILLING OR ANY OTHER MEANS NOT REQUIRING THE OCCUPANCY

OF THE SURFACE OF SAID LAND OR OF ANY PORTION THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

PARCEL 2( APN: A PORTION OF 8430- 018- 013):

THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, BOUNDED AS FOLLOWS:

EXHIBIT B
Legal Description and Depiction of the Southern Parcel
Continued)
ON THE EAST BY THE SOUTHERLY PROLONGATION OF THE EASTERLY LINE OF TRACT NO. 19386, AS SHOWN ON MAP RECORDED IN BOOK 527 PAGES 17 AND 18 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; ON THE NORTH BY THE SOUTHERLY LINE OF SAID TRACT NO. 19386; ON

THE WEST BY THE WESTERLY LINE ( AND SOUTHERLY PROLONGATION THEREOF) OF THE LAND

DESCRIBED IN THE DEED FROM SOUTHERN PACIFIC RAILROAD COMPANY AND OTHERS, RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER; AND ON THE SOUTH BY THE SOUTHERLY LINE OF THE STRIP OF LAND 17. 31

FEET IN WIDTH LASTLY DESCRIBED IN THE DEED FROM PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED ON APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS.

EXCEPT FROM THAT PORTION OF SAID LAND DESCRIBED IN DEED RECORDED JUNE 02, 1945 AS INSTRUMENT NO. 4, IN BOOK 21941, PAGE 363 OF OFFICIAL RECORDS, ALL PETROLEUM, OIL, NATURAL

GAS, AND PRODUCTS DERIVED THEREFROM AND OTHER MINERALS WITHIN OR UNDERLYING SAID

LAND OR THAT MAY BE PRODUCED THEREFROM, AND ALL RIGHTS THERETO, WITHOUT THE USE OF THE SURFACE OF SAID LAND IN THE EXERCISE OF ANY OF SAID RIGHTS.

ALSO EXCEPT FROM THAT PORTION OF SAID LAND INCLUDED WITHIN SAID STRIP OF LAND 17. 31 FEET IN

WIDTH, ALL THE OIL OR MINERAL RIGHTS UNDERLYING SAID LAND, ALSO THE RIGHT TO PRODUCE OIL,

GAS AND OTHER HYDROCARBON SUBSTANCES FROM SAID LAND BY DIRECTIONAL DRILLING OR ANY

OTHER MEANS NOT REQUIRING THE OCCUPANCY OF THE SURFACE OF SAID LAND OR OF ANY PORTION

THEREOF, INCLUDING THE RIGHT TO ENTER UPON OR OCCUPY ANY PORTION OF THE SURFACE OF SAID LAND FOR SUCH PURPOSE.

PARCEL 4:

A NON-EXCLUSIVE EASEMENT FOR INGRESS AND EGRESS OVER THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN

BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FILED IN THE DISTRICT LAND OFFICE APRIL 21, 1877, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF THE STRIP OF LAND 17. 31 FEET IN WIDTH LASTLY DESCRIBED IN DEED FROM PACIFIC ELECTRIC RAILROAD COMPANY, RECORDED APRIL 05, 1948 AS INSTRUMENT NO. 1063, IN BOOK 26750, PAGE 417 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY

RECORDER OF SAID COUNTY, SAID SOUTHEAST CORNER BEING A POINT IN THE EAST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER. DISTANT NORTHERLY THEREON 34. 19 FEET, MORE OR LESS, FROM THE CENTER LINE OF THE SOUTHERN PACIFIC RAILROAD COMPANY' S MAIN TRACK; THENCE NORTHERLY ALONG SAID EAST LINE A DISTANCE OF 144. 30 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTHERLY ALONG SAID EAST LINE 10. 00 FEET; THENCE WESTERLY PARALLEL WITH THE SOUTHERLY LINE OF THE NORTHERLY 660 FEET OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF THE EASTERLY LINE OF THE WESTERLY 229. 62 FEET OF THE EAST HALF OF THE WEST HALF OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE SOUTHERLY ALONG THE EASTERLY LINE OF SAID WESTERLY 229. 62 FEET, A DISTANCE OF 55. 00 FEET; THENCE WESTERLY PARALLEL WITH THE SOUTHERLY LINE OF SAID NORTHERLY 660 FEET, A DISTANCE OF 46. 00 FEET TO THE EASTERLY LINE OF THE WESTERLY 183. 62 FEET OF THE EAST HALF OF THE WEST HALF OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE NORTHERLY ALONG THE EASTERLY LINE OF SAID WESTERLY 183. 62 FEET, A DISTANCE OF 65. 00 FEET TO A LINE PARALLEL WITH THE SOUTHERLY LINE OF SAID NORTHERLY 660 FEET AND WHICH PASSES THROUGH THE TRUE POINT OF BEGINNING; THENCE EASTERLY ALONG SAID LAST MENTIONED PARALLEL LINE TO THE TRUE POINT OF BEGINNING.

