Lake Elsinore City Council
January 9, 2024

REPORT TO THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE

CITY OF LAKE ELSINORE
To: Honorable Chair and Members of the Successor Agency From: Jason Simpson, Executive Director
Prepared by: Shannon Buckley, Assistant Executive Director Date: January 9, 2024
Subject: Change Order No. 1 to the Public Works Agreement for the Diamond Club Kitchen & Beverage Services Area ADA Accessibility Remodel Project CIP, Project No. Z20003.

Recommendation
Approve and authorize the Executive Director to execute Change Order No. 1 to the agreement between Unique Builders of California Inc. and the City of Lake Elsinore in an amount not to exceed $225,195.60 for additional remodel and reconstruction work for the Diamond Club Kitchen and Beverage Services Area ADA Accessibility Remodel Project as approved by the City Attorney.

Background
The City of Lake Elsinore is performing a renovation project at Diamond Club Kitchen. In short, the project will include the remodeling of the existing kitchen, bar, and mezzanine facility of approximately 8,000 square feet. Additional improvements will include kitchen reconfigurations in several areas to improve operational efficiencies, ADA accessibility, and to satisfy current health code requirements.

Discussion
During the remodel significant problems surfaced as the walls and flooring were opened for reconstruction. Plumbing problems in the walls (broken sewer lines, seeping drains and freshwater lines over the years provided a hot bed for mold, rust, and bug infestation to grow undetected). Steel studs were rusted and failing. The entire interior wall studs and drywall needed replacement.

The underground sewer lines, commonly known as black pipe, had deteriorated and were completely unserviceable. All the concrete flooring was removed, and the sewer line system was rebuilt.

Change Order No.1 – Diamond Club Kitchen

The kitchen hood clearances were very tight. To satisfy all health department and building code requirements to include ADA accessibility in the kitchen and service area, the building structural steel was repositioned.

Fiscal Impact
Diamond Club Kitchen & Beverage Services Area ADA Accessibility Remodel Project CIP, Project No. Z20003 is included in the Fiscal Year 23/24 – 28/29 Capital Improvement Plan (CIP) budget.

The contract amount herein is fully funded with ROP funding.

Attachments
Attachment 1 - Change Order No. 1
Attachment 2 – Original Agreement

SUCCESSOR AGENCY OF THE CITY OF LAKE ELSINORE
130 S. MAIN STREET
LAKE ELSINORE, CA 92530
(951) 674-3124
PROJECT CHANGE ORDER CHANGE ORDER # 1
DATE: January 9, 2024
THIS CHANGE ORDER IS APPLICABLE TO:

PROJECT # Diamond Club Kitchen ARPA-TOURIS CONTRACT AWARDED TO:

PROJECT TITLE: Diamond Club Kitchen & Beverage Unique Builders of California Inc Services Area ADA Accessibility Remodel
DATE AWARDED: August 13, 2022
Authorized by: Jason Simpson TOTAL AMOUNT OF CONTRACT
Executive Director PRIOR TO THIS CHANGE ORDER
$868,240.00
CONTRACTOR IS AUTHORIZED TO MAKE THE FOLLOWING CHANGES:

QUANTITIES INCREASED

ITEM QUANTITY UNIT UNIT PRICE EXTENSION
Mold abatement and reconstruction 1.00 1.00 $21,631.00 $21,631.00 Replace all sewer lines, Conerete, Flooring 1.00 1.00 $27,055.00 $27,055.00 New hood design, frabrication/installation 1.00 1.00 $46,411.00 $46,411.00 Drywall and steel stud replacement 1.00 1.00 $28,465.00 $28,465.00 Modifiy Steel Structure for Health Dept Code 1.00 1.00 $37,300.60 $37,300.60 Rebuild Mezzanine & move stairs outside 1.00 1.00 $64,333.00 $64,333.00

ITEM QUANTITY UNIT PRICE EXTENSION
None
TOTAL $225,195.60

THE AMOUNT OF THE CONTRACT WILL BE (INCREASED) BY THE
SUM OF $225,195.60
Change Order No. 1
Review by: Initials Date Approved by: Date
Assistant Executive
Director:

Contractor
Executive Director:
1 Agreement No. __________

AGREEMENT FOR PUBLIC WORKS CONSTRUCTION
Unique Builders of California Inc
For the
Diamond Club Kitchen &
Beverage Services Area
ADA Accessibility
Remodel Project
CIP PROJECT NO. Z20003
This Agreement for Public Works Construction (“Agreement”) is made and entered into as of September 13, 2022, by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore, a public body, corporate and politic established pursuant to Section 34173 of the Health and Safety Code (“Agency”) and Unique Builders of California, Inc. (“Contractor”).

The Agency and Contractor, in consideration of the mutual promises and covenants set forth herein, agree as follows:

1. The Project and Project Documents. Contractor agrees to construct the following public improvements (“work”) identified as:

Diamond Club Kitchen & Beverage Services Area ADA Accessibility Remodel Project (the “Project”)
The Agency-approved plans for the construction of the Project, which are incorporated herein by reference and prepared by STK Architecture, are identified as:

Click or tap here to enter text.

The Project Documents include this Agreement and all of the following: (1) the Notice Inviting Bids, Instructions to Bidders, Bid Documents including Bidder’s Proposal as submitted by the Contractor, Contract Documents, General Specifications, Special Provisions, and all attachments and appendices; (2) everything referenced in such documents, such as specifications, details, standard plans or drawings and appendices, including all applicable State and Federal requirements; (3) all required bonds, insurance certificates, permits, notices, and affidavits; and (4) any and all addenda or supplemental agreements clarifying, amending or extending the work contemplated as may be required to insure completion in an acceptable manner. All of the provisions of the above-listed documents are made a part of this Agreement as though fully set forth herein.

2. Compensation.
a. For and in consideration of the payments and agreements to be made and performed by Agency, Contractor agrees to construct the Project, including furnishing all materials and performing all work required for the Project, and to fulfill all other obligations as set forth in the Bidder’s Proposal, such contract price being $868,240.00. 2 b. Agency hereby promises and agrees to employ, and does hereby employ, Contractor to provide the materials, do the work, and fulfill the obligations according to the terms and conditions herein contained and referred to, for the prices set forth, and hereby contracts to pay the same at the time, in the manner, and upon the conditions set forth in the Project Documents.
c. Contractor agrees to receive and accept the prices set forth in the Bidder’s Proposal as full compensation for furnishing all materials, performing all work, and fulfilling all obligations hereunder. Such compensation shall cover all expenses, losses, damages, and consequences arising out of the nature of work during its progress or prior to its acceptance including those for well and faithfully completing the work and the whole thereof in the manner and time specified in the Project Documents; and also including those arising from actions of the elements, unforeseen difficulties or obstructions encountered in the prosecution of the work, suspension or discontinuance of the work, and all other unknowns or risks of any description connected with the work.

3. Completion of Work.
a. Contractor shall perform and complete all work within 125 working days from the date of commencement specified in the Notice to Proceed, and shall provide, furnish and pay for all the labor, materials, necessary tools, expendable equipment, and all taxes, utility and transportation services required for construction of the Project. b. All work shall be performed and completed in a good workmanlike manner in strict accordance with the drawings, specifications and all provisions of this Agreement as hereinabove defined and in accordance with applicable laws, codes, regulations, ordinances and any other legal requirements governing the Project.
c. Contractor shall not be excused with respect to the failure to so comply by any act or omission of the Agency, the City Engineer, a City inspector, or a representative of any of them, unless such act or omission actually prevents the Contractor from fully complying with the requirements of the Project Documents, and unless the Contractor protests at the time of such alleged prevention that the act or omission is preventing the Contractor from fully complying with the Project Documents. Such protest shall not be effective unless reduced to writing and filed with the Agency within three (3) working days of the date of occurrence of the act or omission preventing the Contractor from fully complying with the Project Documents. d. Agency and Contractor recognize that time is of the essence in the performance of this Agreement and further agree that if the work called for under the Agreement is not completed within the time hereinabove specified, damages will be sustained by the Agency and that, it is and will be impracticable or extremely difficult to ascertain and determine the actual amount of damages the Agency will sustain in the event of, and by reason of, such delay.

It is, therefore, agreed that such damages shall be presumed to be in the amount of $500.00 per calendar day, and that the Contractor will pay to the Agency, or Agency may retain from amounts otherwise payable to Contractor, such amount for each calendar day by which the Contractor fails to complete the work, including corrective items of work, under this Agreement within the time hereinabove specified and as adjusted by any changes to the work. 3 4. Changes to Work. Agency and Contractor agree that the Agency may make changes to the work, or suspend the work, and no matter how many changes, such changes or suspensions are within the contemplation of the Contractor and Agency and will not be a basis for a compensable delay claim against the Agency nor be the basis for a liquidated damage claim against the Contractor.

Any change to the work shall be by way of a written instrument (“change order”) signed by the Agency and the Contractor, stating their agreement to the following:
a. The scope of the change in the work;
b. The amount of the adjustment to the contract price; and c. The extent of the adjustment to the Schedule of Performance.

The Executive Director is authorized to sign any change order provided that sufficient contingency funds are available in the Agency’s approved budget for the Project. All change in the work authorized by the change order shall be performed under the applicable conditions of the Project Documents. Agency and Contractor shall negotiate in good faith and as expeditiously as possible the appropriate adjustments for such changes.

5. Bonds. Contractor shall provide, before commencing work, a Faithful Performance Bond and a Labor and Material Bond, each for one-hundred percent (100%) of the contract price in the form that complies with the Project Documents and is satisfactory to the Agency Attorney.

6. Non-Assignability. Neither this Agreement nor any rights, title, interest, duties or obligations under this Agreement may be assigned, transferred, conveyed or otherwise disposed of by Contractor without the prior written consent of Agency.

7. Licenses. Contractor represents and warrants to Agency that it holds the contractor’s license or licenses set forth in the Project Documents, is registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5, and holds such other licenses, permits, qualifications, insurance and approvals of whatsoever nature which are legally required of Contractor. Contractor represents and warrants to Agency that Contractor shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any licenses, permits, insurance and approvals which are legally required of Contractor to practice its profession. Contractor shall maintain a City of Lake Elsinore business license.

8. Indemnity. Contractor shall indemnify, defend, and hold harmless the Agency and its officials, officers, employees, agents, the County and Board Supervisors, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Contractor or its employees, subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character of their work. The foregoing obligation of Contractor shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises from the sole negligence or willful misconduct of the Agency or the City of Lake Elsinore or its officers, employees, agents, or volunteers and (2) the actions of Contractor or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to 4 property, or violation of law. It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code.

Acceptance by Agency of insurance certificates and endorsements required under this Agreement does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Contractor acknowledges and agrees to the provisions of this Section and that it is a material element of consideration.

9. Insurance Requirements.
a. Insurance. Contractor, at Contractor’s own cost and expense, shall procure and maintain, for the duration of the Agreement, unless modified by the Agency’s Risk Manager, the following insurance policies.
i. Workers’ Compensation Coverage. Contractor shall maintain Workers’ Compensation Insurance and Employer’s Liability Insurance for his/her employees in accordance with the laws of the State of California. In addition, Contractor shall require each subcontractor to similarly maintain Workers’ Compensation Insurance and Employer’s Liability Insurance in accordance with the laws of the State of California for all of the subcontractor’s employees. Any notice of cancellation or non-renewal of all Workers’ Compensation policies must be received by the Agency at least thirty (30) days prior to such change. The insurer shall agree to waive all rights of subrogation against Agency and the City of Lake Elsinore, its officers, agents, employees and volunteers for losses arising from work performed by Contractor for Agency. In the event that Contractor is exempt from Worker’s Compensation Insurance and Employer’s Liability Insurance for his/her employees in accordance with the laws of the State of California, Contractor shall submit to the Agency a Certificate of Exemption from Workers Compensation Insurance in a form approved by the Agency Attorney. ii. Commercial General Liability Coverage. Contractor shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If a commercial general liability insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Required commercial general liability coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (ed. 11/88) or Insurance Services Office form number GL 0002 (ed. 1/73) covering comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability. No endorsement may be attached limiting the coverage.
iii. Automobile Liability Coverage. Contractor shall maintain automobile liability insurance covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with the work to be performed under this Agreement, including coverage for owned, hired and non-owned vehicles, in an amount of not less than one million dollars ($1,000,000) combined single limit for each occurrence. Automobile liability coverage must be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90) Code 1 (“any auto”). No endorsement may be attached limiting the coverage.
5 iv. Builder’s Risk Coverage. Prior to the commencement of any construction of the Project, Design-Builder shall obtain (or cause to be obtained) and keep in force during the term of any construction, builder’s risk insurance insuring for all risks of physical loss of or damage (excluding the perils of earthquake and flood). v. Professional Liability Coverage. Contractor shall maintain professional errors and omissions liability insurance appropriate for Contractor’s profession for protection against claims alleging negligent acts, errors or omissions which may arise from Contractor’s services under this Agreement, whether such services are provided by the Contractor or by its employees, subcontractors, or sub consultants.

The amount of this insurance shall not be less than one million dollars ($1,000,000) on a claims-made annual aggregate basis, or a combined single limit per occurrence basis.
b. Endorsements. Each general commercial liability and automobile liability insurance policy shall be with insurers possessing a Best’s rating of no less than A:VII and shall be endorsed with the following specific language:
i. The Agency and the City of Lake Elsinore, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insured with respect to liability arising out of work performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection with such work or operations.
ii. This policy shall be considered primary insurance as respects the Agency and the City of Lake Elsinore, its elected or appointed officers, officials, employees, agents and volunteers. Any insurance maintained by the Agency or the City of Lake Elsinore, including any self-insured retention the Agency and the City of Lake Elsinore may have, shall be considered excess insurance only and shall not contribute with it. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against the Agency and the City of Lake Elsinore, its elected or appointed officers, officials, employees or agents.
v. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Agency and the City of Lake Elsinore, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided by this Policy shall not be suspended, voided, canceled, or reduced in coverage or in limits except after thirty (30) days written notice has been received by the Agency.
c. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the Agency. At the Agency’s option, Contractor shall demonstrate financial capability for payment of such deductibles or self-insured retentions. d. Certificates of Insurance. Contractor shall provide certificates of insurance with original endorsements to Agency as evidence of the insurance coverage required herein.