EXCEPT THE EASTERLY 40 FEET OF SAID LAND.

EXHIBIT B
Legal Description and Depiction of the Southern Parcel
Continued)
PARCEL 5( APN: A PORTION OF 8430- 018- 009):

TWO PARCELS OF LAND SITUATED IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, BEING ALL THAT PORTION OF THAT CERTAIN REAL PROPERTY DESCRIBED IN PARCEL NO. 2 IN DEED TO PACIFIC ELECTRIC RAILWAY COMPANY, RECORDED AUGUST 26, 1946 IN BOOK 23603, PAGE 237 OF OFFICIAL RECORDS, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, AND BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15 FEET, MEASURED AT RIGHT ANGLES, FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE

TOWN OF COVINA, AND BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 566. 60 FEET MEASURED AT RIGHT ANGLES, FROM SAID NORTHERLY PROLONGATION OF SAID CENTER LINE OF FIRST STREET.

PARCEL 6( APN: A PORTION OF 8430- 018- 009):

A PARCEL OF LAND SITUATED IN THE CITY OF COVINA, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, BEING ALL THAT PORTION OF THAT CERTAIN REAL PROPERTY DESCRIBED IN PARCEL 5 IN DEED TO PACIFIC ELECTRIC LAND COMPANY, RECORDED AUGUST 28, 1946 IN BOOK 23638, PAGE 183 OF OFFICIAL RECORDS, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET, MEASURED AT RIGHT ANGLES, FROM THE CENTER LINE OF FRONT STREET 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF

MISCELLANEOUS RECORDS, AND BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15 FEET MEASURED AT RIGHT ANGLES FROM THE NORTHERLY PROLONGATION OF THE CENTER LINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE

TOWN OF COVINA, AND BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 566. 50 FEET, MEASURED AT RIGHT ANGLES, FROM SAID NORTHERLY PROLONGATION OF SAID CENTER LINE OF FIRST STREET.

EXCEPT THEREFROM THE TITLE AND EXCLUSIVE RIGHT TO ALL OF THE MINERALS AND MINERAL ORES

OF EVERY KIND AND CHARACTER NOW KNOWN TO EXIST OR HEREAFTER DISCOVERED UPON, WITHIN,

OR UNDERLYING SAID LAND OR THAT MAY BE PRODUCED THEREFROM, INCLUDING, WITHOUT

LIMITING THE GENERALITY OF THE FOREGOING, ALL PETROLEUM, OIL, NATURAL GAS AND OTHER

HYDROCARBON SUBSTANCES AND PRODUCTS DERIVED THEREFROM, TOGETHER WITH THE EXCLUSIVE

AND PERPETUAL RIGHT OF SAID GRANTOR, ITS SUCCESSORS AND ASSIGNS, OF INGRESS AND EGRESS

BENEATH THE SURFACE OF SAID LAND TO EXPLORE FOR, EXTRACT, MINE, AND REMOVE THE SAME,

AND TO MAKE SUCH USE OF THE SAID LAND BENEATH THE SURFACE AS IS NECESSARY OR USEFUL IN

CONNECTION THEREWITH, WHICH USE MAY INCLUDE LATERAL OR SLANT DRILLING, DIGGING, BORING, OR SINKING OF WELLS, SHAFTS, OR TUNNELS; PROVIDED HOWEVER, THAT SAID GRANTOR, ITS

SUCCESSORS AND ASSIGNS, SHALL NOT USE THE SURFACE OF SAID LAND IN THE EXERCISE OF ANY OF

SAID RIGHTS AND SHALL NOT DISTURB THE SURFACE OF SAID LAND OR ANY IMPROVEMENTS THEREON

OR REMOVE OF IMPAIR THE LATERAL OR SUBJACENT SUPPORT OF SAID LAND OR ANY IMPROVEMENTS THEREON.

INTENTIONALLY LEFT BLANK

EXHIBIT B
Legal Description and Depiction of the Southern Parcel
Continued)
PARCEL 7( APN: 8430- 018- 017):

A 15. 00 FOOT STRIP OF LAND LYING WITHIN THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF

LOS ANGELES, STATE OF CALIFORNIA LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 222. 50 FEET FROM THE CENTERLINE OF FRONT STREET, 75 FEET WIDE AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; BOUNDED ON THE WEST BY A LINE PARALLEL WITH AND DISTANT WESTERLY 15. 00 FEET FROM THE NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; BOUNDED ON THE EAST BY THE SAID NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET; AND BOUNDED ON THE NORTH BY THE SOUTH LINE OF TRACT NO. 19386, AS PER MAP RECORDED IN BOOK 527, PAGES 17 AND 18 OF MAPS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM ALL MINERALS AND MINERAL RIGHTS, INTERESTS AND ROYALTIES, INCLUDING

WITHOUT LIMITATION, ALL OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES, AS WELL AS METALLIC

OR OTHER SOLID MINERALS OF WHATEVER KIND OR CHARACTER, WHETHER NOW KNOWN OR HEREAFTER DISCOVERED, IN AND UNDER SAID LAND BELOW A DEPTH OF 500 FEET UNDER THE

SURFACE WITHOUT REGARD TO THE MANNER IN WHICH THE SAME MAY BE PRODUCED OR EXTRACTED FROM SAID LAND, BUT WITHOUT ANY RIGHT TO ENTER UPON OR THROUGH THE SURFACE DOWN TO 500

FEET BELOW THE SURFACE TO EXTRACT, DRILL, EXPLORE, OR OTHERWISE EXPLOIT SUCH MINERALS OR

MINERAL RIGHTS AND WITHOUT ANY RIGHT TO REMOVE OR IMPAIR LATERAL OR SUBJACENT SUPPORT,

AS RESERVED BY SOUTHERN PACIFIC TRANSPORTATION COMPANY, A DELAWARE CORPORATION, IN GRANT DEED RECORDED APRIL 19, 1991 AS INSTRUMENT NO. 91- 561906 OF OFFICIAL RECORDS.

PARCEL 8( APN: 8430- 018- 021):

A 15. 00 FOOT STRIP OF LAND LYING WITHIN THE SOUTHWEST QUARTER OF SECTION 12, TOWNSHIP 1 SOUTH, RANGE 10 WEST, SAN BERNARDINO MERIDIAN, IN THE CITY OF COVINA, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, LYING NORTHERLY OF A LINE PARALLEL WITH AND DISTANT NORTHERLY 223. 19 FEET FROM THE CENTERLINE OF FRONT STREET, 75 FEET WIDE, AS SHOWN ON MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA, RECORDED IN BOOK 59, PAGE 1 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; BOUNDED ON THE EAST BY A LINE PARALLEL WITH AND DISTANT EASTERLY 15. 00 FEET FROM THE NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET, 70 FEET WIDE, AS SHOWN ON SAID MAP OF ADDITION NO. 1 TO THE TOWN OF COVINA; BOUNDED ON THE WEST BY SAID NORTHERLY PROLONGATION OF THE CENTERLINE OF FIRST STREET; AND BOUNDED ON THE NORTH BY THE SOUTH LINE OF TRACT NO. 19386, AS PER MAP RECORDED IN BOOK 527, PAGES 17 AND 18 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM ALL MINERALS AND MINERAL RIGHTS, INTERESTS AND ROYALTIES, INCLUDING

WITHOUT LIMITATION, ALL OIL, GAS, AND OTHER HYDROCARBON SUBSTANCES, AS WELL AS METALLIC

OR OTHER SOLID MINERALS OF WHATEVER KIND OR CHARACTER, WHETHER NOW KNOWN OR HEREAFTER DISCOVERED, IN AND UNDER SAID LAND BELOW A DEPTH OF 500 FEET UNDER THE