Certificates of such insurance shall be filed with the Agency on or before commencement of 6 performance of this Agreement. Current certification of insurance shall be kept on file with the Agency at all times during the term of this Agreement.

10. Notices. Any notice required to be given under this Agreement shall be in writing and either served personally or sent prepaid, first class mail. Any such notice shall be addressed to the other party at the address set forth below. Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section.

If to Agency: Successor Agency of the Redevelopment Agency of the City of Lake Elsinore
Attn: Executive Director
130 South Main Street
Lake Elsinore, CA 92530
With a copy to: City of Lake Elsinore
Attn: City Clerk
130 South Main Street
Lake Elsinore, CA 92530
If to Contractor: Unique Builders of California Inc
Attn: Dave Carter
33175 Temecula Parkway Ste A #747
Temecula, CA 92592

11. Entire Agreement. This Agreement constitutes the complete and exclusive statement of agreement between the Agency and Contractor. All prior written and oral communications, including correspondence, drafts, memoranda, and representations, are superseded in total by this Agreement.

12. Amendments. This Agreement may be modified or amended only by a written document executed by both Contractor and Agency and approved as to form by the Agency Attorney.

13. Assignment and Subcontracting. Contractor shall be fully responsible to Agency for all acts or omissions of any subcontractors. Assignments of any or all rights, duties for obligations of the Contractor under this Agreement will be permitted only with the express consent of the Agency. Nothing in this Agreement shall create any contractual relationship between Agency and any subcontractor nor shall it create any obligation on the part of the Agency to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise is required by law.

14. Waiver. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach of the same or any other provision under this Agreement.

15. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.

16. Controlling Law Venue. This Agreement and all matters relating to it shall be governed by the laws of the State of California and any action brought relating to this Agreement shall be held exclusively in a state court in the County of Riverside. 7 17. Litigation Expenses and Attorneys’ Fees. If either party to this Agreement commences any legal action against the other party arising out of this Agreement, the prevailing party shall be entitled to recover its reasonable litigation expenses, including court costs, expert witness fees, discovery expenses, and attorneys’ fees.

18. Mediation. The parties agree to make a good faith attempt to resolve any disputes arising out of this Agreement through mediation prior to commencing litigation. The parties shall mutually agree upon the mediator and share the costs of mediation equally. If the parties are unable to agree upon a mediator, the dispute shall be submitted to JAMS or its successor in interest. JAMS shall provide the parties with the names of five qualified mediators. Each party shall have the option to strike two of the five mediators selected by JAMS and thereafter the mediator remaining shall hear the dispute. If the dispute remains unresolved after mediation, either party may commence litigation.

19. Authority to Enter Agreement and Administration. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and to bind each respective party. The Executive Director is authorized to enter into an amendment or otherwise take action on behalf of the Agency to make the following modifications to the Agreement: (a) a name change; (b) grant extensions of time; (c) non-monetary changes in the scope of services; and/or (d) suspend or terminate the Agreement. The City Engineer shall act as the Project administrator on behalf of the Agency.

20. Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, Agency shall have the right to rescind this Agreement without liability.

For the term of this Agreement, no member, officer or employee of Agency, during the term of his or her service with Agency, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

21. Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

22. Prevailing Wages.
a. Contractor and all subcontractors shall adhere to the general prevailing rate of per diem wages as determined and as published by the State Director of the Department of Industrial Relations pursuant to Labor Code Sections 1770, 1773, and 1773.2. Copies of these rates and the latest revisions thereto are on file in the office of the City Clerk of the City of Lake Elsinore and are available for review upon request. 8 b. Contractor's attention is directed to the provisions of Labor Code Sections 1774, 1775, 1776, 1777.5 and 1777.6. Contractor shall comply with the provisions of these Sections. The statutory provisions for penalties for failure to comply with the State's wage and the hours laws will be enforced.
c. Labor Code Sections 1774 and 1775 require the Contractor and all subcontractors to pay not less than the prevailing wage rates to all workmen employed in the execution of the contract and specify forfeitures and penalties for failure to do so. The minimum wages to be paid are those determined by the State Director of the Department of Industrial Relations. Labor Code Section 1776 requires the Contractor and all subcontractors to keep accurate payroll records, specifies the contents thereof, their inspection and duplication procedures and certain notices required of the Contractor pertaining to their location. The statutory penalties for failure to pay prevailing wages will be enforced. If the Project has been awarded to Contractor on or after April 1, 2015, Contractor and its subcontractors must furnish electronic certified payroll records to the Labor Commissioner. Beginning January 1, 2016, Contractor and its subcontractors must furnish electronic certified payroll records to the Labor Commissioner without regard to when the Project was awarded to Contractor. d. Labor Code Section 1777.5 requires Contractor or subcontractor employing tradesmen in any apprenticeable occupation to apply to the Joint Apprenticeship Committee nearest the site of the public works project, which administers the apprenticeship program in that trade for a certificate of approval. The certificate will also fix the ratio of apprentices to journeymen to be used in the performance of the Agreement. The Contractor is required to make contributions to funds established for the administration of apprenticeship programs if the Contractor employs registered apprentices or journeymen in any apprenticeable trade and if other contractors on the public works site are making such contributions.

Information relative to apprenticeship standards, contributions, wage schedules and other requirements may be obtained from the State Director of Industrial Relations or from the Division of Apprenticeship Standards. Labor Code Section 1777.6 provides that it shall be unlawful to refuse to accept otherwise qualified employees as registered apprentices solely on the grounds of race, religious creed, color, national origin, ancestry, sex, or age. e. Eight hours labor constitutes a legal day's work, as set forth in Labor Code Section 1810.

23. Execution. This Agreement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy hereof shall have been signed by both parties hereto. In approving this Agreement, it shall not be necessary to produce or account for more than one such counterpart. [Signatures on next page]
9 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above.
“AGENCY”

SUCCESSOR AGENCY OF THE

REDEVELOPMENT AGENCY OF THE
CITY OF LAKE ELSINORE, a public
body, corporate and politic established
pursuant to Section 34173 of the Health &
Safety Code
“CONTRACTOR”
Unique Builders of California, Inc.

Jason Simpson, Executive
Director
ATTEST:

By: Dave Carter
Its: Owner
Agency Clerk
APPROVED AS TO FORM:

By: Click or tap here to enter text.

Its: Click or tap here to enter text.

Agency Attorney
Assistant Executive Director

EXHIBIT A
CONTRACTOR’S PROPOSAL
[ATTACHED]

EXHIBIT B

LIST OF SUBCONTRACTORS
[ATTACHED]

REPORT TO SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY

OF LAKE ELSINORE
To: Honorable Chair and Members of the Successor Agency From: Jason Simpson, Executive Director
Prepared by: Barbara Leibold, Agency Counsel
Date: January 9, 2024
Subject: Tenth Amendment to Stadium Interim Management Agreement Recommendation

1. Find that the Tenth Amendment is exempt from California Environmental Quality Act (CEQA) pursuant to Section 15301 of the State CEQA Guidelines; and

2. Adopt A RESOLUTION OF THE SUCCESSOR AGENCY OF THE REDEVELOPMENT

AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, APPROVING A TENTH

AMENDMENT TO THE STADIUM INTERIM MANAGEMENT AGREEMENT BETWEEN THE

SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE AND THE LAKE ELSINORE STORM LP.

Background
In 1994, the former Redevelopment Agency of the City of Lake Elsinore (the “RDA”), completed the Lake Elsinore Diamond Stadium (“Diamond Stadium”) on property donated for purposes of developing a minor league professional baseball stadium. The Diamond Stadium was intended to stimulate economic development and redevelopment within the Rancho Laguna Redevelopment Project Area 3 consistent with and in furtherance of the Redevelopment Plan. As required by that certain First Amendment to Amended and Restated Option Agreement Under Threat of Condemnation and Irrevocable Offer To Donate Stadium Site and Stadium Access Parcel and Unconditional Acceptance Subject To Covenants, Conditions, Restrictions and Reservations dated August 5, 1993, the RDA operated, managed and maintained the Diamond Stadium pursuant to various agreements.

Tenth Amendment to Interim Stadium Management Agreement

In 2001 and 2002, the RDA entered into certain agreements involving the operation and maintenance of the Diamond Stadium, including a License Agreement, a Stadium Field and Maintenance Agreement, and a Concession License Agreement (collectively, the “Stadium Operations Contracts”). Pursuant to the Stadium Operations Contracts, the Storm licensed and maintained the Stadium for baseball games and other Storm events. An affiliate of the Storm, Golden State Concessions and Catering, Inc. (“Golden State”), operated the concessions at the Stadium. Under the Stadium Operations Contracts, the RDA’s management, operation and maintenance costs were significant and the Stadium operated at a loss.

In 2005, the RDA commenced negotiations with Diamond Stadium Group (DSG) to undertake all of the Stadium operations, maintenance and management responsibilities. Storm LP, Golden State and DSG share common controlling ownership. Negotiations between the RDA and DSG resulted in June 2007 amendments to the Stadium Operations Contracts and a new Stadium License, Lease and Management Agreement (the “2007 Management Agreement”).

DSG fulfilled all aspects of the 2007 Management Agreement which reduced the RDA’s Stadiumrelated costs. However, in June 2011 DSG elected to exercise its right to terminate the 2007 Management Agreement effective December 31, 2012 citing annual losses under the 2007 Management Agreement. Upon termination of the 2007 Management Agreement, the rights and responsibilities for Stadium management, operations and maintenance were again divided in accordance with the Stadium Operations Contracts; however, at that time, the RDA had been dissolved and the Successor Agency did not have the resources to satisfactorily perform its obligations.

On December 11, 2012, the Successor Agency approved the Stadium Interim Management Agreement (“Interim Agreement”) to provide for the efficient and cost effective management, maintenance and operation of the Stadium by the Storm through 2013. A First Amendment to the Interim Agreement was approved in September 2013. A Second Amendment to the Interim Agreement was approved in September 2014, a Third Amendment was approved in September 2015, a Fourth Amendment was approved in September 2016, a Restated Fifth Amendment and Extension (collectively, “Fifth Amendment”) was approved in May and June 2018, a Sixth Amendment was approved January 8, 2019, a Seventh Amendment and an Amended and Restated Seventh Amendment (collectively “Seventh Amendment”) was approved January 14, 2020 and January 12, 2021, respectively, an Eighth Amendment and an Amendment No 1 to Eighth Amendment (collectively “Eighth Amendment”) was approved January 14, 2022 and September 13, 2022, respectively, and a Ninth Amendment was approved January 10, 2023.

The State Department of Finance has approved the allocation of Real Property Tax Trust Funds for Stadium obligations in accordance with the Successor Agency Recognized Obligations Payment Schedules (ROPS). The Interim Agreement and the First through Ninth Amendments have been successfully implemented to provide for efficient and cost effective management, maintenance and operation of the Diamond Stadium.

Tenth Amendment to Interim Stadium Management Agreement

Discussion
The 2020 and 2021 baseball seasons suffered tremendous challenges due to the COVID-19 pandemic. Minor League baseball was cancelled in 2020 and the Stadium operations were significantly restricted. Major League Baseball (MLB) engaged in a sweeping overhaul of the player development structure during the 2020 off-season, eliminating the National Association of Professional Baseball Leagues (NAPBL) as the governing structure and cutting approximately twenty-five percent (25%) of minor league affiliates. Remaining affiliates now contract directly with MLB under a new Player Development License agreement finalized in 2021 and aimed at modernizing facilities and improving player training and logistics. In this restructure the Storm has been designated as a “Class A” team.

The impacts of COVID-19, Major League Baseball restructuring in 2020 increases in minimum wage and current inflationary pressures continue to affect Stadium operations and the parties’ budget assumptions and projections, including operational and capital requirements and facilities standards established by MLB in the Player Development License. In order to address these impacts and provide certainty to the Successor Agency and the Storm for the continued efficient and cost effective management, maintenance and operation of the Diamond Stadium through the 2025 baseball season, the Successor Agency proposes to enter into a Tenth Amendment (“Tenth Amendment”) extending the term one year to September 30, 2025. The proposed Tenth Amendment also updates the Capital Repair schedule as set forth in Exhibit “C.” Absent the Tenth Amendment, the existing Interim Management Agreement will expire on September 30, 2024 at which time the burden of maintaining, managing and operating Diamond Stadium under the Stadium Operations Contracts will fall onto the Successor Agency. The Successor Agency lacks the personnel and the expertise to fulfil these contractual obligations.

The proposed Tenth Amendment is reasonable and necessary to satisfy the Successor Agency’s contractual obligations under the Stadium Operations Contracts and to protect and maintain the assets of the Former Agency. The Storm possesses the experience, capabilities and qualifications to best carry out these obligations. The proposed Tenth Amendment is in the best interests of the taxing entities because the Storm’s skills, knowledge and resources will provide continued, efficient and cost effective management, maintenance and operation of the Diamond Stadium which will protect the public’s investment in the Stadium, minimize costs and mitigate against potential breach of contract and related damages.

Interim Management Agreement - The Interim Stadium Management Agreement as amended by the proposed Tenth Amendment incorporates the obligations under the Stadium Operations Contracts and provides for a Capital Improvement Schedule.