SURFACE WITHOUT REGARD TO THE MANNER IN WHICH THE SAME MAY BE PRODUCED OR EXTRACTED FROM SAID LAND, BUT WITHOUT ANY RIGHT TO ENTER UPON OR THROUGH THE SURFACE DOWN TO 500

FEET BELOW THE SURFACE TO EXTRACT, DRILL, EXPLORE, OR OTHERWISE EXPLOIT SUCH MINERALS OR

MINERAL RIGHTS AND WITHOUT ANY RIGHT TO REMOVE OR IMPAIR LATERAL OR SUBJACENT SUPPORT,

AS RESERVED BY SOUTHERN PACIFIC TRANSPORTATION COMPANY, A DELAWARE CORPORATION, IN GRANT DEED RECORDED APRIL 19, 1991 AS INSTRUMENT NO. 91- 561906 OF OFFICIAL RECORDS.

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EXHIBIT` B"
Legal Description and Depiction of the Southern Parcel ( continued) i r
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EXHIBIT " C"
INTENTIONALLY OMITTED]
12923- 0008\ 245416Iv2. doc

EXHIBIT " D"
INTENTIONALLY OMITTED]
Exhibit" D"
12923- 0008\2454161 v2. doc

EXHIBIT " E"
INTENTIONALLY OMITTED]
Exhibit" E"
I2923- 0008\ 2454161 v2.doc

EXHIBIT " F"
Form of Grant Deed and Certificate of Acceptance
Exhibit " F"
12923- 0008\ 2454161v2. doc

Recording Requested by, and when
Recorded Mail this Deed and Mail
Assessment Statements to:

CITY OF COVINA
Covina City Hall
125 E. College St.

Covina, CA 91723- 2199
Assessor Parcel Number( s):

SPACE ABOVE THIS LINE FOR RECORDER' S USE
Exempt from recording fees as conveyance to a public entity. Exempt from documentary transfer tax as a conveyance to a public entity.

Property is in the City of Covina( County of Los Angeles), State of California.

GRANT DEED
FOR A VALUABLE CONSIDERATION, the receipt and adequacy of which is hereby acknowledged, hereby GRANTS AND CONVEYS to the CITY OF
COVINA, a California municipal corporation, the land in the City of Covina, County of Los Angeles, State of California, described in Exhibit" A", and all improvements and fixtures thereon and all appurtenant rights and interests.

IN WITNESS WHEREOF, this instrument has been executed on 2020.

GRANTOR:

By:

Print Name:

Title:
12923- 0008\ 2454161v2. doc

EXHIBIT" A" TO GRANT DEED

LEGAL DESCRIPTION
12923- 0008\ 2454161v2. doc

CERTIFICATE OF ACCEPTANCE
Pursuant to Govt. Code § 27281)
This is to certify that the attached Grant Deed, which conveys the real property described therein to the City of Covina, a California municipal corporation, is hereby accepted by the City of Covina pursuant to the authority granted by the City Council of the City of Covina at its meeting on 2020, and the City of Covina hereby consents to the recordation thereof Dated: 2020

CITY OF COVINA
City Manager
A notary public or other officer
completing this certificate verifies only
the identity of the individual who signed
the document to which this certificate is
attached, and not the truthfulness,
accuracy, or validity of that document.
3-
12923- 0008\ 2454161v2. doc

State of California
County of Los Angeles
On before me,
insert name and title of the officer)
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person( s) whose name( s) is/ are subscribed to the within instrument and acknowledged to me that he/ she/ they executed the same in his/her/ their authorized capacity( ies), and that by his/ her/ their signature( s) on the instrument the person( s), or the entity upon behalf of which the person( s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature Seal)
4-
12923- 0008\ 2454161v2. doc

5-
12923- 0008\ 2454161v2. doc

Site Photos:

Photo 1:

This aerial image of the project site (red box) can be used as a key to gain a better understanding of the scale and location of the following photos. This site is approximately 2.45 acres, and has two industrial buildings on site, which will be adaptively reused.

East Building – seen in photo two; will house the
gymnasium, Parks & Recreation offices, lobby,
and conference rooms
Location of where photo 3 was taken Location of where photo 4 was taken, will feature entry gateway and dog park Location of where photo 5 was taken, will have parking, rock climbing wall, and
coffee kiosk area

Photo 2:

Within the East Building, this view shows
the area that will become the gymnasium.

Photo 3: Facing West, with the East building in the front of the photo, and the West building in the distance

Photo 4: Easterly view of the Western building, which will house the virtual library, indoor weight room, and the historic outdoor walk seen on the right side of the building. The outdoor area will become a dog park, and may feature an attractive gateway to provide a focal point for those entering Recreation Village.

Photo 5: Southeasterly view of the East Building. The outdoor area shown between the West and East building will have parking, a rock-climbing wall, and a coffee kiosk area.





 
























  














 

 






 


 


 







 

 
 
 
 










 











 














  

 

 


















  


 




 















 














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LIBRARY FITNESS CENTER INDOOR SPORTS RECREATION COMPLEX POCKET PARK (NATIVE FLOOR / SHRUB GARDEN)

HISTORICAL / CULTURAL

MEMORIAL ROCK CLIMBING AREA PARKS & RECREATION OFFICES

GATEWAY SIGNAGE
(DESIGNED BY COMMUNITY ARTIST)

DOG PARK

PROJECT PERMIT/APPROVAL STATUS
Indicate the status of all federal, state, and local permits required for the project. Describe any potential delays due to permitting (indicate specific permits). If acquiring a long-term encroachment permit, submit evidence the entity with jurisdiction is aware of the project and is willing to work with Grantee to issue the permit.

This list is not all inclusive. It is Grantee’s responsibility to identify and obtain applicable permits.

Permitting Agency Type of Requirement
Required Applied Acquired Date Expected
State Agencies:

California Department of Fish and
Wildlife Lake or Streambed Alteration Agreement (Section 1600) N/A California Department of Fish and
Wildlife
Incidental Take Permit or Consistency Determination (CESA) (California Endangered Species Act)
N/A
Department of Transportation Encroachment Permit N/A
Coastal Commission Coastal Development Permit N/A
Coastal Commission Letter of Consistency N/A
Regional Water Quality Control
Board
401 Water Quality Certification or Waste Discharge
Requirement
N/A
State Water Resources Control
Board Water Rights Permit N/A
State Water Resources Control
Board General Industrial Storm Water Permit N/A
State Lands Commission Permit (if using State owned property) N/A State Office of Historic
Preservation
Section 106 Consultation with State Historic Preservation Officer (National Historic Preservation Act of 1986)
N/A
Federal Agencies
U.S. Fish and Wildlife Service
(USFWS)
Section 7 Consultation, Biological Opinion or Section 10 Permit (Endangered Species Act)
N/A
U.S. Army Corps of Engineers
(ACOE) Section 404 Permit (Clean Water Act) N/A
U.S. Army Corps of Engineers Section 10 Permit (Rivers & Harbors Act of 1899) N/A U.S. Coast Guard / U.S. Army
Corps of Engineers Section 9 Permit (Rivers & Harbors Act of 1899) N/A U.S. National Resources
Conservation Service
Section 106 Consultation (National Historic Preservation Act of 1986)
N/A
National Marine Fisheries Service
(NMFS)
Section 7 consultation if federal nexus see ACOE, or Section 10 Permit
N/A
Local and Regional Planning Agencies
City/County Grading Permit xx
City/County Environmental Health Department N/A
City/County Model Water Efficient Landscape Ordinance – Landscape Documentation Package
N/A
Central Valley Flood Protection
Board
Permission to Encroach on Waterways within Designated
Floodways
N/A
San Francisco Bay Conservation
and Development Commission Any relevant permit
N/A
Tahoe Regional Planning Agency Any relevant permit N/A
Local Resource Conservation
District Consultation N/A
Flood Control Districts Floodway & Hydrological Analysis N/A Others (e.g.,CalRecycle, State
Contractors Board, etc.):

N/A

RESOLUTION CC 2022-04

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COVINA,

CALIFORNIA, APPROVING THE ACCEPTANCE OF GENERAL FUND

GRANT FUNDS FOR THE CITY OF COVINA RECREATION VILLAGE,

AND AUTHORIZE THE CITY MANAGER TO EXECUTE THE GRANT

AGREEMENT AND ALL RELATED DOCUMENTS
WHEREAS, the Legislature and Governor of the State of California have approved a grant for the project shown above; and
WHEREAS, the California Natural Resources Agency has been delegated the responsibility for the administration of the grant project, setting up necessary procedures; and WHEREAS, said procedures established by the California Natural Resources Agency require the Grantee to certify by resolution the approval of the Project Information Package before submission of said package to the State; and
WHEREAS, the Grantee will enter into an agreement with the State of California for subject project:

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COVINA, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. Approves the acceptance of general fund allocation for local assistance for the above project(s).