Tenth Amendment to Interim Stadium Management Agreement

During the 2024-2025 term of the Tenth Amendment, compensation to the Storm for the performance of the maintenance, management and operations services shall be as follows:
(a) Assignment of GRCS Concession Fee. Successor Agency assigns Successor Agency’s right to payment of the GRCS Concession Fee under the Concession Agreement to the Storm during the 2024-2025 term, estimated at $34,000 annually; and (b) Waiver of License Fee. Successor Agency waives Successor Agency’s right to payment of the License Fee in the amount of $614,037 for the period October 1, 2024 through September 30, 2025 under the License Agreement as an offset against the payments due by the Successor Agency to the Storm; and
(c) Payment of Maintenance Fee. Successor Agency shall pay the Annual Maintenance Fee in the amount of $291,203 for the period October 1, 2024 through September 30, 2025; and
(d) Payment of Additional Interim Management Fee. Successor Agency shall pay to Storm $916,664 for the period October 1, 2024 through September 30, 2025, payable in equal monthly installments (“Additional Interim Management Fee”).

The Maintenance Fee along with the Additional Interim Management Fee will result total cash payment from the Successor Agency to the Storm of $1,207,867 for the period October 1, 2024 through September 30, 2025 as consideration for services provided under the Stadium Operations Contracts and the Interim Agreement, which aggregate amount shall be payable in equal monthly installments of $100,655.58 for the period October 1, 2024 through September 30, 2025.

The Successor Agency continues to be responsible for all Capital Repairs and alterations consistent with the Stadium Operations Contracts. Projected Capital Repair expenditures under the proposed Tenth Amendment includes $1,428,500 for the 2024-2025 term of the Tenth Amendment.

The Tenth Amendment is subject to the approval of the Riverside Countywide Oversight Board and the Department of Finance (DOF).

CEQA Exemption
Pursuant to the California Environmental Quality Act (CEQA), based upon a review of the evidence and information presented, approval of the Tenth Amendment is categorically exempt from CEQA pursuant to Section 15301 of the State CEQA Guidelines because it consists of the operation, repair, and maintenance of existing facilities and will not lead to any direct or reasonably foreseeable indirect environmental impacts.

Tenth Amendment to Interim Stadium Management Agreement

Fiscal Impact
The proposed Tenth Amendment provides a high level of certainty relating to the costs of Stadium operations and maintenance under the Stadium Operations Contracts. The Successor Agency ROPS 23-24 included Real Property Tax Trust Funds to cover the Successor Agency obligations for the period of July 1, 2023 through June 30, 2024. ROPS 24-25 includes a request for Real Property Tax Trust Funds to cover the Successor Agency obligations for the period of July 1, 2024 through June 30, 2025.

Attachments
Attachment 1 – Resolution
Attachment 2 – Tenth Amendment
Attachment 3 – Stadium Interim Management Agreement
RESOLUTION NO. SA-2024-0

A RESOLUTION OF THE SUCCESSOR AGENCY OF THE

REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE

APPROVING THE TENTH AMENDMENT TO THE STADIUM INTERIM

MANAGEMENT AGREEMENT BETWEEN THE SUCCESSOR AGENCY

OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE

ELSINORE AND THE LAKE ELSINORE STORM LP
Whereas, in furtherance of the Redevelopment Plan for the Rancho Laguna Redevelopment Project Area 3 (“Redevelopment Plan”) and that certain First Amendment to Amended and Restated Option Agreement Under Threat of Condemnation and Irrevocable Offer To Donate Stadium Site and Stadium Access Parcel and Unconditional Acceptance Subject To Covenants, Conditions, Restrictions and Reservations (“Offer to Donate”) dated August 5, 1993, the former Redevelopment Agency of the City of Lake Elsinore (the “RDA”) acquired certain real property for redevelopment purposes and thereafter, in 1994, completed the Lake Elsinore Diamond Stadium (“Diamond Stadium”) on property donated for purposes of developing a minor league professional baseball stadium; and
Whereas, in furtherance of the Redevelopment Plan and the covenants, conditions, restrictions and reservations set forth in the Offer to Donate restricting the use of the property as a minor league professional baseball stadium for a minimum of fifty (50) years, the RDA operated, managed and maintained the Diamond Stadium pursuant to various agreements, including a Concession License Agreement, a License Agreement, and a Stadium Field and Maintenance Agreement (collectively, “Stadium Operations Contracts”); and Whereas, following the dissolution of the RDA, the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore (“Successor Agency”) was been established to wind down the affairs of the RDA in accordance with the California Health and Safety Code; and Whereas, in 2012, the Successor Agency and the Oversight Board to the Successor Agency (“Lake Elsinore Oversight Board”) approved the Stadium Interim Management Agreement dated January 1, 2013 by and between the Successor Agency and the Lake Elsinore Storm LP (the “Interim Agreement”) to provide for the performance of the enforceable obligations under the Stadium Operation Contracts and the Offer to Donate, including maintenance, management, promotion and operations of the Diamond Stadium and following such approval by the Lake Elsinore Oversight Board and the Successor Agency, the Interim Agreement was submitted to and approved by the State Department of Finance (“DOF”); and, Whereas, in 2013, the Successor Agency and the Lake Elsinore Oversight Board approved the First Amendment to Stadium Interim Management Agreement dated January 1, 2014 by and between the Successor Agency and the Lake Elsinore Storm LP (the “First Amendment”) and following such approval by the Lake Elsinore Oversight Board and the Successor Agency, the First Amendment was submitted to and approved by the DOF; and, Whereas, in 2014, the Successor Agency and the Lake Elsinore Oversight Board approved the Second Amendment to Stadium Interim Management Agreement dated January 1, 2015 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP (the “Second Amendment”) and following such approval by the Lake Elsinore Oversight Board and the Successor Agency, the Second Amendment was submitted to and approved by the DOF; and,
Reso No. SA-2024-0

Whereas, in 2015, the Successor Agency and the Lake Elsinore Oversight Board approved the Third Amendment to Stadium Interim Management Agreement dated January 1, 2016 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP (the “Third Amendment”) and following such approval by the Lake Elsinore Oversight Board and the Successor Agency, the Third Amendment was submitted to and approved by the DOF; and,
Whereas, in 2016, the Successor Agency and the Lake Elsinore Oversight Board approved the Fourth Amendment to Stadium Interim Management Agreement dated January 1, 2017 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP (the “Fourth Amendment”) and following such approval by the Lake Elsinore Oversight Board and the Successor Agency, the Fourth Amendment was submitted to and approved by the DOF; and,
Whereas, in 2018, the Successor Agency and the Lake Elsinore Oversight Board approved the Restated Fifth Amendment to Stadium Interim Management Agreement dated May 8, 2018 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP and the Extension to Restated Fifth Amendment dated June 26, 2018 (collectively, the “Fifth Amendment”) and following such approvals by the Lake Elsinore Oversight Board and the Successor Agency, the Fifth Amendment was submitted to and approved by the DOF; and,
Whereas, in 2019, the Successor Agency and the Riverside County Oversight Board approved the Sixth Amendment to Stadium Interim Management Agreement dated January 8, 2019 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP (the “Sixth Amendment”) and following such approval by the Riverside County Oversight Board and the Successor Agency, the Sixth Amendment was submitted to and approved by the DOF; and
Whereas, in 2020 and 2021, the Successor Agency and the Riverside County Oversight Board approved the Seventh Amendment to Stadium Interim Management Agreement dated January 14, 2020 and the Amended and Restated Seventh Amendment dated January 12, 2021 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP (collectively, the “Seventh Amendment”) and following such approval by the Riverside County Oversight Board and the Successor Agency, the Amendments were submitted to and approved by the DOF; and
Whereas, in 2022, the Successor Agency and the Riverside County Oversight Board approved the Eighth Amendment to Stadium Interim Management Agreement dated January 11, 2022 and the First Amendment to the Eighth Amendment to Stadium Interim Management Agreement dated September 13, 2022 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP (collectively, the “Eighth Amendment”) and following such approval by the Riverside County Oversight Board and the Successor Agency, the Amendments were submitted to and approved by the DOF; and Whereas, in 2023, the Successor Agency and the Riverside County Oversight Board approved the Ninth Amendment to Stadium Interim Management Agreement dated January 10, 2023 by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm LP (the “Ninth Amendment”) and following such approval by the Reso No. SA-2024-0

Riverside County Oversight Board and the Successor Agency, the Ninth Amendment was submitted to and approved by the DOF; and
Whereas, the Interim Agreement and the First, Second, Third, Fourth, Fifth, Sixth, Seventh, Eighth and Ninth Amendments have been successfully implemented to provide for efficient and cost effective management, maintenance and operation of the Diamond Stadium but, absent an extension of the Tenth Amendment, the Interim Agreement will expire on September 30, 2024; and,
Whereas, consistent with the legislative authorization contained in AB 1484 and SB 107 allowing successor agencies to enter into enforceable obligations for the purpose of maintaining the assets of the former redevelopment agency and implementing enforceable obligations pursuant to underlying contracts and agreements, the Successor Agency seeks to provide for the continued, efficient and cost effective management, maintenance and operation of the Stadium and to retain the Storm to carry out such continuing obligations on an interim basis for in accordance with the proposed Tenth Amendment to Stadium Interim Management Agreement (“Tenth Amendment”); and,
Whereas, pursuant to Health and Safety Code Section 34177(o)(1) a “Recognized Obligation Payment Schedule” that lists all obligations of the former redevelopment agency that are enforceable within the meaning of subdivision (d) of Section 34167 for the period commencing July 1, 2024 – June 30, 2025 (the “ROPS 24-25”) which lists, among other things, as enforceable obligations of the Successor Agency, the following obligations related to the Lake Elsinore Diamond Stadium (the “Stadium”): (i) License Agreement; (ii) Maintenance Agreement; (iii) Concession Agreement; (iv) Stadium operations and maintenance obligations, and (v) the Interim Agreement (as amended) has been prepared for approval by the Successor Agency on January 9, 2024 and the Oversight Board on January 18, 2024 and subsequent ROPS will be similarly prepared throughout the term of the Stadium Operations Contracts.

NOW, THEREFORE, THE SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. The Recitals set forth above are true and correct and incorporated herein by reference.

Section 2. Based on the information presented in the staff report and testimony received, the Successor Agency finds (i) that the proposed Tenth Amendment to the Interim Agreement is reasonable and necessary to satisfy the Successor Agency’s contractual obligations under the Stadium Operations Contracts and to protect and maintain the assets of the former Redevelopment Agency, (ii) that Real Property Tax Trust Fund (RPTTF) revenues requested by the Successor Agency in the ROPS 24-25 includes funds necessary to meet the Successor Agency’s enforceable obligations, and (iii) that the Tenth Amendment to the Interim Agreement is in the best interests of the taxing entities because the Storm’s skills, knowledge and resources will provide continued, efficient and cost effective management, maintenance and operation of the Diamond Stadium which will protect the public’s investment in the Stadium, minimize costs and mitigate against potential breach of contract and related damages.

Section 3. Based on the above findings, the Successor Agency approves the Tenth Amendment to the Stadium Interim Management Agreement by and between the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the Lake Elsinore Storm Reso No. SA-2024-0

LP in substantially the form attached and authorizes and directs the Executive Director to execute the Tenth Amendment in such final form as approved by Successor Agency Counsel and submitted to and approved by the Riverside Countywide Oversight Board. The Executive Director is further authorized to execute such other documents as necessary to implement the Tenth Amendment as approved by Agency Counsel.

Section 4. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution which can be given effect without the invalid provision or application, and to this end the provisions of this resolution are severable. The Successor Agency hereby declares that it would have adopted this Resolution irrespective of the invalidity of any particular portion thereof.

Section 5. This Resolution shall take effect from and after the date of its passage and adoption in accordance with, and subject to, all applicable requirements of the Health & Safety Code.

Passed, Approved and Adopted by the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore, California, this 9th day of January, 2024.

Steve Manos, Chair
ATTEST:

Candice Alvarez, MMC
Agency Secretary

STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

CITY OF LAKE ELSINORE )
I, Candice Alvarez, Secretary of the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore, California, hereby certify that Resolution No. SA-2024- 0 was adopted by the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore at a Regular meeting held on the 9th day of January, 2024 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

Candice Alvarez, Agency Secretary
Reso No. SA-2024-0

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TENTH AMENDMENT TO STADIUM

INTERIM MANAGEMENT AGREEMENT

THIS TENTH AMENDMENT TO STADIUM INTERIM MANAGEMENT
AGREEMENT (“Tenth Amendment”), dated for identification as of January 9, 2024, is made by and between the SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE (“Successor Agency”), and the LAKE ELSINORE STORM LP, a California limited partnership (“Storm”).

RECITALS
The following recitals are a substantive part of this Tenth Amendment:

A. The City Council of the City of Lake Elsinore adopted a redevelopment plan (the “Redevelopment Plan”) for an area within the City known as the Rancho Laguna Redevelopment Project Area 3 (the “Project Area”) by way of its approval of Ordinance No. 815 on September 8, 1987, as thereafter amended by Ordinance No. 987 adopted on November 22, 1994.

B. In furtherance of the Redevelopment Plan and that certain First Amendment to Amended and Restated Option Agreement Under Threat of Condemnation and Irrevocable Offer To Donate Stadium Site and Stadium Access Parcel and Unconditional Acceptance Subject To Covenants, Conditions, Restrictions and Reservations (“Offer to Donate”) dated August 5, 1993, the former Redevelopment Agency of the City of Lake Elsinore acquired certain real property for redevelopment purposes and thereafter, in 1994, completed the “Lake Elsinore Diamond Stadium” on property donated for purposes of developing a minor league professional baseball stadium.

C. In furtherance of the Redevelopment Plan and the covenants, conditions, restrictions and reservations set forth in the Offer to Donate restricting the use of the property as a minor league professional baseball stadium for a minimum of fifty (50) years, the former Redevelopment Agency operated, managed and maintained the Lake Elsinore Diamond Stadium and the property (collectively, the Premises”) pursuant to various agreements, including the Stadium Operations Contracts.

D. Following the dissolution of the former Redevelopment Agency, the Successor Agency entered into that certain Stadium Interim Management Agreement dated January 1, 2013 (the “Interim Agreement”) to provide for the performance of the enforceable obligations under the Stadium Operation Contracts and the Offer to Donate, including maintenance, management, promotion and operations of the Premises. Capitalized terms used herein which are not otherwise defined herein shall have the meaning ascribed to them in the Interim Agreement.

E. The Interim Agreement was successfully implemented during calendar year 2013 to provide for efficient and cost effective management, maintenance and operation of the Premises.

F. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for calendar year 2014, the Successor Agency and the Storm entered into that certain First Amendment (2014) to Stadium Interim Management Agreement dated September 24, 2013 (the “First Amendment”).

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G. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for calendar year 2015, the Successor Agency and the Storm entered into that certain Second Amendment (2015) to Stadium Interim Management Agreement dated September 23, 2014 (the “Second Amendment”).

H. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for calendar year 2016, the Successor Agency and the Storm entered into that certain Third Amendment (2016) to Stadium Interim Management Agreement dated September 22, 2015 (the “Third Amendment”).

I. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for January 1 2017 – June 30, 2018, the Successor Agency and the Storm entered into that certain Fourth Amendment (2017-2018) to Stadium Interim Management Agreement dated September 27, 2016 (the “Fourth Amendment”).

J. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for July 1, 2018 – June 30, 2019, the Successor Agency and the Storm entered into that certain Restated Fifth Amendment (2018-2019) to Stadium Interim Management Agreement dated May 8, 2018 (the “Fifth Amendment”).

K. In order to avoid significant uncertainty, disruption and potential financial liabilities caused by the expiration of the Fifth Amendment in the middle of the 2019 baseball season, the Successor Agency and Storm entered into that certain Extension to Restated Fifth Amendment to Stadium Interim Management Agreement (“Extension”) dated June 26, 2018 which extended the term of the Fifth Amendment to September 30, 2019.

L. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for October 1, 2019 to September 30, 2020, the Successor Agency and the Storm entered into that certain Sixth Amendment to Stadium Interim Management Agreement dated January 8, 2019 (the “Sixth Amendment”).

M. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for October 1, 2020 to September 30, 2022, the Successor Agency and the Storm entered into that certain Seventh Amendment to Stadium Interim Management Agreement dated January 14, 2020 and the Amended and Restated Seventh Amendment to Stadium Interim Management Agreement dated January 12, 2021 (collectively the “Seventh Amendment”).

N. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for October 1, 2022 to September 30, 2023, the Successor Agency and the Storm entered into that certain Eighth Amendment to Stadium Interim Management Agreement dated January 11, 2022 and the First Amendment to the Eighth Amendment to Stadium Interim Management Agreement dated September 13, 2022 (collectively, the “Eighth Amendment”).

O. In order to provide for continued efficient and cost effective management, maintenance and operation of the Premises for October 1, 2023 to September 30, 2024, the Successor Agency and the Storm entered into that certain Ninth Amendment to Stadium Interim Management Agreement dated January 10, 2023 ( the “Ninth Amendment”).

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P. The obligations set forth in the Interim Agreement and the First through Ninth Amendments have been included in prior Recognized Obligation Payment Schedules (ROPS) approved by the Successor Agency, the Oversight Board of the Successor Agency, the Countywide Oversight Board for Riverside County (“Oversight Board”) and the Department of Finance (“DOF”).

Q. The 2020 and 2021 baseball seasons suffered tremendous challenges due to the COVID-19 pandemic. The Minor League baseball 2020 season was cancelled, the 2021 season modified and Stadium operations overall were significantly restricted. Major League Baseball (MLB) engaged in a sweeping overhaul of the player development structure during the 2020 offseason, eliminating the National Association of Professional Baseball Leagues (NAPBL) as the governing structure and cutting approximately twenty-five percent (25%) of minor league affiliates. Remaining affiliates, including the Storm, now contract directly with MLB under a new Player Development License agreement aimed at modernizing facilities and improving player training and logistics. In this restructure the Storm has been designated as a “Class A.” R. The impacts of COVID-19, MLB’s restructuring in 2020, the revised operational and capital requirements and facilities standards established by MLB in the Player Development License, enhanced cleaning requirements, increases in minimum wage and persistent inflationary pressures have affected Stadium operations. These impacts must be addressed in the Stadium operations budget assumptions and projections for the continued efficient and cost effective management, maintenance and operation of the Premises in accordance with the Stadium Operations Contracts and the Interim Agreement. In order to provide certainty to the Successor Agency and the Storm through the 2025 baseball season, the parties desire to enter into this Tenth Amendment.

S. The Stadium Operations Contracts and the covenants, conditions, restrictions and reservations set forth in the Offer to Donate remain enforceable obligations within the meaning of Health and Safety Code (“HSC”) Section 34171(d)(1)(E) and the Successor Agency seeks to (1) provide for the continued efficient and cost effective management, maintenance and operation of the Premises, and (2) retain the Storm, which possesses the experience and qualifications to continue to carry out such obligations. Engagement of the Storm is necessary and consistent with the legislative authorization contained in HSC Section 34171(d)(1)(F) allowing successor agencies to enter into enforceable obligations for the purpose of maintaining the assets of the former Redevelopment Agency and to ensure that the “Lake Elsinore Storm,” owned by Storm LP, continues to play its home baseball games at the Stadium in accordance with the Stadium Operations Contracts.

T. Capital repairs for the period commencing October 1, 2024 through September 30, 2025 necessary to address increased costs, scheduling delays, emergency repairs, new MLB requirements for minor league audit and facilities standards as necessary to protect the structural components and operational systems of the thirty (30) year old Stadium and to protect the safety of the players and the spectators consistent with applicable laws and MLB standards are set forth in Exhibit “C” to this Tenth Amendment.

U. In accordance with HSC Section 34177(o)(1), the Successor Agency adopted and submitted to DOF a Recognized Obligation Payment Schedule (“ROPS”) for the period from July 1, 2024 through June 30, 2025 which includes the Successor Agency obligations set forth in Tenth Amendment.122823.doc
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this Tenth Amendment and lists, among other things, as enforceable obligations of the Successor Agency, the following obligations related to the Premises as more fully described and referenced therein:
(i) Concession License Agreement, as amended (“Concession Agreement”); (ii) License Agreement, as amended (“License Agreement”); (iii) Stadium Field and Maintenance Agreement, as amended (“Maintenance Agreement”);
(iv) Stadium operations and maintenance obligations; and (v) the Interim Agreement.

V. In furtherance of the purpose and intentions of the parties with respect to the Interim Agreement, the parties hereto agree to amend the Interim Agreement as provided herein.

AGREEMENT
NOW THEREFORE, in consideration of the foregoing Recitals and the terms contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties do hereby agree as follows:

1. Business Plan. Not later than March 1 of each year during the Term, the Storm shall submit to the Executive Director of the Successor Agency (“Executive Director”) a Business Plan detailing the Storm’s operational and financial objectives for the Lake Elsinore Diamond Stadium during the Term of this Interim Agreement, as amended, including the 2024 and 2025 baseball seasons. The Business Plan shall include (a) management and labor requirements, (b) marketing and promotional objectives, including special events, advertising and cross-marketing efforts, (c) a COVID-19 Readiness Plan and proposals to improve general maintenance and efficiencies which may include updated and revised Maintenance Schedules for all areas of the Premises, including the concourse, snack bar and concession areas, outdoor landscaping and trash enclosures, (d) license, permit or other approval applications or renewals, if any, and (e) other relevant data or information relating to the performance by the Storm of its obligations under the Interim Agreement as amended.

2. Maintenance. Section 2.1 of the Interim Agreement, entitled “Maintenance” is hereby amended and restated in its entirety as follows:

2.1 Maintenance
The Storm shall be solely responsible for complying with the Maintenance Standards (Exhibit “B”) and shall comply with all applicable MLB maintenance standards and protocols as set forth in the Player Development License and all applicable federal, state and local requirements (including guidelines issued by the Center for Disease Control and the Riverside County Public Health Department) relating to COVID-19 or other public health concern. Subject to the Successor Agency’s obligations herein with respect to Capital Repairs, throughout the Term and subject to the terms and conditions of the Stadium Operations Tenth Amendment.122823.doc
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Contracts, the Storm shall take all additional necessary actions to maintain the Premises and all components thereof, of whatever kind or nature, to keep the Premises in a first class condition and a good state of appearance and repair, ordinary wear and tear excepted.

3. Review Meetings. Section 2.4 of the Interim Agreement, entitled “Review Meetings” is hereby amended and restated in its entirety as follows:

2.4 Review Meetings; Facilities Inspections & Budget.
(a) Quarterly Meetings. As often as necessary, but in no event less than one time per quarter during the Term, the General Manager, or designee, and the Executive Director, or designee, shall meet at a mutually agreed upon time and place in order to discuss the condition of the Stadium and the performance of the Storm hereunder and any other applicable issues.
(b) Periodic Inspections. As often as necessary, but in no event less than one time during the Term, the Successor Agency shall engage a third party inspector to inspect the Premises and evaluate the condition of the capital facilities as well as the general maintenance of the Premises. The Executive Director shall provide the General Manager not less than fifteen (15) days prior notice of the third-party inspection(s). Capital facility repair needs identified by the third party inspector shall be incorporated into the Schedule of Capital Repairs pursuant to Section 2.4(c). Maintenance deficiencies identified by the third party inspector shall be remedied by the Storm as necessary to keep the Premises in a first class condition and a good state of appearance and repair consistent with the Maintenance Standards and as required by this Interim Agreement. Failure by the Storm to remedy maintenance deficiencies identified by the third party inspector shall be a Default pursuant to Section 19.1 of this Interim Agreement. (c) Annual Facilities Inspections & Budget. Not later than September 30 of each year during the Term, the General Manager, or designee, and the Executive Director, or designee, shall (i) inspect the Stadium and conduct a facilities review to assess the condition of the Stadium and capital repair needs, and (ii) review the annual revenues and operating expenses for the prior October 1 – September 30 period to assess operational efficiencies. Prior to November 1, 2024, the General Manager, or designee, and the Executive Director, or designee, shall complete an Annual Operating Budget and Schedule of Capital Repairs, including estimated costs, for the period commencing October 1, 2025 – September 30, 2026.

4. Utilities. Section 5 of the Interim Agreement, entitled “Utilities” is hereby amended and restated in its entirety as follows:

5. Utilities. Notwithstanding any contrary provision contained in the Stadium Operations Contracts, the Storm shall be responsible for the payment of all Utilities regardless of whether the utility account is in the name of the Storm, Tenth Amendment.122823.doc
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the Successor Agency or City of Lake Elsinore. The Storm agrees to cooperate with the Successor Agency to explore ways to incorporate the use of or replace existing systems with alternative clean energy and to improve energy efficiency, including electrical utility savings by way of power purchase agreements through the Southwest Riverside County Energy Authority. An energy assessment will be conducted during the Annual Inspection/Facilities Review pursuant to Section

2.4(c) and an amount equal to any savings accounted for from the prior fiscal year shall be subtracted from the Additional Interim Management Fee to be paid for the following fiscal year pursuant to Section 7.2(d).

5. Term of Agreement; Termination. Section 6 of the Interim Agreement, entitled “Term of Agreement; Termination,” is hereby deleted in its entirety and replaced with the following:

6. Term of Agreement; Termination

6.1. Term. The term of this Interim Agreement (hereinafter the “Term”) shall commence on the Effective Date and shall, unless earlier terminated in accordance with Sections 6.2, 19, or 20 hereof, shall expire September 30, 2025.

6.2. Rights of Termination.
(a) September 30, 2024 Termination. Successor Agency
may terminate this Interim Agreement effective as of September 30, 2024, by giving written notice thereof to the Storm no later than June 30, 2024. (b) Default. The Successor Agency and Storm shall have the right to terminate this Interim Agreement as a result of an uncured Default hereunder.

Any such termination shall be made in accordance with Sections 19 or 20. (c) Party’s Property and Offset. Upon termination of this Interim Agreement under this Section 6.2, all materials and equipment purchased by either party hereunder in connection with this Interim Agreement shall remain that party’s property. In addition, the Storm shall be entitled to payment for all of the Storm=s services rendered hereunder through the effective date of any such termination. (d) Effect of Termination. Notwithstanding the termination of this Interim Agreement pursuant to this Section 6.2, the provisions of Stadium Operations Contracts shall remain in full force and effect.

6. Stadium Use. Section 4.3 of the Interim Agreement, entitled “Stadium Use,” is hereby deleted in its entirety and replaced with the following:

4.3. Stadium Use.
(a) Storm Games. During the Term, the Storm shall play its home baseball games at the Stadium, including pre-season, regular season and play-off games as scheduled by the MLB and shall have the right to use the Stadium for baseball practices and workouts. Upon receipt from the MLB, each year during the Term, the Storm will provide the Executive Director with the written, proposed schedule for all Tenth Amendment.122823.doc
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professional baseball games involving the Storm for the coming baseball season including all pre-season games, a reasonable number of dates to be held for playoff games, as required by the MLB, and practices and workouts (collectively, the “Storm Games”).
(b) Other Storm Events. In addition to the use of the Stadium for Storm Games, the Storm shall have the right to use the Stadium for non-baseball related exhibitions, ceremonies or events (the “Other Storm Events”) on dates which the Stadium is not otherwise in use for Storm Games or other reserved uses and upon written approval by Successor Agency’s Executive Director, or designee. Other Storm Events shall be promoted and conducted at Storm’s sole cost and expense, without any additional license fee or charge incurred, except for Storm’s obligations with respect to maintenance as provided herein and subject to the conditions set forth below. i. Lake Elsinore Diamond Stadium. All promotional
and marketing materials for all Other Storm Events shall include the name “Lake Elsinore Diamond Stadium.”
ii. Special Event Permit. The Storm shall obtain a
Special Event Permit for all Other Storm Events from the City of Lake Elsinore in accordance with Chapter 5.108 of the Lake Elsinore Municipal Code, as now exists or as may hereafter be amended, including submittal of an application not less than sixty (60) days prior to the event and compliance with the Special Event Permit Requirements for Other Storm Events (Exhibit “D” attached hereto and incorporated by reference herein) and such additional conditions of approval as may be deemed necessary or appropriate by the City in connection with the issuance of a Special Event Permit for the Other Storm Event. Concurrent with the submittal of the special event application package to the City, the Storm shall notify the Executive Director in writing of the proposed date and title of the Other Storm Event and a promotional/marketing plan demonstrating the anticipated attendance.
iii. Governmental Regulations/Permits. The Storm
shall comply with all applicable local, state, and federal laws, ordinances, rules, regulations and requirements (including without limitation land use and zoning, environmental, labor and prevailing wage, occupational Health & Safety, building and fire codes) in connection with the promotion and operation of Other Storm Events and shall apply for, secure, maintain and comply with all required licenses and/or permits.