SECTION 2. Certifies that said agency understands the assurances and certification in the Project Information Form.

SECTION 3. Certifies that said agency will have sufficient funds to develop/complete the planning project(s) or will secure the resources to do so.

SECTION 4. Certifies that said agency will comply with the provisions of Section 1771.5 of the California Labor Code.

SECTION 5. If applicable, certifies that the project will comply with any laws and regulation including, but not limited to, the California Environmental Quality Act (CEQA), legal requirements for building codes, health and safety codes, disabled access laws, environmental laws and, that prior to commencement of construction, all applicable licenses and permits will have been obtained.

SECTION 6. Certifies that said agency has reviewed and understands the General Provisions contained in the Project Agreement shown in the Procedural Guide.

SECTION 7. Appoints the City Manager as agent to conduct all negotiations, execute and submit all documents including, but not limited to Project Information Form, agreements, payment requests and so on, which may be necessary for the completion of the aforementioned project(s).

Resolution CC 2022-04 Page 2 of 2
SECTION 8. The City Clerk shall certify to the passage and adoption of this resolution and shall enter the same in the Book of Original Resolutions.

APPROVED and PASSED this 18
th day of January, 2022.

City of Covina, California
BY:

JORGE A. MARQUEZ, Mayor
ATTEST:
___________________________________________

GEORGIANNA NICOLE ALVAREZ
Chief Deputy City Clerk

CERTIFICATION
I, Georgianna Nicole Alvarez, Chief Deputy City Clerk of the City of Covina, do hereby certify that Resolution CC 2022-04 was duly adopted by the City Council of the City of Covina at a regular meeting held on the 18
th day of January, 2022, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

Dated:
____________________________________________

GEORGIANNA NICOLE ALVAREZ
Chief Deputy City Clerk

RESOLUTION CC 2022-05

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COVINA, CALIFORNIA, AMENDING THE FISCAL YEAR 2021-2022 PARKS

CAPITAL IMPROVEMENT PROGRAM BUDGET TO ACCEPT
$2,500,000 FROM THE CALIFORNIA NATURAL RESOURCES AGENCY AND APPROPRIATE THE FUNDS TO ACCOUNTS 4600-CNRG-42190-
P2202 AND 4600-CNRG-55100-P2202 FOR THE PURPOSE OF DESIGN

AND CONSTRUCTION SERVICES FOR THE COVINA RECREATION

VILLAGE PROJECT
WHEREAS, the City of Covina is a municipal corporation duly organized and existing pursuant to the Constitution and laws of the State of California; and WHEREAS, the budget for the City of Covina for fiscal year commencing July 1, 2021 and ending June 30, 2022 was approved on June 1, 2021; and WHEREAS, the approved budget is in accordance with all applicable ordinances of the City and all applicable statutes of the State; and
WHEREAS, on occasion, the City Council will deem it necessary to amend the Operating Budget to create a new budget allocation in order to facilitate a project the City Council deems necessary and important; and
WHEREAS, those amendments (allocations) to the Budget shall be by approval and memorialized by Resolution of the City Council; and
WHEREAS, the Covina City Council wishes to establish a new Budget allocation in order to facilitate the acceptance and allocation of $2,500,000 in funds from the California Natural Resources Agency.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COVINA, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. The Fiscal Year 2021-22 Parks Capital Improvement Budget shall be amended and shall establish the necessary accounts as follows:

Account Number Account Title Original Budget Increase Amended Budget 4600-CNRG-42190-P2202
CNRG Covina
Recreation Village
Project $0.00 $2,500,000 $2,500,00
4600-CNRG-55100-P2202
CNRG Covina
Recreation Village
Project $0.00 $2,500,000 $2,500,000
SECTION 2. The City Clerk shall certify to the passage and adoption of this resolution and shall enter the same in the Book of Original Resolutions.