The Storm shall use commercially reasonable efforts to cause any users of the Stadium to report and pay sales taxes as generated within the City in accordance with all applicable laws.
iv. Quality Standards. The Storm shall conduct Other
Storm Events in accordance with the highest standards for cleanliness and quality and shall comply with all applicable terms and conditions of this Interim Agreement and the Stadium Operations Contracts.

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v. Budget Report. Revenues and expenses for each
Other Storm Event shall be reported in the annual report prepared in accordance with Section 2.4(c)(ii).
(c) City/Agency Use. The Successor Agency, for itself and on behalf of the City of Lake Elsinore, reserves the right to use the Stadium, including without limitation, the Agency Suite and the Diamond Club for meetings, conferences and other events provided the Successor Agency notifies the Storm in advance.

Notwithstanding the foregoing, the Storm shall have the right to use the Stadium on the days set forth in the schedule for the Storm Games and for Other Storm Events approved in accordance with the provisions of Section 4.3 (b) and the Successor Agency will not schedule any other events at the Stadium on the day of a Storm Game or other Storm Event if such event would interfere with the Storm’s use of the Stadium. (d) Agency Suite. For all Storm Games and Other Storm
Events, free of any charge to Successor Agency, the Storm shall (i) secure and deliver to the Successor Agency tickets and parking passes for use of the Agency Suite, or (ii) provide reasonable alternative methods of access to the Agency Suite and Agency Parking. In the event the Successor Agency elects not to use the Agency Suite for any Other Storm Event, the Storm, including its representatives and invitees, may use the Agency Suite. The Storm shall indemnify and hold the Successor Agency and the City harmless from any loss, cost or expense or damage to Successor Agency property associated or in connection with use of the Agency Suite by third parties.

7. Compensation. Section 7 of the Interim Agreement, entitled “Compensation,” is hereby deleted in its entirety and replaced with the following:

7. Compensation

7.1. Stadium Operations Contracts Compensation Recap. Pursuant to the Stadium Operations Contracts, the Storm and/or the Successor Agency are entitled to compensation during the Term as follows:
(a) License Fee: Under the License Agreement, the Storm is required to pay to the Successor Agency a License Fee in the amount of $614,037 for the period commencing October 1, 2024 through September 30, 2025. (b) Percentage of Concessions: Under the Concession
Agreement, the Storm’s affiliate, Golden State, is required to pay Successor Agency a percentage of the GRCS pursuant to Section 6 thereof (the “GRCS Concession Fee.”). (c) Annual Maintenance Fee: Under the Maintenance
Agreement, Successor Agency is required to pay Storm an Annual Maintenance Fee in the amount of $291,203 for the period commencing October 1, 2024 through September 30, 2025.

7.2. Storm Compensation. Commencing upon the Commencement Date (October 1, 2024), and continuing through the expiration of the Term, as Tenth Amendment.122823.doc
- 9 -
consideration for the performance of the services set forth herein, the Storm shall be compensated as follows:
(a) Assignment of GRCS Concession Fee. Successor Agency hereby assigns Successor Agency’s right to payment of the GRCS Concession Fee under the Concession Agreement to the Storm during the Term, estimated at $34,000 annually; and
(b) Waiver of License Fee. Successor Agency hereby waives Successor Agency’s right to payment of the License Fee under the License Agreement during the Term as an offset against the payments due by the Successor Agency to the Storm hereunder; and
(c) Payment of Annual Maintenance Fee. Successor Agency shall continue to pay the Annual Maintenance Fee as identified in Section 7.1(c) (i.e., $291,203 for the period commencing October 1, 2024 through September 30, 2025. (d) Payment of Additional Interim Management Fee.

Successor Agency shall pay to Storm an “Additional Interim Management Fee” in the amount of $916,664 for the period commencing October 1, 2024 through September 30, 2025, which shall be payable in equal monthly installments.

The Annual Maintenance Fee together with the Additional Interim Management Fee will result in total cash payment from the Successor Agency to the Storm of $1,207,867 for the period commencing October 1, 2024 through September 30, 2025 as consideration for services provided under the Stadium Operations Contracts and this Interim Agreement, which aggregate amount shall be payable in equal monthly installments of $100,655.58 for the period commencing October 1, 2024 through September 30, 2025.

The Storm acknowledges and agrees that in no event will the Successor Agency be required to provide the Storm with any other form of payment for performance of the services as provided in this Interim Agreement. The parties acknowledge that the historic operating costs of the Stadium equal or exceed the compensation due to Storm hereunder and that it is in each of the party’s best interests to enter into this Interim Agreement for the efficient use and operation of the Stadium.

8. Capital Repairs. Section 8 of the Interim Agreement, entitled “Capital Repairs,” is hereby deleted in its entirety and replaced with the following:

8. Capital Repairs.

Capital Repairs shall be governed by the applicable provisions of the Stadium Operations Contracts and as set forth herein. As defined in the Maintenance Agreement, “Capital Repairs” means all activities, and the provision of all labor and materials which are reasonably required to improve, repair, refurbish, modify, restore and/or replace, when reasonably necessary, the Stadium, or portions or components thereof, and the costs and expenses of which equal or exceed Five Hundred Dollars ($500.00). Notwithstanding the foregoing, the term Capital Tenth Amendment.122823.doc
- 10 -
Repairs as used herein does not include the Storm’s responsibility for maintenance and upkeep as set forth in Section 2 of this Interim Agreement and the Maintenance Standards (Exhibit “B”).

A Capital Repair Schedule with estimated costs for the period commencing October 1, 2024 through September 30, 2025 is set forth in Exhibit “C” attached hereto and incorporated by reference herein. The Capital Repair Schedule is intended to assist the Successor Agency in budgeting for Capital Repairs during the Term, but does not limit the Successor Agency’s responsibilities under the Stadium Operations Contracts. Upon receipt of real property tax trust funds for Capital Repairs, the Executive Director shall, to the extent permitted by applicable legal requirements, deposit those funds into a Capital Repair trust account to be expended by the Successor Agency solely for purposes of satisfying its Capital Repair obligations consistent with the Stadium Operations Contracts and this Interim Agreement.

The Executive Director or designee will designate certain Capital Projects that shall be subject to the Department of Public Works’ direct administration of the bid process and award of contract consistent with the applicable legal requirements. The Storm will undertake and complete such other Capital Repairs as set forth in Exhibit “C” as are mutually agreed. To the extent that the Storm undertakes such other Capital Repairs not undertaken by the Successor Agency, the Storm shall obtain not less than three (3) bids from qualified contractors unless otherwise excused by the Executive Director. Without limiting the Executive Director’s discretion, the bidding requirement herein may be excused in situations involving emergencies and sole source contractors. In addition, the Storm acknowledges the general requirement that certain Capital Repairs are subject to the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates with respect to certain capital improvements, repairs and maintenance work paid for in whole or in part out of public funds. Accordingly, the Storm agrees to, in the administrative of the bidding and contractor selection process, inform prospective bidders of the requirement to comply with the Prevailing Wage Laws. The Storm may confer with the Executive Director and seek direction with respect to whether or not a certain Capital Repair is subject to the Prevailing Wage Law.

Prior to the Storm awarding a contract for a Capital Repair to a qualified contractor, the Executive Director shall: (i) confirm that the Storm has followed the proper bidding procedures for selection of a contractor; and (ii) approve the selection of the contractor and the form of any agreement between the Storm and the contractor.

Upon completion of the Capital Repair (or a component thereof supporting a deposit or in-progress reimbursement), the Storm shall deliver to the Executive Director a written reimbursement request and supporting documentation (such as Tenth Amendment.122823.doc
- 11 -
third party invoices, lien releases and cancelled checks). To the extent that the reimbursement request is for a completed Capital Repair, the Storm shall, if applicable, submit as-built drawings or similar plans and specifications for the items to be reimbursed.

9. Insurance. Section 10 of the Interim Agreement, entitled “Insurance” is hereby amended and restated in its entirety as follows:

10. Insurance. The Storm shall maintain insurance as set forth in Section 13 of the License Agreement at all times during the term of this Interim Agreement.

In addition, the Storm shall maintain liquor liability coverage in an amount not less than $5 million at all times during the term of this Interim Agreement. The liquor liability coverage required pursuant to this Section 10 shall be separate from the coverage that may be required by the City of Lake Elsinore as a condition of approval to a Special Event Permit obtained in accordance with Section 4.3(b) herein.

8. City Manager/Executive Director. The City Manager of the City of Lake Elsinore serves in the capacity as Executive Director of the Successor Agency and all references to “City Manager” in the Interim Agreement shall be synonymous with “Executive Director” as used in this Tenth Amendment and vice versa.

9. Accuracy of Recitals. The Parties acknowledge the accuracy of the foregoing Recitals, which are incorporated herein by this reference.

10. Authority; Priority of Amendment. This Tenth Amendment is executed by the Parties’ authorized representatives. Except as expressly modified herein, all of the terms of the Interim Agreement shall remain unchanged and in full force and effect, and the Parties shall continue to fulfill their respective obligations under the Interim Agreement as amended by this Tenth Amendment. To the extent of any conflict between the terms of the Interim Agreement and the terms of this Tenth Amendment, the terms of this Tenth Amendment shall control.

11. Captions. The captions appearing in this Tenth Amendment are for convenience only and are not a part of this Tenth Amendment and do not in any way limit, amplify, define, construe, or describe the scope or intent of the terms or provisions of this Tenth Amendment.

12. Counterparts. This Tenth Amendment may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute but one and the same document.

13. Commencement Date. The provisions of this Tenth Amendment shall commence on October 1, 2024 (the “Commencement Date”).

Tenth Amendment.122823.doc
- 12 -
IN WITNESS WHEREOF, the parties have executed this TENTH AMENDMENT TO STADIUM INTERIM MANAGEMENT AGREEMENT on the respective dates set forth below. “SUCCESSOR AGENCY”

SUCCESSOR AGENCY OF THE

REDEVELOPMENT AGENCY OF THE

CITY OF LAKE ELSINORE
Dated: By:

Jason Simpson,
Executive Director
ATTEST:

SUCCESSOR AGENCY SECRETARY
By:

Candice Alvarez, MMC,
APPROVED AS TO FORM:

LEIBOLD McCLENDON & MANN, P.C.

Successor Agency Counsel
By:

Barbara Leibold
“STORM”
LAKE ELSINORE STORM LP, a
California limited partnership
By: GJJ STORM MANAGEMENT,
LLC, a California limited liability
company
Its: General Partner
Dated: By:

Gary E. Jacobs, Manager
Tenth Amendment.122823.doc
EXHIBIT “C”
EXHIBIT “C”

CAPITAL REPAIR SCHEDULE
DESCRIPTION – SUCCESSOR AGENCY OCTOBER 1, 2024 TO
SEPTEMBER 30, 2025

CAPITAL REPAIRS
RESTROOM PLUMBING (CONCOURSE/SUITE LEVEL) $200,000
MAINTENANCE FACILITY REPLACEMENT $500,000
ADA RAMP $100,000
LOCKER ROOM TILE $ 13,500
LANDSCAPE/SLOPE REPAIR $220,000

ELEVATOR REPLACEMENT SHORTFALL

BLOCK WALL REPAIRS - PERIMETER
$ 65,000
$180,000

MAINTENANCE - EQUIPMENT REPLACEMENT

MAINTENANCE EQUIPMENT REPLACEMENT

EMERGENCY CAPITAL REPAIRS
$ 75,000
$ 75,000
$1,428,500
Tenth Amendment.122823.doc
EXHIBIT “D”
EXHIBIT “D”

LAKE ELSINORE DIAMOND STADIUM

SPECIAL EVENT PERMITS REQUIREMENTS

OTHER STORM EVENTS

1. Spectator Parking and Attendants:
a. The location of spectator parking is designated as the Diamond Stadium Parking lot(s) A, B & C.
b. Appropriate Staffing for parking fees and direction isrequired.

2. ADA Compliant:
a. Provide ADA Accessible Parking as close as practicable to the tract and admission area.
b. Provide ADA Restrooms as near as practicable to the track and concession stands. c. Have personnel ready to assist handicap patrons as needed.

3. Event Access:
a. Event access shall be coordinated with City Public Works Department Staff. b. No modifications to dirt right of way are permitted (levee, MalagaRd). c. During hours of event operation, no vehicles shall be permitted to drive into, around, inside or leave the Event (base area).
d. Access across private property for the Event Obstacle Course and Parking shall be secured with notarized right of entry permission.

4. Vendors & Exhibitors:
a. All vendors selling food shall have the appropriate Riverside County Health Department Permits and submit to the Special Events Coordinator 20 days prior to event.
b. All vendors selling products/services are required to maintain a City of Lake Elsinore Business License during the duration of the event (for convenience, the City offers one-day business licenses).
c. A minimum of an eight-foot aisle way shall be provided between concessions, waste and sanitation facilities.
d. Food vendors shall provide the equivalent of two 30-gallon trash containers within ten (10) feet of their concessions.
e. Organizers shall provide one (1) standard booth space free of charge to the City.

5. Removable Fencing
a. All removable fencing (bike or concert) must be secured as on immovable object.

Each section must be secured so it cannot be broken, separated or moved by patrons. The Fire Marshal and Law Enforcement representative shall inspect the fencing prior to gates opening for the event.

6. Crowd Control:
a. All security officers must be crowd control trained.

Tenth Amendment.122823.doc
EXHIBIT “D”

7. Generators:
a. All liquid fuel generators shall have secondary containment and a spill kit located within 100 feet of the secondary containment.

8. Amplified Sound & Noise Level:
a. Amplified sound, live music and performances are permitted during the event. b. The Organizers shall not violate the City’s noise ordinance by disturbing the peace.

9. ABC Licensing and Permits:
a. ABC Application to be submitted to the Sheriff’s Department no later than 20 days prior to the event.
b. Applicant must comply with any and all requirements regulations indicated by the Department of Alcoholic Beverage Control. The issuance of an ABC letter is conditional and is subject to revocation for any violation of the Alcohol Beverage Control Act or other state law. Adequate security measures must be in place to secure all alcoholic beverages from patrons and to prevent accessibility tominors. i. Beer-ID checks on all persons 21 years and older wishing to purchase alcohol AND PUT A WRISTBAND ON EVERY PERSON 21 YEARS OR OLDER.
ii. Limit of one (1) alcohol beverage per person per sale. iii. Alcohol sales to cease one (1) hour prior to end of event

10. Event Staffing:
a. Applicant will provide a detailed security plan indicating security staffing levels and assignments subject to Sheriff’s approval 20 days prior to the event.

11. Law Enforcement: To Be Determined Based on Dates, Times, Location & Anticipated Attendance
a. Motor Officers -
b. Officers -
c. Sheriff Sgt. -
d. Mileage -

12. Accessibility of Law Enforcement and Emergency Responders:
a. There shall be unobstructed access ways into the event for Law Enforcement and other emergency responders. There shall be clearly marked, unobstructed exits for patrons in the case of an emergency or the need for evacuation arises.

13. The Fire Safety requirements of the Lake Elsinore Fire Protection Planning are hereby referenced as a separate attachment and incorporated herein as part of the City’s conditions of approval.

14. Traffic Control:
a. Traffic Control implementation and operation shall be according to the California Manual of Uniform Traffic Control Devices (CAMUTCD) or another City approved plan.

Tenth Amendment.122823.doc
EXHIBIT “D”
b. Signal timing coordination may be required at the discretion of the City Traffic Engineer.
c. Provide diagram in support of sufficient parking (i.e approx. 3,500 spaces for attendance of 10,000) – to be adjusted based on anticipated attendance.

15. Portable Toilets and Wash Stations:
a. All portable toilets and rinse stations shall be placed on level ground, be anchored and have secondary containment.
b. Provide sufficient # of portable toilets (regular and ADA accessible) for anticipated event turnout. Contact your rental source for guidance.

16. Trash and Clean-Up:
a. CR&R has an exclusive franchise for trash service in the City. They shall be used for trash containers for recycled and non-recycled trash/waste and for trash disposal.
b. Regular and recyclable trash containers shall be placed throughout the Vendor Village (aka Lot B) and parking lots (aka Lots A, C and D). c. Clean-up of Lot B, Vendor Village shall be accomplished using dry clean-up methods; in the event wet clean-up is warranted, catch basins shall be protected and at no time shall runoff be directed to the Levee/Lake area. d. Best Management Practices shall be implemented during clean-up; no discharge into the Lake or City storm drain system is allowed.
e. Organizers are responsible for same day clean-up of any tracking from the Event onto City streets (Diamond Circle, Malaga Road, Pete Lehr Drive, etc.)

17. Environmental:
a. Organizers are responsible for ensuring that pollutants from the event do not enter the lake. City Municipal Code 14.08 defines "Pollutant" as:
“Pollutant” means anything which causes the deterioration of water quality such that it impairs subsequent and/or competing uses of the water. Pollutants may include but are not limited to paints, oil and other automotive fluids, soil, rubbish, trash, garbage, debris, refuse, waste, hazardous waste, chemicals, animal waste, offensive matter of any kind.
b. If event dirt is imported from outside the back basin area, it shall be removed from the back basin area after the event.
i. A haul route is required for all import.
ii. Hauling from a site in within the City limits requires a grading permit on the export site.
iii. For import of more than 5,000 cubic yards, City Council Approval is required.
c. If event dirt is secured from within the back basin area, it may be returned to the source. All disturbed areas shall be returned to the pre-disturbance condition as closely as possible.
d. Catch basins in the field maintenance area shall be protected from event related discharge.
e. If a rain event is forecast (10% chance or better) or occurring during a scheduled event, off site catch basins at Pete Lehr and Malaga Road shall be protected.

Tenth Amendment.122823.doc
EXHIBIT “D”

18. Insurance:
a. The Organizer(s) shall provide the City with a certificate(s) of insurance in the following amounts (subject to change based upon review of Special Event Permit Application):
□ General Aggregate Per Event: $5,000,000
□ Auto Liability: $1,000,000
□ Workers Comp: $1,000,000
□ Alcohol: $5,000,000
b. The Organizer’s shall use the following additionally insured statement:

City of Lake Elsinore its officers, elected and appointed officials, officers, agents, and employees are named as additional insured per attached ISO form CG20 10 11

85. 19. Promotion/Marketing Plan:
a. The Organizer(s) shall provide the City with a promotional/marketing plan demonstrating the anticipated attendance.
b. All promotional/marketing materials shall include the name “Lake Elsinore Diamond Stadium.”

20. The City assumes no responsibility for event related damage or repairs to the Stadium.

21. Summary of Fees:

City Permit Application Processing Fee: Prevailing Rate as of Application Date City Refundable Security Deposit Fee: “
City Department Inspection Fee: “
Sheriffs Law Enforcement Fees (Paid to RSO): “

22. The Special Event Permit may be revoked summarily by the City for non-compliance with any of these conditions as set forth above.

Required information/documentation due no later than twenty (20) days prior to the event to the City of Lake Elsinore Special Event Coordinator:
□ Conditions of Approval (2 copies with wet signatures and initials) □ Payment of Event Fees
□ Security Deposit (on-file)
□ Vendor List
□ Business License(s)
□ Health Department Permit
□ Insurance Documentation
□ Fire Safety Plan
□ Traffic Control Plan

REPORT TO SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY

OF LAKE ELSINORE
To: Honorable Chair and Members of the Successor Agency From: Jason Simpson, Executive Director
Prepared by: Barbara Leibold, Agency Counsel
Date: January 9, 2024
Subject: Recognized Obligation Payment Schedule (ROPS 24-25) for July 1, 2024 through June 30, 2025
Recommendation

1. Find that the project is exempt from California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the State CEQA Guidelines; and

2. Adopt A RESOLUTION OF THE SUCCESSOR AGENCY OF THE REDEVELOPMENT

AGENCY OF THE CITY OF LAKE ELSINORE APPROVING THE RECOGNIZED OBLIGATION PAYMENT SCHEDULE (ROPS 24-25) AND ADMINISTRATIVE BUDGET FOR JULY 1, 2024 THROUGH JUNE 30, 2025.

Background
As part of the dissolution of the former Redevelopment Agency, Health and Safety Code Section 34177 (added by AB 1X 26, as amended to date) requires the Successor Agency to adopt a Recognized Obligation Payment Schedule (ROPS) that lists all obligations of the former redevelopment agency that are enforceable within the meaning of subdivision (d) of Section 34167 for each twelve month period of each fiscal year. The Successor Agency has previously adopted ROPS for prior twelve month periods. The previous ROPS have been approved by the Oversight Board to the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore and the State Department of Finance (DOF).

Approval of ROPS 24-25

Discussion
Applicable law requires that the ROPS for July 2024 through June 2025 be submitted to DOF and the State Controller’s office, after approval by the Riverside Countywide Oversight Board, no later than February 1, 2024. The DOF has five (5) days after submittal to request a review and fortyfive (45) days to review the ROPS if it decides to do so. If the ROPS is not submitted by the deadline, the City is subject to a $10,000 fine for every day the ROPS is late and the administrative cost allowance for the Successor Agency is reduced by 25% after 10 days.

The attached ROPS 24-25 for the period July 1, 2024 – June 30, 2025 follows the form prescribed by the DOF and incorporates all of the remaining obligations identified in the previous ROPS. As the Successor Agency winds down the former Redevelopment Agency, the primary remaining enforceable obligations are the outstanding bonds, Stadium operation and maintenance, Housing Fund Loan Repayment, and the Summerly Disposition and Development Agreement. No new line items have been added.

In compliance with DOF guidance, all administrative costs have been combined into one line item and Successor Agency staff has prepared the attached administrative budget for the fiscal period commencing on July 1, 2024 and continuing through June 30, 2025 (“FY 2024 - 2025 Administrative Budget”). The Successor Agency is entitled to an administrative cost allowance (the “Administrative Cost Allowance”) pursuant to Health and Safety Code Sections 34171(b) and 34183(a)(3) in the approximate amount of $445,639 for the 2024-25 fiscal year of which approximately $222,820 will be disbursed July 1, 2024 and approximately $220,819 will be disbursed January 2, 2025.

The attached ROPS 24-25 and FY 2024-2025 Administrative Budget will be considered by the Riverside Countywide Oversight Board on January 18, 2024 and subsequently submitted to the State Department of Finance.

CEQA Exemption
Pursuant to the California Environmental Quality Act (CEQA), based upon a review of the evidence and information presented on the matter, adoption of the ROPS FY 2024-25 and the Administrative Budget FY 2024-25 is categorically exempt from CEQA pursuant to Section 15061(b)(3) of the State CEQA Guidelines because there is no possibility that the activities in question will have a significant impact on the environment and the amendment is merely the adoption of annual budget; it will not require any construction activities and will not lead to any direct or reasonably foreseeable indirect physical environmental impacts.

Attachments
Attachment 1 – Resolution
Attachment 2 – ROPS 24-25 for the period of July 1, 2024 through June 30, 2025 Attachment 3 – Administrative Budget FY 24-25
RESOLUTION NO. SA-2024-___

A RESOLUTION OF THE SUCCESSOR AGENCY OF THE

REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE

APPROVING THE RECOGNIZED OBLIGATION PAYMENT SCHEDULE
(ROPS 24-25) AND ADMINISTRATIVE BUDGET FOR JULY 1, 2024 THROUGH JUNE 30, 2025
WHEREAS, the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore (the “Successor Agency”) is charged with implementing enforceable obligations and winding down of the affairs of the former Redevelopment Agency of the City of Lake Elsinore (the “Agency”) in accordance with the California Health and Safety Code; and WHEREAS, Senate Bill (SB) 107, enacted in September 2016, added Health and Safety Code Section 34177(o) requiring the Successor Agency to prepare and adopt a “Recognized Obligation Payment Schedule” that lists all obligations of the former redevelopment agency that are enforceable within the meaning of subdivision (d) of Section 34171 for twelve month periods, including July 2024 through June 2025; and
WHEREAS, applicable law requires that the ROPS 24-25 for the period July 1, 2024 through June 30, 2025 be submitted to the Department of Finance and the State Controller’s office, after approval by the Riverside Countywide Oversight Board, no later than February 1, 2024 or be subject to penalties; and
WHEREAS, the Successor Agency staff has prepared an administrative budget for the fiscal period commencing on July 1, 2024 and continuing through June 30, 2025 (“FY 2024-25 Administrative Budget”), substantially in the form shown in Attachment “B”, attached hereto and incorporated herein by this reference;
WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred.

NOW, THEREFORE, THE SUCCESSOR AGENCY OF THE REDEVELOPMENT

AGENCY OF THE CITY OF LAKE ELSINORE, DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:

SECTION 1. The Recitals set forth above are true and correct and incorporated herein by reference.

SECTION 2. The Successor Agency hereby approves the Schedule attached hereto as Exhibit A as the Recognized Obligation Payment Schedule 24-25 for the period July 1, 2024 through June 30, 2025. Pursuant to Health & Safety Code Section 34173, the Successor Agency’s liability, including, but not limited to, its liability for the obligations on the attached schedule, is limited to the total sum of property tax revenues it receives pursuant to Part 1.85 of AB X1 26.

SECTION 3. The Successor Agency hereby approves the Schedule attached hereto as Exhibit B as the Successor Agency Administrative Budget FY 2024-25.

SECTION 4. The Successor Agency has examined all of the items on the ROPS FY 2024-25 and finds that each of them is necessary for the continued maintenance and preservation of property owned by the Successor Agency until disposition in accordance with SUCCESSOR AGENCY RESOLUTION NO. SA 2024-___

the Dissolution Act, the continued administration of the ongoing enforceable obligations, or the expeditious wind-down of the affairs of the former Redevelopment Agency of the City of Lake Elsinore.

SECTION 5. Executive Director Simpson, or his designee, is hereby authorized to make necessary minor corrections or adjustments and to submit the ROPS to the Riverside Countywide Oversight Board and to such parties as may be required in accordance with the Health & Safety Code, and to take such other actions on behalf of the Successor Agency with respect to the ROPS as may be necessary in accordance with applicable law.

SECTION 6. If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution which can be given effect without the invalid provision or application, and to this end the provisions of this Resolution are severable. The Successor Agency hereby declares that it would have adopted this Resolution irrespective of the invalidity of any particular portion thereof.

SECTION 7. This Resolution shall take effect from and after the date of its passage and adoption in accordance with, and subject to, all applicable requirements of the Health & Safety Code.

PASSED, APPROVED AND ADOPTED at a regular meeting of the Successor Agency of the Redevelopment Agency of the City of Lake Elsinore, held this 9th day of January, 2024.

Steve Manos, Chair
Successor Agency of the
Redevelopment Agency of the City of
Lake Elsinore
ATTEST:

Candice Alvarez, MMC, Agency Secretary

EXHIBIT A
ROPS 24-25

EXHIBIT B
ADMINISTRATIVE BUDGET FY 24-25
Recognized Obligation Payment Schedule (ROPS 24-25) - Summary Filed for the July 1, 2024 through June 30, 2025 Period Successor Agency: Lake Elsinore
County: Riverside
Current Period Requested Funding for Enforceable
Obligations (ROPS Detail)
24-25A Total
(July -
December)
24-25B Total
(January -
June)
ROPS 24-25
Total
A Enforceable Obligations Funded as Follows (B+C+D) $ 1,680,929 $ 307,019 $ 1,987,948 B Bond Proceeds - - -
C Reserve Balance 1,260,000 - 1,260,000
D Other Funds 420,929 307,019 727,948
E Redevelopment Property Tax Trust Fund (RPTTF) (F+G) $ 11,269,440 $ 10,572,136 $ 21,841,576 F RPTTF 11,046,620 10,349,317 21,395,937
G Administrative RPTTF 222,820 222,819 445,639
H Current Period Enforceable Obligations (A+E) $ 12,950,369 $ 10,879,155 $ 23,829,524 Certification of Oversight Board Chairman:

Name Title
Pursuant to Section 34177 (o) of the Health and Safety
code, I hereby certify that the above is a true and
accurate Recognized Obligation Payment Schedule for
the above named successor agency. /s/
Signature Date
Lake Elsinore
Recognized Obligation Payment Schedule (ROPS 24-25) - ROPS Detail July 1, 2024 through June 30, 2025

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
24-25 Total
ROPS 24-25A (Jul - Dec)
24-25A
Total
ROPS 24-25B (Jan - Jun)
24-25B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF
Admin
RPTTF
$175,195,868 $23,829,524 $- $1,260,000 $420,929 $11,046,620 $222,820 $12,950,369 $- $- $307,019 $10,349,317 $222,819 $10,879,155 12 Summerly DDA OPA/DDA/
Construction
03/11/2011 09/08/2038 McMillin
Summerly
LLC and
Civic
PartnersElsinore LLC
DDA pledges a
portion of
property tax
revenues
through 2038.

Total
outstanding
debt or
obligation is
estimated
based on
projections of
tax revenue
growth at 2%
per annum. If
property values
and
corresponding
revenues grow
at a higher or
lower rate than
2% per annum,
the total
obligation will
similarly
increase or
decreased.

DDA pledges a
portion of tax
increment for
so long as the
Agency
receives tax
increment
Project
II and
III
50,755,343 N $2,132,953 - - - 375,828 - $375,828 - - - 1,757,125 - $1,757,125 13 Summerly DDA
Extraordinary
Infrastructure
Fund

OPA/DDA/
Construction
03/11/2011 09/08/2038 Mc Millin
Summerly
LLC
DDA pledges a
portion of
property tax
revenues
through 2038.

Total
outstanding
debt or
obligation is
estimated
based on
projections of
tax revenue
growth at 2%
per annum. If
property values
Project
II and
III
10,371,755 N $428,270 - - - 11,823 - $11,823 - - - 416,447 - $416,447

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
24-25 Total
ROPS 24-25A (Jul - Dec)
24-25A
Total
ROPS 24-25B (Jan - Jun)
24-25B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF
Admin
RPTTF
and
corresponding
revenues grow
at a higher or
lower rate than
2% per annum,
the total
obligation will
similarly
increase or
decreased.

DDA pledges a
portion of tax
increment for
so long as the
Agency
receives tax
increment.
18 City
Reimbursement
LERA
Bond
Reimbursement
Agreements
07/01/
2000
02/01/2032 City of Lake
Elsinore
City
Reimbursement
LERA - Debt
Service
All - Y $- - - - - - $- - - - - - $-
20 Housing Fund
Loan
Third-Party
Loans
12/01/
1995
09/08/2038 Housing
Fund
Payments on
principal and
interest on loan
of bond
proceeds from
the housing
fund. Payments
made in any
given fiscal
year are
calculated and
disbursed
based on
available
property tax
revenue funds
after
deductions for
payment of all
other debts and
obligations of
the Agency.

All 9,774,213 N $9,774,213 - - 120,000 6,230,753 - $6,350,753 - - - 3,423,460 - $3,423,460 22 Legal Services Fees 09/27/
2005
06/30/2025 Leibold
McClendon
& Mann
Legal services
for projects,
bonds & DDA/
Stadium
Agreement
compliance.

All 35,000 N $35,000 - - - 17,500 - $17,500 - - - 17,500 - $17,500 23 Consultant
Fees
Fees 10/23/
2007
09/08/2025 HdL Coren
& Cone
Tax Projections
for bond & DDA
compliance
All 25,500 N $25,500 - - - 12,750 - $12,750 - - - 12,750 - $12,750 28 Estimated Admin Costs 02/01/ 09/08/2038 City of Lake City Staff All 445,639 N $445,639 - - - - 222,820 $222,820 - - - - 222,819 $222,819

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
24-25 Total
ROPS 24-25A (Jul - Dec)
24-25A
Total
ROPS 24-25B (Jan - Jun)
24-25B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF
Admin
RPTTF
Admin Cost 2012 Elsinore Support/other
admin
reimbursement
29 Stadium
License
Agreement
Miscellaneous 03/15/
2001
12/31/2026 Lake
Elsinore
Storm, LP
License to use
stadium for
baseball games
Project
III
2,134,132 N $607,948 - - 300,929 - - $300,929 - - 307,019 - - $307,019 30 Stadium
Maintenance
Agreement
Property
Maintenance
03/15/
2001
12/31/2026 Lake
Elsinore
Storm, LP
Agreement to
maintain
baseball field
and facilities
Project
III
- N $- - - - - - $- - - - - - $-
31 Stadium
Concession
Agreement
Miscellaneous 01/30/
2002
12/31/2026 Golden
State
Concessions
and
Catering
Provision of
concessions for
baseball games
Project
III
- N $- - - - - - $- - - - - - $-
32 Stadium
Operation and
Maintenance
Property
Maintenance
01/01/
2013
09/08/2038 Various Operation and
maintenance of
the baseball
stadium
Project
III
35,000,000 N $- - - - - - $- - - - - - $-
33 Interim Stadium
Management
Agmt.

Miscellaneous 01/01/
2013
09/30/2023 Lake
Elsinore
Storm, LP
Stadium
Maintenance
and
Management
Project
III
2,624,782 N $2,624,782 - - - 1,265,849 - $1,265,849 - - - 1,358,933 - $1,358,933 35 Administrative
Reimbursement
RPTTF
Shortfall
02/01/
2012
09/08/2038 City of Lake
Elsinore
Repayment for
City Staff
Support/other
All - N $- - - - - - $- - - - - - $-
39 Bond
Disclosure
Services
Fees 01/28/
2015
02/15/2038 Urban
Futures
Bond
disclosure
compliance
All 279,000 N $24,000 - - - - - $- - - - 24,000 - $24,000 40 Property
Maintenance
Property
Maintenance
09/13/
2009
06/30/2019 Various Maintenance
cost on Agency
property
Project
III
- N $- - - - - - $- - - - - - $-
41 Subordinated
Tax Allocation
Refunding
Bonds, Series
2015
Bonds Issued
After 12/31/10
08/25/
2015
09/01/2038 Wilmington
Trust
Bond issue to
refund Tax
Allocation
Revenue
Bonds, 2011
Series A and
Local Agency
Revenue
Bonds, 2011
Series A
All 4,029,066 N $471,956 - 120,000 - 175,878 - $295,878 - - - 176,078 - $176,078 42 Fiscal Agent
Fees
Fees 08/01/
2015
09/01/2038 Wilmington
Trust
Annual fiscal
agent fees for
bonds issues
All 144,000 N $15,000 - - - 8,500 - $8,500 - - - 6,500 - $6,500 44 Reconveyance
Cost
Property
Dispositions
05/01/
2015
06/30/2025 Various Appraisals,
Title Insurance,
Escrow and
Closing Cost
All 12,000 N $12,000 - - - 6,000 - $6,000 - - - 6,000 - $6,000 45 Arbitrage Fees Fees 01/28/
2015
02/15/2038 Various Arbitrage fees
for bonds
All 63,000 N $9,000 - - - 6,000 - $6,000 - - - 3,000 - $3,000

A B C D E F G H I J K L M N O P Q R S T U V W
Item
# Project Name Obligation Type
Agreement
Execution
Date
Agreement
Termination
Date
Payee Description Project
Area
Total
Outstanding
Obligation
Retired ROPS
24-25 Total
ROPS 24-25A (Jul - Dec)
24-25A
Total
ROPS 24-25B (Jan - Jun)
24-25B
Total
Fund Sources Fund Sources
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF Admin RPTTF
Bond
Proceeds
Reserve
Balance
Other
Funds RPTTF
Admin
RPTTF
46 Third Lien Tax
Allocation
Bonds, Series
2018A
Bonds Issued
After 12/31/10
03/05/
2018
03/01/2038 Wilmington
Trust
Bond issue to
refund
Developer
Obligation
II and
III
2,370,088 N $152,794 - - - 76,397 - $76,397 - - - 76,397 - $76,397 47 Third Lien Tax
Allocation
Bonds, Series
2018B
(Federally
Taxable)
Bonds Issued
After 12/31/10
03/05/
2018
03/01/2038 Wilmington
Trust
Bond issue to
refund
Developer
Obligation
II and
III
7,793,425 N $590,068 - - - 295,034 - $295,034 - - - 295,034 - $295,034 48 Subordinated
Tax Allocation
Refunding
Bonds, Series
2019A
Bonds Issued
After 12/31/10
03/05/
2018
03/01/2038 Wilmington
Trust
Bond issue to
refund
Developer
Obligation
II and
III
11,782,625 N $883,875 - 157,500 - 363,375 - $520,875 - - - 363,000 - $363,000 49 Interim Stadium
Management
Agmt.

RPTTF
Shortfall
01/01/
2013
06/30/2038 Lake
Elsinore
Storm, LP
Stadium
Maintenance
and
Management
Project
III
- N $- - - - - - $- - - - - - $-
50 Tax Allocation
Refunding
Bonds, Series
2019B
(Housing-SetAside)
Bonds Issued
After 12/31/10
10/04/
2019
09/01/2025 Wilmington
Trust,
National
Association
Bond issue to
refund Tax
Allocation
Revenue
Bonds, 2010
Series B
ALL 2,142,586 N $1,068,445 - 347,500 - 361,430 - $708,930 - - - 359,515 - $359,515 52 Tax Allocation
Refunding
Bonds, Series
2020A
Bonds Issued
After 12/31/10
04/01/
2020
09/01/2030 Wilmington
Trust,
National
Association
Bond issue to
refund the Tax
Allocation
Revenue
Bonds, 2010
Series C
Project
I and
Project
II
15,325,100 N $2,634,600 - 635,000 - 892,500 - $1,527,500 - - - 1,107,100 - $1,107,100 54 Third Lien Tax
Allocation
Bonds, Series
2020B
Bonds Issued
After 12/31/10
12/23/
2020
03/01/2038 Wilmington
Trust,
National
Association
Bond issue to
refund
Developer
Obligation
Project
II and
Project
III
6,398,000 N $305,000 - - - 152,500 - $152,500 - - - 152,500 - $152,500 55 Third Lien Tax
Allocation
Bonds, Series
2020C
(Federally
Taxable)
Bonds Issued
After 12/31/10
12/23/
2020
03/01/2038 Wilmington
Trust,
National
Association
Bonds issue to
refund
Developer
Obligation
Project
II and
Project
III
3,528,664 N $459,206 - - - 229,603 - $229,603 - - - 229,603 - $229,603 58 City
Reimbursement
LERA
Bonds Issued
After 12/31/10
12/29/
2021
02/01/2032 City of Lake
Elsinore
City
Reimbursement
- LERA Debt
Service
All 10,161,950 N $1,129,275 - - - 564,900 - $564,900 - - - 564,375 - $564,375 Lake Elsinore
Recognized Obligation Payment Schedule (ROPS 24-25) - Report of Cash Balances July 1, 2021 through June 30, 2022
(Report Amounts in Whole Dollars)
Pursuant to Health and Safety Code section 34177 (l), Redevelopment Property Tax Trust Fund (RPTTF) may be listed as a source of payment on the ROPS, but only to the extent no other funding source is available or when payment from property tax revenues is required by an enforceable obligation.

A B C D E F G H
ROPS 21-22 Cash Balances
(07/01/21 - 06/30/22)
Fund Sources
Comments
Bond Proceeds Reserve Balance Other Funds RPTTF
Bonds issued
on or before
12/31/10
Bonds issued
on or after
01/01/11
Prior ROPS
RPTTF and
Reserve
Balances retained
for future
period(s)
Rent, grants,
interest, etc.

Non-Admin
and Admin
1 Beginning Available Cash Balance (Actual 07/01/21)
RPTTF amount should exclude "A" period distribution
amount.
2,093,429 2,084,986
2 Revenue/Income (Actual 06/30/22)
RPTTF amount should tie to the ROPS 21-22 total
distribution from the County Auditor-Controller
679,221 17,537,120
3 Expenditures for ROPS 21-22 Enforceable Obligations
(Actual 06/30/22)
2,093,429 559,221 18,514,396
4 Retention of Available Cash Balance (Actual 06/30/22) RPTTF amount retained should only include the amounts
distributed as reserve for future period(s)
120,000 585,000
5 ROPS 21-22 RPTTF Prior Period Adjustment
RPTTF amount should tie to the Agency's ROPS 21-22 PPA
form submitted to the CAC
No entry required 50,760
6 Ending Actual Available Cash Balance (06/30/22)
C to F = (1 + 2 - 3 - 4), G = (1 + 2 - 3 - 4 - 5)
$- $- $- $- $471,950
Lake Elsinore
Recognized Obligation Payment Schedule (ROPS 24-25) - Notes July 1, 2024 through June 30, 2025
Item # Notes/Comments
12 13
18 20
22 23
28 29 Stadium License Fee is due to the Successor Agency pursuant to the Stadium License Agreement.

The License Fee for the twelve month period covered by ROP 24-25 is credited under the terms of the Interim Stadium Management Agreement.
30 The obligation for Item 30 for the twelve month period covered by ROPS 24-25 are incorporated into Line 33 in accordance with the terms of the Interim Stadium Management Agreement. 31 The obligation for Item 31 for the twelve month period covered by ROPS 24-25 are incorporated into Line 33 in accordance with the terms of the Interim Stadium Management Agreement. 32 The obligation for Item 32 for the twelve month period covered by ROPS 24-25 are incorporated into Line 33 in accordance with the terms of the Interim Stadium Management Agreement. 33 Line 33 includes the Successor Agency obligations for Maintenance Fee, Interim Management Fee and estimated Capital Repairs under the Ninth Amendment and the First Amendment thereto and the Tenth Amendment to the Interim Stadium Mangement Agreement for the period July 1, 2024 through June 30, 2025.
35 39
40 41
42 44
45 46
47 48
49 50
52 54
55 Lake Elsinore
Recognized Obligation Payment Schedule (ROPS 24-25) - Notes July 1, 2024 through June 30, 2025
Item # Notes/Comments
58 SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF LAKE ELSINORE ADMINISTRATIVE BUDGET - FY 2024-25

DESCRIPTION AMOUNT
City Staff Support Costs $305,639.00
Operating Costs:

Professional/ Outside Services $ 85,000.00
Auditors $ 40,000.00
Other $ 15,000.00
Total Operating Costs $140,000.00
Total Administrative Budget $445,639.00

REPORT TO CITY COUNCIL
To: Honorable Mayor and Members of the City Council
From: Jason Simpson, City Manager
Prepared by: Shannon Buckley, Assistant City Manager
Date: January 9, 2024
Subject: AB1600 Annual Report for Fiscal Year 2022-23
Recommendation
Receive and file the AB 1600 Annual Report and adopt the findings therein.

Background
The City of Lake Elsinore collects development impact fees for Traffic Infrastructure, City Hall and Public Works Facilities, Community Center Facilities, Lakeside Facilities, Animal Shelter Facilities, Fire Facilities, Library Facilities and Drainage Facilities.

The Mitigation Fee Act (AB 1600; Government Code Section 66000 et seq.) sets forth the requirements the City must follow in connection with such development impact fees, which are imposed to defray the cost of construction of public facilities related to development projects. Also, AB 1600 imposes certain accounting and comprehensive annual reporting requirements for the fees collected.

For accounting purposes, the development impact fees must be segregated from the general funds of the City and other funds or accounts containing fees collected for other improvements. Interest on each development fee fund or account must be credited to that special revenue fund or account and used for the purposes for which the fees were collected.

AB 1600 Report FY 2022-23

Government Code Section 66006 contains comprehensive annual reporting requirements for development impact fees. This statute requires the City to make the following information available to the public annually for each development impact fee:
• A brief description of the type of fee in the account. • The amount of the fee.
• The beginning and ending balance of the account for the fiscal year. • The dollar amount of fees collected.
• The interest earned.
• Identification of each public improvement on which fees from the account were expended, the dollar amount of expenditures on each improvement, and an identification of the percentage of the cost of the improvement that is being funded with impact fees. • Identification of an approximate date by which construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement and the public improvement remains incomplete.
• Description of each inter-fund transfer or loan made from the account, including the public improvement for which the transferred or loaned fees will be expended. • Findings, under Government Code section 66001(d) for portions of the fee account that are unexpended in the fifth fiscal year following the initial deposit in the account and every five years thereafter.
• The amount of any refunds made according to the statute.

Staff has compiled the attached AB 1600 Report for Fiscal Year 2022-23 in accordance with the Fee Mitigation Act. The report provides an annual accounting of the activity in each development impact fee special revenue fund for the fiscal year ending June 30, 2023, and a five-year history. The report also provides a plan for future uses of the unexpended special revenue fund balances. The report is available on the City’s website and copies were sent to the Building Industry Association (‘BIA”) along with SCE and the Gas Co. for review as requested by them.

Notice of the public hearing was posted at City Hall and published in the Press-Enterprise to further invite public comment.

In addition to the development impact fees reported in the attached AB 1600 Report, the City imposes the Western Riverside County Transportation Uniform Mitigation Fee (TUMF) and the local development fee for the Multiple Species Habitat Conservation Plan (MSHCP). These fees are a “pass-through” to WRCOG and RCA, respectively, through the City’s participation in these specific regional programs. Evaluation and accounting of these regionally based fees are outside the scope of the City’s AB 1600 Report.

AB 1600 Report FY 2022-23

Discussion
On June 27, 1989, City Council adopted Ordinance Number 860, establishing its first AB 1600 development fee for Library Facilities. Subsequently, the City Council adopted and updated various other development impact fees applicable to new development within the City. The purpose of development impact fees is to finance the design, construction, and acquisition of facilities and equipment necessary to accommodate future development within the City. Through the General Plan and fee studies, the City of Lake Elsinore has established the nexus between development, the capital improvements necessary to mitigate the effects of development, and approved fees to fund the mitigation measures.

Development impact fees that are collected are segregated and placed in special revenue funds, which earn interest. Those funds are held for the facilities for which the fees are collected, per Government Code Section 66006. As of June 30, 2023, the City had eight separate and distinct fees that are collected under AB 1600. Following is a summary listing of the fees, along with the balance for each fee account on June 30, 2023:

The AB1600 Report includes a detailed expenditure and revenue report for each development impact fee special revenue fund. The nature of the development impact fee special revenue funds is such that the timing of receipt of revenues and construction of the related capital projects rarely coincide. As a practical matter, revenues are collected over time and accumulated until a development-related project is needed; in years of construction, accumulated reserves will be used up. No inter-fund transfers or loans have been made from capital accounts and no refunds have been made.

In using the expenditure and revenue reports to determine whether the fees have been spent within five years of collection, the total expenditures and transfers-out over the five years must be added together, and then that total must be subtracted from the earliest fund balance. In several instances, this calculation shows that not only have fees collected five years ago been spent but depending on the fund, fees collected in ensuing years have also been spent.

Although AB1600 requires fees collected from developers to be expended or committed within five years, the law allows exceptions in recognition that some project costs can be of a magnitude that takes more than five years to accrue adequate funds; or matching funds may not be available within the five years. AB 1600 requires the City to make certain findings as to any unexpended development impact fee funds, whether committed or uncommitted, remaining after the fifth fiscal year following the first deposit and every five years thereafter.

The AB1600 excludes fees collected under development agreements adopted according to (Section 65864) from the definition of “fees” so it has been generally accepted that only fees collected as a condition of development for the cost of public facilities are subject to the AB1600 requirements.

AB 1600 Report FY 2022-23

However, the development agreement statutes require “for any development agreement entered into on or after January 1, 2004, a city, county, or city and county shall comply with Section 66006 for any fee it receives or cost it recovers.” The following six development agreements fall under this provision (see Exhibit B).
• Village at Lakeshore (aka Westlake) – Pay $500/unit Development Agreement Fee and $2.00/square foot Affordable Housing In-Lieu Fee in addition to fees covered in the AB1600 report.
• Sports Complex – Pay only fees covered in the AB1600 report. • Laing (aka Summerly) – Pay $4,500/unit for the Development Agreement Fee which is credited against the cost of the golf course and other improvements and $1.30/sf Summerly Traffic Impact Fee in addition to fees covered in the AB1600 report. • Mohr Affinity - Paid Initial Development Agreement Fee $50,000; Pay $2.50/sf Commercial Development Agreement Fee
• Alberhill Villages – Paid Initial Development Agreement Fee $100,000; Pay Development Agreement Fee (subject to annual adjustment and subject to limited exemptions) $4,500/Single Family unit, $3,200/Multi-Family unit; $2,500/Mixed Use unit; $1.00/sf Commercial/Retail/lndustrial Building and Private lnstitutional/Places of Worship (nonsanctuary); Pay $2.00/sf Alberhill Park Fee in addition to fees covered in the AB1600 report.
• Tri Pointe Homes (Canyon Hills Estates) – Pay $5,500/dwelling unit Development Agreement Fee in addition to fees covered in the AB1600 Report.

All development impact fee categories satisfy the provision of AB1600 that funds be expended within five years. Moreover, the City’s Five Year (2023/24-2027/28) Capital Improvement Program (CIP), adopted on June 27, 2023, provides detail regarding the sources, amounts, and approximate dates of funding anticipated over a five-year period that will be used to complete the financing of future capital projects such that all fund equity balances have been programmed to fund projects.

Fiscal Impact
Tracking of the fund activities, summarizing the activity for the AB 1600 Report, and preparation of the Report requires accounting and administrative resources. No funds were expended on outside sources to comply with this unfunded State mandate. This is a required reporting and compliance report per the California Government Code 66006.

Attachments
Attachment 1 - AB1600 Annual Report
Attachment 2 - Development Agreement Annual Report
Attachment 3 - Development Impact & Mitigation Fee Schedule Attachment 4 – Proof of Publication / Public Notice

DEVELOPMENT AGREEMENTS - POST JANUARY 1, 2004

CITY OF LAKE ELSINORE, CALIFORNIA
DEVELOPMENT AGREEMENT - POST JANUARY 1, 2004 FEES SUBJECT TO SECTION 66006

DEVELOPMENT AGREEMENT PROJECT STATUS
TOTAL
UNITS
UNITS

TO DATE DAG FEE

AFFORDABLE

HOUSING IN-LIEU
FEE

ALBERHILL

PARK FEE

SUMMERLY

TRAFFIC IMPACT
FEE ("STIF") EXISTING DIF FEES PER ORDINANCE
VILLAGES AT LAKESHORE ("WESTLAKE")
(RESIDENTIAL)

PROJECT COMPLETE
$500 DAG Fee per unit YES, COVERED IN THE AB1600 REPORT. 2020-2021 169 169 $ 84,500 $ 545,602
Affordable Housing Fee ($2 per sq ft)
169 169 $ 84,500 $ - N/A N/A
LAING-CP ("SUMMERLY") (RESIDENTIAL) PROJECT COMPLETE
Description: $4,500 DAG fee per unit for
extraordinary infrastructure
2010-2011 7 $ 31,500
2011-2012 77 346,500
2012-2013 181 814,500
2013-2014 115 517,500
2014-2015 138 621,000
2015-2016 183 823,500
2016-2017 227 1,021,500
2017-2018 209 940,500
2018-2019 264 1,188,000
2019-2020 26 117,000
2020-2021 115 517,500
2021-2022 126 567,000
SUBTOTAL 1,668 1,668 $ 7,506,000
STIF - Summerly Traffic Impact Fee ($1.30 per sq ft)
2017-2018 $ 1,582,388.91
2018-2019 437,323.20
2019-2020 662,677.06
2020-2021 559,799.20
2021-2022 (109,564.63)
Interest Earnings Accumulated 193,414.59
SUBTOTAL $ 3,326,038.33
1,668 1,668 $ 7,506,000 N/A N/A $ 3,326,038.33

CANYON HILLS ESTATES (RESIDENTIAL) PROJECT NOT STARTED
$5,500 DAG FEE 132 - 0 YES, COVERED IN THE AB1600 REPORT.

ALBERHILL VILLAGES (RESIDENTIAL) PROJECT NOT STARTED
Alberhill Park Fee - SINGLE FAMILY (SFR) 2,724 - $ - YES, COVERED IN THE AB1600 REPORT.

Alberhill Park Fee - MULTI-FAMILY (MFR) 3,420 - -
Alberhill Park Fee - MIXED USE DWELLING 1,880 - -
8,024 - N/A N/A $ - N/A

MOHR AFFINITY (OUTLET MALL PADS - FUTURE) PROJECT NOT STARTED $ - $ - $ 50,000 $ - $ - $ - YES, COVERED IN THE AB1600 REPORT. $ - $ - $ 50,000 $ - $ - $ -

SPORTS COMPLEX (COMMERCIAL) PROJECT NOT STARTED
Description: Pays Impact Fees per City Ordinances for Development Impact Fees. As such, these are covered in the AB1600 Annual Report. YES, COVERED IN THE AB1600 REPORT.

N/A N/A N/A N/A N/A $ -
Paid Initial Development Agreement Fee $50,000; Pay $2.50/sf Commercial Development Agreement Fee
Alberhill Villages – Paid Initial Development Agreement Fee $100,000; Pay Development Agreement Fee (subject to annual adjustment and subject to limited exemptions) $4,500/Single Family unit, $3,200/Multi-Family unit; $2,500/Mixed Use unit; $1.00/sf Commercia/Retail/lndustrial Building and Private lnstitutional/Places of Worship (nonsanctuary); Pay $2.00/sf Alberhill Park Fee in addition to fees covered in the AB1600 report.

NOPH 1-9-24 Development Impact Fees - Page 1 of 1
The Press-Enterprise
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(951) 368-9229
City of Lake Elsinore
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Lake Elsinore, California 92530
Publication: The Press-Enterprise

PROOF OF PUBLICATION OF
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FILE NO. 0011637827

PROOF OF PUBLICATION
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printed and published daily in the County of Riverside, and which newspaper has been adjudicated a newspaper of
general circulation by the Superior Court of the County of Riverside, State of California, under date of April 25, 1952, Case Number 54446, under date of March 29, 1957, Case
Number 65673, under date of August 25, 1995, Case Number 267864, and under date of September 16, 2013, Case Number RIC 1309013; that the notice, of which the annexed is a printed copy, has been published in said newspaper in
accordance with the instructions of the person(s) requesting publication, and not in any supplement thereof on the following dates, to wit:
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I certify (or declare) under the penalty of perjury that the foregoing is true and correct.

Date: December 22, 2023.

At: Riverside, California
______________________________
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